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Agenda 08-08-23BOYNTO'' ' = COMMVNITY�IIIIIII' IIIIP'"I' I Community Redevelopment Agency Board Meeting Tuesday, August 8, 2023 - 6:00 PM City Hall Chambers, 100 E. Ocean Avenue 561-737-3256 AGENDA 1. Call to Order 2. Invocation 3. Pledge of Allegiance 4. Roll Call 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda 6. Legal 7. Informational Items and Disclosures by Board Members and CRA Staff: A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda 8. Announcements and Awards 9. Public Comments The public comment section of the meeting is for public comment on items on the consent agenda or items that are not on the agenda. For items on the agenda, the public will be given an opportunity to comment at the time each item is considered. Each speaker will be given a total of three (3) minutes to comment; however the Board retains the right to reduce the number of minutes prior to the start of public comment. Persons making public comment may not assign or donate their public comment time to another individual to allow that other individual additional time to comment; however, any persons requiring assistance will be accommodated as required by the Americans with Disabilities Act. Prior to addressing the Board, please go to the podium or unmute your device when prompted, and state your name and address for the record. 10. Consent Agenda A. CRA Financial Report Period Ending July 31, 2023 B. Approval of CRA Board Meeting Minutes -July 11, 201 11. Pulled Consent Agenda Items 12. CRA Advisory Board A. Pending Assignments 1. Discussion and Consideration of Draft Scope to Amend the 2016 Community Redevelopment Plan (TABLED 06/13/2023) B. Reports on Pending Assignments 13. Old Business A. Status Update on Development Project with 306 NE 6th Avenue LLC for the CRA Owned Property located at 211 E. Ocean Avenue B. Quarterly Progress Report from BB QOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) C. Annual Progress Report from BB QOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) D. Update on Status of Joint City/CRA Meeting regarding Draft Scope to Amend the 2016 Community Redevelopment Plan E. Continued Discussion and Consideration of Fiscal Year 2023-2024 Project Fund Budget 14. New Business A. Discussion and Consideration of Marina Lease Agreements for Fiscal Years 2023- 2025 B. Discussion and Consideration of Revisions tote Economic Development Grant Program Guidelines and Applications for Fiscal Year 2023-2024 C. Discussion and Consideration of an Alternative Meeting Date forte November CRA Board Meeting D. Consideration of Registration and Travel Expenses to Attend the Florida Redevelopment Association 2023 Annual Conference on October 25-27 in Ponte Vedra Beach E. CRA Board Discussion and Consideration of Executive Director's Annual Performance Review for Fiscal Year 2023-2024 15. CRA Projects in Progress Boynton Beach-Aight [,TAa_rkeA_Re_cqp B. CRA Economic & Business Development Grant Program Updal 2 smI,ns ns -11 i � *.[��t[T E. MLK Jr. Boulevard Corridor Mixed UseProject (d/b/a art of Boynton Village Apartments) Update 16. Future Agenda Items A. Semi -Annual Progress Report for the Purchase and Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Village Apartments - September B. Semi -Annual Progress Report for the Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Shops - September C. Approval of the First Amendment to the Purchase and Development Agreement with Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project - September D. Discussion and Consideration of an Interlocal Agreement (ILA) with City of Boynton Beach regarding Ride Sharing Program - September/October E. Discussion and Consideration of Ride Sharing Program - September/October 17. Adjournment NOTICE IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE CRA BOARD WITH RESPECT TO ANY MATTER CONSIDERED AT THIS MEETING, HE/SHE WILL NEED A RECORD OF THE PROCEEDINGS AND, FOR SUCH PURPOSE, HE/SHE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE, WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. (F.S. 286.0105) THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITH A DISABILITY AN EQUAL OPPORTUNITY TO PARTICIPATE IN AND ENJOY THE BENEFITS OF A SERVICE, PROGRAM, OR ACTIVITY CONDUCTED BY THE CRA. PLEASE CONTACT THE CRA, (561) 737-3256, AT LEAST 48 HOURS PRIOR TO THE PROGRAM OR ACTIVITY IN ORDER FOR THE CRA TO REASONABLY ACCOMMODATE YOUR REQUEST. ADDITIONAL AGENDA ITEMS MAY BE ADDED SUBSEQUENT TO THE PUBLICATION OF THE AGENDA ON THE CRA'S WEBSITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDA AFTER IT IS PUBLISHED ON THE CRA'S WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. 3 10YN10N�RA �E A OII,�00�U'�'h II' �1�' "!1 I1�IU. COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 CONSENT AGENDA AGENDA ITEM 10.A SUBJECT: CRA Financial Report Period Ending July 31, 2023 SUMMARY: CRA Financial Services staff is providing the CRA Board with the July 31, 2023 (Attachment 1): • Statement of Revenues, • Expenditures and Changes in Fund Balance Report, and • Budget Comparison Schedule - General Fund. FISCAL IMPACT: FY 2022-2023 Annual Budget CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan and FY 2022-2023 CRA Budget CRA BOARD OPTIONS: Approve the CRA's monthly financial and budget reports for the period ending July 31, 2023. ATTACHMENTS: Description • Attachment I - July 2023 Financial Summary 4 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Statement of Revenues, Expenditures and Changes in Fetid Balances REVENUES Tax increment revenue Marina Rent & Fuel Sales Contributions and donations Interest and other income Total revenues EXPENDITURES General government Redevelopment projects Debt service: Principal Interest and other charges Total expenditures Excess (deficiency) of revenues over expenditures OTHER FINANCING SOURCES (USES) Funds Transfers in Funds Transfers out Total other financing sources (uses) Net change in fund balances Fund balances - beginning of year Fund balances - end of year Through Year to Date - July 31, 2023 17,874,147 (14,282,295) (76,598) 3,515,254 14,679,840 2,136,830 Total (16,816,670) Debt Service Governmental General Fund Projects Fund Fund Funds 19,113,241 397,545 2,060,232 19,113,241 1,965,808 14, 874,575 128,392 1,965,808 191,091 605,611 36,475 833,177 21,270,141 605,611 36,475 21,912,227 3,395,994 - - 3,395,994 - 14,887,905 14,887,905 - - 113,073 113,073 3,395,994 14, 887,905 113,073 18, 396,972 17,874,147 (14,282,295) (76,598) 3,515,254 Footnote: Transfers between funds include monies received from TIF and carryover from general fund balance. The notes to the basic financial statements are an integral part of this statement. I 5 14,679,840 2,136,830 16,816,670 (16,816,670) - (16,816,670) (16,816,670) 14,679,840 2,136,830 - 1,057,477 397,545 2,060,232 3,515,254 3,800,776 14, 874,575 128,392 18, 803,743 4,858,253 15,272,120 2,188,624 22,318,997 Footnote: Transfers between funds include monies received from TIF and carryover from general fund balance. The notes to the basic financial statements are an integral part of this statement. I 5 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Budgetary Comparison Schedule General Fund Through Year to Date - July 31, 2023 The notes to the basic financial statements are an integral part of this statement. 1 6 Original Budget Final Budget Actual REVENUES Tax increment revenue $ 18,959,450 $ 18,959,450 19,113,241 Marina Rent & Fuel Sales 1,100,000 1,100,000 1,965,808 Interest and other income - - 191,091 Other financing sources (uses) 500,000 1,557,921 - Total revenues 20,559,450 21,617,371 21,270,141 EXPENDITURES General government 4,800,701 4,800,701 3,395,994 Total expenditures 4,800,701 4,800,701 3,395,994 Excess of revenues over expenditures 15,758,749 16,816,670 17,874,147 OTHER FINANCING SOURCES (USES) Carryover fund balance - Transfers out (15,758,749) (16,816,670) (16,816,670) Total other financing sources (uses) (15,758,749) (16,816,670) (16,816,670) Net change in fund balances $ - $ - 1,057,477 Fund balances - beginning of year 3,800,776 Fund balances - end of year 4,858,253 The notes to the basic financial statements are an integral part of this statement. 1 6 w J LL U U ra M� W C O 4J C i yO W bD o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0\° g'' .-I LT O a) O O O O O e -I W W O V O o o o O LD 00\' oo\' In �t W o V In .-I .-I O W I, lD o Ol o o -zi, n n Ln V In .-I o l0 .-I W O .-I N l0 l0 n m M O N W m O Ol m l0 rl Ql Lf1 V O O I� O l0 0 0 0 0 o '4 ,-I Lo o cy M N o .--I o o LnM .-I .-I M M Z c -I o N M N Ln o r, In z o N m z In m m z r, m In o m rl a m r, z m o 00 O O Ln m m O O to m r1 O�o O n .--I N .-I o0 .-I m N O O I" m O c -I n O�o O C O O m cn 0 Ln N Ln O N 't o1 I� O Ln M l0 o0 O V o0 O N O O Il O O oq l0 N O O I" Ln m m I" m- rl O LD m w O -Zt m N Ln m W m z z N m O w N Ln w -Zt W I" O m w m Ln m O-zt M N M n N N Ln w 4 N m Ln Ln I, n N N O Ln -4 N-4 m M n O E I� 00 Ln o0 V M o0 ll cT N No M n M N 1-I o0 N V n Lr M m m m o0 l N LD M a) � O N N O M I� V W I" r m Ql m .--� W O O M .--� .--i oo Ln I, Ln Ln m LD o0 It Ln V N N m Ln M N N N N N N M N d0 m N O O In m I� O O m r1 m O Tt O M m w m N m Ln W O O m I" O m m O Tt O O O LT M O Ln N Ln O o0 Ln z O n C) C O O O O N O rl M ri LT Ln -i Ln LT n O O N D1 O -i M W O1 O n O .-I O In Ln I" Tt O .-I M M M O .-I m Ln .-I Ln .-I N O zt o0 m Ln Q1 O D M C m N W In W lz M o0 LT N n o0 co Ol N Ln I" M Tt Tt N N n 00 �t I n Ln Ln m N LD N LO m W W LD Ol N Ol LD Ln ' N W c -I m W Ln M Ill Tt�t WI" No O Nm l0 Ln Tt Ln z N c -i N .--i 00 N N I� m LD W lz� nN N o0 T N C c N W T O O o0 LD M n O O 14 r1 Ln O O O m rV 0 0 0 Tt o0 tT O O O O T O O�t 0 0 0 O O r1 T� O r -I Ln O o0 Ln Ln 0 0 0 Tt Ln Lb 0 0't I", cT Ib O O O In O O N O O O O O Ol N In .-I Lo O Ln .0o Lf1 M O O O Ln .-I � O O O O n N Lh O O O O Ln I" Ln O O M cy O m M W a) c -I I� It n .--I w W M 't O N n a M L!1 M N Ol ^ lz D1 M LD N N N N N .--i N M.--� R jp N N o0N M M Lh N O - N F Gl O O W0) .--I LD c0 O M iD m O V .--I .-I m W 0) t0 .--I w CO O O M W O m m O V CD O O Il W O -i O O O c1 m. -I n Z M W N o0 o0 O R Ln fV O V tV o0 M m Ln Ln W al o1 O O fV rn 0 r1 O W oT O tD .-I O Ln O Ln Ol O .-I M N Ln -4 N O Ol Ln to W j N O V m V Ln N ID M n O m N Ln O Ln M o0 cl c -I rl O1 co co m O m N M V .--I H M m Ln a o N co N l0 W lD m V N V IliM m Ln M M -zj- IM M z N .--i r M m Ln O l0 N V Ln z N C N Oc Ln o lD M m N co Ln C m N C N d m O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O 00 O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O 'O 0 0 0 0 0 0 0 0 " N O Ln O O N O O O O O C O O O O O O O O O O O N O 0 0 0 0 0 O O Ln 0 0 Lr 0 0 Lr Lr 0 rl O O O O cl oD � O O tT M . . rl O O O I- � c -I O Ln N Ln O Ln O Ln O Ln O N M O N Ln Ln O C c c c c C C . . . . . . . . . . . . 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CRA BOARD OPTIONS: Approve the July 11, 2023 CRA Board Meeting Minutes. ATTACHMENTS: Description • Attachment I - July 11, 2023 CRA Meeting Minutes 12 Minutes of the Community Redevelopment Agency Board Meeting Held on Tuesday, July 11, 2023 at 6:00 PM City all Chambers, _100 E Ocean Avenue__ and GoToWebinar Online Meeting Present: Chair Ty Penserga Vice Chair Thomas Turkin Board Member Angela Cruz Board Member Woodrow Hay Board Member Aimee Kelley 1. Call to Order Chair Penserga called the meeting to order at 6:03 P.M. The Invocation was given by Board Member Hay. 3. Pledge of Allegiance Vice Chair Turkin led the Pledge of Allegiance to the Flag. 4. Roll Call Thuy Shutt, Executive Director Tim Tack, Assistant Director Tara Duhy, Board Counsel Tammy Stanzione, Deputy City Clerk Ms. Tammy Stanzione, Deputy City Clerk, called the roll. A quorum was present. 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda Vice Chair Turkin requested to move Item 15C up. Board Member Kelley noted they tabled Item 11A. CRA Executive Director Thuy Shutt noted the item is tabled and will include the notation in the future. Vice Chair Turkin asked for an update on 211 E. Ocean. Ms. Shutt replied that the agreement has been forwarded to Mr. Barber for him to sign. It has still not been executed to date and they will continue to reach out to Mr. Barber. Ms. Shutt noted they will bring the item back. Motion: Board Member Hay moved to approve the agenda, as amended. Board Member Cruz seconded the motion. The motion passed unanimously. 6. Legal 13 Meeting Minutes CRA Board Meeting Boynton#, -F -L _ July Ms. Tara Duhy, Board Council provided an update of the Ethics Training requirements. 7. Informational Items and Disclosures by Board Members and CRA Staff: A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda Chair Penserga, Vice Chair Turkin, Board Member Cruz, Board Member Hay and Board Member Kelley had no disclosures. 8. Announcements and Awards A. Boynton Beach Night Market Announcement Ms. Mercedes Coppin, Business Promotions and Event Manager, announced the Boynton Beach Night Market, which will be held on July 29th at Centennial Park and Amphitheater. 9. Public Comments The public comment section of the meeting is for public comment on items that are not on the agenda. For items on the agenda, the public will be given an opportunity to comment at the time each item is considered. Each speaker will be given a total of three (3) minutes to comment; however, the Board retains the right to reduce the number of minutes prior to the start of public comment. Persons making public comment may not assign or donate their public comment time to another individual to allow that other individual additional time to comment; however, any persons requiring assistance will be accommodated as required by the Americans with Disabilities Act. Prior to addressing the Board, please go to the podium or unmute your device when prompted and state your name and address for the record. Public Comments: Chair Penserga opened public comments. Mr. Tory Orr, Boynton Beach, announced a Bookbag Drive on July 291h and he asked for donations of supplies. He invited the Board Chair and Board Members to attend. He noted the parking on 13th is looking good but noted some broken gates in the park on MILK. He spoke about Juneteenth. No virtual comments. Chair Penserga closed public comments. 10. Consent Agenda A. CRA Financial Report Period Ending June 30, 2023 (REVISED 07/06/2023) B. Approval of CRA Board Meeting Minutes - June 13, 2023 C. Approval of the Second Addendum to the Purchase and Sale Agreement for the Bride of Christ Daycare Center at NE 10th Avenue D. Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $15,000 to Hamarnah DDS PLLC d/b/a Dentology General, Cosmetic & Implant Dentistry located in One Boynton at 313 E. Woolbright Road 14 Meeting Minutes CRA Board Meeting Boynton Beach, FI July -1-1 j-2023 _.. E. Approval of the Commercial Property Improvement Grant Program in the Amount of $31,861 to Hamarnah DDS PLLC d/b/a Dentology General, Cosmetic & Implant Dentistry located in One Boynton at 313 E. Woolbright Road F. Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $14,040 to Picnics in Paradise LLC located in Casa Costa at 466 N. Federal Highway 11. CRA Advisory Board A. Pending Assignments 1. Discussion and Consideration of Draft Scope to Amend the 2016 Community Redevelopment Plan - Tabled B. Reports on Pending Assignments Item tabled from previous meeting. 12. Pulled Consent Agenda Items There were no Consent Agenda items pulled. Motion: Vice Chair Turkin moved to approve the Consent Agenda. Board Member Hay seconded the motion. The motion passed unanimously. 13. Old Business A. Discussion and Consideration of the New RFP for the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard Mr. Tim Tack, Assistant Director, Community Development Agency, introduced the item and provided an updated on the New RFP for the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard. Board Member Kelley inquired about what was being done differently with the advertising for the RFP. Mr. Tack responded that will be doing more a national reach through Demand Star, an online clearinghouse, and through professional organizations as well. Board Member Hay asked Mr. Tack to repeat the issuance date. Mr. Tack said it will be issued July 28th Board Member Turkin inquired about moving the timeline up a month on the RFP. He suggested that the CRA Advisory Board review be removed, due to the uncertainty of there being a quorum present for the CRA Advisory Board meeting. 15 Meeting Minutes CRA Board Meeting Boynton Beach, F -L July -1-1,202-3 Mr. Tack stated he does not believe they can do a three-month reduction as they will need time to review what is submitted. He said if they want to do reduce the advertisement time and not take it to CRAAB, it could be reduced by two months. Discussion ensued about dates and timeline. Vice Chair Turkin recommended the Draft P&D Agreement in December and BBCRA Board Approval on January 9, 2024. Board Member Cruz said it would be meaningful to have BBCRA Board review and provide feedback to the CRA. Board Member Hay said he wants to move this forward and not hold it up for the BBCRA Board. He would like to move forward with Vice Chair Turkin's recommendation. Board Member Kelley said she does not want a BBCRA Board review to hold them up but perhaps they can be part of the process later. Ms. Duhy recommended a TBD date for the BBCRA Board. Discussion continued about the timeline and the BBCRA Board. Chair Penserga supports the recommendation to expedite the process. Consensus was reached to adjust the timeline. Public Comments: Chair Penserga opened public comments. No one came forward to speak. No virtual comments. Chair Penserga closed public comments. Motion: Board Member Kelley moved to approve the RFP/RFQ for the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard, as amended, and issue subject to USPS and final CRA legal review. Board Member Hay seconded the motion. The motion passed unanimously. B. Update on Status of Joint City/CRA Meeting regarding Draft Scope to Amend the 2016 Community Redevelopment Plan Ms. Shutt reviewed the two dates that were available for the joint meeting. She said an hour should be sufficient for the meeting. She will take both the September and October dates to the City for consideration. C. Discussion and Consideration of Third Amendment to Contract with Lewis, Longman & Walker, P.A. (LLW) for Legal Services Ms. Duhy reviewed the proposal and rate changes. 16 Meeting Minutes CRA Board Meeting Soy -Beach; Fl- uty-14x.023 Public Comments: Chair Penserga opened public comments. No one came forward to speak. No virtual comments. Chair Penserga closed public comments. Motion: Board Member Kelley moved to approve the Third Amendment to the legal services agreement providing for a monthly retainer of $7,000 and an increase of $30 in the hourly rate structure for shareholder counsel and $25 in the hourly rate for associate services on project related items. Board Member Hay seconded the motion. The motion passed unanimously. D. Discussion and Consideration of an Update to the BBCRA Travel Policy Ms. Shutt reviewed the proposed updates to the BBCRA Travel Policy. Board Member Kelley agreed that it is outdated and supports the changes. Board Member Hay said they should review this policy on a regular basis. Board Member Cruz asked about the redlined bullet about the Executive Director's travel. Ms. Duhy clarified that is covered in the Executive Director's contract and this is a duplicate. Ms. Shutt explained the process for approving her travel. Public Comments: Chair Penserga opened public comments. No one came forward to speak. No virtual comments. Chair Penserga closed public comments. Motion: Board Member Cruz moved to adopt the Revised BBCRA Travel Policy as presented. Vice Chair Turkin seconded the motion. The motion passed unanimously. E. Continued Discussion and Consideration of CRA Board Travel to the 2023 International Economic Development Council's Annual Conference Ms. Shutt stated there is high interest from the CRA Board to attend and they are seeking a commitment. She noted the cost is approximately $3,000 per attendee and they may need to reallocate funding. Chair Penserga, Vice Chair Turkin, Board Member Cruz, and Board Member Hay indicated they are interested in attending. Ms. Shutt confirmed that they will be presenting at the conference on The Heart of Boynton shops initiative. Board Member Hay said it is a big deal to be invited to speak at an international conference. 17 Meeting Minutes CRA Board Meeting Boynton Bear— FL July -l4-,-202; 14. New Business A. Consideration and Discussion of Fiscal Year 2023-2024 Project Fund Budget Ms. Shutt provided a brief overview. Ms. Vicki Hill, CRA Finance Director, introduced the item. She began her presentation by introducing the team members and reviewing the following: TIF Calculations; .05 Millage Rate; Funding/Uses; Remaining Project Fund Budget for Allocation; BBCRA Fiscal Year 2023-2024 and Project Fund Worksheet. Discussion ensued about various line items, including ride share. Consensus was reached for staff to bring back options regarding ride share. Board Member Kelley left dais at 7.45 p.m. Board Member Kelly returned to the dais at 7.52 p.m. Ms. Duhy left the dais at 7:54 p.m. Ms. Duhy returned to the dais at 7.58 p.m. Ms. Vicki Hill displayed the Allocation Balance Remaining balance and asked the Board for their feedback on where to allocate. Vice Chair Turkin recommended an acquisition of a parking garage or parking structure in the downtown district. Board Member Kelley said she is fine with the allocation recommended but noted they asked staff for a parking analysis. Board Member Hay said they do need parking. Board Member Cruz agrees with parking in the downtown area and would be ok to put some money aside. Vice Chair Turkin said this is for land acquisition only. There was consensus to allocate money to land acquisitions for public parking in the CRA. Discussion ensued about allocating $1.3M for the request. Board Member Kelley said she would like to add more funding to the Women's Club so they can assist with repairs so it can become an income -generator. Chair Penserga said it is time to upgrade the marquis welcome signs for the CRA area. He requested clarification on beautification project. Ms. Shutt explained the $100Kfunding forthe US 1 Beautification Project, as requested by Deputy City Manager Andrew Mack. Chair Penserga said he is unaware of this project and would like to learn more. 18 Meeting Minutes CRA Board Meeting Boynton -Beach, FL , LJly_1_1_,2 23 Vice Chair Turkin said beautification is long overdue. Chair Penserga recommended any remaining funds by moved to the grocery store project. Ms. Hill reiterated the reallocation funding amounts. 15. CRA Projects in Progress A. CRA Economic & Business Development Grant Program Update (REVISED 07/06/2023) — not heard B. Social Media & Print Marketing Update — not heard C. MILK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update Mr. Tack provided an update on the MLK Jr. Boulevard Corridor Mixed Use Project. He began his presentation by reviewing the following: East Building Looking South from MLK Jr. Blvd; East Building Looking /north to MLK Jr. Blvd; Easting Building Roof Looking East; East Building Interior; North Building Looking North from MLK Jr. Blvd; North Building Looking South to MLK Jr. Blvd; North Building Roof Looking East; North Building Interior; West Building Roof Looking South; and West Building Interior. Ms. Shutt said they should have the CO for the residential component in September. They will begin the commercial component shortly thereafter. She reviewed the additional project timeline. Board Member Hay did a walkthrough of the project, and it was impressive. He asked about the telephone poles. Mr. Tack said they are working on getting a survey of the corridor to see how they will proceed. He said they anticipate getting lighting on the southside first. He said they will not hit the target for the undergrounding before people move in and it will be part of the beautification project. Board Member Hay asked about a building on the NW corner. Ms. Shutt said the City is working on tearing down the referenced property. Board Member Hay asked about the property to the north. Ms. Shutt said the property is privately owned and in good condition. 16. Future Agenda Items A. Approval of the First Amendment to the Purchase and Development Agreement with Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project — August B. Approval of an Extension Request of the Construction of a Public Plaza per the Purchase and Development Agreement with Ocean One Boynton, LLC for the Ocean One Project — August C. Quarterly Progress Report from BBQOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) — August D. Annual Progress Report from BBQOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) — August E. Semi -Annual Progress Report for the Purchase and Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Village Apartments — September 19 Meeting Minutes CRA Board Meeting Boynton -Beach, -FL JuIyA-1, -2-02-3 F. Semi -Annual Progress Report for the Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Shops — September 17. Adjournment Board Member Hay said he hopes the Board would not allow their seats or positions to be used as a weapon. He asked if someone comes to another Commission member with an issue, they will agree amongst themselves to come to the Commissioner in the district. Ms. Duhy recommended to refrain from commenting on Commission issues. Motion: Vice Chair Turkin moved to adjourn. Board Member Cruz seconded the motion. The motion passed unanimously. There being no further business to discuss, the meeting was adjourned at 8:44 P.M. Tammy Stanzi CMC Deputy Cit, Zierlk 20 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 OLD BUSINESS AGENDA ITEM 13.A SUBJECT: Status Update on Development Project with 306 NE 6th Avenue LLC for the CRA Owned Property located at 211 E. Ocean Avenue SUMMARY: At the June 13, 2023 meeting, the the CRA Board approved the First Amendment to the Purchase and Development Agreement for a six month extension to submit a site plan application to the City for a container restaurant on a CRA -owned parcel located at 211 E. Ocean Avenue (see Attachment 1). CRA staff received the executed first amendment signed by Anthony Barber on July 13, 2023 (see Attachment 11). The Board requested a written project update at the July 11, 2023 meeting. An email was sent to Mr. Barber on July 12, 2023, requesting status on the following (see Attachment III): 1. Major site plan approval application submission dates and any meetings subsequent to 2. Development costs update (if different than previous) 3. Finance update (if different than previous) 4. Development timeline update. Since the initial email from the Executive Director on July 12th to the development team, subsequent emails were sent on July 13th, July 19th, July 24th, and July 25th reminding the development team of the July 25th deadline in order to make the agenda publication deadline (see Attachment IV). As of end of day July 25th, a status report was not received from 306 NE 6th Avenue LLC. As of 3:00 PM on July 25, 2023, the City verbally confirmed a site plan application had not been submitted. Background: At the March 9, 2022 meeting, the CRA Board approved a Purchase and Development Agreement (Agreement) between the CRA and 306 NE 6th Avenue, LLC for the CRA -owned property located at 211 E. Ocean Avenue (see Attachment V). The Agreement outlined the terms and conditions for the redevelopment of the site into a 3,000 square feet full-service restaurant consisting of five shipping containers for the adaptive reuse of the historic Magnuson House. 21 The Agreement was executed on September 18, 2022, after final legal review by both parties (see Attachment VI). Pursuant to Section 21.a, the developer is required to submit their site plan application to the City's Planning and Development Department by January 17, 2023 (120 days from effective date). CRA staff sent several courtesy reminders to representatives of 306 NE 6th Avenue, LLC regarding the site plan application submittal deadline to Planning and Zoning and the option to submit an extension request if needed (see Attachment VII). On January 17, 2023, a representative of 306 NE 6th Avenue LLC submitted a permit application to the City's Building Department at 5:49 PM and at 5:55 PM, the permit application was rejected by the City due to an incomplete application (see Attachment VIII). As a result, 306 NE 6th Avenue LLC was in default of the Agreement. The development team for 306 NE 6th Avenue, LLC had a pre -application site plan meeting with City and CRA staff on February 1, 2023. At the February 13, 2023 meeting, the Board moved to table the request for an extension to the May 9, 2023 Board meeting, which passed unanimously (see Attachment IX). On March 15, 2023, CRA staff met with the managing members of 306 NE 6th Avenue LLC to review the site plan application process. The City's Planning & Zoning staff was able to provide further clarification on the site plan application process on March 28th which was forwarded to the development team. CRA staff received an email from Mr. Barber from 306 NE 6th Avenue LLC on April 25, 2023, requesting additional time to work with City staff on the site plan application process. This request was placed on the May 9, 2023 meeting for the Board's consideration (see Attachment X). At the May 9, 2023 meeting, the CRA Board made a motion to extend the deadline to submit a site plan application six months from the May 9th meeting date. Therefore, 306 NE 6th Avenue LLC has until November 9, 2023 to submit the site plan application and as a result all other deadlines outlined in the development agreement would automatically be adjusted by the six month extension (see Attachment XI). Following the May 9th meeting, City staff sent an email to Mr. Barber clarifying the required process for the project (see Attachment XII). CRA PLAN/PROJECT/PROGRAM: 2016 CRA Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board discussion. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - Fully Executed First Amendment dated July 13, 2023 • Attachment III - July 12, 2023 Email to Anthony Barber Requesting Information for August Board Meeting Update 22 • Attachment IV - Email Reminders to 306 NE 6th Avenue LLC • Attachment V - March 9, 2023 CRA Board Minutes and Agenda Items - Purchase and Development Agreement Background • Attachment VI - Fully Executed Purchase and Development Agreement • Attachment VII - September 2022 - January 2023 Site Plan Application Reminders • Attachment VIII - Building Permit Application Information • Attachment IX - February 13, 2023 CRA Board Meeting Minutes • Attachment X - April 25, 2023 Request for Additional time • Attachment XI - May 9, 2023 CRA Board Meeting Minutes Approving 6 Month Extension • Attachment XII - May 12, 2023 Email from City Staff 23 12/21/22, 12:16 PM PAPA Maps DOROTHYJACKS H °� ,Y. n.,r.v�„ Wo vrhe« why roe , V""I eu+ https://maps. co. pal m-beach.fl. us/cwgis/papa. htm I?gval ue=08434528030040130 1/ 24 12/21/22. 12:16 PM PAPA Maps https://maps. co. pal m-beach.fl. us/cwgis/papa. htm I?gval ue=08434528030040130 2/ 25 FIRST AMENDWEN1 rO PURCHASE AND DEVELOPMENT AGREEMEN'T rhm NO AMNWmeM to Me Pwdusse and Deve1olprnent Atyret'erncmt ("Hisr Arncjridirntrit"h rs herOn OMW Mo iN and homwen the BypHars Denh Community Agenry as pulliflv,': agn"N crewd pursuant to Chaptm;^r 103, Pan HI, of Me I inda WuMs CIEUITITI 306 NE V Avowe I U,,, cu as dMkMpd wignee (WRChat SER"Y Indwiduaks, the SEU ER oit "URCHASER rinay ho iefen .w(J to hemil ins as 11party" and s Olk?dowey v,uiy be rek,*rii ed to her ein as the Partes." WHEREAS, the parAs pmWmBj eMered drat o a Pumhase and Devokspaient d,-Oet-1 Swrptvrnbei, 18, 2022 �Ihe "Agreernent"); and W,HLREAS, tl,�e paytpes desire to arviend pamgraph 2L a, of the Purdmsm and Deveh;xnent Agreemeni foran extemwn dMendmNsW of he ap;dwalbn tam GeNyK she phin yap, poWmAhe WOO; aind W11 IMEREFORE, in consWerMion of the mutwi` covenants, and piromises sct forlh hev6irs, the suMciencyof which bwh pants hereby acknoWedg, Ow Par Os agree as Wowsa L Kcar pomHom Re above recW,Ms aware hereby incemporaWd hemb as Why so famrr. AmwWmerd Myc AmeWwreMw Me Agmerneamt we shown as fofioww!! addubcms are slihown iin underlined forrnat; shown in su dkOhroirjrgh format Amendmeru to mg paha 21 Whe Agmemem. Paragraph 21 or Me AgmerneM OaH be amended as Wown F jjMjQf, PURCHAW is reqQed W addew the klowhg Rems dewr6ed Wow A thl SedWn (Wutkely, Om Wqcct Elernentey AchWvmwM cA Me Pmkd Elemems mum be documented in wrRing, and such synbng mum be pmvided to We SU LLR kqx)n comMetwn of each Rem a, Submiss*rr of appikation to the CRy for she Idan apprawfl fw the '•Ircrject within oryhundmcj QgQ tweoty (IA5j§Q) days Horn bdgjq,jQZj Owk*wwwe b AcNevernent of shwa pWn appmyW fm the Noject filrmi the City Mthin one hundred eughty (jp,()� days of submatal of as kwmW site pWn appkafion to the (Ay of Boynton Beach, Approval of Wancing for than Prqect hicluding the cwqwObn ban Gard pumamm fwawumg conirwiment kr as fonn ameonb4toSELLER inan ammo untsuf6dent todevehopthe PMWU onii,,°)r bofotcrcac6ving sae phn apWavaR frown the City. PURCHASER shfli prowde SELHAk pToof that Hw PMOMWA yoapapnpu thhh..rfI financQ cwmAmeM is either, a) ,upnod by an authnn2s, sj snip n,M (a r,y of=(Qhg Wt Me NoWn has been underwriter; hythe Lenderand that Lender tritevids onfinancing, thw Ptcwjs^eA, or b) that the entRy prr,woJkq,,,,!, the Ilmmarrraappent Sancti coryin'dUnent has the finand�,,,fl abihty to knid t,� �arjjj lirst suh entity 4aten& tcfinaince the whir -h piouf must he li'a ai form ml'(.'x,ptalbk'� to S,L ( L 11 R, d In tho, meent that the adaptk(rreuse of Ahle Wippuhs(mt [Iousv k rrol possit)k' ghen �Iull�((' HA -S il 1q, rnay icursrm the remowfl cJ thr, hislori( designation, tIUWAIWJt must provide notice to, SIELLER it inlm',!nds to reu'mve the historic do0gmWon 'A least thirty (30) days Wow fc'�nridily oriilif)fiinp the pmcim to narnove the desil.ynation, NWCHASER nrjtrq r,erpcsl an ArnendnBrit V"ttfls Agreement to mrmwe the 1he adaptive reuse of the historic Magnuson House as a Ijrv,)pect I lerirm',mt aind pap riepiare it with an afternative Nrtllect Hement,, whlch request SELILEIR voflH riot unr.k iea,sona�,,�ly refuse so iong as the aftmative [Iroect HemrmI furthes the Boynton Beach UrA Fhed evelopment INanif'sawchn i"Ostoric. desi@uiaficm hs rernoved, then the Magnuson Hstiuscr may be, denu,flished or moved so long as SELLER Ims approved an aiternative Frroject element and this Agr eement has been amended to reflect the same, e, Submussiori of constrrjct'rori documents for the Proiect fi:) the City for a building permut withlin viunety (90) days of obtainkig liorrnanl site plan approvai, Noof of perrinit apphcaton and ajpjphcabkhrnpact fees paid wilt be provlded to the SELLUI UP011 SUbmission to the Oty, Upon City Muance of the bu0ding pen -nit as copy wHI be provided to SELLER. C hssuancc ol a Certificate of0ccupancyto be provided within twelve (12) mcn-rihs frapio wrin Ibudding penrk issuance, g Rubbon cuffing ceremony to occur within sixty (60) days of achiev�ing a Ler-fificate Of OCCUPWICIV General. Exciept as expressly set fo[th in this First Amendment, the Agreement is unmodified and remains in fuil loirce and effect, and ns hereby ratified and confirmed by the parties. This :Wst Amenckneint may be executed in a number of counterparts, one and all ofwlhuch shal!1 constitutethe agmement of the pwlk.ws, and each of which shall be deenied art orig4ial, Jo the extem of, any conf I icT betwe4m the Agreement a nd I h is First Amendment, th is Nst Art wndrnent sh a lh contr6l [REMAINDER OF THIS PAGE INTENTIONALLY BLANK) 27 {N WITNESS WHFIREOF, thr,, Pairfies h�)VQ fhks First Arnendilrno.,,,nila,,, of the of datc� �ndicated Mow, DEVE-LOPER: 306 NE 6"' AVENUE LLC . .... ..... . ... Pdnted Narne: T ifle: Managkig ME!Mber Date: 02 N ESS: Printed Narne M ESS: . . . ........... . ... ..... . P r mita i t e cl N as ry) e Approved as, to form and Ga gal suffidency... I= BOYNTONG EACH COMMUNHY REDEVELOPMENTAGENCY a, . . . ..... ..... .. . . . . . . Printe Name: l'y Flenserga Tut e: Chair WITNESS: C RA Attorney q�-] Curfman, Vicki From: Nicklien, Bonnie Sent: Thursday, July 13, 2023 10:37 AM To: Shutt, Thuy; Anthony Barber Cc: r@subculturegroup.com; Tack, Timothy; Curfman, Vicki Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment II-Nii Anthony, We received the executed document for the First Amendment. II have saved it to your file. Please keep in mind we willl need the information below no Ilateir thanJuly 25tr' in order to irnalke the agenda Ipacket for the August Stn imeeting. 3 o r i� n l ::! IlNfl �u l l li e rn u �nlraintr "ruga;@ 14::.>rcu,e^ ft tirlai n geu 3o''lyntorll Beach 0��,U" irkRII.pIY.NII'l':"'� Agency, 100 II::::.. 110cean A d&� Nrirymtoru Beach, l::iorida 334`35 �� Il�,lur N lu�r.u'rlltrtrukrkrll.p.,u^�r lhttpsu//www.boyntonbeaclhcra.com Ir BOYNTO ��II11J�J�lJJJJJJIIJJJJIllp1JJ)� ' ou �Illllllllllllllllllllllllllfllllllllll E 11 f�� !C11T IIIV EOPMEAGENCY America's Gateway to the Gulfstream [11!3 se Lwe w�I,vii ui that l!a'I'3:kia ha!r a bro�a(� i p�p.ulnk rer�orcls la il�idv arid all to m�::I iii,tua em ffl rnr ry be su bjei�!t to lurr:;lr;,,r� nur� ^.l_uuudl r [:Ioruda r'& md:s leu"�Ar„ r?tnaH aii�:kire ses "ure pubHc ,wra-W r e -maul o)rnrnuuu°ftatkm and tOUr n_ur"u nrlru��ruuswe subject t%,: public ds to ure . From: Shutt, Thuy <ShuttT@bbfl.us> Sent: Wednesday, July 12, 2023 4:41 PM To: Anthony Barber <atbarber@troysbbque.com> 29 Cc: r@subculturegroup.com; Nicklien, Bonnie <NicklienB@bbfl.us>; Tack, Timothy <TackT@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment Importance: High Good afternoon Anthony, Last night at the CRA Board meeting, the CRA Board requested an update or report on the project's progress from your team to be submitted for their review at the August 8, 2023 CRA Board meeting. You do not need to be at the meeting and it can be a written report that references the milestones in the Purchase and Development Agreement, specifically: 1. Major site plan approval application submission dates and any meetings subsequent to 2. Development costs update (if different than previous) 3. Finance update (if different than previous) 4. Development timeline update Please note that we still need for you to execute the First Amendment to the Purchase and Development Agreement. I have attached both in this email for your convenience. Thank you. I..hp.u'!V ShUtt,, A, lAli,, F R 4 R e cw.,Nla e If::iiva,a.Goir l3d:.,int(m Beach I.. onIirniI.,&nII' a Il11:X II.)o I, au'u +''h,ii . I Illoy ntirra Beach, 33,135 , 561 600 9098 IJ Sh utt l @lrk :Lu..0s https://www.boyntonbeachcra.com " uuulumu B E �A CCUMUNirr Iit va c America's Gateway to the Gulfstream lila°eaW be !ad,iiia'd?a.J that []orkia has a bn°:aad f:W bh( rd_"cc)rds la`hdv all"dd 'all c orr!:,""aponC.IY'a"nc to rn °,,/ a erin1:0 II'Illi&�( be sIiub':'1d'.:I. No aiHiscd°: sus re. I,_urider Il:l%)Hda ir&zonu is lzroi,„ era aflu l addli-E!sses are pubhc Il e::ords,, l herefore, your e-mail co niruul ulrnu :'uflon au.11d your e -_maul address ua'aray be ruuf4!:?1i b) Prul:lul:::iisiil o u.,ur . From: Nicklien, Bonnie <NicldienB@bbfl.us> Sent: Monday, July 10, 2023 8:35 AM To: Anthony Barber <atbarber@troysbbque.com> Cc: Shutt, Thuy <ShuttT@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment II -fu Anthony, 30 Touching base on our signed agreement. Nease l�et us know the latest on getting your signature., BonnieNicWien Grant andP��e!A Nlana:uer BoyntcnBeach E'ornmunityRedeve|mpnnentAgency 100E.110cean| BoVntonBeach, F|orida 31435 �56l-6O0 9090 | m�� 5G1-��Jc��58 IOYN I)PIPPIPTI Iffil BE CCHMUNirr Ac,+Ncy America's Gateway t0the Gulfstream P|ease L�e a�I,iiisedthat F|ori�la has a bmmd pub|ic records |aw/and aU mornespmndenceto mevia ennai| nn�::Yit be subject to discklsupe,UnderF|mr[iareomnds|aw4ennai|addressesare pubUonecor�ls,Th112refmr12,youre'mai|and �oure'mai|addnessnnaybesub]ecttmpubUcdisc|osune� From: Anthony Barber Sent: Wednesday, July U5'2U232:42PM To: Nick|ien' Bonnie Subject: Re: Signature Request - 211 E. Ocean Avenue First Amendment Will do Thankyou On Jun 30, 2023, at 9:25 AM, Nicklien, Bonnie <NicklienBC&bbfl.us> wrote: Morning Anthony, Just following up Can you please sign and return the agreement today? 31 !3o n ur k,!,r IINflk 1 Ii e n Gii, ants saimJ ��Iri:Oct PQM .eur `ger Boynton Beach 1;cwnrn1uinutv i erPili'y 1.00 I)o2ain A''ae, II V oajn ut an a Be uN is Il: ld urhd a 31!135 5 1 61100•90a:)O 566 "37 3258 iuN h 11i urV: 9tt .11 d.0^µ Ihttps://\nrww.boyinton beachcira„com America's Gateway to the Gulfstream d ;i.�.aa°d be wiad 'iiV sed; that Iarkia kraus aV bN^tlamd �:iubhc rd"'N;;,orli s wiv a.VI1Vtl:l all d. )rresporVd rIN"io ti') rVre ''hrna.V dsVrValOI IimV,: v e °wu bV.INra"ct u) kq nd":"ll Rllrl' ,I.UII INl V" ': lIorida;VII Y p onI!1:1 laV'4/Pw peV"V afl8 aN3d;°idil it s sV?s are Adl lBN: IYN''"Nod; s. HIIereforl „'h1tl;°Nur e-nia it cm'IfIIrVIIIVII"IIIId:ii;,8flon c;WV,.11d it'ok.,w e-rka:d11 zNddress 1inV a:a''i/ be sVth"�s" N 611ic x111 sl'ld:,p^sq.,we. -----Original Message ----- From: Nicklien, Bonnie Sent: Tuesday, June 27, 2023 1:10 PM To: Anthony Barber <atbarber@troysbbque.com> Cc: Shutt, Thuy <shuttt@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment That's fine. Just sign and strikeout Rodney's name and print your name in its place. Thank you, Bonnie -----Original Message ----- From: Anthony Barber <atbarber@troysbbque.com> Sent: Tuesday, June 27, 2023 1:07 PM To: Nicklien, Bonnie <Nicl<lienB@bbfl.us> Subject: Re: Signature Request - 211 E. Ocean Avenue First Amendment Bonnie, Hello I think this needs to have me listed and not Rodney as I have controlling interest. Please advise. Thankyou 4 32 Anthony Barber > On Jun 26, 2023, at 10:38 AM, Nicklien, Bonnie <NicklienB@bbfl.us> wrote: > <23_0602 First Amendment to the P&D_Final_CRA Board - Signed by CRA.pdf> 33 Nicklien, Bonnie From: Nicklien, Bonnie Sent: Tuesday, July 25, 2023 10:17 AM To: Anthony Barber Cc: Shutt, Thuy; Utterback, Theresa; Tack, Timothy Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment II-Nii Anthony, II did not receive your report yesterday. Please .seined it today. Thank you, Bonnie From: Anthony Barber <atbarber@troysbbque.com> Sent: Monday, July 24, 2023 10:39 AM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Signature Request - 211 E. Ocean Avenue First Amendment You'll have this today! Thankyou On Jul 24, 2023, at 9:33 AM, Nicklien, Bonnie <NicklienB@bbfl.us> wrote: Good Morning Anthony, Please provide your (project update before end of day tomorrow, July 2.5t" for agenda packet review and publication„ 'rhe IE3oard has requested the highlighted information below. !3onn�. wr,e i"iic, ieru Grants and t/dna d,e-„e, Bu,w,!'mVh��ede,lvepVilenpt,')iige�Vciiii/ 1.e1)0 IIll, iD e,:Iin °11,ae. ll�oi�iennutorii Ihl3eache,,„ Il:lcanuia 134,3115 5�6� 600 9090 5151 737 3,258 P,fun 1 luenB@bbf q.u!:; https://www.,boyntonbeachcra.com 34 America's Gateway to the Gulfstream lldm srr IIbe ad ,,iis I thz t II kdirkia hi,as a u:nl'oa(� ;tl pa..uLglk, rgrq:ords Il PAI aruagi :rlll o:rrrespomld:;Ierlce to me 1/ia e rri Ouuu�r'v [�:e subIect i:d':r disclosure,hindler ' lorkIa9 Iir 4 q'N"tl:; s la'hv, emaflli q°:lglll"il are lo[YH II"d'U^h md,' s, Mild're::ore, iiq"oiir e mail q;tl;',Pr"II"`Iin11I UUUII °:atkgmI i:;UU uu,° e wrrarill gdlrlue!,;s uruarry be sq. bl&�ft to llodulrvrkc qJl s kgisq. re. From: Nicklien, Bonnie Sent: Wednesday, July 19, 2023 11:26 AM To: Shutt, Thuy <ShuttT@bbfl.us>; Anthony Barber <atbarber@troysbbque.com> Cc: r@subculturegroup.com; Tack, Timothy <TackT@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment Good Afternoon Rodney and Anthony, Just a friendly ireirmindeir, we will meed your update on Thuy's highlighted items bellow no (later than end of day on Tuesday, July 2.5`h Also, (here is the updated Critical Dates lust per the First Amendment which is provided by our legal team. The site pllan application is due by November 6, 2023. Thank you, Bonnie From: Nicklien, Bonnie Sent: Thursday, July 13, 2023 10:37 AM To: Shutt, Thuy <ShuttT@bbfl.us>; Anthony Barber <atbarber@troysbbgue.com> Cc: r@subculturegroup.com; Tack, Timothy <TackT@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment We received the executed document for the Furst Amendment. II have saved it to your fille. Please keep in mind we will need the information below no later than July 25th in order to make the agenda packet for the August 8't' meeting. Hest Regards, Bonnie 35 From: Shutt, Thuy <ShuttT@bbfl.us> Sent: Wednesday, July 12, 2023 4:41 PM To: Anthony Barber <atbarber@troysbbgue.com> Cc: r@subculturegroup.com; Nicklien, Bonnie <NicklienB@bbfl.us>; Tack, Timothy <TackT@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment Importance: High Good afternoon Anthony, Last night at the CRA Board meeting, the CRA Board requested an update or report on the project's progress from your team to be submitted for their review at the August 8, 2023 CRA Board meeting. You do not need to be at the meeting and it can be a written report that references the milestones in the Purchase and Development Agreement, specifically: 1. Major site plan approval application submission dates and any meetings subsequent to 2. Development costs update (if different than previous) 3. Finance update (if different than previous) 4. Development timeline update Please note that we still need for you to execute the First Amendment to the Purchase and Development Agreement. I have attached both in this email for your convenience. Thank you. h a.,u,I Shutt, A U A,, F N AII N1A ID h, li N: i t lk)�Vu ton an h Q)unmusiniil Agency 1II.00 II . O ,:gun /11i,,/e. I 3,111111/n tan Beach, 33435 56 N 60ilI.,N 90 98 ^! hu uN N N N@ll bl us Ihttps:Hww�nr.boyrntonlbeaclhcira.coirn America's Gateway to the Gulfstream 36 �devi4N^.ohm Lie a:' i, nnd'h(n°sen::d that 'don`8tia has an broad PnUbh n`tn'n::oriii "Js aw arllntl:l aH cor'respondcnnn.o tO MQ'11iM3 CrIlIaH lnns!y dna_ subject to dn^mckns ure,li,hq der II:� orkia`n a isccvnd�s I".unrra eunnaH �;3dcfii c s'ses aii e Ilnrubhc: n,ccords. II hue n orf'QM, '1111 arull C- ..o,,aul c.ornrrni unnlin:::ctno n arici voq.,w e-nvna:nlld o. i dre ss Il f.nawn'^j be 'r7. L)dect to pk6dllc il'dllsc dl:ii°n7.we. From: Nicklien, Bonnie <NicklienB@bbfl.us> Sent: Monday, July 10, 2023 8:35 AM To: Anthony Barber <atbarber@troysbbque.com> Cc: Shutt, Thuy <ShuttT@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment II-fli Ainrthony, Touching base on our signed agreement. Please Ilea us (know the latest on getting your signature. Thank youI I iraint and Il3r'iiAe t Pl d nnn ger °ioyrntorll Beach Ier'J&a'r"dod:qme n't Ag bnt:;''y ili I M 11)ceain P rra. Vricw°'� nbun°u ::H -[J„ Il::d ,+ri dau 33,135 561 60N0...go"w:o 56:d. 73 7 1258 N"^d"un d Ili rnV t VnkrlN.n„u - lhttP.s:Hwn/v�m.boyntoinlbeaclhcra.com America's Gateway to the Gulfstream l ease be zn&iiised that haus a knroarn:'.d pubhc rrrcorldn; Ila: slim arna�d aulll me'l'hrnan enn 'nnd Ilrinay be ^annblect i:n:n dnn:;dl RUrn'„I�.Ullnd�d";n" ' rrtldn I 'ntlsnhr rnn,�"l : al”e Jrk” records, ure..rre„ : 811 -r Ilall arIr m.,nr e -r nallll an J dre'n a Ilnna"'n" be ntlto hknd:khc n',Illst'dosn.nre. From: Anthony Barber <atbarber@troysbbque.com> Sent: Wednesday, July 05, 2023 2:42 PM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Signature Request - 211 E. Ocean Avenue First Amendment Will do 4 37 Thankyou On Jun 30, 2023, at 9:25 AM, Nicklien, Bonnie <NicklienB@bbfl.us> wrote: Morning Anthony, Just following up - Can you please sign and return the agreement today? Thankyou! 113 :°0urtr, ai n�JIlIrrwaoct Ilr Ian°r,0gc r::r'g3nnt� oru II"�J ;utl,: r r" d,rrllllrl`ru., Troll hr W0 0 ulD; rllr &,,+e, 3(wrVntorn ffi rch, II lohda °N 311) 6 l 600 1:)090 II l r' 3 d" 12 5 8 V'"!u� ld tlu�,u 11 0��w3rl�rl�l,uwu�r�n https.//www.boyntonbeachcira.com m America's Gateway to the Gulfstream I)Nease b,, ac /i 0r!d that V:,,t13r8da has a broa�J Jra.uV: He rr _ rrds VaYW rnin°a J mill corrr^,,porrrJ+^wrlce to rune, 11,1,k3 . rIru„nsl Iru~uay be su. Li �Jgrrl�rr0..ur U_uun�.li!^r II lruHda recor&la,,A(, +°ma 11 ar@rJu"esses are IIoubhc; a arc �rrds ! 1 errs: ore iour -r ail ��:�wruu0ru�l.,uunu��,d�i�;rru ,V�:)00r e-rna:::ffl ar�Id n!2 ,Irina °y be ra.,Ilbje R to Ip0.0Uic Llur�:;los0n!�n�. -----Original Message ----- From: Nicklien, Bonnie Sent: Tuesday, June 27, 2023 1:10 PM To: Anthony Barber <atbarber@troysbbque.com> Cc: Shutt, Thuy <shuttt@bbfl.us> Subject: RE: Signature Request - 211 E. Ocean Avenue First Amendment That's fine. Just sign and strikeout Rodney's name and print your name in its place. Thank you, Bonnie -----Original Message ----- From: Anthony Barber <atbarber@troysbbque.com> Sent: Tuesday, June 27, 2023 1:07 PM 5 38 To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Signature Request - 211 E. Ocean Avenue First Amendment Bonnie, Hello I think this needs to have me listed and not Rodney as I have controlling interest. Please advise. Thankyou Anthony Barber > On Jun 26, 2023, at 10:38 AM, Nicklien, Bonnie <NicklienB@bbfl.us> wrote: > <23_0602 First Amendment to the P&D_Final_CRA Board - Signed by CRA.pdf> 39 Meeting Minutes CRA Board Boynton Beach, Florida March 9, 2022 Vice Chair Hay moved to approve the Consent and Funding agreement. Board Member Penserga seconded the motion. The motion passed unanimously. Chair Grant asked for a motion for the Subordination agreement. Motion Vice Chair Hay moved to approve. Board Member Penserga seconded the motion. The motion passed unanimously. 16 C. Discussion and Consideration of a Purchase and Development Agreement with 306 NE 6th Avenue, LLC for CRA -Owned Property Located at 211 E. Ocean Avenue (Heard out of order) Ms. Shutt explained the item is for the Board to review the Purchase and Development Agreement forwarded to Mr. Barber. He and his partner submitted documentation for the 211 E Ocean Avenue property known as the Magnuson House. It is for an entity named 306 NE 6th Avenue LLC. Staff is waiting for Mr. Barber to provide documents how the Barber family will be part of the entity. The Board approved this to move forward with the Agreement to ensure they assist a local Boynton business to operate a new container restaurant concept on the site. Staff has some information, but needs minor authorization from Mr. Mayo as he is the officer of the new entity and staff needs documentation that $1 M in funding from Mr. Mayo will be dedicated to the project to move it forward. The CRA wants comments from Mr. Barber and partner about issues they may have with the Purchase and Development agreement. Since the Agreement dictates the property will not be turned over until renovations were complete, so site protection and indemnification measures are needed. They are contained in the agenda item cover. Chair Grant was concerned the Letter of Intent was with the Barber Family LLC. Mr. Barber explained they applied for the 211 E Ocean Avenue LLC in September, but the State was backlogged and there was another corporation they decided to use in its place and he forgot to send it to Ms. Shutt He did have documents that show the Barber family and Mr. Mayor joined. Chair Grant noted it lists Mr. Mayo as the manager and he wanted to ensure Mr. Barber was a member. Staff got the financials from Mr. Mayo indicating he has the means to cover $1 M, but staff wants to ensure the contribution to the project is dedicated to the project site. The CRA has the right of first refusal and there is a reverter in place until completion. Mr. Barber is a 50% owner_ Chair Grant suggested approving it subject to Legal review and approval of Mr. Barber's ownership documents and approval of ownership and the attorney will weigh in for the indemnification of the 306 LLC, site restoration language, bonding, insurance and financing. They are standard provisions in an agreement and there is language the CRA retains an ownership interest. Motion 7 40 Meeting Minutes CRA Board Boynton Beach. Florida March 9, 2022 Board Member Penserga moved to approve the amended agreement subject to review by Legal,. Vice Chair Hay seconded the motion. Chair Grant opened public comment. Mr. Mignoli commented he thought Board Member Romelus would be directly involved as the project is in District III. He thought when there is development in a district, there is a Commissioner. He asked why the public, if they ask questions or find something out from the lawyer or City Clerk, is not involved in the process. He commented they do not know anything until they meet and the Board just approves everything. Mr. Barber stated he is a life-long city resident. He submitted this project in June and it has been on the agenda multiple times. If the public had comments like Mr. Fitzpatrick and Kim Kelly did, these people made public comments about his project. The idea that this is something underhanded or slighted was disrespected. Mr. Mignoli thought the only good thing is these meetings are recorded and the Board allows applicants go after people who have questions. No one else coming forward, public comment was closed. Vote The motion passed unanimously. 13. Pulled Consent Agenda Items 14. CRA Projects in Progress A. Art Walk Event Recap Ms. Coppin presented a recap as contained in the meeting materials. There was rain which affected attendance, but overall, it was a very nice event and Rolando Barerra was happy with the event and the additional exposure. The CRA assisted with advertising the event and providing logistical support for lawn maintenance, cleaning the event site, and booking the entertainment. The Map Dance Theater performed, there was a unique DJ and they procured light towners, Port -O -Lets and tents The CRA will provide additional social media assistance to Mr. Barerra again The CRA added additional light towners on Industrial Avenue, but additional lighting was still needed. There was off-site parking and a trolley service, but the majority of attendees did not use it. She also spoke with the Police Department regarding traffic control or a crossing guard and they approved money for Southern Golf Carts and will see if they can help with shuttles for CRA events. B. Rock the Plaza at Ocean Palm Plaza Event Recap 0 41 .. ....... dl BOYNTO COM NI"FY CRA BOARD MEETING OF: March 9, 2022 OLD BUSINESS AGENDA ITEM: 16.C. SUBJECT: Discussion and Consideration of a Purchase and Development Agreement with 306 NE 6th Avenue, LLC for CRA -Owned Property Located at 211 E. Ocean Avenue SUMMARY: At the December 14, 2021 CRA Board meeting, the CRA discussed the following terms for the purchase and development of the 211 E. Ocean Avenue property by the Barber Family Companies, LLC and its partner, Mr. Rodney Mayo (see Attachment 1): A new Limited ,Liability Company, 211 E OCEAN LLC, will be created for this proposal which will consist of the Barber Family Companies, LLC and its partner (Mr. Rodney Mayo) • 211 E OCEAN LLC has committed to $1,000,000 in private investments for the cost of the renovation of the historic Magnuson House ($450,000), the shipping container structures for the new restaurant concept, include restrooms and ancillary structures ($240,000), and site work and other miscellaneous costs ($310,000) for the conveyance of the property to 211 E OCEAN LLC • 211 E OCEAN LLC will provide documents confirming the demonstrated financial capability of the guarantor (Mr. Mayo) to fund the $1,000,000 project A deed restriction for the restaurant use will be placed on the property for a minimum of 20 years The right of first refusal will be in place for the repurchase of the property should 211 E OCEAN LLC receive a written offer to purchase the property within five years after receiving a Certificate of Occupancy • A reverter clause that shall run with the property until project completion and the issuance of a Certificate of Occupancy for the Project to protect public interest for the land CRA Board support the removal of the Magnuson House historic designation as part of the development review process (see Attachment 11) * Title transfer to occur only upon completion of the project Outstanding Requested Items: Items listed below were requested by CRA staff on multiple occasions to finalize the Draft Purchase and Development Agreement and evaluate the financial capacity of the partners (see Attachments III and IV). 42 • Final legal documents establishing the business and connecting Mr. Mayo to the Barber Family Co, LLC, including the partnership structure. The corporate documents submitted on March 2, 2022, for 306 NE 6th Avenue LLC does not show ties to Mr. Barber or the Barber Family Companies, LLC (see Attachment V) • Credit authorization for Mr. Mayo as an individual and as an officer of the 306 NE 6th Avenue LLC • Documentation that the $1,000,000 in funding from Mr. Mayo is dedicated to the project and any funding conditions should the project fail • Comments to the Purchase and Development Agreement initially presented to the CRA Board on January 10, 2022, and updated on February 17, 2022, for consistency with Board direction Purchase and Development Agreement Updates: Since title to the property will not be transfer until the renovation is completed, the contractors hired by Mr. Barber or Mayo will be working on the property and the BBCRAwill be required to provide consent to all City applications and the following needs to be incorporated into the Purchase and Development Agreement. CRA staff discussed these items with Mr. Barber and he has indicated that he will review this with Mr. Mayo: • I ndemnification language • Site security and protection measures • Site restoration language • Insurance and bonding requirements • Right of First Refusal as described above per Board direction • Reverter language may not be required if land transfer will not occur until project completion As of March 4, 2022, the outstanding items have not been provided to the CRA. Staff recommends that the Board not move forward with the Purchase and Development Agreement (see Attachment VI) until the requested items have been submitted for review. FISCAL IMPACT: To be determined by the Board. CRA PLAN/PROJECT/PROGRAM: 2016 CRA Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board discussion. 43 ATTACHMENTS: Description D Attachment I - Background Information from December 14, 2021 CRA Board Meeting D Attachment II - December 14, 2021 and January 10, 2022 Meeting Minutes D Attachment III - December 21, 2021 Email Request for Guarantor's Information D Attachment IV- February 17, 2022 Request for Documents D Attachment V - March 3, 2022 Request for Documents Attachment VI -306 NE 6th Avenue, LLC Draft Purchase and Development D Agreement 44 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 10, 2022 shocked. He explained maybe he made the right or wrong decision, but all his life with his crew and team, he tells them to try to live a life you want and help people to have a better life. After hearing what he heard, he is happy. Azur is out. They have never thought about flipping a property. He implored all to be serious. Making money was not what this project was about, it was for the people and community. The development is serious and about people. He commented he was not going on trial here. He thought plenty of developers would come to the City and they did not need one more project. Their plate is full, and they only need one more project that serves the community. He wished the Board luck. He explained it will be tough for his team to withdraw, but it was the first time he was doing so. He will have a special meeting of the group with all the members. He was sorry for Mr. Gotsman and Ms. Shutt and the Board members, but this was not the way he works. When he helps people in Pompano Beach, he does not ask for anything back, just respect, and tonight had a very disrespectful approach. He thanked the Board for their support and reiterated the project is done. Attorney Duhy recommended either approving the development agreement with amendments or terminate negotiations with Azur Development and terminate the RFP,. Chair Grant noted the developer terminated the agreement first and questioned if the Board still needed to make the motion and learned they did. Motion Board Member Katz moved to terminate negotiations with the developer. Vice Chair Hay seconded the motion. The motion passed 3-2 (Chair Grant and Board Member Romelus dissenting.) Ery Discussion and Consideration of a Purchase and Development Agreement with 211 E Ocean LLC for CRA -Owned Property Located at 211 E. Ocean Avenue Ms. Shutt presented the item and advised Mr. Barber is working on getting the Board the needed information. Board Member Katz asked if there was any additional information about shipping containers. Ms. Shutt responded the last meeting with Mr. Barber and staff was very positive based on the site and historical aspects. They are in favor as long as Code requirements are met. She did not think there would be any objections, which she could get in writing from the Development Department and any other items that may be detrimental to the concept. Board Member Katz commented he appreciated a real time update. He also noted there was a request to remove the historic designation and advised he felt it was not historic. Even the local designation was created primarily for the pursuit of funds for restoration and designation. In order to remove the historic designation, it would have to go to the City Commission and Board Member Katz requested they ask the City Commission to remove it. Ms. Shutt stated aesthetically it is not a big proposal to change. Board Member Romelus supported changing the designation. Currently, the outdoor dining room has to have an outdoor design and porch area and they need to restrict some of the new improvements M-1 45 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 10, 2022 .. .nAi�uowiomumi.,.,,.,m.,., ..._....w ...._... ........... .wM,......,,.w.0 .. .... "... .....„ MM.... ..., % behind the building. The building would be restored, but needed to meet Code. Chair Grant did not want the Board want to remove the designation. Motion Board Member Katz moved to pursue removal of the historic designation. Board Member Romelus seconded the motion. Mike Rumpf, liaison to the Historic Resource Preservation Board, commented designation is not a stumbling block to development. Chair Grant commented if they remove the designation and sell it to someone else, they can change their mind and tear it down. Mr. Rumpf agreed. The review process has a recommendation from the Board. Vote The motion passed 4-1, (Chair Grant dissenting.) F. Discussion and Consideration of a Request from South Florida Marine to Amend the Purchase and Development Agreement Ms. Shutt presented the item. There is $50,800 to be used for job creation, amounting to 12 full-time or 24 part-time jobs or a combination thereof, Ms. Woods requested staff bring it up to the Board to draw some of the funds down. (Board Member Romelus left the dais at 8:05 p.m.) Ms. Shutt explained South Florida Marine is finding they are having a hard time hiring employees. Chair Grant would give another extension as COVID impacted businesses, but he did not think they should do so for private businesses. Mr. Woods has been on Linkedln, Facebook, and South Tech trying to recruit new employees to the dealership. They are a drug-free employer and some employees do not show up. Their employees are working over -time and it is difficult. They had previously received a one-year extension to November 2022. Board Member Katz was not opposed to granting an extension if it appears the next 10 months would not yield any new hires. He does not support deviating from the original use to create jobs and did not feel he needed to weigh in on it. He did not support the request at this time. There are specific things in the agreement they have to maintain. (Board Member Romelus returned to the dais at 8:11 p.m.) Chair Grant noted it was a reimbursement grant so as soon as they have someone working there for what the term states, they can apply for the money based on that information being given to the CRA. Ms. Shutt did not see in the current agreement the 17 46 jjj u pj BOYNTON CRA BOARD MEETING OF: January 10, 2022 OLD BUSINESS AGENDA ITEM: 16.E. SUBJECT: Discussion and Consideration of a Purchase and Development Agreement with 211 E OCEAN LLC for CRA -Owned Property Located at 211 E. Ocean Avenue SUMMARY: At the December 14, 2021 CRA Board meeting, the CRA discussed the following terms for the purchase and development of the 211 E. Ocean Avenue property by the Barber Family and its partner, Mr. Rodney Mayo (see Attachment 1): • A new Limited Liability Company, 211 E OCEAN LLC, will be created for this proposal which will consist of the Barber Family and its partner (Mr. Rodney Mayo) • 211 E OCEAN LLC has committed to $1,000,000 in private investments for the cost of the renovation of the historic Magnuson House ($450,000), the shipping container structures for the new restaurant concept, include restrooms and ancillary structures ($240,000), and site work and other miscellaneous costs ($310,000) for the conveyance of the property to 211 E OCEAN LLC • 211 E OCEAN LLCA will provide documents confirming the demonstrated financial capability of the guarantor (Mr. Mayo) to fund the $1,000,000 project • A deed restriction for the restaurant use will be placed on the property for a minimum of 20 years • The right of first refusal will be in place for the repurchase of the property should 211 E OCEAN LLC receive a written offer to purchase the property within five years after receiving a Certificate of Occupancy • A reverter clause that shall run with the property until project completion and the issuance of a Certificate of Occupancy for the Project to protect public interest for the land • CRA Board support the removal of the Magnuson House historic designation should the renovation be too cost prohibitive • Title transfer to occur only upon completion of the project On December 21, 2021, CRA staff requested outstanding documents that is necessary to finalize the attached draft Purchase and Development Agreement (see Attachment II). As of January 6, 2022, the outstanding items have not been provided to the CRA. Staff recommends that the Board not move forward with the Purchase and Development Agreement (see Attachment 111) until the requested items have been submitted for review. 47 FISCAL IMPACT: To be determined by the Board. CRA PLAN/PROJECT/PROGRAM: 2016 CRA Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board discussion. ATTACHMENTS: Description D Attachment I - Background information from December 14, 2021 CRA Board Meeting o Attachment II - December 21, 2021 Email Request for Guarantor's Information D Attachment III - 211 E OCEAN LLC Draft Purchase and Development Agreement 48 L Discussion and Consideration of a Letter of Intent from the Barber Family Companies LLC for CRA -Owned Property Located at 211 E. Ocean Avenue 0 41 9 4 9 61=461:4#11t. If IOU 0 tZi I kvl:4&TA A t= 0 Mr. Barber confirmed Ms. Shuff's comments and advised Mr. Mayo was present. They want to revitalize the property and make it a destination. He had conceptual drawings based on meetings with the Building Department. W 49 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida December 14, 2021 Chair Grant stated the Board had prior concerns about risk if the project does not go through. The CRA is selling the property for $240K less a $50K economic development grant and $200K in TIF, so is not getting $240K as it would be given back to the developer over time. Mr. Barber commented, based on conversations with staff, it would be cumbersome and the CRA Board, as a whole, would have to direct staff and other resources to manage the offering of'services as the CRA would have to tally Mr. Barber's provided in-kind services. Chair Grant agreed. There was certain TIF payments in the past for affordable housing, and if they did not include affordable housing, they did not get TIF. Mr. Barber's proposal would save the Magnuson House, but it does not include parking as parking attaches to the Town Square parking. Chair Grant asked if they could sell the building with parking in the Town Square and learned they could. Thirty parking spaces would be attached to this site. It is tied into the Town Square, but Planning and Development Staff advised there were recent zoning changes to accommodate redevelopment of parcels and there could be a minimal amount of parking required for this parcel. She had to defer to Planning and Development staff about parking as it is lacking without parking in the garage. Rodney Mayo, part of the Subculture Group, advised they have 16 restaurants, bars and coffee shops between Jupiter and Miami. This restaurant would be a partnership. It would fall under the Subculture Group, and the buildout would be a business loan. Chair Grant asked if the loan was be secured by the property or under Mr. Barber as a guarantor. Mr. Mayo responded it would go to the property. If Mr. Barber gets the property and the business does not go through, Mr. Mayo could foreclose on the property and end up owning it. Mr. Mayo explained they are partners in the restaurant as well as the property and it is a joint venture. The title does not transfer until the renovations to the property are done and they receive their Certificate of Occupancy. Chair Grant commented the CRA spent $850K for the property and it is currently appraised for $800K. They want to protect the taxpayers. They want to sell the property and have assurances they have a restaurant because they had bad experiences selling property for restaurants. Mr. Barber wants to activate the space. Anything besides that is way beyond what they want to do. In the foreseeable future, barring major disasters, there will be a restaurant on Ocean Avenue. Ms. Shutt explained they have submitted a timeline for the development agreement, similar to the Boynton Beach office condo, which was 14 months from the time they submit application . It will have a different timeline that can be worked into the terms by dates and not by months. Allen Hendricks, site planner, explained they have two seasoned restauranteurs, they are not going on the development side to be dragging their heels. Chair Grant explained the reason why the CRA has the property is they gave it away twice and the reverter clause came back because those restauranteurs could not make it work. Chair Grant asked if they checked on the impact fees from a single -family residential building to commercial. The County knows about impact fees because the former owner tried to expand a restaurant and it cost over $100K. They got a structural engineer to clarify how much money and work to do on the house itself and he suggested they add that to the cost. They know the cost of most of the rest. 24 50 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida December 14, 2021 Board Member Penserga spoke about this project before and asked what happens if it does not work out. Mr. Mayo responded the investment in the property is the sustainable factor to ensure it will be a restaurant. Once improvements are made, it is a restaurant. If the restaurant is unsuccessful, it would still be a restaurant. Mr. Mayo explained he owns the Dada eatery. They are expanding and opening six restaurants in the next 12 months. That takes precedence. He advised he is a history buff having renovated the original Salvation Army building and he likes renovating old buildings. Mr. Mayo was comfortable with 14 months from permit issuance to build out and then open eight months after issuance. Board Member Katz supported moving forward and did not object to giving the land, He wanted some provisions, such as a deed restriction, if they get the parcel behind it. He wanted a right of first refusal if they decided to sell within a certain number of years after opening. They cannot sell for a certain amount of time and any incentives, if sold he wanted the CRA to be able to recoup. He also praised Board Member Romelus as she wanted to provide the land. Chair Grant asked if the Magnuson House had a historical designation and learned it was under Local Historic designation. To remove the designation, it has to go before the Historic Resource Preservation Board and the City Commission. Chair Grant asked if they want the $240K up front or as a contingency as they are asking for an Economic Development grant and TIF, which means the Board can oversee what is done in the next five years. he thought it made more sense to sell the property as it is, with the best -case scenario and then giving it back to them over the next few years. He asked for Board input and hoped to have a first draft in January and signed in February. Board Member Katz asked where the Board stands with the City regarding the use of shipping containers. Ms. Shutt responded the City is open to the concept, but more details are needed. It respects the existing historical structure. If there is a porch or other appurtenances to the structure, it must keep with the period and complement the existing structure. They requested any new structure be in the rear. They must meet the site development requirements with respect to -access, parking and renovation of the building be subject to the Building and Fire Codes. Board Member Katz advised the applicants not to let staff force them to rewrite major aspects of the project until the CRA or City Commission has seen it. It was important they should make sure the Board sees the actual proposal before staff says they cannot do something. Motion Board Member Penserga moved to accept the Letter of Intent and direct staff to come back with a Purchase and Sale Agreement with a few options and research how much the impact fees would be. He suggested sun shades may not be the best to aspect to keep things within the time frame. 'Vice Chair Hay. seconded the motion. W 51 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida December 14, 2021 Attorney Rossmell sought direction on the motion. Chair Grant appreciated the offer of $240K for the Board to redistribute back, but the Purchase and Sale agreement could have restrictions, certain design features could be included, and to allow them to apply for the $50K Economic Development Grant, Mr. Barber requested confirmation they just go into agreement that is deeded to them for other considerations and other improvements on the property. There were no online comments `received. Vote The motion passed unanimously. J. Discussion and Consideration of Lease Terms with C Life C Food, Inc. for the CRA -owned Property located at 40.1-407 E. Boynton Beach Boulevard Ms. Shutt stated last month there was a deadline for staff to give the current draft by the 19th and Mr. Collins to respond back with comments on the lease agreement by December 3rd. They have the latest comparison to what Mr. Collins suggested which she reviewed. Mr. Collins had comments that were not part of the original agreement. Staff only agreed with two comments as they are leasing the property below market rent and in return they are trying to support a Boynton Beach business operate in the City, which were items 15 B.4 and item 15. C. Staff recommended the Board reject the other changes. Staff is also still waiting for the commitment from the funder (investor) Mr. Collins alluded too, to be able to make the improvements and activate the use. Staff was also supposed to forward a timeline for the completion of the CRA's part of the parking lot. This has been incorporated into the draft agreement. Staff does not recommend moving forward unless they have all the items they requested. Board Member Katz commented the request for financing needs to be fulfilled by the next meeting. If there is no documentation for the tenant to fund the project, this is all a waste of time. He thought when they left the last meeting they finalized the terms conceptually, and now there is another list of 15 or 20 recommendations. He supports the two agreed on changes that staff reviewed and that is it. He wants to see the financing and move forward with it. Mr. Collins commented they got the funding themselves for the improvements and they can supply that information and the commitment letter. The next step was to receive a new draft copy of the lease, which was submitted at the last minute. In reference to the sub -leasing and subletting, it was discussed with the Board Chair regarding considering the Surfing Hall of Fame and he had no issue taking the subleasing out. He had no feedback on what they submitted and none of that was brought to his attention that it was needed for this meeting. Mr. Collins took exception to the CRA reaching out to his architect and receiving drawings that he paid for without his permission. He wanted to move forward and noted the CRA gave a nine-month window for the parking lot. He was amenable to what the CRA wanted to do. Board Member Katz explained the CRA was 52 �l ��,N1lplllil4lmN�V�(g1111111� � 0 1~11iII1140111 B LAC '`M�dW Ami�air�APiaYim�� 1U�ru. CRA BOARD MEETING OF: December 14, 2021 OLD BUSINESS AGENDA ITEM: 16.1. SUBJECT: Discussion and Consideration of a Letter of Intent from the Barber Family Companies LLC for CRA -Owned Property Located at 211 E. Ocean Avenue SUMMARY: On June 8, 2021, the CRA Board reviewed and discussed the Letter of Intent (LOI - dated May 27, 2021) from The Barber Family Companies LLC, to engage in discussions for the acquisition and redevelopment of the CRA owned property located at 211 E. Ocean Avenue (see Attachments I & II). The CRA Board tabled the item and directed CRA and City staff to meet to discuss the proposed use of the property for a restaurant concept with up to six shipping containers (see Attachment 111). On June 22, 2021, CRA and City staff reviewed the requests outlined in the LOI as follows: E)asting building on site to be used for interior seating, no cooking or food preparation conducted inside the existing residential structure; a new patio deck on the east side of the property to accommodate 200 guests and the use of six (6) repurposed shipping containers to act as the required restrooms and kitchen. City of Boynton Beach Planning and Development staff indicated that parking requirements have been reduced to facilitate smaller redevelopment sites. However, in order for staff to provide comments for the proposed shipping container restaurant concept which includes the adaptive reuse of the historic Magnuson structure, additional information and a conceptual plan will need to be submitted for review. CRA informed Mr. Barber of the results of the CRA/City staff meeting and Mr. Barber assembled a consulting team to develop a conceptual plan and associated development costs to supplement the May 27, 2021 LOI. At the July 13, 2021 meeting, the CRA Board accepted the Letter of Intent from The Barber Family Companies, LLC and directed staff to issue a 30 -day Public Notice of Intent to Dispose/Lease the property in accordance with the CRA's Policy for Processing Letters of Intent (see Attachments IV and V). The 30 -day notice period ended on August 19, 2021. On September 2, 2021, Mr. Barber submitted additional documents to support the LOI which includes the following (see Attachment VI). Staffs comments to the proposal is provided in Attachment VII. At the September 14, 2021 CRA Board meeting, the Board directed staff to continue to negotiate with the 53 Barber Family for either a lease or purchase agreement to be considered by the Board (see Attachment VIII). The Board was also considering four other LOls from other interested parties at the same meeting and allowed those entities to submit additional information for the November 9, 2021 CRA Board Meeting therefore would like the Barber Family to come back at the same time. At the November 9, 2021 CRA Board meeting, all LOls were withdrawn except for the FTC LOI for a professional engineering and GIS training office. Due to technical difficulties, FTC was not able to present virtually and the Board tabled the discussion the additional LOIs until the December 14, 2021 CRA Board meeting. Mr. Barber also requested a postponement to the December CRA meeting due to a personal emergency. Staff continued to work with Mr. Barber and his team on this LOI. On November 12, 2021, staff met with Mr. Barber to arrive at the following terms for a Purchase and Development Agreement for consideration by the Board (see Attachment I X). The Barber Family is proposing the following terms: • To acquire the 211 E. Ocean Avenue property for $240,000 * $50,000 in Commercial Improvement Grant from the GRA to go towards a new container restaurant • $200,000 in TI RFA funding • Providing $1,000,000 in private investments for the cost of the renovation of the historic Magnuson House ($450,000), the shipping container structures for the new restaurant concept, include restrooms and ancillary structures ($240,000), and site work and other miscellaneous costs ($310,000) • A new Limited Liability Company, 211 E Ocean LLC, will be created for this proposal which will consist of the Barber Family and its partner (Mr. Rodney Mayo) • A timeline of 14 months has been submitted from Site Plan Application Submittal to activation of the restaurant use Supportive documents for the proposal are included as Attachment X and the appraisal report for the 211 East Ocean Avenue property is added as Attachment XI. FISCAL IMPACT: To be determined by the Board. CRA PLAN/PROJECT/PROGRAM: 2016 CRA Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board discussion. 54 ATTACHMENTS: Description D Attachment I -Aerial Map of 211 E. Ocean Avenue D Attachment II - Letter of Intent, The Barber Family Co, LLC D Attachment III - June 8, 2021 CRA Board Meeting Minutes D Attachment IV - July 13, 2021 CRA Board Meeting Minutes D Attachment V - CRA Policy for Processing LOI D Attachment VI - September 2, 2021 Additional Documents D Attachment VII - Correspondences to Mr. Barber D Attachment VIII - September 14, 2021 CRA Meeting Agenda and Minutes D Attachment IX -November 12, 2021 Meeting Notes D Attachment X - Barber Family 211 E. Ocean Avenue New Container Restaurant Concept Supportive Documents D Attachment XI - December 8, 2021 Appraisal Letter for 211 E. Ocean Avenue 55 56 The Barber family Co D'ARBEQUE LLC o S Federal Hwy Boynton Beach:Q May 27, 2021 Michael Simon Executive Director Boynton Beach Community Redevelopment Agency 100 E Ocean Ave 4th Floor, Boynton Beach, FL 33435 Re: Notice of Intent to engage in discussions for historic property 211 E Ocean Ave Dear Mr. Simon The purpose of this letter is to notify the intent of The Barber Family Co LLC as well as The Davis Family Co LLC in acquiring the property at 211 E Ocean Ave Boynton Beach FL 33435. Our companies would like to work with the city as well as the GRA to develop this property into what can be a staple of the downtown district. We intend to develop the property and make the interior of the historic site seating only. No cooking or food prep will be done inside of the historic home to preserve its historic nature and charm. In addition we look to with the permission of the CRA and the historic preservation board develop an east facing patio deck area with seating and an outdoor bar area. To accommodate the need for restrooms as well as the kitchen we propose modifying four to six shipping containers and repurposing them to be restrooms as well as a fully functional kitchen with the capacity to service up to 200 guests at one time. With either a grant from the CRA or in lieu of the grant a land deed agreement with restrictions to only resale to the CRA we feel we can complete this project within 12-18 months from the first date structural repairs would begin. We look forward to scheduling a meeting with you to discuss the next steps. Sincerely, Anthony Barber Troy's BBQ The Barber Family Co LLC The Davis Family Co LLC 57 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 8, 2021 Board Member Romelus moved to approve. Vice Chair Hay seconded the motion. The motion passed unanimously. Board Member Romelus asked if staff considered a counter offer for the property. Mr. Simon explained they did, but the Board voted to stay at the $275K. Regarding the 115 N 4th Avenue, a counter offer was made and the Board wanted the cap to be $275K. Buying the property would add two additional units. The park is inside the project, but there are two or three homes to the west of Ms. McIntosh and an entrance road to the east of the homes. The price offering is above appraised value, but within a reasonable and previously approved amount. They are fair prices. This property is 2,500 square foot bigger and the house is about 300 square feet larger. B. Discussion and Consideration of a Letter of Intent from the Barber Family Companies LLC for CRA -Owned Property Located at 211 E. Ocean Avenue Chair Grant did not want to accept the Letter of Intent because of all the requests for outdoor kitchens next to residences. He would rather have a barbeque-themed event in the CRA District to help promote the restaurants. Mr. Simon explained they would bring plans to the Board during the budget in July. Board Member Katz thought they should direct staff to reach out and advised he supports looking into this because the applicant has a good track record, but they have to think of what to do with the building. He wanted to explore it noting the building would not be demolished and it is too expensive to move. The applicant has been inside the building and has plans for restaurant renovation. He had copied Planning and Development on the LOI and met with them previously to convert the house in a similar matter to what Shovel Ready had proposed in the past. When he got the LOI with the included shipping container idea, Mr. Breese contacted him and asked if he was aware of the idea and Mr. Simon was not. Staff can begin to have a discussion with city staff if they do not want to tie it to the property at 211 E. Ocean Ave. It was noted Mr. Barber is no longer on the CRA Advisory Board. Board Member Romelus noted the LOI indicated he would not cook or food prep and learned it would not be done in the house. A lot of what would typically have to be been redone on the interior would not be .done, avoiding a lot of Code and LDR upgrades to the building. There was a lot of information he would like to get. Chair Grant wanted to direct staff to explore the proposal more and get more information needed from the City to see if new LDRs were needed. Motion 14 58 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 8, 2021 Board Member Penserga moved to table the item for staff to bring back more information. Board Member Romelus seconded the motion. The motion passed unanimously. C. Consideration of Award and Contract for Responses to the Invitation to Bid to Perform Landscape Maintenance Services on Properties Owned by the CRA Ms. Utterback explained the current contract is up at the end of June. They went out to bid and received three responses. She reviewed the lowest bid was Vincent and Sons who is the current contractor. Motion Vice Chair Hay moved to approve. Board Member Katz seconded the motion. The motion passed unanimously. 17. Future Agenda Items A. Discussion and Consideration of a Purchase and Development Agreement between the CRA and Habitat for Humanity of South Palm Beach County, Inc. for the CRA Owned Property located at 545 NW 11th Avenue B. Consideration of Award and Contract for Responses for the Management of the Boynton Harbor Marina C. Approval of the FY 2021 - 2023 Boynton Harbor Marina Dockage Lease Agreement D. MILK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi -Family Rental Apartment Project Update E. Ocean Breeze East Affordable Multi -Family Rental Apartment Project Update 18. Adjournment Mr. Karjalainen read a closing statement explaining how the public could access the video. There being no further business to discuss, Chair Grant adjourned the meeting at 7:30 p.m. Catherine Cherry rye Minutes Specialist `N 59 Meeting Minutes Community Redevelopment Agency Boynton Beach, Florida July 13, 2021 Board Member Penserga moved to approve. Vice Chair Hay seconded the motion. The motion passed unanimously. 16. H Discussion and Consideration of a Letter of Intent from the Barber Family Companies LLC for CRA -Owned Property Located at 211 E. Ocean Avenue (Heard out of Order) Chair Grant requested a motion to remove Item H from the table. Motion Board Member Katz so moved. Board Member Romelus seconded the motion. The motion passed unanimously. Anthony Barber, 1920 S. Federal Highway, thanked his sister and four-year old son who was with him, for sitting through the proceedings so quietly. He submitted a letter regarding the Magnuson House for a restaurant concept based on a project he is involved in, in West Palm Beach. Troy's BBQ will celebrate 25 years on Sunday. They expanded in Boca, but were unsuccessful. On August 20th, he will expand into West Palm Beach with a restaurant concept as opposed to BBQ, that he wants to bring to Boynton. He has development partners who own 20 restaurants throughout Palm Beach, Dade and Broward Counties and they agreed to partner with him at the Magnuson House for a restaurant that would be called "Magnuson." The restaurant concept would use shipping containers with all outdoors seating and all outdoor cooking apparatus. They would model kitchens and restrooms with shipping containers for a turn. If they started tomorrow, he could open by next July and it would be a self-funded project. He was looking to the CRA for a purchase agreement with the CRA having first right of refusal of any sale, and/or assistance and funding if they cannot come to agreement on the terms of a sale. Chair Grant questioned if Mr. Barber was willing to pay the appraised value. Mr. Barber hoped not. He clarified the CRA has grant programs and opportunities for building, signage, and interior and exterior build outs. He was not looking for the CRA to give him the property. He was looking to enter into discussions with the CRA to come up with an agreement that works for both sides. He thought what could work was the Barber Family Company LLC provides the funding for the redevelopment of the property as long as the purchase of the property was in scale to the redevelopment. The CRA would spend the same amount of money either way. Chair Grant asked about parking and learned he would try to enter into a parking agreement with the City in the long term. In the short term, he would like to use parking for the Schoolhouse Children's Museum and Old High School. (Cultural Center) and from a land use agreement to the west of First Street or Avenue. Chair Grant explained the City has no control over the garages. Mr. Simon explained the Magnuson House was part of the sale to the City at the corner of NE1 st and 1St by the fire 'station. There was a parking lot with 58 spaces. When the Shovel Ready project was approved, 36 or 38 paces were attached to it. The City is not 24 60 Meeting Minutes Community Redevelopment Agency Boynton Beach, Florida July 13, 2021 carrying that many spots, but the CRA is getting 100 spots in the garage and they would be dedicated to the Magnuson House. Ms. Shutt noted City staff advised there are new regulations to encourage redevelopment of properties that reduces the number of required parking spaces. City staff was open to reviewing how many spots he can accommodate on his lot, but he would need to submit a more finite layout. It is a business management decision about how many people Mr. Barbers wants to serve on his property. Mr. Barbers intent was to ask for the CRA Board to enter into discussion to consider the overall project, which would give him the blessing to move forward and start spending money. Chair Grant did not think shipping containers in the downtown was necessarily good . There is already have a vacant restaurant on 4th Street as restaurants are difficult businesses. He looks at the property to the north and that property owner has nine out of the 10 condo units. There are there property owners for that block. He wanted Mr. Barber, before moving forward, to make sure the land could not be used for a mixed-use project. A mixed-use project would have a greater property value for the City. Board Member Katz was open to exploring the idea because previous attempts to consolidate those lots failed. He did not think consolidation of any properties there would occur in any number of years and the property has been worthless. The home is historically designated, but he understood it was only designated to get grants for its preservation. The property needs to be something ' If the adjoining property owners cannot enter an agreement and show the ability to turn it into a mixed-use project, it should be used for something. Mr. Simon commented the Board could, in light of the future vision of a larger scale project in the future, activate a lease in the short term; that could be incorporated into a larger project. Until then, they do not have to let go of the land. The Board could, as an option, lease it with other valuations and any assistance the Board feels is necessary. Board Member Penserga agreed with Mr. Simon. It is a historic building and the containers are not permanent. The containers would be designed to be aligned to the side of the house so it gives a consistent fagade. Board Member Penserga supported Mr. Barber's proposal. Vice Chair Hay agreed with Mr. Simon and supported Mr. Barber's request. Board Member Romelus commended Mr. Barber as this property sat vacant for years. She expressed the Board is making concessions for Hurricane Alley and they should do the same for Mr. Barber. Mr. Barber explained his stepfather, Troy Davis, had an awesome business he sat in day in and day out for 19 years. Mr. Barber expressed he is a former participant of the Bulldogs and the first ever summer camp, former employee of John McNally and when it comes to anything having to do with Boynton, take a picture of him. He loves Boynton and praised the CRA for their efforts on behalf of business. He spoke about grant funding and felt it was right on time. He noted Ms. Nicklien is always calling asking if he noted what the CRA was offering and Mr. Hussain will call him twice to get his paperwork in for an event. 25 61 Meeting Minutes Community Redevelopment Agency Boynton Beach, Florida July 13, 2021 repmim� KI Brian Fitzpatrick, 409 NE 1St Street, advised he respects the Barber and Davis families' contribution to the community. He was working for 35 years to assemble a parcel to the north of 211 E. Ocean Avenue. He had submitted an LOI, but subsequently withdrew it, not because his interest diminished, rather it was due to the importance of the block. He thought it would benefit him to bring a professional LOI to the Board. With the current interest in the property, there is a concern about a lack of partnerships or agreements with adjacent property owners. He thought they would not find more willing and flexible. individuals to do with business with. He envisions a private/public partnership, where the City could retain equity. He thought they have the ability to turn that block into the crown jewel, although they had disappointments with Town Square. He requested the Board reject the current LOI and select option 3. A hindrance to developing the block, is the structure on 211 E. Ocean Avenue and he suggested moving the home to pave the way for development. He identified a local project that is similar to the land they have on that block, by the C,atsin Apartments in Delray Beach where they have an alley they could capitalize on. He thought it was potentially a $100M project and the options are endless. He contacted the Gagner family and had a positive response from them to meet and work this out. Chair Grant thought they may most likely move forward with the LOI and issue a Notice to Dispose within 60 days, which gives Mr. Fitzpatrick the opportunity to speak with the Gagner family to get some sort of deal Mr. Fitzpatrick explained the reality was they had a previous project for 211 and a lot of money went into the project. He commented when the CRA installed the parking lot on NE I st Street that is now the fire department and the District Chiller Energy Plant. They took his access from NE 2nd Street. At the time, he accepted it with the understanding there will be a partnership and he would eventually acquire that. The access issue has not been dealt with and it will be a potential problem. If another business occupied 211, it would be tied up in litigation until the access issue is resolved. There is an undeveloped alley on the north side of 211 that borders the two properties. He did not know whether the CRA will give him the alley in exchange for taking away his access on NE 2nd Street, but announced there was going to be an issue. Board Member Penserga understood Mr. Barber's use is temporary and asked how that would prevent Mr. Fitzpatrick from putting together a plan Mr. Fitzpatrick thought it probably would not, but he recalled when Nancy Graham demolished the south side of Ocean Avenue. Mr. Fitzpatrick explained he has viable structures and he could continue his business model for the next 100 years. He thought the CRA has the opportunity to do something great, but they have to move the house which opens the way for development. � & 11-1 =- Vice Chair Hay moved to accept Option One, which said to entertain the LOI and issue a 30 -day public notice to dispose of the property, during which time, any member of the development public may also submit their LOI for the Board's consideration. Under this NEV 62 Meeting Minutes Community Redevelopment Agency Boynton Beach, Florida July 13, 2021 ...................... �.........._..�..,.... tea._ , o . .......wa...� ........... .. .... .. ...,.... ..,...�. option, if the Board does not receive a more favorable LOI, it could decide to enter into discussion and negotiation with the Barber family for the purposes described in the LOI. Chair Grant requested the motion be amended to 45 days instead of 30. Vice Chair Vice Chair Hay agreed. Attorney Duhy recommended the Board just publish the notice for 30 days and they can continue to receive responses up until the Board agenda deadline. Board Member Romelus seconded the motion. The motion passed unanimously. Chair Grant recessed the meeting at 9:48 and reconvened the meeting at 9:56 p.m. 16. Old Business A. Consideration and Discussion of Fiscal Year 2021-2022 Project Fund Budget Vicki Hill, Finance Director, began to present the Project Fund Budget A request was made by Board Member Romelus to move up items on the agenda as the hour was getting late and there were still individuals in the audience waiting for their items to be heard. There were no objections. Later in the meeting, there was agreement to continue the Fiscal Year 2021/2022 Project Fund Budget discussion to the August meeting. New Business Item C. Consideration of Award and Contract for Proposals to the Request for Proposals for Event Management Services for the Boynton Beach Haunted Pirate Fest & Mermaid Splash (Heard out of Order) Stewart Auville, Standing Ovations LLC, was available. Ms. Coppin explained over the years, the CRA contracted with a professional event management firm to assist the agency with the planning and execution of its signature event, the Boynton Beach Haunted Pirate Fest and Mermaid Splash. The contracted event management firm assists staff with the overall planning of the events including logistics management, procurement of rentals and services, vendor and volunteer management, support staff and day of coordination. Per the CRA procurement policy, an RFP for event management services was advertised in June, and two proposals were received from Standing Ovations LLC and 203Productions LLC. Both proposals were included as attachments in the meeting backup and staff provided a printed copy of the staff sufficiency review and evaluation results. Staff evaluated demonstrated experience and quality of work samples, quality of approach to providing services, organizational capacity, proposed costs and fee schedules, and if the respondent was a local business. She reviewed the final cumulative scores. The 27 63 n�mvm��ou psuei� BOYNTON t� womZBEACH Boynton Beach Community Redevelopment Agency Policy for Processing Letters of Intent to Purchase Property The Boynton Beach CRA {"CRA") will use the process outlined in this Policy for Processing Letters of Intent to Purchase Property ("Policy") to address any Letters of Intent to Purchase Property that the CRA receives that are not the result of a formal request for such letters. The Policy is designed to ensure a fair process for property disposal, furthers the goals and objectives of the 2016 Boynton Beach Community Redevelopment Plan, and acts in the best interest of the CRA. Letter of Intent Policy: When the CRA receives a Letter of Intent to purchase a property owned by the CRA, the CRA staff will add an item to the agenda of the next regularly scheduled CRA Board meeting to discuss the Letter of Intent. However, if the Letter of Intent is received by the CRA less than 5 days before the next regularly scheduled CRA Board meeting, the CRA staff will add the Letter of Intent item to the agenda of the next available regularly scheduled CRA Board meeting. The CRA staff will include the Letter of Intent and all supporting documents as backup to the Letter of Intent agenda item. At the regularly scheduled CRA Board meeting, the CRA Board may consider one of the following options upon receipt of a Letter of Intent to purchase a CRA -owned property: Option I - The CRA Board may accept the Letter of Intent and direct the CRA staff and legal counsel to negotiate the terms and conditions of a Purchase and Development to be presented at a future meeting and direct the CRA staff to issue a thirty (30) day Public Notice to Dispose. If during the Public Notice period, the CRA receives one or more additional Letters of Intent to purchase the same property, the CRA Board will direct the CRA staff and legal counsel to develop a request for proposal document to be presented to the CRA Board for their consideration at the next available meeting. The CRA will then follow its regular procedures for issuing requests for proposals, evaluating responses, and selecting the successful proposal(s); Option H - The CRA Board may determine that it is in the best interest of the CRA to solicit additional offers to purchase the property, the CRA Board will direct the CRA staff and legal counsel to develop a request for proposal document to be presented to the CRA Board for their consideration at the next available meeting. The CRA will then follow its regular procedures for issuing requests for proposals, evaluating responses, and selecting the successful proposal(s); or, Option III - The CRA Board may determine that it is in the best interest of the CRA to reject the terms and conditions of the Letter of Intent and elect not to proceed with any further action. 0084"69-1 64 The Barber / Co / Business Plan Anthony Barber, Owner Created on August 27, 2021 ` .1:4_1C7:9q a 71 di 11ALK0l1110 65 i Product The Barber Family Co LLC produces high quality BBQ dishes and has been for over 25 years. We source fresh meat and vegetables in our down home southern barbecue dishes. We make bbq for all people, believing and striving to continue to make bbq the hard way. Customers The target audience for The Barber Family Co LLC is adults, specifically we want to cater to families, corporate partners, governments, as well as young and moderate adults who enjoy craft items. Future of the Company Although the BBQ business is highly competitive, we believe that there is a place for high- quality, attractive, durable, and affordable BBQ as well as other amazing dishes. Our goal is to create and market food that will satisfy all with quality recipes that are timeless. THE BARBER FAMILY CO LLC 66 i Mission Statement To be always the desired place for; great food, beverages and delicious complementary desserts & bakery products to enjoy with family and friends. Principal Members Anthony Barber — owner. Legal Structure MONTROON Me THE BARBER FAMILY CO LLC 67 Industry The Barber Family Co LLC DBA (To Be Determined) will be apart of the community of Boynton Beach. Currently, there is an increased demand for outdoor dining establishments as the pandemic rages on and there is not a clear end in sight. The largest restaurants that primarily offer indoor dining have suffered because they either don't have the space available to offer the same dining experience outside or they are unwilling to pivot. This industry is currently suffering from the effects of the pandemic even with assistance from government programs. However, establishments that have been able to pivot and or establish outdoor dining spaces for their guests have thrived. This means there is a potential for growth as the economy recovers for establishments that primarily focus on outdoor/open air dining as that is what most patrons are feeling most comfortable with. Detailed Description of Customers The groups that the company plans to market to are every adult with an income range of $30,000 - $120,000 a year. Our target customers are interested in eating quality authentic food while enjoying the ambiance of the restaurant as well as the experience of service and available craft cocktails. They value quality and they research the restaurants they dine in. Our target customers are willing to spend more money on products that are of higher quality and satisfying. Company Advantages Wooden Grain Toys has the following advantages compared to competitors: O Basic, practical designs. ❑ Safe, non-toxic paints, parts, and accessories. ❑ Easy -to -assemble parts. ❑ All components are manufactured in America and made with grade -A wood, high quality steel, and rubber. ❑ Quick, 48-hour delivery since our goal is to keep at least 50 units of each toy in stock. ❑ High-quality, interactive website. ❑ Face-to-face interaction with customers at craft shows over a three state area. THE BARBER FAMILY CO LLC Product/Service The Barber Family Co LLC DBA (To Be Determined) will sell classic American food centered around fresh locally sourced vegetables, and quality meats and seafoods. The dishes will be chef and family inspired and will resonate with all genre's of people. Some of the items we look to include are: ❑ Chargrilled Oysters ❑ Rib Eye Steaks ❑ NY Strip Steaks El Locally sourced fish & Seafood ❑ Large wedge salads U Soups ❑ Craft Cocktails ❑ Sandwiches ❑ Brunch ❑ Homemade desserts Pricing Structure The Barber Family Co LLC DBA (To Be Determined) will offer its products for the following prices: ❑ Traditional Entree dinner - $25-$45 Cocktails- $8-$14 ❑ Soups - $5- $11 ❑ Desserts - $8-$12 Product Lifecycle All The Barber Family Co LLC DBA (To Be Determined) products will be made fresh daily in house or sourced locally. s THE BARBER FAMILY CO LLC Research and Development The company is planning to conduct the following research and development: El Include a feedback mechanism on the website for ideas, suggestions, and improvements Provide comment cards for distribution at craft fairs or food truck events Review available market research to identify top restaurant locations and reason(s) for their popularity THE BARBER FAMILY CO LLC 70 Growth Strategy To grow the company, The Barber Family Co LLC DBA (To Be Determined) will do the following: ❑ Sell products at craft fairs in Palm Beach, Broward, and Miami- Dade Counties from our food truck. ❑ As business grows, advertise in target markets, especially in advance of the holiday season. Communicate with the Customer The Barber Family Co LLC DBA (To Be Determined) will communicate with its customers by: ❑ Providing an email newsletter with company news, product information, and food truck schedule. ❑ Using targeted Google and Facebook advertisements. ❑ Utilizing social media such as Twitter, YouTube, Facebook, Linkedln, Pintrest and TikTock. ❑ Providing contact information on the company website. ❑ Adding labels on products that include company name, contact info, and web address. 211 E Ocean ave Boynton Beach The Barber Family co LLC would like to purchase the home for $200,000.00. We would like to purchase the home in the manner of services. We propose to offer the city of Boynton Beach the equivalent of $350,000.00 in meal services to the elderly, homeless, and children over a period of 7 years at an average cost of $9/meal. That number equals about 460 available meals per month. The construcSons costs associated with the project including the completed modified shipping containers is $604,756.85 of which $404,756.85 are esS mated construcSon costs. The Barber Family Co LLC will fund this project with a combinaSon of cash on hand which is verifiable through our financial insStuSons as well as one business loan from Valley Bank which we have prequalified for $750,000.00. s THE BARBER FAMILY CO LLC 71 CAULFIELD A WHEELER, INC. Consulting Engineers • Surveyors & Mappers Mr. Anthony Barber The Barber Family Co., LLC 1920 S Federal Highway Boynton Beach, FL 33435 Project Description: Celebrating years Engineering EB0003591 Surveying LB0003591 PROJECT NARRATIVE Landscape Architecture LCM00318 The Barber Family Co., Ilc seeks to develop the historical building and site located at 211 East Ocean Avenue for the purpose of opening a new restaurant. A change of use from Residential to Restaurant and Minor Site Plan approval will need to be obtained for the Project. ProQ,;osed A,rchrtectural and Ehllneenn Changes; The existing two story 745 SF +/- original main historic house will be renovated. The one story addition that was built at the rear of the building will be demolished. The first floor will be limited to greeting patrons and restaurant seating. The second floor will be used for storage and the bathroom will be removed. The building will receive new air conditioning equipment and ductwork. A new 348 SF +/- front porch with wood railing, an ADA accessible ramp with wood railing, and a new east entry door will be added to the existing building. A new rear door and new wood steps will be added to connect the indoor seating area to outside near the cooking and beverage service containers. Concrete pads, power, water, and sewer connections will be provided for five outparcel shipping containers for: cooking, beverage service, unisex toilet rooms with individual lavatories, and refrigerated storage. A grease trap will be provided. A dumpster enclosure with hose bib and drain will be provided. Design of site lighting to meet code is included. Interior lighting, exterior lighting installed to the main house, and electrical receptacles will remain. Emergency egress lighting, fire extinguishers, and exit lights will be added to meet life safety code. The existing electrical service and electrical panel will be upsized to meet the project requirements. s,e vil Engineering_Qhanges Site paving, grading and drainage, water detention and r ! sanitary sewer will be modified to meet all city codes. Utilities and all underground sleeving for electrical and irrigation will be installed per approved plans. Pror _9sed Lgndscgpe Architecture J Site_ChanLs We intend to recycle all the plant material that we can on this site. The large trees at the front and rear of the property are proposed to be preserved in place. Palms that can be relocated will be used around the site. The current driveway will be removed and a new driveway with one Handicap parking spot located at the entry to the establishment. An abundance of tropical landscape is to be used to provide ambiance and to soften the appearance of Interior structures. Kitchen facilities will be to the West of an outdoor dining area, restroom entries to the North are screened by an interior planter island. The majority of guest seating is to be outside, with shade sails, palm trees and fans with misters to provide a comfortable atmosphere. & Boca Raton Office: 7900 Glades Road, Suite 100 I Boca Raton, Florida 33434 1 Phone: 561 - 392-19911 Fax 561 •750-1452 ❑ Port St. Lucie Office: 410 S.E. Port St Lucie, Boulevard I Port St. Lucie, Florida 349941 Phone: 772.408-1920 Fax 772.408-1925 72 SURVEYOR'S REPORT: 1. Reproductions of thin Sketch are not Mid -hhout the al9nolure and the orrgnd raimd sea of o Florldo licensed surveyor and ""' Z. No Title Opinion or Abstract to the subject prop or has bean provided. It is possible thot there are Deeds, E--te. other m.eo-Ile ocorded or uWecorded) whlch may oiett he sub)ecl property. No aeorch rf the Public Rewrds has been mode by Ne 5urnI 3. The land beealpllon shown hereon is based on the insbumcnt of record. {. Ho underground nnprovemenle were locatetl. 5. Bearings shown hereon are E-od bored on the cents, line of N.L 3rd Street having a bean9 of NDODO'OCE. s. LTewtions shown hereon ora In feel and based on the Nationd Geodetic Varticd DaWm of 1929 (NGVO 1929). 7. Benchmark Deearlpllon: Aclosed loop between Palm Beoeh County Engineering Benchmarks 'JARAY (Elawtbn - 18.64] feet) and 'B 25' (D<wllon - 19.949 feel). 8. The enl'we property der crlbed hereon lin within Flood Zone C, C-lity Poncl No. 120196 0003 C, dated 09/30/1982. ,I The peciee of tree. ae shown hereon were id-tMO to the peel of know edge and "plty of the surreys, mth-1 the benefit of on arborist or bblag el It is Ne ,capons bi ly al the end - to ter fy the Identity of the epee m. 10. bbrew.jeh Legend' -IDG - to. 81 B.M.M. - Benchmark, C in IM Foled, E = CrnlCdns CBS =Concrete Bock h 9lvcca CLF M. Chum Ink Fence; FIrl Cancfele FL - B tibb; , ELEC =Elect, c, itl Found; F.F. - Flnlshed Flo -i I0. =Idem f .tram I.P. = Imn Ppe. I.R.- Iran Rod: LB Lce d Bus nem; : - Measured N it Nal a Tin Tab; . = - 5-kjl RecWds Book: OW . Overhead W... P = Per Pbl, P8 L Plat Book, P B G.R, -Palm Beach County Records PG. Page P L i = P,ofemf- l Land Su= TW R.L.S. Regis lend Lantl Nth SII,b e C = Rq 1 -of- WRy, TYP. = Tyy I W/ With; W/CAP Nth S.r gars Cop; N.E. 1st AVENUE (PURIQArrA SIREyT e. P-/.. I � I BLOCK 4 _.-- . zp u1Er (P.a Vv. P.&C.0.}, gl •� , ,• S88'49'33'E YG.' 2n"1T022'�p +�'II.A 1Rmw, a• Q". LOT 13 i ....,..I BLOCK B� lE(SENO TREE LEGEND p ru'aavar r,taJxm� Rrrr®1 1S 0 1 m mp do r MH:Iwa 9Qr.".fE B6v � V O O to ? to I - Ion ® r_a U! GI Y f y C7 PLAND s Z e ling a t I W ES CRIPIION: I tots 13 and 14. Block 4, ORIGINAL TOWN DF B01'NTON BEACH, oc to 'n Page 23 the Public Records -- uj I_J the Plat thereof a rec riled Plot Book 1, of of Palm Beach County Rwdo f/Ith l Sid lands itote', the C'ty of Boynton Beach, Pd. Beach C-ly, Flordo aM -oinng 13,936 square feet (OA2 acres) orae or Ins. vF Z f CERTIFICATION: g 11 TO: Boynton Bauch CRA - I HEREBY CERTIFY that the attached Bounduy h TopagmpMc Survey of the hereon tleacrAed is W e and correct to the b I of my knowledge wproperty and belief as cur yed the Beld ands my directipn. I FURTHER CERD that thio Baundory k Topographic Survey meals the Minimum Technical Standards set 1-th in Chapter 61G17-6. Florida Administrative Coda. pursuant la Section 472.027, Florida Slotut- There are no oNow ground oachmmI other than those shown hereon, subject to the quali8catlona /l.ted nher-' /'11 �,1�X1)(�r I, - Dole: r MICHAEL R AVIRMI. PLS Nelda R,lot blion Nu. 3268 AYIROM h ASSOCIATES, INC. LB. No. 3300 _ .„, slDlvs DATE F.B IPG BY cl AVIROM6 ASSOCIATES, INC. r"""a"ila"aD SURVEYING 8 MAPPING w amnveNUE, SwrE foz �� BOf.A RAI0e1 ROA(61 ]3oa3 ' ( jdaTsaa4. FA.Y (a9D daeylta 4 I VIRDMSIIRVEYmn �w.b,PAS5P'.urR rM;.rpa,rnN �1I31ha ✓x 4 ,., , vex r�rn "•+*,. e.wm ..✓ w,er/atlwls tiuraalri]w�amlal l,��+, .. i r4. I y Ye Yrs �� RLET � BLOCK, Q muig d , ac 2 STptYI RESIDENCE 13,936 SQUARE FEET (0.32 ACRES) f � �r � �3 •n x` h to V I _ ✓1 tl i at) e, rd i NBB 48'ISW AjLj P A V E Y( rvea,e I"'v. _ epj wmx E. OCEAN AVENUE (W AP b -T wm+L RAY M PB. +/U. P.e.C.RJ �I 7 �S.EE1st AVENUE _ CE • �-�REVI810N8 w_ I DATE F.B.IPG BY CNV W Wµ M== HH4=4WW dOB NO N9Y BOUNDARY 8 TOPOGRAPHIC SURVEY scA� I 2B ' LOTS 13814 DATE 09l1 BI20I BLOCK BY MMK " ORIGINAL TOWN OF BOYNTON BEACH CMD. MOA j (PLAT e00K 1, PAGE 23, P.B.C.RJ F33. 4a PG +a ... _� ... CITYDPBDYNIT. BFACH 73 BLOCK 4� 20' ALLEY (P B. 1/23, P.B.C.R. zI i 0 0 IV � SB O�S » ",. IN I ,Am� 3 15 7 �'Ifi✓r �m r, L ,00 .—ASPNAL IsnYT PAVEMENT (� "--" (7— u.w) E OCEAN AVENUE -111- - (50' APPARENT PUBLIC R/W PER P.B. 1/23, P.B.C.R.D NTS YAIHMRMTn UYEffiM W PARONG lOfATM6A<N.Api — Sf1EFT PlrtwNTx ImlmiAMtgFUbNt➢Is�M OQNS AVENUEOYFlLtYlDNEIC61RAnM5'le� �n c!/,TPULAG - P6ANAVftNEtlhpAYYMf{llON5AflUJCIgf10i S0% '� P+N15 CfINNLt110etf lJ Pq ISS&S41 A¢PENAT YfIM116 QATOUtO1ff.M IXA H! UBAiT1Etfl9XFRUF KL'TM'[IIUEYHIt N[t5I5IPJEi RABNNTNF506fOOf pSTIJi[EN10'N®NIL&1NE O[llH AVPUP OJQIAY in16II[6U:Ar,ONSA . M�� F6.SOFfiFi &,YIIIOUXE relAwmm� rranmaAm: GR4PIIIL SLALE .....t-. tO 74 n Lu r �= 20 Txl m sr o�cn as' w. e �4 tno �itrnl frtm 4, r I _--- MBB -48'16'W II'70p' WW I W A zN Atm�Arsn B L O C K 4 20' ALLEY (P.B, 1/23i PR,C.R.} I MR r �ASPH A}T PAVEMENT--..-'" E. OCEAN AVENUE (BO' APPARENT PUSUC R/W PER P.R. 1/23, P.B.0 R.) M � PEWNury �,.. .evm,ox.rns x tsp SY V n stl Mm m Sorin Hvum rm%sws�.,lr w. mn+n�ns..m 75 211 E OCEAN AVENUE -SO-UIHEAST--VIE.W-- 211 E. OCEAN AVENUE BOYNTON BEACH, FL 76 211 E OCEAN AVENUE F' _.S.m-T"W.ES.LVIEW �—"'"'—'- 211 E. OCEAN AVENUE BOYNTON BEACH, FL 77 August 31, 2021 Mr. Anthony Barber The Barber Family Co., LLC 1920 S Federal Highway Boynton Beach, FL 33435 Re: 211 East Ocean Avenue, Boynton Beach, Florida Dear Anthony: Asante Design Group Ilc 5255 N Federal Highway • 315 Boca Raton • FL 33487 T 561.349.5151 F 561.349.5152 AA 26003560 Thank you for the opportunity to provide our proposal for professional Architectural and Engineering services for renovations and additions to the residential building that will be the location of your newest restaurant. Upon acceptance of this proposal, AIA Document 8105-2017, Standard Short Form Agreement between Owner and Architect, will be provided and replace this Proposal as the Agreement for services. Project Description: A change of use from Residential to Restaurant and Minor Site Plan approval will need to be obtained for the Project. The existing two story 745 SF +/- original main historic house will be renovated. The one story addition that was built at the rear of the building will be demolished. The first floor will be limited to greeting patrons and restaurant seating. The second floor will be used for storage and the bathroom will be removed. The building will receive new air conditioning equipment and ductwork. A new 348 SF +/- front porch with wood railing, an ADA accessible ramp with wood railing, and a new east entry door will be added to the existing building. A new rear door and new wood steps will be added to connect the indoor seating area to outside near the cooking and beverage service containers. Concrete pads, power, water, and sewer connections will be provided for five outparcel shipping containers for: cooking, beverage service, unisex toilet rooms with individual lavatories, and refrigerated storage. A grease trap will be provided. A dumpster enclosure with hose bib and drain will be provided. Design of site lighting to meet code is included. Interior lighting, exterior lighting installed to the main house, and electrical receptacles will remain. Emergency egress lighting, fire extinguishers, and exit lights will be added to meet life safety code. The existing electrical service and electrical panel will be upsized to meet the project requirements. Description of Services to be provided: Task/Phase Description of Services Phase l ~ • Drawings of the building and site lighting photometrics required for a Minor Site Plan approval will be Site Plan Approval provided to the Owner's Planner for submittal to Planning & Zoning in the City of Boynton Beach. • Attendance at meeting with City staff or public hearin�,s are Additional Services. 78 -2- ...._............................ Phase II ..._.- _........ ...------ ....._............... ............. .......— .......................... • Site visit by Architect and Engineers to document Reimbursable Expenses existing conditions Building Permit Drawings 0 Provide CAD background drawings to Structural, Principal Architect Mechanical, Electrical, and Plumbing Engineers as a Project Manager basis for their design drawings and calculations Project Coordinator • Preparation of design drawings and specifications for building permitting Usual and customary building permit design drawings and specifications including: • Architectural & Life Safety design drawings & specifications • Structural Engineering design & calculations • Mechanical Engineering & energy calculations • Electrical Engineering • Plumbing Engineering • Meetings with consultants and Owner • Coordination with the Owner's Civil Engineer, Landscape Architect and Planner m .m Phase III • The Architect will assist the Owner in obtaining bids and provide Bid Instructions to three GCs if requested Bidding & Negotiation by the Owner as an Additional Service. . Response to GCs uestions during biddin: included. Phase IV µis • Response to plan review permit comments and drawing revisions as required for obtaining a building Permittin ...._....._mermit in Bob nton Beach, Floridaisincluded. ...... .......w_......... .......... . Phase V • Shop drawing review of Contractor's submittals is included for all disciplines. Construction Administration • Response to Contractor's RFI's is included. Phase • Two site visits by the Architect during construction are included. Additional visits, if needed, are based upon the hourly rate schedule. • Architect review and certification of contractor's applications for payment are Additional Services if requested by the Owner based upon the hourly rate schedule. The Architects consultants include: • Structural Engineer • Mechanical Engineer • Electrical Engineer • Plumbing Engineer Proposed Fee Schedule: Stipulated Sum $37,750 Reimbursable Expenses $ 1,000 Budget Hourly Rates for Additional Services: Principal Architect $180 Project Manager $160 Project Coordinator $140 79 -3- BIM/CAD Technician $100 Administrative $ 80 Owner's Responsibilities: Provide a current boundary and topographical survey including location of existing trees and elevations in PDF and CAD format. Provide soil testing and percolation tests required for the project. Provide Structural and MEP Engineering drawings for shipping containers. Selections of fixtures, furniture, and equipment. Government Agency fees are Owner's expenses. Exclusions Structural and MEP Engineering for Shipping Containers Geotechnical Testing and Report Surveying Civil Engineering Landscape Architecture The scope of work does not include the following changes to the existing historical building that may be required to bring the building up to code during the permitting review process: structural repairs or alterations, changes or replacement of thermal insulation, energy code upgrades, window and door replacement, replacement of existing wiring or receptacles, replacement of plumbing pipes, or any other changes required by the building department. If renovations are required to the historical building to bring it up to the current code by the building department, then the Architect will prepare an additional services work authorization that will be presented to the Owner for approval prior to commencement. Reimbursable Expenses Printing costs and presentation boards in performance of this service and specifically related to this project will be reimbursable and will be billed to the Owner at cost plus a 20% administrative cost. Invoicing Billing will be monthly and a retainer of $11,325 (Eleven thousand three hundred and twenty five dollars) will be required to commence work) and is the minimum fee under this proposal. Terms This proposal is valid for 30 days from receipt. We are sincerely grateful for this opportunity and look forward to working with you. Please contact me with any questions regarding the proposal and/or indicate your acceptance below. Kindest regards, ASANTE DESIGN GROUP LLC Juliette L. Schiff, AIA, NICARB, LEED AP BD+C State of Florida Registered Architect, AR94008 Accepted by: Anthony Barber Authorized Representative Date 80 PROJECT NARRATIVE Mr. Anthony Barber The Barber Family Co., LLC 1920 S Federal Highway Boynton Beach, FL 33435 Project Description: The Barber Family Co., Ilc seeks to purchase and develop the historical building and site located at 211 East Ocean Avenue for the purpose of opening a new restaurant, A change of use from Residential to Restaurant and Minor Site Plan approval will need to be obtained for the Project. Pr p.L�o5ed Architectural carpi Chang ........... eall The existing two story 745 SF +/- original main historic house will be renovated. The one story addition that was built at the rear of the building will be demolished. The first floor will be limited to greeting patrons and restaurant seafing. The second floor will be used for storage and the bathroom will be removed. The building will receive new air conditioning equipment and ductwork. A new 348 SF +/- front porch with wood railing, an ADA accessible ramp with wood railing, and a new east entry door will be added to the existing building. A new rear door and new wood steps will be added to connect the indoor seafing area to outside near the cooking and beverage service containers. Concrete pods, power, wafer, and sewer connections will be provided for five oufparcel shipping containers for: cooking, beverage service, unisex toilet rooms with individual lavatories, and refrigerated storage. A grease trap will be provided. A clumpster enclosure with hose bib and drain will be provided. Design of site lighting to meet code is included. Interior lighting, exterior lighting installed to the main house, and electrical receptacles will remain. Emergency egress lighting, fire extinguishers, and exit lights will be added to meet life safety code. The existing electrical service and electrical panel will be upsized to meet the project requirements, Erorr -qsed CiVil E,nam g ' Prot 2-Qstd-Lgn-ds-,zgi2e—Architecture -ch—on.ge—s Purchase of building and land Architect, MEP Engineer, Structural Engineer Civil Engineer Landscape Architect General Contractor Shipping Containers Furniture, Fixtures & Equipment Building permit and site plan approval fees Total project development cost 81 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 QUOTATION PREPARED FOR: Page: I of 6 Project Name l 211 East Ocean Avenue - Boynton Beach 08/17/2021 PRODUCT UANTITY &PRICING: Qtv Description 1 40' CONTAINER — KITCHEN $88,800 20' CONTAINER — BAR (Doors on both ends and serving $40,900 windows on the west side 1 20' CONTAINER — REFRIGERATED (50% Refrigerator/ $42,100 .50% Freezer 1 20' CONTAINER - ADA BATHROOM $59,300 ENGINEERING -MEP -STRUCTURAL $9,000 PROJECT TOTAL $240,100 Payable as follows: • $50,000 due at agreement inception. This will be used to purchase all the containers • $70,000 due at beginning of fabrication • $100,000 progress payment due when: all steel fab is complete, framing in, utilities roughed in, interior wall coverings in. • $20,100 final payment (or adjusted balance) due at completion (customer inspection & approval), before delivery. Fabrication timing: LRBC requires 14 weeks to fabricate the 4 container units specified here, (assuming no subcontractor or permitting delays) Third party inspections: The building department plan review & inspections will be performed by a third -party engineering team. The costs of this service are borne by the client. Pre -Permitting quote and adjustments: These structures are not engineered or fully specified yet for your specific site/project. Some items are listed individually below with allowances. As the final design and MEP is complete and costs are in, price adjustments, (up or down) will be made to align the allowances to the actual costs. The graphics represent a pre -engineering placeholder design. It is understood that some items may change. WWWJ..I t.I1LEEiVE116630"2C01I1' PANY.COM 1 30 5,582W607 � 9200 I4W 221111re AVE MIAMI, r'i... 33147 82 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302,6250 GENERAL NOTES ENGINEERING & PERMITTING: These units will have engineering as part of this pricing. Included are background drawings that will be needed for inclusion in the permitting set or other official sets. ELECTRIC, ATAC, PILTITIBMG ILRBC to provide: All utilities within the boxes and an exterior connection point. CLIENT to provide: Labor & materials for all site utility runs and connections. DELIVERY: Client responsible for delivery costs, F.O.B. LRBC Plant, Miami, FL Page: 2 of 6 INSTALLATION: L TO PROVIDE: 2 persons on site for install days to assist (in an oversight capacity) with install logistics & box placement. (Three 8 -hour days maximum) FOUNDATIONS: Client Provided: Will share our know how with client CHANGES: If a change or new information is conveyed after the job starts and a change is needed to accommodate the new information, either digital or physical, a change -order charge will be incurred to offset the additional work. This proposal is valid for 30 days. The bottom of this page left blank. WWW 1T"rLERIVER130'7'0O'A1PA114Y,,COM � 30 S82,007 9200 iffl 27TH AVE IMAKI, Fli 33147 83 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 SPECIFICATIONS FOR 40' KITCHEN Page: 3 of 6 Component n Description Container Like -new condition high cube containers — "one-way" 40' container with minimal wear Industrial 'p'aint'' on original container, one color. Insulation R-13 Walls, R-30 ceiling F-Vlooring, Epoxy Interior Walls/ Finish FRP walls, metal or FRP ceiling Doors . .. . ........ "Steel frame, steel door, locking "& closer hardware. .. .... ... . ...... ... ... Service Window Sliding window, surface mount. aluminum frame, impact glass sized approx. 8' wide x 28" tall Service '§e - shelf " f Stainless, approx. 8' x 24" Hood By CarAiveaire (or similar} Standard 8' hood with fire sucoression (included) Electrical200 amp break I er paneloutlets & switching r plan I s/code. _,_ , 9 a s per Plumbing Hot, cold and waste piping are run as required. An on -demand or standard water heater is provided (allowance of $400 for WH). The waste line will be accessible under the unit at the perimeter. Mini Split Gas NIA Interior1Liah�bnq ____j LED ceiling fixtures, Exterior Lighting 3 fixtures', Sunlite VTA100 or equivalent !App Lian��__ " , Water heater ............. Walk in Cooler INCLUDED is a walk-in cooler 7'x 8' Awning. ...... ... Shown is an OPTIONAL awning at the front. Not included in this pricing. Equipment The image shows a suggested equipment layout. With the exception of the hood and the cooler, equipment is not included in this proposal. WMI,I,ITTL.,ERGVEIRI!IOXCOMII!)ANY.COM 1305.582 600"1' 19200 i4W 2VIH AM!, IIIb11MMi, iII.. 33147 84 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 SPECIFICATIONS FOR 2d' BAR Page: 4 of 6 Wllf EQUIPMENT SUGGESTION WWIITFLERWERBOXCOW�IANY.COM 0 305,582,6007 19200 NW ZITH AVE WAK, F1 33147 85 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 SPECIFICATIONS FOR 20' STORAGE CONTAINER, REFRIGERATED Page: 5 of 6 20' COLD STORAGE 20' VENTILATED STORAGE WWW III..Q71 LE NrFRBO OIMPA Y M 1305532,600 19200 IHW 27711a AVE IPWIIAfld3 ,III III 33147 86 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 SPECIFICATIONS FOR 20' ADA BATHROOM Page: 6 of b ADA + 3 UNIT UNISEX www,,ii r rL9'EWElRBOXCOKI!�AN°7ZOM 1305,582,6007 9200 II4W 271 0 AVE IMllAJIIW, IFIL.. 33147 87 161 1 0 j www,,ii r rL9'EWElRBOXCOKI!�AN°7ZOM 1305,582,6007 9200 II4W 271 0 AVE IMllAJIIW, IFIL.. 33147 87 ElNOR ELEVATION � SO T. 11 -.T-N W D Z w W zJ` Q w¢x ¢' Z zm', W UZ 0 00 O u> W� T T N I_'�H4RT� ELEVATION S.YTV ELEVATION -14 :., W n W > wx Z zm WwZ V 8- p Wo W Nm r N N1E 5'a�E L E Yhi14N _. _. W D Z W W zLL Q as z zm W wz 080, O uj z W ry m r r N A-12 gg tg 90 . - -- � E.Ill�.1-limwrtllmumungnluumilloqlgn wommumf FRONT—PERSPECTI-VE. A-14 91 . . . . . . . . LLI D Z W VTI ui M w Lu Z 00 () 0 0 � uj z LLI Nm A-14 91 .......... g 92 A-15.1 93 I.'. ly_OLYF FA$Y VIEW A-15.2 94 �l---� |LU �Lu� � 0�� -------_-- -'--_ ___ - ---_----- _ -----��^_ ___ m -Q 95 [aj$..F.p ,QLER A-16 96 From: 'zlGiri.ul;Y ,.1uri To: a"wetkftra,ny I'i:rbpr Cc: Jiiulu�^4�a1� k dtP „ "All m P��t�r�ir�� h,� "; VJf�o ch:a:flau, �Oa�a�,w., pf�� hPtic r I�;fPA d¢..; (�r6:rrr�:ru Subject: RE: Anthony Barber has shared a folder with you using Dropbox Date: Wednesday, September 8, 2021 1:46:00 PM Attachments: 60auo.,,Li MQE, 14A/flxE,[a �df: J4JLK I FE f f,4°IIF 21 ) E o.CEAJ9.t V,11 NFhJ:1,B,dUJVI ,r10 Good afternoon, Anthony, I have reviewed your package and did not see the following items. Please note that the items below will need to be addressed if/should the Board decide to move forward with an agreement with the Barber Family Co LLC based on the LO1. 1. Barber Family Co LLC Business Plan, Company Advantage (Page 4) — Connection between the BBQ shipping container restaurant concept to Wooden Grain Toys. Was this a cut/paste error? 2. Project costs — I see that there is a reference in your business plan that the project costs totals $604,756.85 and $404,756.85 is the estimated construction costs. • Please confirm the cost of the container, is it $200,000 or $240,100 as indicated in the Little River Box Company Quote? • Please provide a completed cost narrative. Two versions have been provided by Caulfield & Wheeler, Inc. and Asante Design Group LLC but both do not have the total project breakdown that coincides with the Barber Family Co LLC Business Plan's narrative on Page 8, 211 E. Ocean Avenue Boynton Beach (see attached). • Please provide cost of the adaptive reuse of the existing building and confirm if this is included in the $404,756.85 since this item is not included in the Caulfield & Wheeler, Inc. cost breakdown above 3. Timeline for activation — Asante Design Group LLC provided their description of services but no timeline associated with the Phases I-V, please provide overall timeframe which includes design, entitlement (planning, zoning, development review approvals, etc.), permitting, construction, and anticipated time that the business will be open for business 4. Please provide a Pre -qualification letter from Valley National and a description of how this funding will be used for the associated costs described above. Specifically, will this be used for soft costs, construction costs, equipment, and/or operations? Any limitations or condition on the loan that may require the CRA property to be used for collateral. Staff will forward these documents as supplement to your May 27th LOI and they will be presented to the Board at the September 14, 2021 CRA Board meeting along with the other three LOIS received for the property. If you have additional questions, please feel free to contact me. Thank you. From: Anthony Barber <atbarber@troysbbque.com> Sent: Thursday, September 2, 20213:51 PM To: Shutt, Thuy <ShuttT@bbfl.us> 98 Subject: Anthony Barber has shared a folder with you using Dropbox Hi, Here's a link to "magnuson back yard" in my Dropbox: �pb Sent from my Whone 99 From: To: Iju leuc 1, Schiff Ce: Ai!t 1,Lbfl"I;�Ll2 1,; "Allan.d.��u�.a 9'u1�,4<n'";U.4[ an., d✓✓�„pA�da; lLr„a ll)Kk, mlm�r ,a; rh kken Boni jf�, 1IU2f, I rldh af,j Subject: RE: 211 East Ocean Ave - Troy BBQ Date: Tuesday, August 3, 20216:14:00 PM Attachments: Hi, Juliette, It was nice to hear from you again. Per our conversation, the answers are provided below with a caveat that they must be verified with the Planning and Development staff at the City. Amanda Radigan, Principal Planner, is copied in the email and will be able to help schedule a pre -application meeting and confirm my comments below for Items 1, 2, and part of 3e. Let me know if you need anything else. Thank you. From: Juliette L. Schiff <julie@asantedesigngroup.com> Sent: Friday, July 30, 20218:32 AM To: Shutt, Thuy <ShuttT@bbfl.us> Cc: Anthony Barber<atbarber@troysbbque.com>;'Allan Hendricks' <allan@cwiassoc.com> Subject: 211 East Ocean Ave - Troy BBQ Good morning Thuy Allan Hendricks and I are working with Anthony Barber to provide the drawings that the CRA is requesting for the disposal of the land. To assist us with expediting the submittal, and because I know from working with you in the past, how extremely organized and responsive you are, kindly provide the following: Zoning and future land use for the site — i ✓,t I arl 'r i.l. e� Jcd e I:hi,' i 7 Ir, L I lar' (” P"sClfl.rj�al l;iMII(ft .;rwi 1lI{ (I"' "'knn ra (:c�nInaI✓11fJ u,"""', IIcrel li-) ['/IIXed U,'(,I'v"he"d r In'l Wi'ffa t)1_1`r 1,)u d,, o '4r1.1 ✓ of N41.i disU Ic(`�r/`(`i .7i'C� 0 'ir+n), i'%✓'✓!iIl',I I✓>��. "I'! u, cv I�tIIBe I1I ,/ i'^ 1r ql i1-ru .. 2. Setbacks & FAR—`,t°'Iaff:v( 1.r;t,l'IE'I'lo1'1's i 1' 1, ('c OY✓IIYI 1'1�✓ tJ z I'III'If) c, (, I'% Iaf,i C)r ✓I( rIS,rJr1 j1h 11I i 3.. List of documents and drawings required for the September 3rd submittal: f"h i,, Ior � ilc r�Yl{al II rl"'fl /CI,r I IIH I"'s�nf'll}'i✓,'1//Ili i✓7^ "i;rine Ior'fil%' rn n,11,e(�t t�P,l a"7111":f"I Jl' ✓I!Jh_!s i {;iul'{II`l{ "tl(,.! and I,i r `> rllJlaf�`'Jd �i ,n �l�rl� Il %�C"✓✓rrlYl"i<✓.��✓-'C I'1 I`, ��.j 5. �_�.✓I'. ;�i111✓✓� al �,l. �J"'aid C. r%I ✓, i9�r��`I,I< � (-1 t a rfL'�I"r r111r?rll its )f f31 tlrif h( ) ',/V 1 'll° ,VC v,/I Iou>i< oncJn (nr llCikd of ; (,✓"I b IY1 /� ")l,'yBpic ,/idl co l✓; hwhne1 II ✓'t;}.� ✓✓ ,f"I f, '.'r' OH 'YlY1 C, 100 pI, and anyI(, prov|ded by 1) (1 ifaskinB fo/ essthan market pric� [(A ti')(" |and, roy{s for desi8n, con*truciion, as vveU as buHdout ofoonta|ner and retroht Hh(" resMentia� struc1urc forthe din�n�"' us(, co�-", how Ole pr(")�ectwiU (cash, oan, p|ant, e1 j, andvvha1 is reques, �,edI i, omthe CRA� Development timeUne{orthe pro]ecJ throu�"'h constru(tion) 4. Any previous site plans, renderings, or drawings that the CRA has considered for the same site —VViUsendvvha1vvehaveundersepara1ecoversincuitrequiresaitmorereaearch ask 4nthonyifhe' needsmorethal vvasK4ikeSimonh"Id forWarded1ohim' �woufldyouaUsu askdhe8uUdii forany pi, eviouspermi1p|anssincedha1vvouddbemosJhe|ofu� for you when eva|xatinIe exn� bui|din8 Looking forward to collaborating with you on this wonderful new addition to the district! Kind regards, 1RL�ette JwUefteScWff AIA, NCARB,|EEDApBD+C President + Design Principal T 561-349-5151 D 561-931-9570 .... .. . .... ....... . 101 BOYN a,wmwwwwm,iP w �: Community Redevelopment Agency Board Meeting Tuesday, September 14, 2021 - 5:30 PM GoToWebinar Online Meeting and City Hall Chambers, 100 E. Ocean Avenue 561-737-3256 AGENDA 1. Call to Order 2. Invocation 3. Pledge of Allegiance 4. Roll Call 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda 6. Legal A. Project Update on the Purchase and Development Agreement with Ocean One Boynton, LLC for the Ocean One Project 7. Informational Items and Disclosures by Board Members and CRA Staff: A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda 8. Announcements and Awards A. The 10th Annual Boynton Beach Haunted Pirate Fest and Mermaid Splash Official Proclamation B. 2021 Florida Festivals & Events Association SUNsational Awards 9. Information Only A. Public Relations Articles Associated with the CRA 10. Public Comments 11. CRAAdvisory Board A. CRAAdvisory Board Meeting Minutes - July 1, 2021 B. Review of Commercial Properties within the CRAArea C. Reports on Pending Assignments 102 12. Consent Agenda A. CRA Financial Report Period Ending August 31, 2021 B. Approval of CRA Board Meeting Minutes -August 10, 2021 C. Approval of Habitat for Humanity of South Palm Beach County, Inc.'s (HFHSPBC) Design Plans for the Property Located at 545 NW 11th Avenue D. Approval of the Quit Claim Deed from the CRA to the City for the CRA Owned Parcels located at the N E comer of N E 3rd Street and N E 9th Avenue E. Approval of Commercial Rent Reimbursement Grant Program in the Amount of $15,000 to Soleil Academy 2, LLC d/b/a Soleil Early Learning Academy located at 202 W. Boynton Beach Boulevard, Boynton Beach, FL 33435 F. Approval of Commercial Property Improvement Grant Program in the Amount of $25,000 for Soleil Academy 2 LLC d/b/a Soleil Early Leaming Academy located at 202 W. Boynton Beach Boulevard, Boynton Beach, FL 33435 G. Approval of Commercial Rent Reimbursement Grant Program in the Amount of $21,000 to Nicholson Muir Meats LLC located at 480 E. Ocean Avenue H. Approval of Commercial Property Improvement Grant Program in the Amount of $25,919.16 for Nicholson Muir Meats LLC located at 480 E. Ocean Avenue I. Approval of Commercial Rent Reimbursement Grant Program in the Amount of $15,000 to Custom Truss LLC located at 510 Industrial Avenue, Boynton Beach, FL 33426 J. Approval of Commercial Property Improvement Grant Program in the Amount of $25,000 for Custom Truss LLC located at 510 Industrial Avenue, Boynton Beach, FL 33426 13. Pulled Consent Agenda Items 14. CIA Projects in Progress A. Rock the Plaza at Ocean Plaza Recap B. Marina Marketing and Social Media Update C. CRA Economic & Business Development Grant Program FY 2020-2021 Year End Report D. Project Update on the Boynton Beach Office Condominium, LLC for the CRA owned Properties Located at 1102-1110 N. Federal Highway 15. Public Hearing 16. Old Business A. Approval of Fiscal Year 2021-2022 Project Fund Budget B. Consideration of Resolution No. R21-02 Adopting the CRA Budget for Fiscal Year 2021-2022 C. Discussion and Consideration of the Employment Agreement for the Executive Director of the CRA D. Discussion and Consideration of Lease Terms with C Life C Food, Inc. for 103 the CRA -owned Property located at 401-407 E. Boynton Beach Boulevard E. MLK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi -Family Rental Apartment Project Update F. Discussion and Consideration of a Purchase and Development Agreement for the Cottage District Infill Housing Redevelopment Project with Azur Equities, LLC G. Project Update for the Purchase of the Properties Located at 511, 515 and 529 E. Ocean Avenue H. Review of Marina Parking Management I. Discussion and Consideration of a Letter of Intent from the Barber Family Companies LLC for CRA -Owned Property Located at 211 E. Ocean Avenue 17. New Business A. Discussion and Consideration of Additional Letters of Intent Received for the CRA -Owned Property Located at 211 E. Ocean Avenue B. Consideration of Registration and Travel Expenses to Attend the Florida Redevelopment Association 2021 Annual Conference on October 27-29, 2021 in Fort Myers 18. Future Agenda Items 19. Adjournment IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE GRA BOARD WITH RESPECT TO ANY MATTER CONSIDERED AT THIS MEETING, HE/SHE WILL NEED A RECORD OF THE PROCEEDINGS AND, FOR SUCH PURPOSE, HE/SHE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE, WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. (F.S. 286.0105) THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITH A DISABILITY AN EQUAL OPPORTUNITY TO PARTICIPATE IN AND ENJOY THE BENEFITS OF A SERVICE, PROGRAM, OR ACTIVITY CONDUCTED BY THE CRA. PLEASE CONTACT THE CRA, (561) 737-3256, AT LEAST 48 HOURS PRIOR TO THE PROGRAM OR ACTIVITY IN ORDER FOR THE CRA TO REASONABLY ACCOMMODATE YOUR REQUEST. ADDITIONAL AGENDA ITEMS MAY BE ADDED SUBSEQUENT TO THE PUBLICATION OF THE AGENDA ON THE CRAS WEB SITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDA AFTER IT IS PUBLISHED ON THE CRA S WEB SITE CAN BE OBTAINED FROM THE GRA OFFICE. 104 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, FloridaSeptember 2021 B.... o00 4, W IIII , Chair Grant was alright with the 30 minutes until 10:00 a.m., but the question was certain penalties. Attorney Duhy thought there were Marina rules and regulations that apply and are referenced in all leases. Her recommendation would be to say, "They may be subject to penalties as stated therein", meaning tenants are put on notice in the lease and that they must abide. The rules and regulations might allow the enforcement of penalties, then penalties could be added to the rules and regulations as they are going, which allows an ongoing opportunity to amend the rules to deal with things; generally, that is a better course than putting it in the lease. Chair Grant stated they could also have tenants come before the Board regarding their thoughts as to what is fair. Attorney Duhy reiterated that the rules and regulations could be amended during the pendency of leases, meaning rules and regulations could change and she was sure the lease said something to that effect. That is where she would put the penalty provision for failing to abide by any of the rules and regulations. Chair Grant commented that the issue of the dock master threatening to call tow companies would not necessarily be an effective penalty because by time the tow companies arrive, the vehicles could already be gone. Motion Board Member Katz moved to extend the morning time 30 minutes, to 10:30 a.m. and 15 minutes from thereon, and that the draft leases include a reference to the rules and regulations and make clear that failure that failure to abide by the rules and regulations could subject them to penalties including fines, and make sure leases are clear that they may be amended from time to time at the consideration of the Board. Vice Chair Hay seconded the motion. Motion passed unanimously. Attorney Duhy stated the only thing she would like added to the motion was to update the draft leases to include a reference to the rules and regulations and make clear that failure to abide by rules and regulations could subject them to penalties including fines. They will make sure the leases are clear that they may be amended from time to time at the consideration of the Board with those two changes of confirmation in the lease I. Discussion and Consideration of a Letter of Intent from the Barber Family Companies LLC for CRA -Owned Property Located at 211 E. Ocean Avenue Chair Grant asked the Board what they would like to do as they receive multiple offers for 211 East Ocean Avenue. 54 105 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 Board Member Katz clarified that under no circumstance would he support selling this property. When the initial LOI was submitted, his logic was that over time, the goal was to consolidate with the two adjacent property owners, which could take five to ten years. He envisioned this as being part of a greater consolidation, so he wanted to entertain a lease to activate the space, but he knew many LOI's have come in with Intent to Purchase. He would reject every offer that involves purchase because that is not something he was willing to commit to. He believed in the long-term, the property needs to be consolidated because if not, there is a vacant lot next to it and a strip of tenant residential units behind it. To him, it must be consolidated over time; therefore, they cannot relinquish ownership of the property. Chair Grant concurred with Board Member Katz in the sense he was happy to do more of a long-term lease because the property has been vacant for 14 years. To activate the space would be complimentary to the amphitheater and he was excited to see there is interest. He suggested they allow the Barber family to speak because there were other people on the Board who may feel differently and then allow other members for Item 17A to speak before the Board decides. Anthony Barber, 1920 South Federal Highway, mentioned the Barber family's presentation and request to purchase the property at 211 East Ocean Avenue, to activate the space as a restaurant. As expected, it was not as easy for all to agree to sell the property because of certain limitations, so there was an option of a long-term lease. With the cost associated with the buildout and the activation of the space, it would need to be a long-term lease with a favorable term. He was open to all options, but when he says term, he means like a ten-year lease with a 180 -day situation. The cost to activate the space is about $750,000, so it is rare someone would want to lease a space and invest money into a space they do not own. He has been working with some associates and they have come up with a plan, which allows them to activate the space by adding a porch or patio to the front of the property with seating, using shipping containers as the kitchen, bar area, and restrooms. They have received quotes for five shipping containers that would allow them to immediately activate the space; they do not need a loan, and those documents were added into the drop box for CRA staff as proof of funds to go immediately into the project once it is approved on whatever level it is. A timeline was added that shows what they believe they could get done and how well they could move through the project and get the space activated quickly. He personally has partnered with a good friend, Rodney Mayo, who owns Dada in Delray Beach, a very popular restaurant. He also has a partnership within Dada, which means he has probably some of the most secure local restaurant backing supporting him as he moves through the project. Not only does the group own Dada, but they also own Honey Coffee shops, Kapow, the Dubliner, Holly's, and many other restaurants in South Florida. With their support and his expertise and being owner of Troy's Barbecue, which is his father's business he started in 1996, which he has managed and grew since 2016, he feels they can make this space very popular, not only for lunch, but to help move traffic through the corridor of Ocean Avenue from one end to the other. He thought a restaurant of this nature was perfect. The project, as it stands, does not take away from the historic nature of the home, the 106 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 only thing they would change was demolishing the addition on the back of the home, which was not necessarily a part of the historic side. They want to make this a destination. They have a great landscaping plan and all the quotes for construction. He is opening a similar project on September 24, 2021, which is at completion. Alan Hendricks, 716 NW 1st Avenue, with Caufield and Wheeler, site planner and landscape architect, stated there would be a lot of outdoor seating and a tropical covered area, mostly outdoor dining. They have tried to activate the space on the street while still providing a drive, so people could enter the site, drop someone off at the front door, then exit the site, and park elsewhere. The property has been sitting there for a while and he thinks it is a great use. He understood the point about potentially consolidating this site, but he could argue that it did not necessarily need to be that way and they could keep the site as a restaurant. This could be left as a restaurant for future terms and build residential and retail around it. Board Member Katz agreed that he did not know what a future consolidation would look like, but he did know that he would not, at least at this time, want to define that future site by releasing the land. His personal vision was something along the line of a five-year lease with the understanding that an investment would have to be heavily subsidized by them because he would not ask someone to invest three-quarters or a million dollars and then say they must walk away in five years. To him, there would need to be extremely favorable terms to lease. Currently, the property has no value in terms of revenue, so if someone was willing to invest money and by virtue of charging little or no rent for them to occupy that space for a certain number of years, could cover a good portion of their investment. He would be willing to do whatever it takes to activate the space to make it buyable for those five years and hit marks that justify the investment and defray all costs. He added that a demonstration of the successfulness of an endeavor like this would lend itself to them saying yes, an L -shape is better than a full consolidation. Currently, in concept, by virtue of demonstrating that house could be activated and successfully operated for years, he thought a future Commission would say they did not want to tear that down, not extend the lease, or sell the property, and they could work around it. Mr. Hendricks stated it was all about the numbers and all things are negotiable. Board Member Romelus felt everything said were the reasons this property should be sold and conveyed for this project. Why play a game of who can hold it temporarily and see what happens in five years rather than allow the property to be redeveloped into something beautiful and inviting to Downtown, which is desperately needed. She questioned how many viable Black -owned businesses they have on Ocean Avenue. Chair Grant asked if Board Member Romelus was talking between Federal Highway and Seacrest or on Ocean Plaza. Board Member Romelus clarified this was the main Downtown corridor. Bonnie Nickelien, Grants Manager, stated there were two. W 107 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 Board Member Romelus ventured to say there was nothing that would bring the essence that allows a more cultural expansion and that is what this restaurant would do. This is needed in this part of the City. She thought they should move forward and allow this project to grow. Board Member Penserga commented that he was a big fan of what Mr. Barber was doing; he is local and successful, they want to keep him, and he is expanding. Mr. Barber and Mr. Hendricks are right, this is the place, the connection between the Marina to Town Square. The Board wants to encourage people to walk in between, and this is what he imagined as a catalyst for this. They need people sitting outside and walking around to push people through the corridor. He supports this, but his concern was that they did not want to be in the way of development. As mentioned, a ten-year lease is a lengthy time, and they would not have to leave in a year. Perhaps they did not need to consider a vision for the area that would capture the whole block, but pieces built around it. He heard all the arguments and was in favor of this plan. He questioned if the applicant was seeking to lease or by. Mr. Barber stated he was alright with an option for a significant long-term lease, five with a five, or a purchase. He wanted to be clear, it is somewhat irresponsible of anyone trying to build a bridge for a legacy for their family to invest where they do not have a stake in the land, it is not wise. Board Member Katz made that point very clear and he did not mince any words. Vice Chair Hay was all for this project. He understood there are other Letters of Intent and other ideas, which he wants to hear, and then make up his mind on what he feels would be the best for the area. They have been down this road before where others were interested, and the Board did not want to go with certain individuals at the corner of Federal Highway and Ocean Avenue because they wanted to hear what others had to say. They may end up back here with Mr. Barber, but at this point, he wants to hear the other options before making a final decision as to what direction he wants to go. Board Member Penserga asked about the project cost. Mr. Barber said they could say $1 million, either way, he does not need a loan. He has proof of funds available, so if the Board said yes tonight and this was a site plan modification, he could start digging tomorrow. They are opening in West Palm Beach on September 24, 2021, the Art Collective, and a second Troy's Barbecue location called The Peach. It is built on the same premise of historic building, offsite cooking, dining in a space and dining outside. It is a proven concept that has been done in other places, but now he is taking his hand and activating his own and looking to do a different concept in Boynton Beach. He is not looking to move Troy's Barbecue from its current location to this current location on Ocean Avenue; they are looking to do an All-American Dining Restaurant on this street that activates it in an awesome way. 57 108 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 Board Member Katz commented that as explained to him, the property has been given a local Presentation Designation and there has been some effort to make that property able to apply for Preservation Funds. His position is that there is a difference between that house and the old high school. He questioned if the current designation restricts potential uses and how they could remove the current designation if that is an impediment. Regarding shipping containers, in the past relative to housing, they talked about how there were not current shipping container codes in the City and he questioned how they could move beyond that obstacle if they were to move forward on something similar to this. Ms. Shutt stated regarding the Historic Preservation component, it is locally designated. Based on her conversation with City staff, it goes to aesthetics of how it is preserved. They would need to make sure any of the improvements or additions need to be from the existing pad moving back northward. Regarding the Building Code issue, there was nothing preventing it, and, in fact, the Building code may help the applicant. There is a certain flexibility and cost of converting a residential structure to a commercial use. Even if it is for a couple of seats or storage, they need to make sure the structural capability on the second floor and deck wood is investigated. As far as the historical content, they need to restore the building aesthetically on the outside, not changing or adding anything to it. They are looking to provide seating in a seated area to the back, which would be consistent in concept. Now that there is a concept plan, they can move forward to the Planning and Zoning staff for more input. In the initial discussion with Planning and Zoning, they did not have anything to react to, but they said one thing that needed to be looked at was the site improvements, which could also be explored. There would be a zoning application and rezoning with Planning and Zoning to get the use activated. Historical is not going to prevent them from what they are planning to do. As far as taking away the designation, the CRA could go through the process or explore the opportunity if changes needed to be made to the building or if it did not fit their needs. From what she understood, they could work with the building as it is, it is just the expense of retrofitting the building. Staff indicated there are currently no regulations regarding the Feasibility of the shipping container. They would entertain looking at this as a test case, but again, they would help in facilitating a meeting with Planning and Staff should the Board want to explore this opportunity. Board Member Katz indicated that he did not object to having staff work to do this, especially because it has been discussed in some capacity in the past relative to residential, because using shipping containers for structures for residential and commercial is a normal thing. As for Board Member Romelus' position and the need for someone willing to invest money to be able to come out of this, he thought a five-year lease with a five-year option afterwards was the middle ground of selling the property right now and deciding what future redevelopment would be, which is an L -shape around the adjacent properties, or if they do a five and five, which basically puts adjacent properties on notice that they have five years to figure out what they might want to do and approach the CRA in terms of consolidation. If, in those five years they have not come up with a plan or sold the property to the CRA. or the City or have not approached the Board with a 58 109 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 .........._. .- .....................o. ��. .��......._ �........... ..._a..�.... .. ..a. _...._ consolidation plan, he would think a decision could be made by the Board to extend the five years or that a five and five could contain a Purchase option. He was trying to find a way to keep their options open. He truly thought a viable business proving the point being made would ultimately end up steering the future of this property versus them making the decision now and steering the future. Because if business are not always successful, he would not want to have sold the property and then having nothing as far as future redevelopment. He thought a guaranteed five with extremely favorable terms; he did not have a problem with a five-year lease with almost no cost associated other than the cost of maintaining the property and whatever hard costs are involved. He was willing to activate this pace and give it a five-year run to make sure it is economically viable and justifiable, and he would be willing to do everything possible to make that so. Board Member Penserga agreed; he liked the five -five idea. In that time, they would know if this was a strong business. He was in support of that. Chair Grant commented that Vice Chair Hay said he would like to hear from the other people who put out the LOI prior to deciding. He suggested having the option where the person selected could grow their business on extremely favorable terms that only a government could offer. In addition, having the extension, the first right of refusal, so any developer who would want to work there must come with you, because that way you are not subject to another developer coming in and kicking you out. He thought the Board wanted to move forward with development and if they could keep this with the two-story condos, that may work out for the best. Mr. Hendricks mentioned the shipping containers and noted they are coming from Miami, they are plug and play, and they are put on a slab. Someone was coming up with a chunk of money. Chair Grant indicated the first Letter of Intent was from Brian Fitzpatrick. There was no online contact with Mr. Fitzpatrick, so they moved onto the next applicant. Bradley Miller, Urban Design Studio, representing the Daggers, Dr. Sammy Dagger and Salom Dagger. He stated they do not have a specific plan as he was contacted about a week ago and to put something together would have been a very thrown together plan. They would rather work with the CRA Board and staff to come up with a development plan that satisfies all the needs and following the CRA Redevelopment Plan put into place many years ago and pursue in that direction. He noted that they were asking for time. He was involved in the 115 North Federal Highway site with the original LOI operator, and they wanted that to go through, but it is still in the process. Rather than jumping right in, it is a matter of looking at the City perspective relative to location of their new City Hall and the amphitheater, and eventually the rest would come into play as far as Town Square. He asked that they do this as a consolidated plan. They would like to work with the CRA Board and staff t create ideas of most likely a mixed-use opportunity that could bring in businesses as well as residential to support the area and corridor of Ocean Avenue. He noted his clients own the 209 parcel. 59 110 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 ....,...,_....w.,__.... wammmmmmmim!! w ......�� ........ ._.._...v.�... . Chair Grant commented that the difficulty with this proposal was that the CRA was not a developer. It would be better if the Daggers said they wanted to develop the Ocean Avenue frontage and here is the plan, rather than saying they wanted to work with the CRA Board, but they did not have a plan. He mentioned that Mr. Fitzpatrick attended a previous meeting, but the problem with planning it out is a possibility, not a reality. The Board is trying to activate the space, not necessarily for the long-term, but for what they can do now. The space is valuable, but he does not know what this Board is going to say for another mixed-use development project within the next six months. They are doctors, not developers, so he questioned if they were trying to get the maximum value from their property to try to develop themselves or if they are trying to partner with their own developer, or if they are asking the CRA for a certain amount of money to be over an done with it and according to earlier conversations, could it be done before the end of the year because they would have to pay increased capital gains within next year. He was in favor for finding the time for next month, but he would want something more tangible than possibilities, he wants realities of what could happen within the next six months. Mr. Miller stated they are asking for time to be able to put together a plan and come back to the Board with that information. There is one doctor and he believed Salom was real estate oriented, so there is a connection to having some development experience. They told him about a half a dozen properties here in the City that they have and maintain, both commercial and residential, so they are an entity that has been in the City for a long time; they are part of the community. Board Member Katz agreed and reflected most of what the Chair said. While talking about a mixed-use in five years, in his opinion, the mixed-use project was more realistic because he did not see this site being built out to that level when Town Square is not guaranteed to be built out by then. He was not opposed to trying to be consistent with past practices. He did not think this was an RFP type situation because his thought is to activate the space right now for a couple years minimum or longer. He worries if the client proposes what it might be in five years, he would say that is another big promise and it is most likely to turn into a big swing in the mist like so many others have. He would prefer to activate the space. Mr. Miller was not surprised. The two properties combined are still a lot smaller than the larger mixed-use developments that have stung everyone. It is coming up with a plan that is not as grand as others that require a bank roll, but being able to do it, support it, and come back to the Board with numbers. They are looking for time. He thought any property along Ocean Avenue, whether it is 115 or 211, were very important to the plan for that area. This property is smaller in size and may be a little more controllable to make that happen faster. If there is a compromise, he liked the opening comments of not wanting to sell and to be able to give that opportunity down the road to see what happens. Board Member Katz stated the client and Mr. Fitzpatrick could work together to come up with a project that forms an L -shape, which would remove any of the other hypotheticals M 111 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 ..... .... ........�... � ....... �........e.................o.o....o........ ...wM......_�., „.. ..u:�:nnn.� —ww�.w�..M : ��.�... _ ,� .. � ..,.: and then everyone could get what they want. Currently, the thing standing in the way of selling that property is the hypothetical consolidation and the thing standing in your client's way and in Mr. Fitzpatrick's way, is that a grand plan is unlikely. He recommended if his client and Mr. Fitzpatrick acknowledged they plan to develop in an L -shape fashion, that would pave the way for both plans to exist. Mr. Miller understood and stated it has been discussed with his client. They have not had a conversation with Mr. Fitzpatrick, but they can reach out. Chair Grant called Florida Technical Consultants to speak. James Barton, Florida Technical Consultants, a small engineering company above Hurricane Alley, was present. He distributed handouts and highlighted the following: • Florida Technical Consultants has been in the area about 20 years. They are a Civil Engineering firm and focus on geographic information systems and implementation for mostly utilities and municipalities and they do training. • They are a high-tech firm in Boynton Beach with six employees: three engineers, one general contractor, one architect designer, and one CAD GS technician. • They want to stay in the CRA and in Boynton Beach and want to start a partnership with the City in the training and technical services they offer. • Their proposal is slightly different, it is not multi-purpose, it is not mixed-use, and it is not a restaurant. They are thinking of a small office with a training facility, and they could even do outreach to small business support. The building is perfect for this because there is no traffic impact and there is ample parking. They would not need an investment in growing the property and they do not need additional restrooms or parking for more people. For a training facility, the location is perfect because it is right off the highway and central to Palm Beach County. The only other training facility down here is in Coral Gables, there is nothing else around unless they go to Tampa_ • As a high-tech firm, they often have meetings in the City where they invite other small engineering companies and small businesses. The meetings are usually at the Butcher and the Bar on Thursday nights at which time they talk about running a small business and some of the challenges. • Benefits to the CRA of having a training facility are that they can assume responsibility of the building, they can attract other high-tech firms to the region, offer training to City staff and to other residents and schools, and they could also offer direct technical services to the CRA. • Benefits to the community are maintaining the historic link to the City, maintaining a link to the business development the City is trying to achieve; they could be more of the professional end of that because they are a small business. • They would invest in the building and community, beautify the property with landscaping, and make it a green project, so they would not increase the footprint. They would reduce the footprint, take out the asphalt in the rear and put in grass, 6 112 Meeting rflinutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 W=W===N0 so they are reducing the heat footprint. They do not need additional parking, concrete, or restroom facilities. • They could help the CRA by inventorying all their properties and adding information about them, especially different types of businesses, where they are, and what is vacant. • Research was done on the property and all doc ' uments provided were reviewed. They did a site visit with a contractor to get cost estimates. A cost estimate for them to work in the property would be significantly less than investing in a restaurant because additional facilities do not have to be added, but there is a lot to be done, They have to pick up the past ten years of maintenance and make sure everything is to code, They reached out to the City, did the document review, and reached out to Planning and Zoning regarding the code, • The vision of the building would be to maintain, and it would be a professional office linked to the City. Mr. Barton questioned if that would be an acceptable idea for the CRA because if not, then he could walk away, He believed there is value in maintaining the property and value in what their company brings to the City. They would like Boynton Beach to be a tech hub in the region. Chair Grant questioned if Mr. Barton was alright with a long-term lease versus owning the property and learned he was. Vice Chair Hay questioned how much minimum square foot they would need for their professional office. Ulm M 113 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 Fest and those types of things and there is a big lawn out back, so they could help host events. They think the facility is large enough for all their needs. Vice Chair Hay mentioned they do not need a lot of space, but they need adequate space. building, and she knows what it is like to lease, She would like to be able to purchase this property just like Anthony Barber. The only thing that bothers her about having a lease is what happens when it is up; you get displaced and have no where to go. Being Downtown for 25 years, she feels like it is deserved. They have offered substantially more money than anyone else and it would also help solve a dilemma. If the Board did not want to sell the property, they would probably like to consider a long-term lease, but they would need help from the CRA. They would have a year or two to figure out where they would go and there is not a lot out there to choose from. She believed the property should be a restaurant. She just found out about the sale a couple months ago and it is life changing. Chair Grant called Brian Fitzpatrick to speak. Brian Fitzpatrick stated if they were to move the Magnuson House, they would be able to accommodate Mr. Barber or Ms. Kelley's dreams as well, There is additional restaurant space at Ruth Jones house that has been restored. It has been sitting there vacant and AN 114 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 is a perfect spot for a restaurant. Serious money is being spent on Town Square, so let's put something that will compliment the block. Julia Chiff, 5255 North Federal Highway, architect for the Barber family, commented that no one addressed architectural issues related to this building. This is a historical building. Mr. Barber and his partner have put together an exciting energizing opportunity that she wants the CRA to realize. They have not only addressed Planning and Zoning, CRA, and historical issues, but also architectural issues at the same time. By honoring the building as a historical building and bringing in shipping containers, they have married the idea of old and new and brought greenery and landscape. They are not installing elevators to the second floor and destroying the integrity and historical aesthetics to the building, they are not creating massive excessive ADA ramps, they are creating beautifully designed and integrated porches with detailed railings that honor and retain the significance of the building that has been there for so many years and a small carefully placed handicap ramp on the east side of the property with one entrance door as a way to greet patrons. In comparison to the Dagger proposal, which talks about relocating the building, the Barber proposal honors the building by retaining its presence and not doing a lot to significantly alter the structure other than making it safe and habitable for commercial use. She did not want the CRA to miss an opportunity to take a team, that in a very short time, could put the funds together, put together a plan, is ready to go tomorrow with approval, and activate this site that has been dormant for so long. Chair Grant asked Attorney Duhy to inform the Board of their options. Attorney Duhy advised that the Board previously accepted the Letter of Intent from Anthony Barber to begin discussions and that is the current Letter of Intent on the property. As part of that process, a Notice of Intent to Dispose was advertised and they have received several other interested parties. The Board's options are to continue to direct staff to continue negotiations with the chosen developer and come to terms of an agreement whatever that may be or reject the Barber Letter of Intent and direct staff to move forward with negotiations with one of the other interested parties. Chair Grant commented that they could put it out to an RFP or RFQ. Board Member Katz indicated that the Board accepted a Letter of Intent, the property has been noticed, and there was ample opportunity for people to come up with plans and come here tonight to present those plans. Now there is a request to extend a little more time, which he was not opposed to, but he did not want to go the RFP route because he thought in five years a larger mixed-use project might be viable. If he saw a large mixed- use project presented today, he did not think it would be viable today and he did not want to decide for someone five years from now when he could decide right now to activate the space and in five years, depending on the terms of the lease, the body at that time could decide. As he talked and listened, thought more, and got to his last statements about the L-shape, he has moved closer to the desire to force the hand of the adjacent property developers. He did not want to see a premature massive project derail the potential for a project that could exist tomorrow. He was in favor whether it was 30 or 60 64 115 Meeting Minutes Community Redevelopment Agency Board Boynton Beach,*, September 14, , otherdays, to allow people he did not know what was legally possible. Attorney Duhy advised they have already issued the notice to the public of the availabili of the property A"their Intent to - parties. She questioned request a 7M republish for more interested parties# time 1 prepare Board !' Katz indicated that it would be for the existing group. In the interest fairness, ., e have done in theam, "'n an LOI was submitted people were give an opportunity. Again, already having a personal preference for Mr. Barber's plan an vi w ul be to t t comeviable r" or „#71' was, WINNOW 116 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 out there. He questioned if the Board was going to allow people to show their ideas or if they were going to close the door. Chair Grant advised that to sell the property, an appraisal would have to be done, it has been a while since they got an appraisal. They also need to make sure the CRA is doing their due diligence. The main concern is that Mr. Barber has had issues where he picked a location and it did not work out, so that is something to be considered. For him, having the five-year lease with a five-year extension with the right of refusal, gives him security that he would be a long-term partner in the CRA, and he could profit. He did not know if offering the $200,000 and $50,000 for the next seven years was the best offer for the CRA to accept. He would say moving forward with a lease term, which he believed was the consensus of the Board, was something they should have in their discussions along with the other ideas because he felt anything offered to Mr. Barber would be similar to what would be offered to the other applicants. Board Member Penserga stated when he outright said he supported the idea of having a lease, it is not meant or intended to say he did not think the property should not be owned. It is a restaurant, and like any small business, not all things are successful. There was an option. He mentioned the letter submitted was a Letter of Intent to Lease. He questioned if there was a need for the letter to be submitted. Ms. Shutt responded no, notices have been done. Board Member Romelus thought the word "acquiring", in her opinion, did not mean leasing, it meant owning. Attorney Duhy stated the letter did not preclude either, so this is the negotiation. The Board could direct staff to put together a Purchase to Sale or a Lease. Board Member Penserga requested clarity and questioned if the applicant wanted to lease or buy. Mr. Barber thought it sounded like they were negotiating. To answer as direct as possible, he would like to take the property; he would prefer to purchase the property. If he is presented the option to lease the property, he would not lease it and shoulder the full extent of the buildout without the possibility of getting GRA help and a reverted clause. He would take the purchase. Chair Grant clarified that a motion was needed to move forward with the LOI for Mr. Barber or to wait for additional responses from the other LOI applicants. Attorney Duhy commented that two separate motions were needed. The first was regarding the Barber LOI. 117 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 14, 2021 ... __ ...... .. _.. __ Chair Grant stated if the decision was to move forward with Mr. Barber or with hearing from other applicants, it needed to be determined whether the property was for purchase or for lease, or if the Board wanted to table that to the next meeting. He questioned if the Board wanted to continue negotiations with Mr. Barber for a purchase or lease or if they wanted to leave a possibility open for applicants to submit other information and continue to submit an updated plan or reject them all. Attorney Duhy advised that the Letter of Intent has been accepted, so either stay with it, reject it, or table it. She needed direction to continue moving forward with discussions and give more details for a purchase or lease, or table it, or reject it. Then, they will move to the next agenda item, where there are separate Letters of Intent; each one will need to be accepted or rejected, or the whole item would need to be tabled. Motion Motion moved by Board Member Romelus, seconded by Board Member Penserga, to continue to negotiate with the Barber family and weigh options to purchase and lease agreements and bring that back to the Board for consideration. Chair Grant mentioned if they continue with this motion, they are not requesting additional information from other applicants. Board Member Romelus indicated that the Barber Purchase and Sale Agreement they are currently negotiating allows the seller to accept or entertain offers from others and questioned why the Board was not allowed to do the same. Attorney Duhy advised if the Board moves forward with this motion and move to the next motion, they could accept another Letter of Intent and have staff begin negotiations with one or more of those individuals to bring all those options back at the next Board meeting. There is an option in the next agenda item dealing with the other submitters. Until the Board enters into an Agreement, they could continue to negotiate with as many parties as they want. Chair Grant commented that because none of the others have been rejected, the Board did not have to re -notice. Attorney Duhy replied that was correct. Vice Chair Hay clarified they were voting to continue Mr. Barber. Vote The motion passed unanimously. 17. New Business M. 118 From: a wtiAL,,, q v,r,r To: Al tll. arra Pr Cc: G Itt6 a a°'ac k„ 'i'irpt`a;;pwa, i' M''...,,r'u�rnd�N`I.., I I Bpd 9w �'i,.m ; t9 Ursa r,Nr f ,p Subject: 211 E. Ocean Barber Family LOI - Requested documents for December 14th CRA Board meeting Date: Tuesday, November 30, 20214:14:00 PM Hi, Anthony, Hope you are having a wonderful Thanksgiving holiday. I just wanted touch base with you since I have not heard from you and the submission deadline for the December 14th meeting is rapidly approaching and staff will need to coordinate with our attorney on the terms for the Purchase and Sale Agreement. At our Friday, November 12th 9:00 am meeting, you had indicated that you would like to proceed with a Purchase and Development Agreement for the 211 E. Ocean Avenue property. We discussed the following: • Your offer to the CRA consists of $270,000 cash and $300,000 in in-kind in form of free food to the City to feed the community (at discretion of the City) for a total of $570,000 that can be leveraged. • Total budget for activating the use on the property is approximately $1,000,000 • Improvement cost: $240,000 cost of containers $250,000 cost of Magnuson House renovation (estimates did not include roof and other structural components) $258.000 cost of site work (unsure if this includes any off site work like sidewalk or alley improvements $748,000 total (round up to $750,000 not including roof and other structural components) • You indicated that you have private investor (Mr. Mayo) and financing that can cover all buildout costs and activate the use on the property • $250,000 in funding needed from CRA ($50,000 in grant assistance and $200,000 in TIRFA) to fill the $1,000,000 cost • In order for staff to develop a term sheet for the Purchase and Sale Agreement for the CRA Board to consider at the 12/14/21 CRA Board meeting, the following was requested: 1. Documents showing funding commitments and terms from the investors 2. Legal entity which will be entering into a Purchase and Development Agreement with the CRA 3. Complete budget for the project including estimated total cost for the Magnuson House historic rehabilitation (marketing and carrying costs if any) 4. Project timeline (needed for terms sheet and so that critical dates can be included in Purchase and Development Agreement such as development review approvals, permitting, financing, and closing/land transfer). I wanted to follow up on Items 1-4 since our December 14th Board packet deadline for this information is December 3, 2021, Spm. 119 Looking at my notes, please let me know about the following: • Funding request from the CRA that you are seeking since we have not received the total costs for the Magnuson House improvements • Confirmation if you really need TIRFA funding since you have funds to purchase the land ($270,000) and fund all costs to activate the use. If you have sufficient funds to do the project, you would only need to proposed the purchase of the property for $270,000 and submit the responses to Items 1-4 above. • Do you really need the in-kind food offering? If you want to just give back to the community with free food, you can coordinate this directly with the City. Please let me know if any of the above is not correct. Thank you. 120 PROJECT REVISIONS NARRATIVE Mr. Anthony Barber The Barber Family Co., LLC 1920 S Federal Highway Boynton Beach, FL 33435 Project REVISIONS Description: Our Team had a productive meeting with the City of Boynton Beach Development team and the CRA (Pre App). In attendance where Department heads. The meeting was productive and here are the comments / suggestions made to the plans. The city team was not in favor of our dumpster location and the drive isle to service the dumpster. We have eliminated the asphalt pathway that was on the previous plans and relocated the dumpster. We have shortened up the drive isle to the dumpster for safety and special planning reasons. This adjustment allows a bit more flexibility to use the space in the rear (North) of the parcel to open up the space. Dumpster enclosure will have the city required opaque gates and will be heavily screened with landscaping. A pedestrian sidewalk connection has been added at the top of the handicap parking location, to meet city requirements. An ADA accessible path has been called out on the plans. Generally, all of the tables in the dining area should have at least 3 feet of space for service and the accessible path. The restroom container has been relocated so the door openings do not face the street. Turning radius and drive isle have been expanded to accommodate EMT trucks. More landscape screening has been added to the plans. ADDED PLAN SHEETS We have added some examples of the containers can look like. The City asked for a more detailed container product with more architectural elements added. We intend to use as much of our Art in Public Places Budget On -Site as a way to make this restaurant really stand out and become a destination restaurant for Palm Beach County. 121 11/29/21, 5:44 PM AA Jit org sunbiz.org - Florida Department of State fi DI'mmulm Uf C 0-11LP im vffliU 1we, of.RwIda Florida Limited Liability Company Filing Payment Pending Approval: 211 E OCEAN LLC Thank you for filing your Florida Limited Liability Company online. Your confirmation/tracking number is 000377270700. Your charge amount is $130. f!Ile a� Qfl'tEN 11Icy gla I.n 1��ed dlfferejn6 docurnent htips://efile.sunbiz.org/geL/filing/confirin/ile/000377270700 1/1 122 211 E Ocean LLC 1202 S Dixie Hwy Lantana, FL 33462 11/17/2021 To, Boynton Beach Community Redevelopment Association and Boynton Beach CRA Board Members Re: Financing commitment letter for 211 E Ocean Ave purchase in Boynton Beach Florida To All interested Parties, I am writing to you to express our commitment (211 E OCEAN LLC) to support financially the purchase of the property at 211 E Ocean ave Boynton Beach FL 33435 as well as the upgrades and renovations to the property to convert the space into a full service restaurant and bar. This is to confirm the $240,000.00 contribution of 211 E Ocean LLC to finance the project, should the proposal be approved, with a total value of $1,000,000.00• Sincerely yours, Anthony Barber [MGR] Rodney Mayo [MGR] 123' / y j� CONTRACTING, INC B 4440 S. Tiffany Drive, Unit West Palm Beach, FL 334 CBC 1257404 1 [Io not n,fin ,. ,9911 561.331,1476 Owner: Rodney Mayo & Anthony Barber Architect: N/A Project Address: 211 E Ocean Ave Boynton Beach, FL 33435 Project Description: Phase 2 House (Revision 2) 12/3/2021 Date Budget Proposal The following is an estimated budget to furnish labor and material necessary to perform the scope of work at the above referenced location. All work shall be performed in a professional and precise manner by licensed and insured contractors. This proposal is based on the drawings and specifications dated: 7/30/2021 The project sum is: $ 448,698.25 (Four hundred fourty-eight thousand six hundred ninety-eight dollars and twenty-five cents). Project sum is subject to change upon receipt of authorized change orders. The project duration is estimated to take approximately 3-4 months for substantial completion. This proposal is valid for forty-five (45) days from the date of this proposal. Page 1 of 5 124 Permit and permit running NOC Asbestos survey Temporary toilet Dumpster Barricade/signage Small tool allowance Temporary materials Lead base paint survey Administration Superintendent Skilled Labor SCOPE OF WORK Division 1: General Conditions Division Total Division Total: Division 2: Sitework/Demolition Demo flooring & subfloor Demo all interior walls, ceilings, plaster and insulation Demo rear porch addition Demo foyer on second floor Demo kitchen Demo second floor bath Division 3: Concrete Add footings/piers for front porch Reinforce perimeter foundation of the building Page 2 of 5 Division Total: Division Total $ 2,600.00 $ 165.00 $ 475.00 $ 640.00 $ 3,800.00 $ 350.00 $ 500.00 $ 750.00 $ 300.00 $ 9,580.00 $ 21,000.00 $ 4,550.00 $ 25,550.00 $ 3,600.00 $ 9,600.00 $ 6,500.00 $ 3,000.00 $ 3,500.00 $ 2,300.00 $ 28,500.00 $ 2,350.00 $ 15,000.00 $ 17,350.00 125 Division 6: Wood & Plastics Structural Reinforcements $ 198,400.00 Reinforce first floor wood framing and foundation Reinforce second floor for storage occupancy Mechanically fasten wood rafters Reinforce first and second floor wood framed exterior walls Reinforce headers and jambs for all exterior doors and window openings Build wood deck at front of house with wood railings (308sgft) $ 13,500.00 Miscellaneous framing at bathroom $ 700.00 Framing repairs where floors and ceiling are removed $ 2,250.00 Furnish and install stair handrail $ 2,400.00 Replace subfloor $ 3,600.00 Division Total: $ 220,850.00 Division 7: Thermal & Moisture Furnish and install new shingle roof covering $ 8,500.00 Insulate all exterior walls $ 5,500.00 Insulate attic (700sgft) $ 3,200.00 Division Total: $ 17,200.00 Division 8: Windows & Doors Furnish & install impact windows and doors $ 35,000.00 Division Total: $ 35,000.00 Division 9: Finishes Prep, prime and paint interior and exterior $ 10,000.00 Hang, tape and finish entire building to level 4 finish $ 10,800.00 Division Total: $ 20,800.00 Division 15 Mechanical) Plumbing Cap all plumbing and gas $ 1,000.00 Furnish and install A/C spilt system using existing ductwork $ 4,000.00 Division Total: $ 5,000.00 Division 16: Electrical Rewire building, bring electrical up to code $ 10,000.00 Furnish and install lighting $ 3,300.00 Disconnect kitchen appliance circuits $ 375.00 Division Total: $ 13,675.00 Totals: Subtotal: $ 367,955.00 Profit and Overhead at 15%: $ 55,193.25 Management: $ 25,550.00 Project total: $ 448,698.25 Page 3 of 5 126 Qualifications Allowances: Flooring EXCLUSIONS: Impact fees FPU Account/ Fees Engineering/architecture Any unknown or unforeseen conditions Any additional work not shown on plans Any additional work required by building department Any additional work required by property management Errors/omissions by engineer and/or architect After-hours, long weekends Material escalations Bond or bonding costs Mold/ asbestos inspections and/ or remediations Lead paint inspection or removal Roof penetrations Gas utility agreement (tank rental, etc..) Wood rot replacement Low voltage (security, cable, phone, etc..) Electrical lighting fixtures Roofing or roof coverings Parking Page 4 of 5 $ 9,600.00 127 Thank you for the opportunity to bid this job. If you have any questions, please do not hesitate to contact me. Regards, George Johnnides Builtmore Contracting Inc. 11, ................................................... (Print Name) (Signature) am in full acceptance of this proposal. Page 5 of 5 (Date) 128 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 QUOTATION PREPARED FOR: Page; 1 of b Project Name 1I 211 East Ocean Avenue - Boynton Beach 08/17/2021 PRODUCT UANTITY &PRICING: My Descri tion 1 40' CONTAINER — KITCHEN $88,800 1 20' CONTAINER — BAR (Doors on both ends and serving $40,900 windows on the west side) 1 20' CONTAINER — REFRIGERATED (50% Refrigerator/ $42,100 50%Freezer _� ........................__.w.._.wwwwwwwwww_w........._.......__......... CONTAINER - ADA BATHROOM $59,300 —_...... ENGINEERING -MEP -STRUCTURAL �—.�....�.�..._.._µ � $9000 PROJECT TOTAL $240,100 Payable as follows: • $50,000 due at agreement inception. This will be used to purchase all the containers • $70,000 due at beginning of fabrication • $100,000 progress payment due when: all steel fab is complete, framing in, utilities roughed in, interior wall coverings in. • $20,100 final payment (or adjusted balance) due at completion (customer inspection & approval), before delivery. Fabrication timing: LRBC requires 14 weeks to fabricate the 4 container units specified here, (assuming no subcontractor or permitting delays) Third party inspections: The building department plan review & inspections will be performed by a third -party engineering team. The costs of this service are borne by the client. Pre -Permitting quote and adjustments: These structures are not engineered or fully specified yet for your specific site/project. Some items are listed individually below with allowances. As the final design and MEP is complete and costs are in, price adjustments, (up or down) will be made to align the allowances to the actual costs. The graphics represent a pre -engineering placeholder design. It is understood that some items may change. WwIII..IIITTD.ERIVEIRBiP XCOIMII'AI1'1.1 OM J 393"532,6007 � 9200 NW 27TH AVIII'III IIIIWAW,1 Vl.. 33147 129 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 GENERAL NOTES ENGINEERING & PERMITTING: These units will have engineering as part of this pricing. Included are background drawings that will be needed for inclusion in the permitting set or other official sets. ELECTRIC, HVAC, PLUMBING & GAS: LRBC to provide: All utilities within the boxes and an exterior connection point. CLIENT to provide: Labor & materials for all site utility runs and connections. DELIVERY: Client responsible for delivery costs. F.O.B. LRBC Plant, Miami, FL Page: 2 of 6 INSTALLATION: LRBC TO PROVIDE: 2 persons on site for install days to assist (in an oversight capacity) with install logistics & box placement. (Three 8 -hour days maximum) FOUNDATIONS: Client Provided: VIII share our know how with client CHANGES: If a change or new information is conveyed after the job starts and a change is needed to accommodate the new information, either digital or physical, a change -order charge will be incurred to offset the additional work. This proposal is valid for 30 days. The bottom of this page left blank. WWW I,I"1°"1°LER' VER, BOX�� .�'N7f"AII' Y COM 1305,58160D7 � 9200 NW 2P AVON 111WAV'711, FIII.. 3314. 130 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 M I 11Z to] I j LeT., 19, 101 � &4 14J."M In a I Nk KRWi W, Page: 3 of 6 9mr... lPonent pessIriptlio'n Co-nta!ILr' IE!— Like -new condition high cube containers —"one-way" 40' container with minimal wear Exteripr Industrial paint on original container, one color. Insulation R-13 Walls, R-30 ceiling F I!Lo jrn_9 Epoxy in'terior Walls Finish FRP walls, metal or FRPceiling "156-0—ri— Steel frame, steel door, licking_& closer hardware,," — . ....window, '-surface g—en Sliding mount. aluminum frame, impact glass sized approx. 8' wide ' x 28" tall Service shelf Stainless, approx. 8'x 24" Hood 'ffk;ECnEaJ By Captiveaire (or similar) Standard 8' hood with fire suppression (included) 200 amp breaker panel, outlets & switching as per plans/code. Plumbing Hot, cold and waste piping are run as required. An on -demand or standard water heater is provided (allowance of $400 for WH). The waste line will be accessibly under the unit at the perimeter. tiAC Mini Split Gas N/A Interior Liq,hLivjq_ LED ceiling, fixtures .._..e......... ExteriqL,L n 3 fixtures, Sunlite VTA1 00 orequivalent . .. . . .......................................... ......... ................. . . . .. .... . ............... App Water heater Walk in CoolerINCLUDED is a walk-in cooler Tx 8' .... . . ..... . ...... AwningShown is an OPTIONAL awning at the front. Not included in this pricing. Equipment The image shows a suggested equipment layout. With the exception of the hood and the cooler, equipment is not included in this proposal. - --------------- COOLFR MAI Z�� VMKI V'IITLERGVERIBOXCOI�APAI�qY,,(,'OIM � 305,582.6007 � 9200 i9W 271111s AVE MIAMI, Il!!1l 33147 131 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 SPECIFICATIONS FOR 20' BAR Page: 4 of 6 EQUIPMENT SUGGESTION �MNW,,L1UT'I"LERNVEI'tBOXC(°�N'A�PANY.CO�M � 305,5816007 � 92001110W 27111111 AVE UAWI, IR.. 33147 132 LITTLE RIVER BOX COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 SPECIFICATIONS FOR 20' STORAGE CONTAINER, REFRIGERATED Page: 5 of 6 20' COLD STORAGE 20' VENTILATED STORAGE III..N..W.1"LEVIVEE.EL12:COU!°'ANY.COM 1305 532,6007 19200 II10W 27TH AVIF MIAMI, 7L 33107 133 LITTLE RIVER BOK COMPANY 9200 NW 27TH AVE. MIAMI, FL 33147 305.302.6250 SPECIFICATIONS FOR 20' ADA BATHROOM Page: 6 of 6 ADA + 3 UNIT UNISEX ✓ ✓� a,,✓, ✓ ✓✓,✓✓,✓ ,✓�✓ ✓✓ r I 11 01141 WWW I..III°L7LIERN VFI V'1OCw MIPAV'4Y,,COM 1305.532,6007 19200 NW 2"7TH AVE IMAM, IR.. 33147 134 August 31, 2021 Mr. Anthony Barber The Barber Family Co., LLC 1920 S Federal Highway Boynton Beach, FL 33435 Re: 211 East Ocean Avenue, Boynton Beach, Florida Dear Anthony: Asante Design Group Ilc 5255 N Federal Highway • 315 Boca Raton • FL 33487 T 561.349.5151 F 561.349.5152 AA 26003560 Thank you for the opportunity to provide our proposal for professional Architectural and Engineering services for renovations and additions to the residential building that will be the location of your newest restaurant. Upon acceptance of this proposal, AIA Document B105-2017, Standard Short Form Agreement between Owner and Architect, will be provided and replace this Proposal as the Agreement for services. Project Description: A change of use from Residential to Restaurant and Minor Site Plan approval will need to be obtained for the Project. The existing two story 745 SF +/- original main historic house will be renovated. The one story addition that was built at the rear of the building will be demolished. The first floor will be limited to greeting patrons and restaurant seating. The second floor will be used for storage and the bathroom will be removed. The building will receive new air conditioning equipment and ductwork. A new 348 SF +/- front porch with wood railing, an ADA accessible ramp with wood railing, and a new east entry door will be added to the existing building. A new rear door and new wood steps will be added to connect the indoor seating area to outside near the cooking and beverage service containers. Concrete pads, power, water, and sewer connections will be provided for five outparcel shipping containers for: cooking, beverage service, unisex toilet rooms with individual lavatories, and refrigerated storage. A grease trap will be provided. A dumpster enclosure with hose bib and drain will be provided. Design of site lighting to meet code is included. Interior lighting, exterior lighting installed to the main house, and electrical receptacles will remain. Emergency egress lighting, fire extinguishers, and exit lights will be added to meet life safety code. The existing electrical service and electrical panel will be upsized to meet the project requirements. Description of Services to be provided: Task/Phase Description of Services ........... ... ............. ...... ................Mm......__.... ------- _Drawings of the building and .........w.. _........ ..._...w w__w.....w.w.... _.. .. Phase I site lighting photometrics required for a Minor Site Plan approval will be Site Plan Approval provided to the Owner's Planner for submittal to Planning & Zoning in the City of Boynton Beach. earing are AdditionagServicesy staff or public h .... _L.. •. ..Attendance at meetin.___with Cit...____________._.....,.,..v.v.� 135 -2- ...__ . _ ... Phase II Site visit by Architect and Engineers to .curve ... • document Reimbursable Expenses existing conditions Building Permit Drawings Provide CAD background drawings to Structural, Principal Architect Mechanical, Electrical, and Plumbing Engineers as a Project Manager basis for their design drawings and calculations Project Coordinator • Preparation of design drawings and specifications for building permitting Usual and customary building permit design drawings and specifications including: • Architectural & Life Safety design drawings & specifications • Structural Engineering design & calculations • Mechanical Engineering & energy calculations • Electrical Engineering • Plumbing Engineering • Meetings with consultants and Owner • Coordination with the Owner's Civil Engineer, Landscagae Architect and Planner _._. __ _ __, .__. _...._._ ........... ... ....... ..... ..... .. Phase III • The Architect will assist the Owner in obtaining bids and provide Bid Instructions to three GCs if requested Bidding & Negotiation by the Owner as an Additional Service. !_..._.__ ' Response to GCsquestions during bidding is included ...._. ._._ _ ...... Phase IV Response to plan review permit comments and drawing revisions as required for obtaining a building Permittin _.w_..w.__... gw_._........................... .. .._....__ p. .___.._y ... ..........s included er t inmBo nton Beach, Floridaa _....... ........ Phase V • Shop drawing review of Contractor's submittals is included for all disciplines. Construction Administration • Response to Contractor's RFI's is included. Phase • Two site visits by the Architect during construction are included. Additional visits, if needed, are based upon the hourly rate schedule. • Architect review and certification of contractor's applications for payment are Additional Services if requested by the Owner based upon the hourly rate �......._. schedule. The Architects consultants include: • Structural Engineer • Mechanical Engineer • Electrical Engineer • Plumbing Engineer Proposed Fee Schedule: Stipulated Sum $37,750 Reimbursable Expenses $ 1,000 Budget Hourly Rates for Additional Services: Principal Architect $180 Project Manager $160 Project Coordinator $140 136 BIM/CAD Technician $100 Administrative $ 80 Owner's Responsibilities: Provide a current boundary and topographical survey including location of existing trees and elevations in PDF and CAD format. Provide soil testing and percolation tests required for the project. Provide Structural and MEP Engineering drawings for shipping containers. Selections of fixtures, furniture, and equipment. Government Agency fees are Owner's expenses. Exclusions Structural and MEP Engineering for Shipping Containers Geotechnical Testing and Report Surveying Civil Engineering Landscape Architecture The scope of work does not include the following changes to the existing historical building that may be required to bring the building up to code during the permitting review process: structural repairs or alterations, changes or replacement of thermal insulation, energy code upgrades, window and door replacement, replacement of existing wiring or receptacles, replacement of plumbing pipes, or any other changes required by the building department. If renovations are required to the historical building to bring it up to the current code by the building department, then the Architect will prepare an additional services work authorization that will be presented to the Owner for approval prior to commencement. Reimbursable Expenses Printing costs and presentation boards in performance of this service and specifically related to this project will be reimbursable and will be billed to the Owner at cost plus a 20% administrative cost. Invoicing Billing will be monthly and a retainer of $11,325 (Eleven thousand three hundred and twenty five dollars) will be required to commence work) and is the minimum fee under this proposal. Terms This proposal is valid for 30 days from receipt. We are sincerely grateful for this opportunity and look forward to working with you. Please contact me with any questions regarding the proposal and/or indicate your acceptance below. Kindest regards, ASANTE DESIGN GROUP LLC Juliette L. Schiff, AIA, NCARB, LEED AP BD+C State of Florida Registered Architect, AR94008 Accepted by: Anthony Barber Authorized Representative Date 137 �I BLOCK 20' ALLEY (P.S. 1/23, PAC R / � �lYMY [YWW;4 9 41Rn. r (G�'%Niv i 1 c /t f°. /tl ✓ . W d 4�� uv 4 � -NUJ � f/Tdf{tiwxr. ¢� — - ° Location Map w v f r r, L '� .M i incAnw:aorinaxeva4w I v n Wjy �I �� r�� 6 ry Y Y � m� LIi3�bLQ}a01�Cin o j 1, 20• ase�n. Jm d m a r wr �r r F5— I l i '' N884876 r � ' 1 rS11 11 N =. o ,urn[n sasr 1 �ASPH A,&,T PA VEAfER E. OCEAN AVENUE (50' APPARENT PBBUC R/W PER P.B. 1/23, P.B.C.R.) IIj.(II t NTS 138 B L O C K 4 20'F9J.fY (P S. 1/23 PBC.a,) ll 19 I4. l ,(rv0 x) ` na I Mm 0.P (wYWYf '� (Fxp°nRr. M., O:i:roi�7 NTS IOG� k �w reatxiY�� mi�mxurxea rowxotwm,6i,nvaveu. 9 w-amarvmmn¢aumum�raa�reanwrma�wuexa � xFtnlYtx,2wm M351m1EFT7+�'x�Mllltmwof°6fM¢ILw.ID°x°61P¢ � Sv% 5 nneAim1G91.m ��n�i� 061 N Nh111E ChIYAY IDM! L1GM A I4^M!R16X M SMt McaM2len Hmm � auiu xrn� ra a1 eYam,z im arHE mM�sx a xttnlv,wtum nx22Y� YHSSm200fOeUA6NIW,IDM11p910E a6.wMmMut.w6urmx2 ncru,. xmxt srmtsn •�.wrmewnrouxf iMM t �nnoenut 6snu2'r:mm lul0.`AW SSMO[I,PEIMIB,T�ss d iyW —O Naaaa ia'w v � [D '* ^y k .a6uF ~ L w ,.... 2a,„..�e h r P re w r aA a 11 ru xs° LU7� 21 NTS IOG� k �w reatxiY�� mi�mxurxea rowxotwm,6i,nvaveu. 9 w-amarvmmn¢aumum�raa�reanwrma�wuexa � xFtnlYtx,2wm M351m1EFT7+�'x�Mllltmwof°6fM¢ILw.ID°x°61P¢ � Sv% 5 nneAim1G91.m ��n�i� 061 N Nh111E ChIYAY IDM! L1GM A I4^M!R16X M SMt McaM2len Hmm � auiu xrn� ra a1 eYam,z im arHE mM�sx a xttnlv,wtum nx22Y� YHSSm200fOeUA6NIW,IDM11p910E a6.wMmMut.w6urmx2 ncru,. xmxt srmtsn •�.wrmewnrouxf iMM t �nnoenut 6snu2'r:mm lul0.`AW SSMO[I,PEIMIB,T�ss d E. OCEAN AVENUE (50' MPMENT PUBLIC R/W PER P.B. 1/23, P.B.CR) I'�jII III�j ............. —__ � ISI 1�1 139 � i Naaaa ia'w naon '* e UA w h r P re w r aA a 11 xs° E. OCEAN AVENUE (50' MPMENT PUBLIC R/W PER P.B. 1/23, P.B.CR) I'�jII III�j ............. —__ � ISI 1�1 139 " tvRv , —AjLQA-- JA- w ..... .. ...... ON 140 WjE L EVA T (ON Y7F� f LE I,'- Y IRq 141 . . . .. . ......... .. WFRQNIPER,5PFQTIVE 142 w D z ui zLL m w Wuj z 0 F- 0 Uj z W0 03 N I�IMIMIIL- ' A-16 143 II --- ------------------- 11 I � �� - Iii r IIII IIIII� .......... I� ��i��i�l ��i��1f�11f�1 �IIIIII�I w D z ui zLL m w Wuj z 0 F- 0 Uj z W0 03 N I�IMIMIIL- ' A-16 143 144 CON I AI Nlu RS VO 1, 1, I11 1" ) E S"G I J1- I") "AIN I E IJ I U , ,, L I I' "I COLI ABORb i0, 1- 1 ` ;I E J, E 1-1 A DIE I T E ANA 001',lOIEIFITC WILL IKE S".11BIA ITE 1.) '10 fYINTON P UBJ(D A Rl COMWIT. DF -: : / EDNAIND A PF7,r.)VAJ- H 1! RIP A-18 145 211 E OCEAN AVENUE r,souTHF2a5zYiEw _ 211 E. OCEAN AVENUE +s.5 BOYNTON BEACH, FL 146 211 EAST OCEAN AVENUE PROJECTED TIMELINE 147 December 8, 2021 Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach, FL 33435 Re: Commercial Property, 211 East Ocean Avenue, Boynton Beach, FL 33435 Ladies and Gentlemen: We have concluded the research and valuation for the real property at 211 East Ocean Avenue, Boynton Beach, FL 33435. While completing the written documentation, we list the final property value for your perusal. Our appraisal, in which we develop our opinion of market value for the fee simple interest in the referenced real property as of December 8, 2021, has been prepared in conformity with the Uniform Standards of Professional Appraisal. Practice (USPAP 2020-2022). The report is for exclusive use of the client, Boynton Beach Community Redevelopment Agency, for possible sale or lease of the appraised property. Jesse B. Vance, Jr, and Claudia Vance visited the property. As a result of our analyses, we have developed the opinion that the market value of the land, subject to definitions, certifications and limiting conditions in the forthcoming report, as of December 8, 2021 is as follows. The existing improvements have no net contributory value to the property. 13,739 square feet of land x $65.00 per square foot of land = $893,000 (rounded) EIGHT HUNDRED NINETY-THREE THOUSAND DOLLARS Respectfully submitted, Jesse B. Vance, Jr., MAI, SRA, ASA State -Certified General Real Estate Appraiser RZ-85 Claudia Vance, MAI State -Certified General Real Estate Appraiser RZ-173 MBA in REAL ESTATE DEVELOPMENT & MANAGEMENT 7481 Northwest 4'h Street, Plantation, FL 33317-2204 954/583-2116 148 CERTIFICATION I certify that, to the best of my knowledge and belief, the statements contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report, and I have no bias or personal interest with the parties involved. The appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in, or the use of, this report. I have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. The analyses, opinions and conclusions were also developed and the report prepared in conformity with the Uniform Standards of Professional Appraisal Practice, which is included in the Appraisal Institute's Standards, and Chapter 475, Part II F.S. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. The use of this report is (also) subject to the requirements of the State of Florida relating to review by the Florida Real Estate Appraisal Board. I have visited the property that is the subject of this report on December 3, 2021. Jesse B. Vance, Jr. and Claudia Vance are responsible for the analyses, conclusions and opinions concerning real estate set forth in this report. No one else has provided significant professional service to the persons signing this report. The Appraisal Institute and the American Society of Appraisers each conduct programs of continuing education for their designated members. As of the date of this report, Jesse B. Vance, Jr. and Claudia Vance have completed the requirements of the continuing education program of the Appraisal Institute. Continuing educational requirements are also completed for the American Society of Appraisers and the State of Florida. 9i, wwwwwwwww _.......... ...... ....,...... x.........,................_w_. .. ._..�....... ...............1�� C Jesse B. Vance, Jr., MAI, SRA, ASA Florida State-Certified General Real Estate Appraiser No. RZ-85 .w ...............................December Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 149 CERTIFICATION AND LIMITING CONDITIONS The statements and conclusions contained in this report, subject to the limiting conditions hereafter cited, are correct to the best of the writers' knowledge. 1. The undersigned have personally visited the subject of this report. No pertinent information has been knowingly withheld. 2. Unless specifically included, the subject is analyzed as though free and clear of liens and encumbrances. 3. No responsibility is assumed for legal matters, nor is an opinion of title rendered. Title is assumed to be good and held in Fee Simple. 4. Legal descriptions and property dimensions have been furnished by others; no responsibility for their correctness is assumed. Sketches which may be in the report are for illustrative purposes only. 5. Possession of any copy of this report does not carry with it the right of publication, duplication, or advertising using the writers' names or professional designations or membership organizations. 6. The writers are not required to testify without prior agreement. 7. Neither the employment to make this appraisal nor compensation therefore is contingent on the value reported. 8. Improvements, if any, are those noted and reported on the date of inspection. 9. The value or values estimated apply ONLY as of the date of valuation stated within the report. 10. The writers certify that they have no present, past or contemplated interest in the subject of this report. 11. This report is the property of the indicated client. It may not be used by any other party for any purpose not consistent with the written function of this report without the express written consent of the writers AND client. 12. The reported analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Practice and Conduct of the Appraisal Institute. The work also conforms to the Uniform Standards of Professional Appraisal Practice. 13. The existence of potentially hazardous material used in the construction or maintenance of buildings, such as the presence of urea formaldehyde foam insulation, and/or existence of toxic waste, which may or may not be present on the property, has not been considered. Additionally, soil or sub -soil contamination may exist from current or prior users, or users outside the property concerned. The appraisers are not qualified to detect such substances. We urge the client to retain an expert in this field if desired. 14. The appraisers have not been provided a Habitat Survey, Endangered Species Survey, or analysis by a qualified environmental specialist indicating the presence of or proximity to environmentally sensitive and/or protected land or species which could affect the use, and possibly, value of the appraised property. The appraisers are not qualified to identify these factors. We recommend that an expert be hired where there may be reasonable cause to expect the presence of any of the cited elements. 15. Jesse B. Vance, Jr. and Claudia Vance were responsible for the analyses, conclusions, and opinions of real estate set forth in this report. (No one else provided significant professional assistance to the report signers). 16. The Americans with Disabilities Act (ADA) became effective January 26, 1992. We have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property would reveal that the property is not in compliance with one or more of the requirements of the act, which could reduce property value. 17. Prospective value estimates are based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events that might alter market conditions upon which market value has been estimated. 18. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 19. The appraiser reserves the right to amend or change this report at any time additional market information is obtained which would significantly affect the value opinion. r�r Jesse B. Vance, Jr., MAI, SRA, ASA State -Certified General Real Estate Appraiser No. RZ 85 December 8, 2021 &C7Ge�110; el t Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 December 8, 2021 150 From: shll7itr,;Muy To: Ptrr4�Pmy i',art:a:W Cc: Ujt o'h+° cis, 'T ig f5rort athi'to]...R2ssmG'.n; Ell E, 'n irt'.g)thy Subject: Guarantor"s information for 211 E. Ocean Avenue Date: Tuesday, December 21, 20215:53:00 PM Good afternoon, Anthony, I wanted to follow up on the information below regarding the above referenced project: 1. Final paperwork on the legal entity, including title managers, and certificate of good standing — as of today, the 211 F. Ocean LLC has not been officially created in the FL Divisions of Corporations website 2. Completed credit authorization for the guarantor (Mr. Mayo)—Theresa Utterback from our office will provide under separate cover by tomorrow. 3. Demonstrated financial capability of the guarantor (Mr. Mayo). Financial capability will be demonstrated by submitting a current (audited, if available) financial statement of the proposing entity/individual, which includes a balance sheet, a three-year statement of past income, and a projected one-year income statement for the current fiscal year for the entity or individual (and its parent entity if proposer is a subsidiary). We will be working towards a Purchase and Development Agreement for this project for the January 10th CRA Board meeting. Our agenda publication deadline is January 3, 2022 and therefore this information will be needed asap or no later than December 30, 2021 (noon) as our office will be closed on December 24th 27th and 31St for the holidays. Please contact me if you have any questions. Thank you. 151 From: abu2,J10Y To: &2±21Y f?,a i P;l l:il: C: LJ l;—r L ..1. ��..1 a U ack II (ci l; fla uJ, ; LL. irlCf i,J=l,� lana V bg go; Subject: FW: Sending: 1-10-22 AGMT 211 E Ocean Ave Purchase and Development CRA Board (01610891-2).docx Date: Thursday, February 17, 2022 4:33:00 PM Attachments: d' 22 z,; n f 2 11 1 i;rcrtran Ave PUI-Cha e a nel D wnxllz:riincni ^ Itdr4117ign? d rjogm 1 UD 22..AG111T 211 E Ocean Ave„ Nrdmse and 11:1ovOlutrneilL c I,11 Ili a B(tach 1r 9 i��11'1?,i Hi, Anthony, Hope you are feeling better than when we last talked. Please see the attached copy of the Purchase and Development Agreement with our legal counsel's comments. I have included the pdf file of the earlier version that was presented to the CRA Board in January and the redlined and cleaned versions for ease of review. Please let me know the status of the new LLC and financial information from Mr. Mayo and if you would like to discuss the agreement. Thank you. From: Kathryn Rossmell <krossmell@llw-law.com> Sent: Tuesday, February 15, 2022 1:56 PM To: Shutt, Thuy <ShuttT@bbfl.us> Cc: Curfman, Vicki <CurfmanV@bbfl.us> Subject: Sending: 1-10-22 AGMT 211 E Ocean Ave Purchase and Development CRA Board (01610891-2).docx Good afternoon, Here is a clean revised copy of the agreement. Please let me know if you have any questions. Thanks! Kathryn B. Rossmell I Attorney 360 South Rosemary Avenue, Suite 1100 f West Palm Beach, Florida 33401 u.t,lid !I,a-V n.:t°n 561.640.0820 a, r to k II u0 h . ism t a.ns t:tN:rn�r. The information contained in this transmission may be legally privileged and confidential. It is intended only for the use of the recipient(s) named above. If the reader of this message is not the intended recipient, you are hereby notified that you received this communication in error, and that any dissemination, distribution, or copying of this communication is strictly prohibited. If you have received this communication in error, please notify the sender immediately by reply email and delete the message and all copies of it. 152 From: To: 2wr Cc: 1 I�'! 7✓, Ia,l j ! ,I 9: j Ij1,f.1 „Il j.-,;�ofrlts IYh't Subject: RE: LETTER FOR BOYNTON BANK DRAFT 1 Date: Thursday, March 3, 2022 4:31:00 PM Attachments: „ - S' I just spoke to our attorney regarding the need for the reverter clause and other diems related to the Purchase and Development agreement that we talked about since closing will not occur until the renovation is completed. This may take form in an indemnification and/or insurance language since there will be liability on the CRA's part when your contractor/container fabricator will be constructing the project while the CRA still owns the property. Please continue to review the current draft forward the partnership agreement as soon as possible. I should be getting the language for the reverter and indemnification and/or insurance language before we publish the packet and will send It to you for your review so that we can limit the changes at the meeting. Thank you From: Shutt, Thuy Sent: Thursday, March 3, 2022 11:39 AM To: Anthony Barber<mrabarber@me.com> Cc: P. E. Timothy T. Tack (TackT@bbfl.us) <TackT@bbfl.us>; Hill, Vicki <HIIIV@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us> Subject: RE: LETTER FOR BOYNTON BANK DRAFT 1 Hi, Anthony, This Is a follow up to my vm and text. I reviewed the documents you sent and wanted to ask how you or the Barber Family will be connected to this new entity. Is there a separate agreement? The Board decision to proceed through this project was based on the desire to support the Barber Family, a longtime Boynton Beach business. I want to make sure I have a correct understanding of your business concept to be able to finalize our report. Please give me a call as I need to publish our packet tomorrow. Thank you. From: Anthony Barber Sent: Wednesday, March 2, 2022 5:30 AM To: Shutt, Thuy < Il i, F(', HP,, r> Subject: Fwd: LETTER FOR BOYNTON BANK DRAFT 1 Sent from myiPhone Begin forwarded message: From: Tony Pintsopoulos<r-,jI , '„,j .I ci l n qi;,�, p,ii,,rl> Date: March 1, 2022 at 11:39:38 PM EST To: Anthony Barber>, Rodney Mayo < , , , „ Subject: RE: LETTER FOR BOYNTON BANK DRAFT 1 Anthony, Great seeing you tonight. Here is the new entity. Forward this to the people below and have them cc me on any new requests regarding Rodney and funding. I think that this should answer most of the questions. Thanks Tony Pintsopoulos, CPA Subl:fnlnure Group, LLC 518 Clematis Street, Suite 3, West Palm Beach, FL 33401 Phone 954-689-6632 r .d�lll it a� .it7 �q-PIII n GLPuwsur� �' �/� ”, f - A � A n '.."1iC��l.TttRE wmw.mw..wow.. mwn,„nwww« wmw wa www+ ' wnw wrw.rnuE waarw. aura wraa.anr ra.�aaw From: Anthony Barber <;,f _, r '"> Sent: Monday, February 28, 2022 12:08 PM 153 To. ,;t. Rodney Mayo 4' L 1, „ . t + 7> Subject: Fwd: LETTER FOR BOYNTON BANK. DRAFT 1 Sent from my iPhone Begin forwarded message: From: "Shutt, Thuy" <`aii tt Date: February 28, 2022 at 11:34:40 AM EST To: Anthony Barber <,,�I Anthony Barber <t i ,&, P „ u,;, Cc: "Tack, Timothy" < ,,, t J I,,�,r,,,y>, "Nicklien, Bonnie" <,,J,,„I,S`ay.>, "Curfman, Vicki" <' > "Hill, Vicki" < y;>, "Utterback, Therese' <flrr l „ T Subject: RE: LETTER FOR BOYNTON BANK DRAFT 1 Hi, Anthony, Thank you for the last set of documents (Mr. Mayo's financialsj. We are reviewingthe information. We still need the following: 1. Documentation for the new entity 211 E. Ocean LLC. Will Mr. Mayo be one of the officers of this LLC? This entity will need to be created forthe Purchase and Development Agreement. 2. Documentation connecting Mr. Mayo or the funding entity to the new entity 211 E. Ocean LLC and any conditions of funding If 211 E. Ocean LLC does not perform. Since we will be transferring the publicly owned land (valued at $80D,OD0+) to this entity base on the funding commitments and understanding that this entity has the financial capacity ($1,000,000) to complete the proposed project, we need to understand how the funds are committed to the project. Will this be a loan (what are the terms?), are there any collateral that Is needed (e.g. land), is Mr. Mayo a guarantor, etc.? 3. Any comments to the draft Purchase and Development Agreement (initially presented to the CRA Board on 1/10/22 and updated on 2/17/22 with revisions by our attorney, see attached email). Please give me a call to discuss. Our March 9th CRA Board Agenda is required to be posted on Wednesday, 3/2/22 and staff report is being finalized on Thursday 3/3/22. Thank you. Thuy Shutt, AIA, FRN -RA Executive Director Boynton Bench Community RedevelopmEnt Agency 100 E. Ocean Ave. I Boynton Beach, Florida 33435 154 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "SELLER") and 306 NE 6th Avenue, LLC, or its affiliated assignee (hereinafter "PURCHASER", and together with the SELLER, the "Parties"). In consideration of TEN DOLLARS AND 00/100 DOLLA AAA 10) and the mutual covenants and agreements herein set forth, the receipt and,,,,,, ciency of which is hereby acknowledged the Parties hereto agree as follows: / �j 1. PURCHASE AND SALE PROPERTY. SELLE s sell and"," ey to PURCHASER �11i1 �%f� and PURCHASER agrees to purchase and acquire SELLER on the to ter, nd conditions hereinafter set forth, the real property legal ' cribe^ Exhibit "A" �IR� d hereto ',,, T (hereinafter the "Property"). The Panties intend r�� the �� hase and sa f and ensuing lll�iol, ,,� redevelopment of the Property will be effectuated in � r'to re uce slum and blight and to enable the construction of an approximately, square restaurant consisting of five (5) shipping containers, the adaptive reuse �storic Magnuuse, associated parking, and all other required development standards* yj �o the City o' on Beach (the "Project"). ��, ,, � 2. PURCHASE PRICE AND PAYME T,'.�Pu��ee for the Property shall be Ten AND 00/100 DOLLARS ($ , be paid m ' at Closing ,°lSELLER has complied with Section "% 163.380, Florida Statin, m pro // ' /r0iling with thale of the Property to PURCHASER. //%/ 'f/� /%iii 3. DEPOSITS'��An Deposit in amount of AND 00/100 DOLLARS %,/moi ,� ii,, ($ 00) shl�b,clepositegi th �,� n &Walker, P.A. (hereinafter Escrow Agent") � �/��!�///� f ��/f%/ within two} bail` ys f�9a ng execution hereof by the Parties. The Initial Deposit shall be ful � refundable to ��WiLHAS ;��f for to the expiration of the Feasibility Period (as her0hap;e defined), the` RCHAS ! dvises SELLER in writing that it does not intend to Ile complete t�enpurchase of th groper 4. E ,,,JIVE Dl The date of this Agreement (the "Effective Date") shall be the of �� date when the last q of e SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The PURCHASER'S obligation to close on the purchase of the Property is contingent on the following: a. PURCHASER obtaining a Certificate of Occupancy from the City of Boynton Beach, Florida (the "City") to build a restaurant consisting of a approximately square feet within five (5) shipping containers, the adaptive reuse of the historic Magnuson House, associated parking, and all other required development standards according to the City of Boynton Beach on the Property within the timeframe set forth in Paragraph 20 below. PURCHASER's Initials: SELLER's Initials: 01610991-2 155 PURCHASE AND DEVELOPMENT AGREEMENT Page 2 of 18 b. Seller delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASER, all as more specifically set forth herein. 6. CLOSING DATE. The Closing shall take place thirty (30) days after meeting the condition set forth in Section 5(a) at such location to which the parties may mutually agree in writing. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall cony to Pt3RCHASER, by Special Warranty Deed complying with the requirements of the Title CoAreritment (hereinafter defined), valid, good, marketable and insurable title in fee simple to thy?rope, free and clear of any and all liens, encumbrances, conditions, easements, assessments estrictiogs and other conditions except only the following (collectively, the "Permitted,4ceptlons"): (a) ger 'al real estate taxes and special assessments for the year of Closing andl ubsequennt years not ye -e and payable; (b) covenants, conditions, easements, dedicatiogt'►its-of-way,,and matters of rd included on the Title Commitment or shown on the Survey (def ed in iV 8.3), to whj i PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE P OP -t . For a period iihtil twenty (20) days from the Effective Date ("Feasibility Period"), PL�RdSER and PURCNlSCR'S agents, employees, designees, Contractors, surveyors, engin(*rs, arch tekts, attojreys and other consultants (collectively, "Agents"), shall have the right, at"PU CHASER,`S e, pence, to make inquiries of, and meet with members of Gdvernr '6ntal Authoritipsregarding�/the Property and to enter upon the Property, at any time a/nd from tit;to time witheasonable notice to SELLER and so long as said investigations do Atresult in a business interruption, to perform any and all physical tests, inspections, and invest igaitjons ofthe Property, inuding but not limited to Phase I and Phase II environmental investigations, which PURC.N�.A ER may deem necessary. During the Feasibility �, Period, P1JJ,iCHASER�aY'relect,`iq PURCHASER'S sole and absolute discretion, to terminate this Agreer-4161. If PURCHAS R elects to ikrnrnate this Agreement in accordance with this Section, PUR&A'St'�.shall: (i) leave the Properly in substantially the condition existing on the Effective Date; (ii) sl fl,repair and restore any'camage caused to the Property by PURCHASER'S testing and investigatipn;,,and (iii) release to SELLER, at no cost, all reports and other work generated as a result of the PUS CHASER'S'`testing and investigation. PURCHASER hereby agrees to indemnify and hold SELLER harVlesslrom and against all claims, losses, expenses, demands and liabilities, including, but not limited"to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five (5) days of the Effective Date of this Agreement: any PURCHASER's Initials: SELLER's Initials: 01610x91-2 156 .*'age 3 of 18 existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. ,,,.,ctive Date, SELLER's ti ns, together W1 the Title Commitment. If PURCHASER ti"el SELLER shall have thirty (30) days to J (hereinafter "Cure Period"). In the event or cause to be cured and removed, the PURC, . I I I I th,t, satisfactitm *f NRCH shall have the optionAt" d and the Closing for one additional thir (30) day period at nl6to"�t' a S�eement, in which case, any Deposits shall be 110 erein to s-urvive termination of this Agreement. in writing prior to Asin 11 righ s and objections of the Parties with respect to objections arising from the itl ate shall be the same as objections to items appearing in the Title t. SL.4the provisions of this Section. 8.3 Survev Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments *n the Property or that improvements located thereon encroach on setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement, or applicable 01610891-2 157 P#RCAASE A11D DET—Fln--P-IT-LEal-M-iRF-EJTIENI Page 4 of 18 III ire nrCTFre-S-,f_ provisions of Section 8.2 concerning title objections. 9. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 9.1 RepEt�entatiqns and Warranties. All of Ae representations amO r �� as of Closing. xy,i_rr,?*ties of SELLER cott;�4�4 in this,4g.reemett shall be �L� 9.2 Pen At administrative agency or other governmental p Property or the SELLER, pending or threatened, 0" and accepted by PURCHASER. 9.3 Com liance with Laws and lati; oc rif 1,e_,ffS_ lice-tse 1i _ 111 t of Closing. 10.14*- ftl��nd Aid Deed (the "Deed") c nv ............... �H SER vali ood, marketable and insurable fee simple _0- i"Irl'i6qWcu m bra nces and other conditions of title other ier with such resolutions or other applicable authorizing ire. The Deed shall contain a deed restriction for the �20) years from the is of the Certificate of Occupancy. 10,2 Seller"'�Afficlavits. SELLER shall furnish to PURCHASER an owner's affidavit of attesting that, to f ts knowledge, no individual or entity has any claim against the I construction lien law, that the SELLER will not record or enter into Wele ffre-S7M ,#)*55C5b1U11 *1 Me ff',Fpel U L 3tLLrr\. 3CLLtr% PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above, the same shall be deemed an uncured Title Objection. 103 Qo �in . �Statement. A closing statement setting forth the Purchase Price, 2.11 credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses 01610891-2 158 PURCHASE AND DEVELOPMENT AGREEMENT Page 5 of 18 to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver,,ind any other documents required by this Agreement or reasonably necessary in order t ;close\ his transaction and effectuate the terms of this Agreement. 11. 11.1 Prorations. Taxes for the Rrlbperty shall be prorated through the day before Closing. Cash at Closing shall be increaseo�r' creases s may be required k prorations to be made through the day prior to Closing. Taxes haii be aiorated based uRbn the current year's tax with due allowance made for maximum allowi'k!6 discount. if Closing occurs at a date when the current year's millage is not fitted and current yearssessment is available, taxes will be prorated based upon such assessmeri ',arid -prior year's millae. Ifrrent year's assessment is not available, then taxes will be proratdonprior, year's tax.,A to proration based on an estimate shall, at request of either party, be`readjuste0'upon receipt of tax bill which discloses an actual difference in the amount of the taxe$ est mateda,� Closing that exceeds $1,000.00. 11.2 �losin Copts;, SELLER sh'll pay for documentary stamps on the deed, recording the deed"and any costiassociated with; curing title. PURCHASER shall pay all other closing expenses. Each party shalfb6responsible f ir"their respective attorneys' fees. 11.3 Posing Procedurg. PURCHASER shall fund the Purchase Price subject to the credits, offsets and'prora,tions sgt"forth herein. SELLER and PURCHASER (as applicable) shall exeAfte,,and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i1 ,,disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked-up"`T4tle,Commitment to PURCHASER, and promptly thereafter, record the Deed and other record able losing Documents in the appropriate public records. 11.4Exp istin MortEaTes and Other Liens. At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 Authority. The execution and delivery of this Agreement by SELLER and PURCHASER's Initials: SELLER's Initials: 01610891-2 159 PURCHASE AND DEVELOPMENT AGREEMENT Page 6 of 18 the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free`� and clear of all liens, encumbrances and restrictions of any kind, except the Permitted ExE eptiorys (and encumbrances of record which will be discharged at Closing). 12.3 Litigation,. There are no actions, sL4kproeee�i ags or investigations pending or threatened against SELLER or the Proper;ti�affesting any porion of the Property, including but not limited to condemnation actions.//' 12.4 Parties in Possession. There are o';parti sat ,er than SELLERJn possession or with a right to possession of any portion of the Property. 12.5 Acts Affecting Pro' ert refrain from (a) performing any grading, excz or improvement upon or about the Property; mortgage, lien, pledge, or other encumbrancf Permitted Exceptions (inctudin4 the mortgagf on the Effective Date)'and (c) comrTfitting any 13. DEFAULT. From and after the Effective Date, SELLER will vation,--construction, for making any other change (b) creatir(g.-or incurlring, or suffering to exist, any s in,4ny wayaffecting the Property other than the s; liens, pledges, and other encumbrances existing waste or nuisance upon the Property. 13.1 PURCHASE 'S Default. In the event that this transaction fails to close due to a wrongful refusal to glose or default on the part of PURCHASER, SELLER shall be entitled to retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities URer this Agreement, except for those expressly provided to survive the termination of this Agreem�nt;,provided, ihowever, that PURCHASER shall also be responsible far the removal of any liens asserted againstAhe Property by persons claiming by, through or under PURCHASER. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely to perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option (i) declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder, except for those expressly provided herein to survive termination of this Agreement. 13.3 Notice of Default'. Prior to declaring a default and exercising the remedies PURCHASER's Initials: SELLER's Initials: 0]610891-2 160 PURCHASE AND DEVELOPMENT AGREEMENT Page 7 of 18 described herein, the non -defaulting Party shall issue a notice of default to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have fifteen (15) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. 13.4 Survival. The provisions of this Section 13 sball'surv`ive the termination of this Agreement. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified maii, return receipt rerquested, or personal delivery to the following addresses: If to Seller: Boynton Beach Cqmmunity�t evelopmen Agency ThuyShutt, ExecutiV�:Pirectar 109 E. Ocean Avenue, # 1 "Floor Boynton Beach, FL 33435„ With a copy to: Ken net.;Dodgy Esquire Lewis, L' gmn & Wa*er, P.A. 360 SouthrRosemary A -Venue, Suite 1100 West Palm Beach, Florida 33401 If to Purchaser: 306 NE 6th Avriue, LLC {inse�rtJnformation) With a copy4o `tiansert attorney information) 4 15. BIIDtNG OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding`bn, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent}`of PURCHASER. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER. This Agreement may be freely assigned by PURCHASER to a wholly owned or controlled assignee of PURCHASER, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unrelated party shall be subject to the prior written approval of SELLER, which shall not be unreasonably withheld. PURCHASER's Initials: SELLER's Initials: 01610891-2 161 PURCHASE AND DEVELOPMENT AGREEMENT Page 8 of 18 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the parties shall have no further obligations under this Agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to the proposed taking of any portion of the Property by eminent domain prior to Closing, or in the event of the taking of any portion of the Property by eminent domain prior to Closing, SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to terminate this Agreement by giving SELLER written notice of RCHASER's election to terminate within fifteen (15) days after receipt by PURCHASER of the no ee from",tLLER. SELLER hereby agrees to furnish PURCHASER with written notice of p -prop sed conder Rr tion within two (2) business days after SELLER's receipt of such notif4tion. Should PURCHASfR;,terminate this Agreement pursuant to this Section, the Depos `shlalkimmedately be returned,toPURCHASER and thereafter the Parties shall be released from eir respective obligation and liabilities hereunder. Should PURCHASER elect not to terminate, the parties hereto shall proceed to Closing and SELLER shall assign all of itg,,right, title and intergst,in all awards in connection with such taking to PURCHASER. 17. BROKER FEES. The Parties hereby confrn that neither of them has dealt with any broker in connection with the transaction con teh plated- y ti s Agreement. Each Party shall indemnify, defend and hold.haarmless the otherlparty from and against any and all claims, losses, damages, costs or expenses (ihi lading, without, limitation, attorney's fees) of any kind or character arising oust of ' resulting from any agree nent, arrangement or understanding alleged to have been made by eittagr''Parto'r on its behalfnith any broker or finder in connection with this Agreement. However, SELLER'S indem if'ication obligations shall not exceed the statutory limits prodded withir�Section 76.$.28, Florida Statutes, and SELLER does not otherwise waive its sovereign immunity rights. The prauisionsof this Section shall survive Closing or termination of this -`Agreement. 18. NVIRONMEN AL CONDITIONS. To the best of SELLER'S knowledge, the Property and the use and'operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. 19. SELLER DESIGN APPROVAL. The PURCHASER agrees that the SELLER shall have the right to reasonably approve the design of the Project. PURCHASER has submitted plans to the SELLER, attached hereto as Exhibit "C", which have been approved for submittal to the City for formal site plan approval. PURCHASER's Initials: SELLER's Initials: 01610891-2 162 20. DEVELOPMENT TIMELINE. PURCHASER is required to achieve the following ite described below in this Section (collectively the "Project Elements"). Achievement of the Proje Elements must be documented in writing, and such writing must be provided to the SELLER up completion of each item. I a. Submission of application to the City for site plan approval for the Projec) within one hundred twenty (120) days from the Effective Date. b. Achievement mfsite plan approval the City within one hundred eighty (180) days mfsubmittal of formal site plan to the City of Boynton Beach. C. Approval of financing for the Pr permanent financing commitment in a form accep develop the Project on or before receiving site p p provide SELLER proof that the permanant fin 'nci1v Project has been underwritten by the Lender a that or b) that the entity providing the perm i ancial fund the Project and that such entity in nc form acceptable to SELLER. hh d. In Sub ij�ecl by 'an ating that the Pen e r e Rmo n K proof must be in "of the Magnuson House is not ject,' complish the adaptive reuse of the historic roject element, which request SELLER will not e Boynton Beach CRA Redevelopment Plan. If such i6rnativ�'Troject element. n of construction documents for the Project to the City for a ,190) days of obtaining formal site plan approval. Proof of permit ipact fees paid will be provided to the SELLER upon submission to *f the building permit a copy will be provided to SELLER. C Issuance of Certificate of Occupancy to be provided within twelve /12\ months following building permit issuance. 9. Ribbon cutting ceremony to occur within sixty (60) days of achieving a 01610891-2 163 PURCHASE AND DEVELOPMENT AGREEMENT Page 10 of 18 21. DEFAULT WITH REGARD TO PROJECT ELEMENTS. If one or more of the required Project Elements is not achieved as required and/or if the timeline outlined herein is not strictly met, and PURCHASER has not provided SELLER with a written notice explaining the reason or circumstances not under the control of PURCHASER that have prevented PURCHASER from meeting the timeline, and SELLER has not agreed in writing to the same and which approval shall not be reasonably withheld, then (a) if such events are contemplated to occur following the Closing but fail to occur as required, then it shall be a default hereunder and PURCHASER shall be required to reconvey the Property to the SELLER, this Agreement'shall be terminated, and SELLER shall be released from any and all obligations under this Agr4menttnd (b) if such events are contemplated to occur prior to Closing but fail to occur as rogired, then it shall be a default hereunder and treated as provided in Section 13, above. Thp parties<understand and agree that in such instance SELLER shall be entitled to the Deposit .in full a9ld final satisfaction of PURCHASER's obligations hereunder. SELLER agrees virerk reasonably with PURCHASER in working within the timeframes set forth above, but AJRCHASER and SELLER agree that time is of the essence. 21.1 Default After Closing. Failure of thq PArties to strictly comply with any of the provisions set forth in this Agreemept, after the Closing hall constitute a default and breach of this Agreement. If either Party fails torure the default with10 (30) days of written notice from the other of its default, then this Agreement mayr b0 terminated pu`rsunt to Section 23.14 below. 21.2 Reverter Clause. The SbecialVarranty Deed shall contain a reverter clause that shall run with the Property until the Proje li complete land the PURCHASER has obtained a Certificate of Occupancy for the�Project. The reverter clause shall require the Property to be re - conveyed to SELLE�k by quit claim deed should `PURCHASER default under the terms of this Agreement. In the event the SE'LL'ER exercises i right of reverter, SELLER shall reimburse PURCHASER the Purchase`Prlce'of the pr9_0erty,as set forth in Section 2 of this Agreement in addition to"verifiable„costs associrafed with the Closing of said property described herein. To carry out thelerms of this paragraph, PURCHASER shall execute a reverter agreement in the form set forth`on`Exhibit "B.” 21.3 Right df :First Refusal. PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for a period of five (5) years from the date PURCHASER obtains its Certificate of Occupancy. The terms and conditionswf this right shall be set forth within the Special Warranty Deed as follows: a. Should the PURCHASER abandon the Property for any six (6) month period (unless said abandonment is beyond the control of Purchaser) and/or if the Property is not used for a CRA approved use (the approval of which shall not be unreasonably withheld) the SELLER shall provide 30 days written notice to PURCHASER of its right to repurchase the Property at fair market value (as determined by an independent third -party appraisal.) Thereafter, PURCHASER will provide a general warranty deed to the Property in form and substance PURCHASER's Initials: SELLER's Initials: 01610x91 -z 164 j -*,age 11 of 18 b. Should PURCHASER receive a written offer to purchase the Property pursuant to a written contract or letter of intent, PURCHASER shall give SELLER notice 15=6111 NjIWUW stac.-SWIMMI 1,Z�tLLr6 -M Ra I 161ILVI IINA rCI 1:6 al KIN M, ATM as set forth in the Notice including the delivery of a deposi (if the PURCHASER of the foregoing from the SELLER, PURC �vrchasit ai-d, Salt Agrit-itnient YI-t*n sv#stantially thit s-, a"rI SELLER fails to exercise or waive its right of first re.'ii th the terms a '41 1 ��ELLER-s right conditions stated herein, within ten (10) days after,itcei, h first refusal shall be deemed to have been wajvqd'��K' survive ClosinR. W �pncl any amendment hereto, may be ex of which sh tion, unless laws of the St arising out of States District Court for the Southern District Court of Florida. 23.2 Any reference herein to time periods which are not measured in business days and which are less than six (6) days, shall exclude Saturdays, Sundays 2nd legal holidays in the computation thereof. Any time period provided for in this Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5:00 p.m. on the next full 01630991-2 165 PURCHASE AND DEVELOPMENT AGREEMENT Page 12 of 18 business day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the calculation thereof. 23.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder, shall be deemed a, waiver of any rights or remedies that a party may have or a waiver of any subsequent brech or`�default in any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 23.4 Construction of A reement.4 counsel, have participated freely in the negotiatr'o"n Agreement nor any amendment hereto shall be rp&oi 'str As used in this Agreement, or any amendment hereto] the singular shall include the plural, and the plural shall require. Provisions of this Agreement that expressly pi not merge into the Deed. 23.5 Severability. shall, for any reason and to any ext Agreement nor the applieAtion of 1 be affected thereby, 0&t'insteacl provisions of this SAti-op shall app and initi PU e Parties to this`°,�greement, through and preparation hereof. Neither this ctly co r, strued against any 04e Parties. ie makuilge shall incluc,,e,the feminine, rcliace the singular, as the context may )vid that they survive the Closing shall If any prOyision -of this>Agreernent or the application thereof ent, be invalid oftinenfo eattile, neither the remainder of this :he provisionto other peons, entities or circumstances shall gall be enforced to the maximum extent permitted by law. The ly;to any amendfnept of this Agreement. wislor�s. I andwritten provisions inserted in this Agreement R shall control all printed provisions in conflict therewith. 23.7 Waiver'of Jur Tr,4l. As an inducement to PURCHASER agreeing to enter into this Agreement, PURCHARSER and'SELLER hereby waive trial byjury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with`'this Agreement. 23.8 Attbrne s Fees and Costs. Should it be necessary to bring an action to enforce any of the pr6 isionsof this Agreement, reasonable attorneys' fees and costs, including those at the appellate level, shall be awarded to the prevailing party. However, SELLER's obligation under this section shall not exceed the statutory limits provided within Section 768.28, Florida statutes, and nothing in this Agreement shall be deemed a waiver of SELLER's sovereign immunity rights. PURCHASER's Initials: SELLER's Initials: 01610891-2 P4 T-9 �,,A�Jl J�# � �1111 ?'age 13 of 18 23.9 gin#jMAp1h o rity. Each party hereby represents and warrants to th,oa 94L ULLUIP �111 o W I pill 23.10 No Recording. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 23.11 Survival. The covenants, warrantie igns, indemnes and undertakings of SELLER set forth in this Agreement, shall s osing, the delivery and recording of the Deed and PURCHASER'S possession of the P 23.1-2 PURCHASER Attornevs' Fees an(A.". ?.grees that PURCHASER shall be responsible for its n rneys' ,"d'all costs, if an incurred by PURCHASER in connection with the tra �41;�i n contempla it R r"men . I 23.1-3 Public Records. SELLER is pubfX,,16,genliil , I . - 7F =1157Y Statutes. The PURCHASER shall comply with Florida's 'k 1.�Ic Records Law. Specifically, thiz. PURCHASER shall: '6, Agr♦m ee m t b. -Pcovide the publ N terms and conditions �LER wou d 1 e h cords and at a cost that does not s otherwise provided by law; ei"A.11're ' Obirements for retaining and providing public recor ,no cos,Irall public records in possession of the PURCHASER up nd cl�stroy any duplicate public records that are exempt SELLER shall, V(pon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. 0161U891-2 167 PURCHASE AND DEVELOPMENT AGREEMENT Page 14 of 18 23.14. Termination. The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the issuance of the Certificate of Occupancy; or (ii) failure by the PURCHASER to complete the Project before the Completion Date, as described in Section 1, unless extended as provided by written agreement of the parties. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: 211 E OCEAN LLC Printed Name: Title: Date: WITNESS: Printed,Name: Appfove� as,to form and 01610891-2 uffici SELLER: BOYNTON §,EACH COMMUNITY REDEVELOPMENT AGENCY, Pring! Name" Stt?i�en B. Grant Title: Chair ITN ESS: Printed Name: CRA Attorney PURCHASER's Initials: SELLER's Initials: 168 PURCHASE AND DEVELOPMENT AGREEMENT Page 15 of 18 EXHIBIT "A" LEGAL DESCRIPTION Lots 13 and 14, ORIGINAL TOWN OF BOYNTON BEACH, according to the Plat thereof as recorded in Plat Book 1, Page 23 of the Public Records of Palm Beach County, Florida. Said 13,9 07610591-2 :ontaining PURCHASER's Initials: SELLER's Initials: 169 PURCHASE AND DEVELOPMENT AGREEMENT Page 16 of 18 EXHIBIT B REVERTER AGREEMENT This REVERTER AGREEMENT is dated as of this day ofp , 2022, by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (the "SELLER") and 211 E OCEAN LLC, (the "PURCHASER"). RECITALS A. The SELLER has conveyed to the PURCHASER,thatcertain,real estate described on Exhibit "A" attached hereto (the "Property") pursuant to a Deed of even date herewith between the SELLER and PURCHASER. B. The PURCHASER has agreed to construct - and other requirements in accordance with the guid Purchase and Development Agreement!; C. The Deed shall provide hat' 4f, Improvements as set forth in this Agreement; then NOW THEREFORE, in consideration of their other con sideratio r�'the receipt an' d�'sufficiency of, follows: r Improvements obi'the Property, and criteria set forth on in the PURCHAS'Ef '/does not construct the ciaerty shall revert to the SELLER. nsfer of the Property to the PURCHASER and hrieh are acknowledged, the parties agree as 11 PURCHASER agreed at, its sole cost and expense to complete the construction of the Improvements in acW,rdance with th,,e terms of the Purchase and Development Agreement atta&- d hereto by no later than the ime period set forth in Paragraph 20 of the Purchase and Development Agreement of even date herewith (the "Completion Date"). 2. Intoe event the Improvements are not completed by the Completion Date (unless extended pursuant `tip the,terms of the Purchase and Development Agreement), the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within 30 days of the written request of the SELLER, the PURCHASER will provide a general warranty deed to the Property in form and substance acceptable to the SELLER evidencing the reconveyance of the Property. 3. During the construction of the Improvements, PURCHASER will not place any additional liens or encumbrances on the Property except as consented to by the SELLER. In that regard, the SELLER agrees not to unreasonably withhold its consent to any construction loan PURCHASER's Initials: SELLER's Initials: 01610891-2 170 PURCHASE AND DEVELOPMENT AGREEMENT Page 17 of 18 financed with a commercial bank or similar lender or private investor or guarantor intended to fund the construction and development of the Improvements. In such an event, the SELLER will enter into a Subordination Agreement inform and satisfactory to such lender. Upon completion of the Improvements satisfactory to the SELLER, the SELLER agrees to issue a letter acknowledging the release of the reverter rights described herein. This Agreement shall be binding upon the parties hereto and shall be binding upon and inure to the benefit of their successors and assigns. This Agreement shall be governed by and interpreted i State of Florida. This Agreement may only be modified or a authorized representatives of the parties hereto. WITNESS the following signatures as of the ye PURCHASER: SELLER: 211 E OCEAN LLC 10 Printed Name: Title: Date: 01610891-2 ce with the laws of the a written above N BEACH�CqMMUNITY .OPMEN7,AGENCY nto,d Name: Steven B. Grant le: Chairman te: nt signed by PURCHASER's Initials: SELLER's Initials: 171 PURCHASE AND DEVELOPMENT AGREEMENT Page 18 of 18 EXHIBIT C CONCEPTUAL DESIGN PLANS (Note: Site plan to be inserted as pdf far clarity) PURCHASER'S Initials: SELLER'S Initials: 01610891-2 172 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "SELLER"), and 306 NE 6u' Avenue LLC, or its affiliated assignee (hereinafter "PURCHASER", and together with the SELLER, the "Parties"). In consideration of TEN AND 00/100 DOLLARS ($10.00) and the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SALE PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A," attached hereto (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effectuated in order to reduce slum and blight and to enable the construction of an approximately 3,000 square foot restaurant consisting of five (5) shipping containers, the adaptive reuse of the historic Magnuson House, associated parking, and all other required development standards according to the City of Boynton Beach (collectively referred to as "the Project" and separately referred as "the Project Elements"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price forthe Property shall be Ten AND 00/100 DOLLARS ($10.00) to be paid in full at Closing. SELLER has complied with Section 163.380, Florida Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. An Initial Deposit in the amount of Ten Thousand AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within two (2) business days following execution hereof by the Parties. The Initial Deposit shall be fully refundable to PURCHASER, if prior to the expiration of the Feasibility Period (as hereinafter defined), the PURCHASER advises SELLER in writing that it does not intend to complete the purchase of the Property. 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The PURCHASER'S obligation to close on the purchase of the Property is contingent on the following: a. PURCHASER obtaining a Certificate of Occupancy from the City of Boynton Beach, Florida (the "City") to operate a restaurant consisting of a approximately 3000 square feet within five (5) shipping containers, the adaptive reuse of the historic Magnuson House, associated parking, and all other required development standards according to the City of PURCHASER's Initials: (A) SELLER's Initials: 01668796-4 173 PURCHASE AND DEVELOPMENT AGREEMENT Page 2 of 22 Boynton Beach on the Property within the timeframe set forth in Paragraph 21 below. b. Seller delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASER, all as more specifically set forth herein. 6. CLOSING DATE. The Closing shall take place thirty (30) days after PURCHASER receives its Certificate of Occupancy from the City pursuant to Section 5(a) at such location to which the parties may mutually agree in writing. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. For a period until twenty (20) days from the Effective Date ("Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, Contractors, surveyors, engineers, architects, attorneys and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of Governmental Authorities regarding the Property and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to terminate this Agreement. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the condition existing on the Effective Date; (ii) shall repair and restore any damage caused to the Property by PURCHASER'S testing and investigation; and (iii) release to SELLER, at no cost, all reports and other work generated as a result of the PURCHASER'S testing and investigation. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following PURCHASER's Initials: SELLER's Initials: 11MOrk"M 174 PURCHASE AND DEVELOPMENT AGREEMENT Page 3 of 22 documents and instruments within five (5) days of the Effective Date of this Agreement: any existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (the "Closing Agent") shall obtain, at the SELLER'S expense, from a Title Company chosen by SELLER (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER'S Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER'S Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER'S Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of (1) extending the Cure Period and the Closing for one additional thirty (30) day period at no cost to PURCHASER, or (ii) accepting the Title to the Property as of the time of Closing or (iii) canceling and terminating this Agreement, in which case, any Deposits shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment ("Title Update") coveringthe Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 8.3 Survev Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments on the Property or that improvements located thereon encroach on setback lines, easements, PURCHASER's Initials: SELLER's Initials: 016687464 175 PURCHASE AND DEVELOPMENT AGREEMENT Page 4 of 22 lands of others or violate any restrictions, covenants of this Agreement, or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 9.1 Re resentations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pending Proceedins. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property or the SELLER, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 9.3 Compliance with Laws and _Regulations. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 10. CLOSING DOCUMENTS. The SELLER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 10.1 Deed and Authorizing Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the title Company may require. The Deed shall contain a deed restriction for the restaurant use for a minimum twenty (20) years from the date of the Certificate of Occupancy. 10.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above, the same shall be deemed an uncured Title Objection. 10.3 Closin Statement. A closing statement setting forth the Purchase Price, PURCHASER's Initials:M SELLER's Initials: 01668796-4 PURCHASE AND DEVELOPMENT AGREEMENT Page 5 of 22 all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 Prorations. Taxes for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds $1,000,00. 11.2 Closing Costs. SELLER shall pay for documentary stamps on the deed, recording the deed and any cost associated with curing title. PURCHASER shall pay all other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 Closing Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 11.4 Existin Mort a es and Other Liens. At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: �m PURCHASER's Initials: SELLER's Initials: 01668796-4 177 PURCHASE AND DEVELOPMENT AGREEMENT Page 6 of 22 12.1 Authority, The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 12.3 Liti a, tion. There are no actions, suits, proceedings or investigations pending or threatened against SELLER or the Property affecting any portion of the Property, including but not limited to condemnation actions. 12.4 Parties in Possession. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.5 Acts Affecting_EEqperty. From and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date) and (c) committing any waste or nuisance upon the Property. 13. DEFAULT. 13.1 PURCHASER'S Default. In the event that this transaction fails to close due to a wrongful refusal to close or default on the part of PURCHASER, SELLER shall be entitled to retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through or under PURCHASER. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely to perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option (i) declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder, except for those expressly provided herein to survive termination of this Agreement. PURCHASER's Initials: SELLER's Initials: "s 01668796.4 178 PURCHASE AND DEVELOPMENT AGREEMENT Page 7 of 22 13.3 Notice of Default. Prior to declaring a default and exercising the remedies described herein, the non -defaulting Party shall issue a notice of default to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have fifteen (15) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. 13.4 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: If to Seller: Boynton Beach Community Redevelopment Agency Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue, Suite 1100 West Palm Beach, Florida 33401 If to Purchaser: 306 NE 61h Avenue LLC 518 Clematis Street, Suite 3 West Palm Beach, FL 33401 With a copy to: Mr. Eduard Kotlyarov Kotlyarov Law Offices PLLC 4910 Communications Avenue, Ste 200 Boca Raton, FL 33431 15. BINDING OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER. This Agreement may be freely assigned by PURCHASER to a wholly owned or controlled assignee of PURCHASER's Initials: SELLER's Initials: D16667964 179 PURCHASE AND DEVELOPMENT AGREEMENT Page 8 of 22 PURCHASER, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unrelated party shall be subject to the prior written approval of SELLER. A copy of the purchase agreement shall be provided to the CRA. 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the parties shall have no further obligations under this Agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to the proposed taking of any portion of the Property by eminent domain prior to Closing, or in the event of the taking of any portion of the Property by eminent domain prior to Closing, SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to terminate this Agreement by giving SELLER written notice of PURCHASER's election to terminate within fifteen (15) days after receipt by PURCHASER of the notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement pursuant to this Section, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the parties hereto shall proceed to Closing and SELLER shall assign all of its right, title and interest in all awards in connection with such taking to PURCHASER. 17. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. 18. ENVIRONMENTAL CONDITIONS. To the best of SELLER'S knowledge, the Property and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. 19. SELLER DESIGN APPROVAL. The PURCHASER agrees that the SELLER shall have the right to reasonably approve the design of the Project. PURCHASER has submitted plans to the SELLER, attached hereto as Exhibit "B", which have been approved for submittal to the City for formal site plan approval. 20. PROJECT MODIFICATIONS. Nothwithstanding Section 21(d) of this Agreement, PURCHASER shall not make or authorize any modications to the Project or Project Elements without SELLER approval, which shall not be unreasonably withheld. 21. DEVELOPMENT TIMELINE. PURCHASER is required to achieve the following items described below in this Section (collectively the "Project Elements"). Achievement of the Project PURCHASER's Initials: SELLER's Initials:"'° 016567964 180 PURCHASE AND DEVELOPMENT AGREEMENT Page 9 of 22 Elements must be documented in writing, and such writing must be provided to the SELLER upon completion of each item. a. Submission of application to the City for site plan approval for the Project within one hundred twenty (120) days from the Effective Date. b. Achievement of site plan approval for the Project from the City within one hundred eighty (180) days of submittal of a formal site plan application to the City of Boynton Beach. C. Approval of financing for the Project including the construction loan and permanent financing commitment in a form acceptable to SELLER in an amount sufficient to develop the Project on or before receiving site plan approval from the City. PURCHASER shall provide SELLER proof that the permanant financing commitment is either a) signed by an authorized signatory of an accredited financial institution (the "Lender") demonstrating that the Project has been underwritten by the Lender and that Lender intends on financing the Project, or b) that the entity providing the permanent financial commitment has the financial ability to fund the Project and that such entity intends to finance the Project, which proof must be in a form acceptable to SELLER. d. In the event that the adaptive reuse of the Magnuson House is not possible, then PURCHASER may pursue the removal of the historic designation. PURCHASER must provide notice to SELLER it intends to remove the historic designation at least thirty (30) days before formally initating the process to remove the designation. PURCHASER must also request an Amendment to this Agreement to remove the the adaptive reuse of the historic Magnuson House as a Project Element and to replace it with an alternative Project Element, which request SELLER will not unreasonably refuse so long as the alternative Project Element furthers the Boynton Beach CRA Redevelopment Plan. If such historic designation is removed, then the Magnuson House may be demolished or moved so long as SELLER has approved an alternative Project element and this Agreement has been amended to reflect the same. e. Submission of construction documents for the Project to the City for a building permit within ninety (90) days of obtaining formal site plan approval. Proof of permit application and applicable impact fees paid will be provided to the SELLER upon submission to the City. Upon City issuance of the building permit a copy will be provided to SELLER. f. Issuance of a Certificate of Occupancy to be provided within twelve (12) months following building permit issuance. g. Ribbon cutting ceremony to occur within sixty (60) days of achieving a Certificate of Occupancy. 22. SITE SECURITY. PURCHASER shall develop and implement an effective security program for protection of the Project while construction is in progress at PURCHASER's sole cost CN)1 PURCHASER's Initials"; SELLER's Initials: 01668796A 181 PURCHASE AND DEVELOPMENT AGREEMENT Page 10 of 22 and expense. PURCHASER shall secure, protect and be responsible for, and shall provide all necessary or desirable measures for security and protection at and on the Property, and of all materials, supplies, tools and equipment and all other improvements and personal property at the Property or in the vicinity of the Property, whether or not incorporated into the Project including, but not limited to, utilizing fences, gates, cameras, and patrols (which shall include such number of duly qualified guards, on a 24-hour basis, as PURCHASER (in consultation with and to the satisfaction of SELLER) shall deem adequate to ensure security of the Property). The PURCHASER shall take any and all precautions that may be reasonably necessary to render all portions of the Property, the Project, the site and any adjacent areas affected by the Project secure in every respect, to decrease the likelihood of accidents from any cause, and to avoid vandalism and other contingencies which are liable to delay the Work or give rise to any claims or liabilities. The PURCHASER shall provide all necessary facilities to provide safe means of access to all points where the Work is being performed. 23. DEFAULT. Failure of the Parties to strictly comply with any of the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. if either Party fails to cure the default within (30) days of written notice from the other of its default, then this Agreement may be terminated pursuant to Section 25.17 below. Failure of PURCHASER to complete the Project as described above in Section 1 and/or to comply with the Development Timeline set forth in Section 21, shall constitute an act of default. If such an event of default occurs prior to Closing SELLER shall be entitled to the Deposit in full as final satisfaction of PURCHASER's obligations hereunder. SELLER agrees to work reasonably with PURCHASER in working within the timeframes set forth above. 23.2 Right of First Refusal. PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for a period of five (5) years from the date PURCHASER obtains its Certificate of Occupancy. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: a. Should PURCHASER receive a written offer to purchase the Property pursuant to a written contract or letter of intent, PURCHASER shall give SELLER notice of the offer by delivering a copy of the contract or letter of intent to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above within two (2) business days of receipt. Within ten (10) days of receipt of the Notice, SELLER shall either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall, within ten (10) days after receipt of the Notice, deliver to PURCHASER an agreement to purchase the Property on the same terms as set forth in the Notice including the delivery of a deposit (if applicable), and upon receipt by the PURCHASER of the foregoing from the SELLER, PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon substantially the same terms and conditions as the Notice. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within ten (10) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived. The terms and conditions of this Section shall PURCHASER's Initials: " SELLER's Initials: 01668796A 182 PURCHASE AND DEVELOPMENT AGREEMENT Page 11 of 22 survive Closing. 24. REFUNDING. Should the PURCHASER sell the Property for a profit above $3M, within seven (7) years of the Effective Date, PURCHASER shall repay to SELLER an amount equal to the appraised value of the Property as indicated in the December 2021 appraisal. 25. MISCELLANEOUS. 25.1 General. This Agreement, and any amendment hereto, may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by Parties. This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit in and for Palm Beach County, Florida, or, should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District Court of Florida. 25.2 Comnutation of Time. Any reference herein to time periods which are not measured in business days and which are less than six (6) days, shall exclude Saturdays, Sundays and legal holidays in the computation thereof. Any time period provided for in this Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5:00 p.m. on the next full business day. Time is of the essence in the performance of all obligations under this Agreement, Time periods commencing with the Effective Date shall not include the Effective Date in the calculation thereof. 25.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder, shall be deemed a waiver of any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 25.4 Indemnification. The PURCHASER shall indemnify, save, and hold harmless the SELLER, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the SELLER, its PURCHASER's Initials SELLER's Initials: 01668796A 183 PURCHASE AND DEVELOPMENT AGREEMENT Page 12 of 22 agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person or entity r, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of the PURCHASER or the performance of this Agreement by or PURCHASER's employees, agents, partners, principals, or subcontractors. This paragraph shall not be construed to require PURCHASER to indemnify the SELLER for its own negligence, or intentional acts of the SELLER, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 25.5 Insurance. The PURCHASER shall obtain all insurance required by the SELLER and provide proof thereof at least 10 days prior to the start of construction of the Project, and include, along with an executed copy of this Agreement, a Certificate of Insurance ("COI") for comprehensive general liability insurance with a liability limit of at least $1,000,000 per occurrence. Additional insurance requirements for contractors hired by PURCHASER may be found in "Exhibit C" which is hereby incorporated herein. The Insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from, or arising out of the this Agreement. The SELLER shall be included as "Additional Insured" with respect to liability arising out of services performed by the PURCHASER by or on behalf of the SELLER or acts or omissions of the PURCHASER in connection with providing Contractor Services pursuant to this Agreement. The Certificate must include the following as an additional insured party: Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue 4th Floor Boynton Beach, Florida 33435 25.6 Payment and Performance Bond. Prior to the construction commencement date, the PURCHASER shall obtain, for the benefit of and directed to the SELLER, a Payment and Performance Bond covering the faithful performance by the PURCHASER of its obligations under the contract documents, including but not limited to the construction of the project on the project site and the payment of all obligations arising thereunder, including all payments to Subcontractors, laborers, and material men. These Bonds shall remain in effect at least until one year after the termination of this Agreement. The surety selected by the PURCHASER to provide the Payment and Performance Bond shall be approved by the SELLER prior to the issuance of such bond, which approval shall not be unreasonably withheld or delayed provided that the surety is rated A or better by Best's Key Guide, latest edition. If SELLER approves changes to the Project that results in an increase in the cost of the Project, SELLER reserves the right to require the PURCHASER to secure and deliver additive riders to the Payment and Performance Bond. PURCHASER's Initials: SELLER's Initials: 007F 016687964 184 PURCHASE AND DEVELOPMENT AGREEMENT Page 13 of 22 If the surety on any Bond furnished by PURCHASER is declared bankrupt or becomes insolvent or its right to do business is terminated in the state of Florida or it ceases to meet the requirements above, Purchaser shall within five days thereafter substitute another Bond and Surety. Purchaser's failure to furnish a substitute surety shall constitute a material breach of the Agreement and shall give the CRA the immediate right to terminate the Agreement. 25.7 Construction of A reement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall include the feminine, the singular shall include the plural, and the plural shall include the singular, as the context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 25.8 Severabilit . If any provision of this Agreement or the application thereof shall, for any reason and to any extent, be invalid or unenforceable, neither the remainder of this Agreement nor the application of the provision to other persons, entities or circumstances shall be affected thereby, but instead shall be enforced to the maximum extent permitted by law. The provisions of this Section shall apply to any amendment of this Agreement. 25.9 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 25.10 Waiver of JuEy Trial. As an inducement to PURCHASER agreeing to enter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with this Agreement. 25.11 Attorneys Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including those at the appellate level, shall be awarded to the prevailing party. However, SELLER's obligation under this section shall not exceed the statutory limits provided within Section 768.28, Florida statutes, and nothing in this Agreement shall be deemed a waiver of SELLER's sovereign immunity rights. 25.12 Bindin Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 25.13 No Recordinmg. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. PURCHASER's Initials: M SELLER's Initials: 0,668796-4 185 PURCHASE AND DEVELOPMENT AGREEMENT Page 14 of 22 25.14 Survival. The covenants, warranties, representations, indemnities and undertakings of SELLER set forth in this Agreement, shall survive the Closing, the delivery and recording of the Deed and PURCHASER'S possession of the Property. 25.15 PURCHASER Attorne s' Fees and Costs. PURCHASER acknowledges and agrees that PURCHASER shall be responsible for its own attorneys' fees and all costs, if any, incurred by PURCHASER in connection with the transaction contemplated by this Agreement. 25.16 Public Records. SELLER is public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a. Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in Chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. 25.17. Termination. The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the Closing; or (ii) an event of default as defined herein. PURCHASER's Initials: SELLER's Initials: , 01668796-a :: Page 15 of 22 t �-- �-Ijg -702MEM F2Aw I*T4rj k n-111 4 REDEVELOPMENT AGENCY PrintedName: (20f>61EY (MAAL2 Ty Peh's& : p6 Title: 44_L, N — M QhqDdD, Date: Title: Chair Date: WITNESS: WITNESS: , Al Printed Name: IVt�s�ro Printed Name: Approved as to form and legal sufficiency:,—,M/t^ CRA Attorney PURCHASER's Initials SELLER's Initials 0166819&4 187 PURCHASE AND DEVELOPMENT AGREEMENT Page 16 of 22 EXHIBIT "A" LEGAL DESCRIPTION Lots 13 and 14, ORIGINAL TOWN OF BOYNTON BEACH, according to the Plat thereof as recorded in Plat Book 1, Page 23 of the Public Records of Palm Beach County, Florida. Said lands situated in the City of Boynton Beach, Palm Beach County, Florida and containing 13,936 square feet (0.32 acres) more or less. Property Control Number: 08-43-45-28-03-004-0130 [014T-ffirelz PURCHASER's Initials. wyl SELLER's Initials: TFT 01668796-4 188 PURCHASE AND DEVELOPMENT AGREEMENT Page 17 of 22 EXHIBIT B CONCEPTUAL DRAWINGS 016687964 PURCHASER's Initials: SELLER's Initials: 189 0 ce - ----------- 4 m ram m %10"IMG LN3JVP(7V41) ! '- �_- _ R w w.. N 1N3W3AVd 1lVHdSV C7 I I v g 1 v � n 7000.0TN .: �...... _.._ ... .. .... — .....-,6/l9l ...-... .. ... _ .. M„UG,GOAGS .... .�..,n �Lp30Vld A3M30 M„00,00,00s M ,....fi l w... i i T;., „ n cv i i rd F '^ it LU01 ri a � of ,ot � ,� � w� �' � E r ,''' � � yj a C x� ZUl � M r to,f p i m LU a lly spa ,.....1_ -/j, �,,OO, 0M)O t >100le 'z L 101 al �� 6 r iu i i a j I ,I ...................... ...-..._. ('a•0'8'd 'Wt 'a'd a3dl – 13381S Mid) µ JL33HLS Iso '3'N w I I 0 M NVId MIS p( dC1CJ AAl V N'dd (71St/ l4' ]IMF a OhJI a3�33NM �8 C➢lili1f7t10 0 ce - ----------- 4 m ram m %10"IMG LN3JVP(7V41) ! '- �_- _ R w w.. N 1N3W3AVd 1lVHdSV C7 I I v g 1 v � n 7000.0TN .: �...... _.._ ... .. .... — .....-,6/l9l ...-... .. ... _ .. M„UG,GOAGS .... .�..,n �Lp30Vld A3M30 M„00,00,00s M ,....fi l w... i i T;., „ n cv i i rd F '^ it LU01 ri a � of ,ot � ,� � w� �' � E r ,''' � � yj a C x� ZUl � M r to,f p i m LU a lly spa ,.....1_ -/j, �,,OO, 0M)O t >100le 'z L 101 al �� 6 r iu i i a j I ,I ...................... ...-..._. ('a•0'8'd 'Wt 'a'd a3dl – 13381S Mid) µ JL33HLS Iso '3'N w I I .a o� j� a IJ `HOVf 19 NOINAOG .El $ I �� {{{{ _Y" 3nNBAV NV300 I 6 ego �g 3f1N3Ad Nd330 3 4LZ 9 �w .a {{{{ _Y" M LLI C7 PURCHASE AND DEVELOPMENT AGREEMENT Page 20 of 22 EXHIBIT C ADDITIONAL INSURANCE REQUIREMENTS A. General: All Contractors hired by PURCHASER shall purchase and maintain such comprehensive general liability, worker's compensation, professional liability, and other insurance as is appropriate for the Project being performed and furnished and as will provide protection from claims set forth below which may arise out of or result from Contractor's performance and furnishing of the Project and Contractor's other obligations under the Contract Documents, whether it is to be performed or furnished by Contractor, by any subcontractor, by anyone directly or indirectly employed by any of them to perform or furnish any of the Project, or by anyone for whose acts any of them maybe liable. Before starting and during the term of this Agreement, the Contractor shall procure and maintain insurance of the types and to the limits specified in paragraphs B.1-4, inclusive below. The endorsement for all insurance required under this paragraph shall contain the required language, "The Boynton Beach Community Redevelopment Agency, including its Members, Officers, Employees, and Agents" in the Description box. A waiver of subrogation endorsement is required with the required language on all policies. B. Coverage: Except as otherwise stated, the amounts and types of insurance shall conform to the following minimum requirements: 1. Workers` Compensation. Coverage to apply for all employees for statutory limits in compliance with the applicable state and federal laws. Contractor shall require all subcontractors to maintain workers compensation during the term of the Agreement and up to the date of final acceptance. Contractor shall defend, indemnify and save the SELLER harmless from any damage resulting to them for failure of either Contractor or any subcontractor to take out or maintain such insurance. A Waiver of Subrogation Endorsement is required with the required language in the description box. Employers' Liability with statutory limits of $100,000 per person, $500,000 per occurrence, $100,000 per disease. 2. Comprehensive General Liability or Commercial General Liability coverage must be afforded on a form no more restrictive than the latest edition of the Comprehensive General Liability policy, without restrictive endorsements other than ISO Endorsement GL 2106, as filed by the Insurance Services Office and must include: a. Minimum limits of total coverage shall be $1,000,000.00 per occurrence combined single limit for Bodily Injury Liability and $1,000,000 Property Damage Liability. Additionally, coverage shall also include $1,000,000 aggregate on products and completed operations; and $2,000,000 general aggregate. PURCHASER's Initials: Wo SELLER's Initials: 01668796-4 192 PURCHASE AND DEVELOPMENT AGREEMENT Page 21 of 22 b. Premises and/or Operations. C. Independent Contractor. d. Products and/or Completed Operations. Contractor shall maintain in force until at least three (3) years after completion of all services required under the Agreement, coverage for products and completed operations, including Broad Form Property Damage. e. XCU Coverages. f. Broad Form Property Damage including Completing Operations. g. Broad Form Contractual Coverage applicable to this specific Agreement, including any hold harmless and/or indemnification agreement. h. Personal Injury coverage with employees and contractual exclusions removed. L The Contractor shall either require each subcontractor to procure and maintain, during the life of the subcontract, insurance of the type and in the same amounts specified herein or insure the activities of subcontractors in his own insurance policy. 3. Business Auto Policy. Coverage must be afforded on a form no more restrictive than the latest edition of the Business Auto Policy filed by the Insurance Service Office and must include: a. Minimum limit of $1,000,000.00 per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. b. Owned Vehicles C. Hired and Non -Owned Vehicles d. Employee Non -Ownership 4. All Risk Property Insurance. Coverage must include real and personal property and in an amount equal to the replacement cost of all real and personal property of the SELLER's for which the Contractor is responsible and over which he exercises control. Builders Risk insurance must be provided to cover Property under construction and an Installation Floater must cover all machinery, vessels, air conditioners or electric generators to be installed. This insurance shall include a waiver of subrogation as to the SELLER, the Contractor, and their respective officers, agents, employees, and subcontractors. Coverage to be provided on a full replacement cost basis. C. A Certificate of Insurance acceptable to the SELLER shall be provided listing the above coverages and providing 30 days prior written notice to the SELLER in the case of cancellation, restriction or change of insurer. Should Contractor permit any required coverage to lapse, SELLER may, but is not required to, immediately terminate this Contract. The SELLER shall be named as an additional insured on all policies of insurance PURCHASER's Initials: SELLER's Initials: 01668796.4 193 PURCHASE AND DEVELOPMENT AGREEMENT Page 22 of 22 (including products). The following information must be included in the Certificate of Insurance for the additional insured: Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 Contractor is advised to require all of its subcontractors to provide the aforementioned coverage as well as any other coverage that the Contractor may consider necessary, and any deficiency in the coverage's or policy limits of any subcontractors will be the sole responsibility of the Contractor. Contractor shall provide proof of coverage by its subcontractors upon SELLER'S request. PURCHASER's Initials: -je) SELLER's Initials: 194 ■ I £ 2 A E Ee & / 2 # E m _ / / f / _ _ U 2 ) �/< § \ \ e = / % / \ $ a / e E < v % s E£< [\ / \ / / \ \ .. v 0 �L d LA V) / 195 RON N 196 4 c 4QJ - co O 0 co c O C O N [O OC O O O U a-+ N c: 4- bD a E bo c �p UO 0 i U L ru E -C CL u -0 Oate-+ 4� a a W a @j '§ __ O E a ate-+ M 3� E4� a 3 a Ln N a --- a+ -0 O L arm t aj V C. C_ — O C O O a E 'Z O ai L - m -° +, a � u a n +, ca �n +, c Q a o O n - @)t Ln Lnc > Y a .1 t C: -0 M a a -0 �n (v +, a a a v U N N CO U ai On C U v� 'O > V a 4-1 .� H O U a ° >. 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(1) > CD O O L; m 0 C) 0 9� E U CA I-- M Can (D � 0 W m o EC: 0 ,I- 198 199 _0 c v 0 4� 0 E 0 Q) E Ln Q) Ln Ln V 4-i Cl Q) 0 Ln m 0 L) GA :3 CL CL 0 < C Ln V f6 .0 E 0 uj 4- 0 0 —1 'E 0 4-1 U 41 c) 0 CD O V) 199 200 co ce) C� O cq 4s co 4-, O cf� 00 4-j ;01 U 00 Lo A u V E LSU 4- E 0 U 0 V D 0 al E A "I 0U ::::5 E 99 aj 4, n .4 1 M V E ai E 0 (A D C. , 0 A U A 'A aj DCL 0 -0 C: rl4 u rn n CL 'A U 4- ru i7i -0 rn 0 1 >Q) N > QJ o c < Md" r,4 0 c: V (:6 v 1 v ra (U r,4 n m aJ ai 0 " u — 0 O Z,ru = " 0 w wco C: a- -r- r 0 F - o Ln 4A4-1 Y r4 ra ra OCZ LL C: cli 0 4 U LO -41 O L; LL Lo) H U Ln r, 201 0 0 as 0 0 V) Ln ql 9Jm QJ E 0 u Ln V) E 0 m �l 0 y M u u m 0 -4� C >1 N 00 202 From: Shutt, Thuv To: mrabarberCa)me.com Cc: Ittterbark. Theresa; Tack, Timothy; Nicklien. Rni Subject: RE: 211 E. Ocean Ave Site Plan Application Date Date: Friday, January 6, 2023 5:10:00 PM Attachments: Fully Executed P&D Aareement - 211 E Ocean A imaae019.Dna imaae020.ona imaae021.Dna imaoe022.nna Good afternoon, Happy New Year! This is a follow up to my vm I left on your phone today. Since our phone conversation on 12/20, the CRA has not received a request for an extension to the site plan application submission deadline pursuant to Section 21.a of the attached PDA. This is good news since you had indicated when we talked that you will know more on the status of the application and if you will need an extension after your team meeting that Thursday night. As a friendly reminder, the deadline for submission is 120 days from the Effective date (9/18/22) is 1/16/23 (not the 17th as indicated in the email below). Please be advised that the City and CRA will be closed on January 16th for MLK Jr. Holiday so please plan accordingly. We don't want you to miss the deadline and not be in compliance with our agreement. If you have any questions, please feel free to contact me or Bonnie Nicklien. Thank you. 203 u z ME O O Qj f -- O 0 __j Qj W ru CL cu E ro Ln cu 0 ai ru aj 0 __j m 204 tl cu ro 0 0 E 0 o ox aj >� E m @i 0 4-? ax cu .. . . . . ... 1� < D CU ".."3 C)) rlJ 0 > C'J 0 CD > V V) 0- U N 0 0 V) (D c: cu Lu, rq (LO, L.U. wd 75 U41 u L8 ;z Z) 0 u U u z ME O O Qj f -- O 0 __j Qj W ru CL cu E ro Ln cu 0 ai ru aj 0 __j m 204 X" Q 31 , 61 Al C 4,3, ru C E 0 LL F3 n In go CU 0 V� aj -C 0 0 73 E "Ol 205 C co M 05, a 205 O co M 05, a KNOW 205 O co M a cd E m 4-1 u a .4-1 0 CA cf) C, o CO 4- up < 0 0 0 205 A Lo O�...... c.x oa � �... 1 �..a cOc C � Y U [6 U, O U O .p...r Sn... � CCY V CU n � � � 0 U U� Ck -s-- O D N 0 /� U A vs C 3 Q at Q ...:& Q O C N CU N QJ > 01 V 'V V M V Ln (.00 V) U N a) O O N O O w m 0 OcI Na) ate., Y U N d' z H p 4 v U- N H U to tl�V T'"•,'P t 206 t 4-) V) 4-J 0 4-J 4-J Ln m V A F. 0 u V) _Ile r- ro 207 A Lo O�...... aJ � �... 1 a.., 0Oc C � Y U [6 U, O U .p...r CCY V CU n � � � 0 U U� Ck -s-- O D N �.. _ Q a PY7 N CU N N Ck W > N ;y. as > N "' Q V V ra w _aV m N n U c m O a O 0 0 0 W w CO Z CU .. 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Ln � L Ln O ..O N Q N W N ..O I— C CD O ..s .. cB O N �� as N } E C1 l I.w N U (n CW :v o L— u aO V Q to L2 U p Vf, C �, • .E a C C 0 LJ f6 4-T a O p a UAW (6 -- m 0 Q O N ) o w °o v o '-C u - L o Y N a a - U z O� U Q a i C a-+ C ++ H a C O t0 ii tii H Clod 0 U V) 0 'WIP Ln 210 �i N It 4 Ln :3 0 cu 0 4-J 4-J T, U 211 From: Shutt, Thuy Sent: Saturday, September 10, 2022 4:26 PM To: Tony Pintsopoulos <tonyp@subculturegroup.com>; 'Anthony Barber' <mrabarber@me.com>; Tack, Timothy <TackT@bbfl.us> Subject: RE: City Commission Agenda for June 21, 2022 Yes, the location is very desirable. We just want to keep this moving because we have had a lot of inquiries about the status of the Magnuson House and the historical designation. As you know, there are three new CRA Board members who also may get questions from the public also. We will keep you in the loop. From: Tony Pintsopoulos <tonyr)Psubculturegroup.com> Sent: Saturday, September 10, 2022 2:11 PM To: Shutt, Thuy <ShuttT(@bbfl.us>; 'Anthony Barber' <mrabarber(@me.com>; Tack, Timothy <TackT(@bbfl.Us> Subject: RE: City Commission Agenda for June 21, 2022 212 Thanks Thuy. Not unexpected with such a beautiful location and property. I am sure that Anthony is on top of it and we will get you what you need. Loop me in going forward and I will help expedite the process from our end if possible. Thanks Tony Pintsopoulos, CPA SubCulture Group, LLC 518 Clematis Street, Suite 3, West Palm Beach, FL 33401 Phone 954-689-6632 www.sub-culture.org (ameio� DADA ""1 11 %41 na PARBEQUE From: Shutt, Thuy <ShuttTC@bbfl.us> Sent: Saturday, September 10, 2022 2:07 PM To: Tony Pintsopoulos <t=n p(@subculturegroup com>; 'Anthony Barber' <mrabarber(@me.com>; Tack, Timothy <TackT(@bbfl.us> Subject: Re: City Commission Agenda for June 21, 2022 The reason why I asked about P&D staff is they have old us you will need to go through a formal site pan approval process to modify the existing approval before permitting. There they will have other City departments involved. Sent from my Verizon, Samsung Galaxy smartphone Get Outlook for Android 1wo,,,1'1IJon Bo V h C+)rTlplrwIII1,'' 1910.1 f d hY i':!YVfI °O/V � Ruyr11:on ,!Vch, I diM`dd l �d:�:.5 FdI shu l 10 bbfi �r� htt�.r:llwww.boyntanbeachcra.com America's Gateway to the Gulfstream Nu,)u huu ,IdvIm_d ii7 ,I IJC'611 has ) i,w : I:)iJhHc wccnd Ia'ly ,md AH lo my vy, hc, mko1a` cl 213 �n (lI,ck1slJ. 1I�II I d if ki,"iX pi` df ili,'io I r'v idti:ip mpu'rll+:: f o wl :Is. I I'l'ff,if �", �i �}I„If ^,' 181,E H d"ory�7"ep`Y"I�.dlllo` ISI+7f"1 f+BIbhc dlscklsJd From: Tony Pintsopoulos <tonyp(@subculturegroup.com> Sent: Saturday, September 10, 2022 1:59:05 PM To: Shutt, Thuy <ShuttT(c bbfl.us>, 'Anthony Barber' <mrabarber( me.com>, Tack, Timothy <TackT @bbfl.us> Subject: RE: City Commission Agenda for June 21, 2022 Hi Thuy, I think Anthonyjust provided it yesterday. I attached the email. Is there anything else missing? I have not spoken with Planning and Development, but maybe Anthony will. I have spoken with our insurance company and once we get the contract and more specifics, as you also mentioned, we can get a bond. Thanks Tony Pintsopoulos, CPA SubCulture Group, LLC 518 Clematis Street, Suite 3, West Palm Beach, FL 33401 Phone 954-689-6632 vw.sub-culture.org (,ameib� DADA ........ . SHAKER l uB ULtrURI m __ W From: Shutt, Thuy <ShuttTC@bbfl.us> Sent: Saturday, September 10, 2022 1:55 PM To: Tony Pintsopoulos <tonyp(@subculturegroup com>; 'Anthony Barber' <mrabarberna me.com>; Tack, Timothy <TackT @bbfl.us> Subject: Re: City Commission Agenda for June 21, 2022 Yes, we have been ready to sign and needed your team to completed highlighted info in the draft that was forwarded in July. As to the bond and insurance, these are specific to each job and depends on the who is on the job. We are willing to have a discussion about this if you want but we know this is more coordination than other container jobs, the City may have requirements for the prime contractor also. Have you spoken to Planning and Development staff? Sent from my Verizon, Samsung Galaxy smartphone Get Outlook for Android k oti ,D''nU)n Re,Oi`1A 214 I 4 Yo i"V;VI1 � I•,+ iii l"I'k rol p 4 r L V.ri4 ,N Tld°.,8 7V FdI ShkHtI 6DbbH tier!, http7 lwww.boyntonbeachcra.com America's Gateway to the Gulfstream F'l ':.I"Mo iii 'I(~ivn<+,lI Y: I `Y I Itir�+i,! ils r" i ) b � ,do -] �' J i ) I 1 o ; f`+�oll�ol' I, V4+ i i f I o i .VII IYN', ,`R I d eR'Yi�III h to I_IPI+"ic? I to it ch dtl_" `uhf i :!G Nw,v, 6'f"P'7 "SII f+-c+in�h)" kptl_"f _ (if o,'Ol.,H (I IWI,'fll c irlrrYll.dnl 1Uon lf1d:; ii"LII, bc, :,I.,li;:'occ� h) pubhCw:;il�o From: Tony Pintsopoulos <tonyp(ccDsubculturegroup.com> Sent: Saturday, September 10, 2022 12:11:46 AM To: Shutt, Thuy <ShuttT(@bbfl.us>; 'Anthony Barber' <mrabarber(@me.com> Subject: RE: City Commission Agenda for June 21, 2022 Thank you, but does that mean you will now sign the Purchase and Development Agreement? We came across the same issue when applying for the Bond. They were asking for a signed agreement. Also, the container proposal, attached, is a large portion of the cost and will be assembled offsite and not through any GC. We appreciate your efforts. Thanks Tony Pintsopoulos, CPA SubCulture Group, LLC 518 Clematis Street, Suite 3, West Palm Beach, FL 33401 Phone 954-689-6632 Www.sUlrculture.org (,amedb� DADA ........ . l a&Cu�trURIc� � W Ei From: Shutt, Thuy <ShuttTCo)bbfl.us> Sent: Friday, September 9, 2022 11:31 PM To: Anthony Barber <mrabarberC@me.com> Cc: Tony Pintsopoulos <tonypPsubculturegroup.com> 215 Subject: Re: City Commission Agenda for June 21, 2022 Ok. Will have staff make these changes since I am booked until after the CRA Board meeting on Tues. 9/13. It is good you are working on the bond but that may not be needed until you have pricing and/GC, right? A more accurate project cost may be obtained after you go through the City's site plan approval process (in case there are other City requirements). Thanks. Sent from my Verizon, Samsung Galaxy smartphone Get Outlook for Android I X cLwIDIi::rp.. M"',""110c I Bki% l h CinnrlaI?AdPII'Y,, Id)tI ^ coy 'YII1 r' (',, � BclyIIN:�rol I'(la'ldr Ici�qf:� d _7Ia M I esr)Lifl wl: hItp://www.boyntonbeachcra.com America's Gateway to the Gulfstream NoI) so Ind' !°c.,h'!�cd '::i"I "t I o�''ki 9 it 1s c.➢ I ro,dcl pI,IhC P`+'^`OTC 'Mi M Id I I co�If:, ' Irl mc, `R I r"R IIda N s7 lhIpf:I.: IR o" IW1 flco I c )UcifI 216 zz Cr 0 0 C.) z Lj 6 L 10 10 Q I rm-i r1po" W TOM N CI 04 h�P OL mik Q "Mm III im Liwl1. 0, I rm-i r1po" W TOM N ffieelfing: Minutes Community Redevelopment Agency Board Boynton Beach, Florida February 13i, 2023 f. Project. Update of the Purchase and Development Agreement with 306 NE 6th Avenue LLC for the CRA O�wned Property located at 21; 1 E . Oicean Avenue Chair Penserga left the dais at 8:35 RM. andreturned to the dais at 8,-37 RU Ms. Julia Chilipi, building architect, introduced other team members, and she asked for a, 9101 -day tixtiension for submittal on Apriil 5. Shie said the documents referenced are on, the dr�ive antf located in the s,igned documents folders, She noted this is the first requiest for an! extension for site plan submittal. Board Member Hayasked if the Staff have seen the documients, Ms. Shlutt confirmed that Staff has not seen the documents,, Mr. Anthonly Barber explaiinied why the project was delayed, He stated he was given the wroinig information; on whiat was needed to be submitted to thie City, Mr, Aaroni Taylor, planning consultant, said they are, happy to move forward but the first round of comments will tell them what they are dealing with. ill I III I Willill, Oil I I la Mr. Allen Hendricks stated he wanted to ensure all Board members he understood the site developmenit. 4oard Membier Kelley expressed hier coincern with all the extensions thiat are! taking place in, the '.�.ityi. She inquired when will the Board see -thie slite plan. Mr. Barber responded that they could be ready for March yet would be more comfortable with April' to bring the project to the City. Board Member Kelley commented that she will speak with Staff to un!derpt and'why there are so many delays. Chair Penserga opened Public Comments. No one coming forward Chair Penserga closed the Public Comimients, Board Member TUrkini moved to table ex�tension to the May mleeting, Board Member Hay seconded the motion. The motion passed unanirnously. 219 From: Anthony Barber To: Shutt. Thuy Subject: 211 E OCEAN AVE Date: Tuesday, April 25, 2023 6:30:18 PM Hello Thuy, Can you set cup a meeting with all department officials to determine if any concessions can be made regarding any potential concessions and requirements. At this point the email that I was copied on did not effectively answer all of our questions from Amanda Radigan. At this time because we are due to report, we would also request an extension at the next board meeting so that we can try and have the meeting before then. PS Please moving forward you do not have to include Mr Pinstopolous on any further correspondence as he has journeyed to be with pour heavenly Father in Heaven. - THank You Anthony Barber 220 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 9, 2023 Brian Hussey, BTH Development & Partners, introduced himself as one of the bidders. He said that they came out to offer further clarification and that the Post Office's interpretation was not fully understood. He explained the change to the site plan. He spoke about their proposed budget and changing market. Michael Weiner said that he only wanted to know whether they could speak to the Board Members individually following the meeting. He stated that both teams are facing the same set of problems. He commented that no one wants to see the Post Office go away but they need to deliver a message, and he believes they will continue to hit up against the Post Office barrier. Steven Grant joined virtually. He said that he uses the Post Office regularly as an attorney and the new site does not allow for distribution. He stated that a distribution site allows for better delivery. He recommended the CRA speak with the USPS again to see if they can afford another distribution site, to replace the site that they are trying to get rid of. Steve Miller joined virtually. He said that he works in the building north of the proposed location and it does not appear that the truck can back into the loading dock based on the design. He recommended a better location on 225 W. Boynton Beach Boulevard, which he believes is owned by the CRA. He also recommended a vacant lot across the street for a parking lot. He referenced drawings and photographs that he submitted. Chair Penserga closed public comments. Motion: Vice Chair Turkin moved to reject all bids. Board Member Hay seconded the motion. The motion passed unanimously. Vice Chair Turkin said since he was late, he wanted to disclose that he spoke to Mr. Anthony Barber regarding Item 13C. Additionally, he asked to add Homing Inn to Future Agenda, particularly how they can assist the project. Ms. Shutt explained the process for a request for assistance. She said that she can reach out to them to see what they need. Chair Penserga recommended to direct staff to reach out to Homing Inn for help. C. Project Update of the Purchase and Development Agreement with 306 NE 6th Avenue LLC for the CRA Owned Property located at 211 E. Ocean Avenue (TABLED 02/13/2023) Motion: Board Member Kelley moved to remove the item from the table. Board Member Hay 221 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 9, 2023 seconded the motion. The motion passed unanimously. Ms. Shutt introduced the item. She summarized the project timeline and latest approved site plan. She noted that the concept requires an additional review through the Community Design Appeals Process, which will trigger a Major Site Plan Modification application. Anthony Barber, owner Troy's Barbeque, provided an explanation about the timeline and next steps. He said that he made an agreement based on a Minor Site Plan Modification and not a Major Site Plan Modification. Ms. Shutt noted that for staff to fully review, they would need a complete application. Board Member Kelley asked Mr. Barber if he is still committed. Chair Penserga added that there is a partner to consider as well. Mr. Barber said that the partner is more financial and they are fully invested in the project, based on the previous agreement. He noted that there is approximately $100K difference between what they agreed on and what they may have to do. Ms. Shutt further explained next steps and additional financial commitment from Mr. Barber. She added that they cannot waive requirements as a CRA Board, and that Mr. Barber still must go through the process. Board Member Kelley asked if a Major Site Plan would impact their progress moving forward. Mr. Barber responded that it would not completely derail them, but may require some concessions. Board Member Hay said that they wanted to make sure it was a fair process, but they need to make sure they do everything according to the books. He asked staff about the $100K difference. Ms. Shutt said that she cannot speak directly to the specific amount since it is Mr. Barber's decision on who he hires, but documents submitted for review are still required. Board Member Hay said that Mr. Barber needs to fulfill the obligations to move forward. Mr. Barber said they have not been able to determine which direction to go, to date. He explained the difference in costs for Minor and Major Site Plan Modification applications. Vice Chair Turkin said that this concept has not been done in the City before and there is a learning curve. He stated that his position is to move forward with an extension. 222 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 9, 2023 WOWWWWWWWWWO Ms. Shutt recommended a 6 -month extension for the application. Public Comments: Chair Penserga opened public comments. No one came forth to speak. No virtual comments. Chair Penserga closed public comments. Motion: Vice Chair Turkin moved to provide an extension of 6 months and to amend the current Purchase and Development Agreement to adjust all other timelines with the 6 -month shift. Board Member Kelley seconded the motion. The motion passed unanimously. D. Project Update on the Bride of Christ Daycare Center at NE 10th Avenue Ms. Shutt introduced the item. She summarized the history of the project, and the deadline that was given to the church. She said that the Board gave a one-year extension last year, and they did not meet the deadline because they submitted for a different process. She said that the Board gave additional time to the applicant, and they were to report back to the Board today. She said that they are about 2 months behind on their project. She explained the timeline for approvals. Chair Penserga asked about a reasonable time deadline. Ms. Shutt responded at least until December. She explained the process and the delay in approvals. Joel Comerford, representative for the church, explained what the process is, and stated that it should be on the July 18th Planning & Development Meeting. Kyle Mayhew, Blue Horizon, stated that they have submitted the DART package before the deadline, and the timeline of their project. Mr. Comerford stated that they are still committed to the project and are asking for a continuation of their extension. Chair Penserga asked for clarification on the motion. Ms. Rossmell provided the options for a motion. Ms. Shutt explained the reversionary option, and the costs associated with it. Vice Chair Turkin stated that he is not going to deny an extension. There was discussion regarding the contract amendment and requesting a cap for the 0 223 Nicklien, Bonnie From: Sent: To: Subject: Attachments: �VI'dI...3gar II.UNp.eUback Utterback, Theresa Monday, May 15, 2023 9:49 AM Nicklien, Bonnie FW: 211 E. Ocean Ave Site Plan Application Re: 211 E. Ocean Avenue Minor Site Plan Modification Follow up; Magnuson House -211 E. Ocean Ave_E Ocean Ave Improvement Plan Budavnto n Beach d,d::drnrrdll„�u"N'V i Rd"irtlaloupd"U"'Ularu9 /Ngilab"ad:::Y 100 II'''&I :du'a d� Ilkd;a'v u..ttvrbao'.k bb11.ii, .�r::a hlttps://www.boyntonbeachcira.coirml America's Gateway to the Gulfstream ' ase be ad ,,iltls&!]'tha t II Ir�orkh) has abrii!),ad;V q..Nu"I II III :e �°:�°k: ds Ilan'w a:)n :III J corrr�naw�P� ndli�U of &:I':" me iiia r NII: H Irlin ill be subject to t1psr,..1d'.:...0 unr hinder,.,l1..11"1orndJa Ir"eaon]s IaTIAI, eII°'lnaaH m1dresses are Ipq..9bhc Irecor(]s � herefore, /our e m,;VIII atd:Wr e uruaulH :ao1 Vires rn a'�r 1:ar s ub.V ct to Ilp ubH : d11,r Nrrs url;. From: Radigan, Amanda <RadiganA@bbfl.us> Sent: Friday, May 12, 2023 10:01 AM To: mrabarber@me.com; atbarber@troysbbque.com Cc: Temple, Adam N. <TempleA@bbfl.us>; Tack, Timothy <TackT@bbfl.us>; Shutt, Thuy <ShuttT@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us>; Kim, Jae Eun <KimJ@bbfl.us> Subject: 211 E. Ocean Ave Site Plan Application Good morning Mr. Barber, My name is Amanda Radigan; I am the Planning & Zoning Director at the City of Boynton Beach. I listened to the CRA meeting on Tuesday night and wanted to reach out in case you have any questions. I spoke with Jae Eun Kim, the City's Principal Planner who has been handling your project. I've attached a couple of emails for your review. Jae Eun emailed your architect February 2, the day after your pre -application meeting, to confirm the required process the project. I also re -confirmed the process to the CRA on March 16. 1 apologize if you have not been getting the 224 information from the various parties involved. Ifyou have any questions please include meand Jae Eunonthe correspondence. I would like to make sure you have the information need to progress forward with your proposed project. Best regards, Amanda B. Radigan 11114anda Radi&:)n,A|iEP,LEED,6,P P|annin�&�Zoning De�e|opnnen�P|mnning��Zmning &imi|ing Address' FID, :Io*310 | Bo,�ntcnBeach'F|o�la 1:1425 PhVsica|14ddress�1O0 Ocean Aix, Beach'F|Ji-da 33435 �— 561-/42-5":1158 P|eose be a�i�sedthat F|qriio has bnoad pub|ic records |aVvand aU corpesponencetn mevia ennoi| nno�111( be subjectto �isdosupe.Und�rF|oManecondo|aw4ennai|addnessesare pub|icrecords.Therefore,y�ure-mai|connmun[cationand re-mai|acldnassnnay besubiecttmpubUc(�isc|osune. 225 Nicklien, Bonnie From: Kim, Jae Eun Sent: Thursday, February 02, 2023 9:08 AM To: Juliette L. Schiff Cc: Radigan, Amanda; Shutt, Thuy Subject: Magnuson House -211 E. Ocean Ave_E Ocean Ave Improvement Plan Attachments: COA 16-001 Staff Report.pdf, COA 16-001 Exhibits.pdf; COA 16-001 Approval Letter.doc; COA 16-001 Conditions of Approval.docx; Development Applications Process.pdf Good Morning Juliette, A Certificate of Appropriateness is required for any modifications to the Magnuson House. It would typically take two to three months once we receive the complete application, drawings, and documents. The Historic Resources Preservation Board (HRPB) is the decision body for the Certificate of Appropriateness. Based on the preliminary review of the conceptual plan, the project may require approval of a relief (Community Design Appeal). Therefore, the project is subject to review of a Major Site Plan Modification application, which can typically take four to six months. The application flow chart is attached to this email for reference. For further reviews of the City's Land Development Regulations including the application requirement and review process, please visit the City's online portal at Ihr t.p _-.Ihmg.p...gridiics„corn/us/flllbo rr on- Ibeach viewMode:::::ma enabledlLeftOve�rlla :::::showPUo eUtie.s follio:::::0843�d.S2.80300401.301#J.B 26.52!33 ..............................................................................p...............................................................................................y...............................................12................................................................................................................................................................................./..................................................../...... 80.061.5 .51 /:45) .......................................................................... Lastly, HRPB reviewed a similar proposal in 2016. Attached is the staff report and Conditions of Approval of the previous application for the House. Regards, F. Site Plan, Including Time Extension and Modifications. 1. General. a. Purpose and Intent. The purpose of this subsection is to set forth uniform procedures, well-defined application processes, and information to guide the review of site plan submittals. The applicant shall schedule a pre -application conference with staff and bring the proposed site plan. b. Applicability. New site plans are either `minor” or `major" based on criteria within this section. The following applications shall be considered `major"- (1) Site plans containing more than ten (10) new multi -family dwelling units; (2) Site plans for new non-residential structures over 15, 000 square feet; (3) Site plans requiring an application for Conditional Use; (4) Site plans requiring a relief application; and (5) Site plans for city -owned or operated facilities that causes a significant impact to abutting and adjacent properties, as determined by the Planning and Zoning Administrator. 226 Nicklien, Bonnie From: Shutt, Thuy Sent: Tuesday, March 28, 2023 3:29 PM To: Radigan, Amanda Cc: Tack, Timothy; Nicklien, Bonnie; Utterback, Theresa Subject: Re: 211 E. Ocean Avenue Minor Site Plan Modification Follow up So you are saying they will need a major SP approval because they are using a metal container structure. This is quite a departure from the pre -app. Where did the "p" come from? That was what threw me off. Sent from my Verizon, Samsung Galaxy smartphone Get Outlook for Android .............................................................................................. From: Radigan, Amanda <RadiganA@bbfl.us> Sent: Tuesday, March 28, 2023 8:18:50 AM To: Shutt, Thuy <ShuttT@bbfl.us> Cc: Tack, Timothy <TackT@bbfl.us>; Nicklien, Bonnie <NicklienB@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us> Subject: RE: 211 E. Ocean Avenue Minor Site Plan Modification Follow up Sure. See below. Best regards, Amanda B. Radigan Im------ dH ruuran da [d ,an A]CP II d_d:D )ldN l d.,,,,n N I':�u V r'ag I.:PuiiiedordYrlllie nt, "ul:rnrlrn81rig& '".r;',Bn11iing )v rulurui , AddricssII!!1 0, Ilio u a ,":U3 I �3cryiritizwn Il:3 :ch, I k,:rk1 n 33,1:!N'25 ::qrvsic!fl ntrddn ess ID 11 Ocean o'� rli do r I[�e a ch," I::IIc�uIt1a 3 3435 °cru n.. )",!1,12 115,1256 h h' d Il��,wu�..�'I,�„�uullA�i,d„t �� ",.� ��„ ” d.N.u: dar�l,�oaurrru dur `u� du aur,"r [g]- D Mi, U"l-i", I -F -Ii � [11!3ase Lw wI,viiu aJ that d!:d'I'3:kJa ha!r a brod (� i pludurk rer�tl'..vrds da iidv arid aH to m�::I iii,tua em ffl rnr 11111 be su bjeitl,:!w to durr::dr;r" uur� ^.u_uuudd r [:IorAa r'& mds leu"�Ar" !:MnaH "ri1:kire ses n::ure pubHc ,wra-W r e -maul o)rnrnuuu°ftatks rr and YOUr e-rn:u nrdru��ruuuwe subject tcpublic dscdoure . From: Shutt, Thuy <ShuttT@bbfl.us> Sent: Tuesday, March 28, 2023 6:16 AM To: Radigan, Amanda <RadiganA@bbfl.us> 227 Cc: Tack, Timothy <TackT@bbfl.us>; Nicklien, Bonnie <NicklienB@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us> Subject: Re: 211 E. Ocean Avenue Minor Site Plan Modification Follow up Hi Amanda, A few more questions for you: 1. If they are doing what is shown on pre -app, is this a minor site plan modification? Not sure if container concept can be treated the same way as other building types. I thought we were going to use this as a test case. Not sure if anything has changed since pre -app. If they are proposing metal structures then a CDPA is required as metal structures are not permitted by right. If a CDPA is required then the project will be processed as a 'major'. If they choose to use an approved building material then a CDPA would not be required and the project may be processed as a 'minor' (as long as other relief is not required). 4. What is a CDPA? Community Design Appeal (it's a relief application type) Thanks, Sent from my Verizon, Samsung Galaxy smartphone Get Outlook for Android .............................................................................................. hgrV ShUtt,, Ab Ali,, CmmR4 RA IDlll r^d:or Boynton Beach IE.cnnrruiuu,.uli.t: j Ag r.nii;:y Ip0 II..I, it ceall'n /lk'i�re. I BNr'N°ojnton B&::Kh 11=1orlltMa P'' , 561 d.i001 90 k3 Shpu9up@kr :Lu..s https://www.boyntonbeachcra.com America's Gateway to the Gulfstream be acl�lNnrea��:� :haat II I�orMae h,:!ls a hndw,u,.ad� .Vp.,uu"rlwr nd :;��':�rN�li°:; Ilau'k�ur and ¢i ��ric &' ) m �Ja�n : nu��'� g a .r�n d.�.NNntw,"";�w NdNrnn,u^ i � m i . � � �n8 Ilr na.n ip� rq!!!" awtl & r d;,d�:;�., to dtl",4:IID urd:".II,..,Illgld e I: ork a I11'(",LdwPN"tlJS laWI Na er'n aflW addIl it "m"mc!I"gym all e au h.` II"eo�: ndM. I herefore, hy(cI it c tl;Ian,nrgnunllc ardtBon and hr"R,w'ur c-rkarlll adald rN'ss Ilrna.ln°'iv be lwOwnLBletl t b) l;yq•nl""IIID"" Pw;lllsch'Psurc, From: Radigan, Amanda <IfpigrolIk.V.ous> Sent: Monday, March 27, 2023 8:00:27 AM To: Shutt, Thuy <Shptt ...@_bbfll.us> Cc: Tack, Timothy <j k1 @ I ffl. us>; Nicldien, Bonnie <IJi kl�e_m13... I�I�fl.uus>; Utterback, Theresa <iJtt irlbaq.k...... bbf1.us> ... _.. ........ ....................................... Subject: RE: 211 E. Ocean Avenue Minor Site Plan Modification Follow up 228 Good morning Thuy& Team, Please see my responses below. Let me know if further discussion is needed. Best regards, Amanda B. Radigan �r anda Radgan,A|EP, LEEQ,4P Dinecti:n, P|anning oning D�/e|opnnen� P|anning 84Zoning ��aiUn8Aiddress� PC' Bcox 3 W | Bc�nt,I�,,n Beach, 334�25 � 5G 7 !1 !!1-G2 5 6 b�!),,,nton-Leach,org/ P|eose be a�i�sedthat F|priio has brmad pub|ic re�zurds |aVvanJ aU cnrpespondenueto mevia enn�::i| moi( be subiecttm �isdosure.UnderF|or��are��ndo|am4ennai|a��nessesarepu�|icreconds.Therefore,y�ure-mai|cmnnmun[cationand 9oure-mai| acdness may be subjecttm pubHccisc|osure. From: Shutt, Thuy Sent: Thursday, March 16'20223:11PM To: Radigan, Amanda Cc: Tack, Tlmuthy Nick|ien, Bonnie UtterbackTheresa Subject: 211 E. Ocean Avenue Minor Site Plan Modification Follow up Just aquick follow upper our meeting this morning. We met with Anthony Barber and Rodney Mayo (306 NE 6 th Avenue LLC) yesterday on the project to go over the timeline and action items their team will need to be able to report back to the CRA Board at the May 8 th CRA meeting. Anthony indicated that their consultant has a different understanding of the requirements for the zoning approvals than what was discussed at our previous pre -application meetings. He indicated that they would need a major site plan modification with alarge checklist ofdocuments tobesubmitted. Please confirm and provide the following so we can forward this information to their team (and monitor their progress for compliance with the PDA or Board directions): A minor site plan modification application will be required to be submitted for the container restaurant use vs major site plan approval for a "relief app|icatinn"—|fthey are keeping the historic structure, this would be minor? A Relief Application (Community Design Appeal) would be needed for any portions of the applicable Chapter regulations that are not (or cannot) be met. This would befor standards like using metal buildings, not meeting the build toline, and/or not meeting any architectural standard. Arelief application requires this project beprocessed as"majVr". 229 Please clarify relief application vs. historic designation removal (is this one in the same?) This is not the same. The request to removal the Historic Designation will require this project go to the HRP Board. This will simply add a step in the approval process. A certificate of appropriateness or removal of the historical designation application may be submitted and reviewed concurrently with the minor site plan modifications as indicated by both Mike Rumpf in the CRA minutes and Jae's email on 2/2/23 yes. This request can go concurrently or ahead of the site plan. 4. A checklist of what would be required for this application. Specifically, there were items (e.g. traffic report, etc.) on the published checklist with a bullet that showed the documents "may' be required. This could make a difference with the consultants' fees. No SCAD Approval is needed Sound analysis and visual impact analysis can be responded to via a narrative reviewing how each is addressed in the site plan A Historic Preservation Statement will be required. A CDPA would also require a justification statement addressing the review criteria. R qrrm,ed '1/ h4ay W a ReqMrfx'I: -* "Ir Soe Phan m bE.m mj prmp ,para then rr rtraON Pan may not be requ.nmr;d i::a:imsr. hent c m mri ,ent from al, raftdaky pr'o'lehters, are rer1twrml m:CrkaMoir.]Ny, an r.aar'at..rm hlp and Erarrrrrabraance Rema mmt is reNjuried for ragh9, otr..w ay a r 5. An estimated timeline for site plan approval/historic designation removal/cert. of appropriateness and the next couple of dates for DART application submission. The process can take from 3-6 months and would include DART, NRPB, R&D, Commission, For this scale of a project I would estimate 3-4 months, depending on the quality of the submittal and how quickly the applicant can turn around comments. The first Wednesday of every month are the DART deadlines, however we accept applications at all times This information would help us make recommendations to the Board. Thank you. I ha.u,mr Shiutt,, AIA,„ FR ,...[„° 230 My= BKwh Coninalunit,,r 300 E, Ocewn Ame, I Boynbon BeacM Makda 33435 k, 561 6M) NN8 Ij ShutMPMA'Lus https.//www.boyntoribeachcra.conm F -I - America's Gateway to the Gulfstream Phwe be achAsed that Fhhda has a Road piubhc mc:orkl!�, an�J :�ffl corre4xnWetwe to nw Wa enmH may be suboct ui �,Jisc�osure,',Jnder FloHda reoxds WIN, emaH addrews am puW& records, � herek�ide,,Itcbur e-rnaH comnvun�c��a�on and IIIII(MAII, lo-rnafll addnns niwV be subpct to pubHc Mhsum, 231 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 OLD BUSINESS AGENDA ITEM 13.13 SUBJECT: Quarterly Progress Report from BB QOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) SUMMARY: On June 7, 2022, the CRA Board approved a Purchase and Development Agreement (PDA), the Tax Increment Revenue Funding Agreement (TIRFA), and the Parking Lease Agreement with BB QOZ, LLC (aka Affiliated Development, LLC) for the 115 N. Federal Highway Mixed Use Project (aka The Pierce, see Attachments 1 -III). Paragraph 21.9 of the PDA requires a written report every three months by BB QOZ, LLC. BB QOZ, LLC's attendance is not required to present the report to the Board unless requested by the Board. Additionally, Paragraph 3.2.4 of the TIRFA requires an update of the project's financing. Attachment IV contains the report and financing update. The report indicated that the project received site plan approval from the City's Planning & Development Board on February 6, 2023, received City Commission site plan approval on February 21, 2023, for the first hearing, and final approval with conditions on March 9, 2023. BB QOZ, LLC indicated in their report that they were working on documents in preparation for building permit application, but had to stop due to the pending litigation challenging the abandonments (which include a portion of the north alley, the entire south alley, and NE 1st Ave, see Attachments V -VI). The project's quarterly report was due on June 8, 2023, and the annual report including documents for the in-person presentation was due on July 8, 2023. Since both dates are after the Board packet publication deadlines for their respective monthly Board meetings, BB QOZ, LLC will be presenting the contents of both reports in-person on August 8, 2023. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required unless otherwise determined by the Board. ATTACHMENTS: Description 232 • Attachment I - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) Purchase and Development Agreement • Attachment II - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) TIRFA • Attachment III - Executed 115 N. Federal Highway (aka The Pierce) Parking Lease Agreement • Attachment IV - The Pierce Quarterly Report - June 2023 • Attachment V - Case Number 502023CA009318XXXXMB (209 N. Federal, LLC vs. City of Boynton Beach) • Attachment VI - Case Number 502023CA010518XXXXMB (BBQOZ vs. 209 N. Federal LLC) 233 I RESOLUTION NO. R22 - 088 3 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, 4 APPROVING AND AUTHORIZING THE BOYNTON BEACH 5 COMMUNITY REDEVELOPMENT AGENCY TO ENTER INTO 4, 6 PURCHASE AND DEVELOPMENT AGREEMENT WITH SO QOZ, 7 LLC (AFFILIATED DEVELOPMENT, LLC), FOR THE 8 DEVELOPMENT OF THE 11 S NORTH FEDERAL HIGHWAY INFILL 9 MD(ED USE PROJECT FOR A PURCHASE PRICE LESS THAN FAIR 10 MARKET VALUE; AND PROVIDING AN EFFECTIVE DATE. 12 WHEREAS, On lune 7, 2022 the Boynton Beach Community Redevelopment Agency 13 Board approved the purchase and development agreement, the tax increment revenue 14 funding agreement RFA), and the parking lease agreement between the Boynton Beach 15 Community edevelopment Agency and Affiliated Development, LLC for the 115 North 16 Federal Highway infill mixed use redevelopment project; and 17 WHEREAS, the contemplated purchase price is below fair market vale and therefore 18 it is necessary for the CRA to seek approval from the City Commission prior to execration of 19 the Purchase and Development Agreement; and 20 WHEREAS, the City Commission of the City of Boynton Ruch, Florida, upon the 21 recommendation of staff, deers it to be in the lest interests of the City residents to approve 22 and authorize the Boynton Beach Community Redevelopment Agency to enter into a 23 Purchase and Development agreement with BB CM Z, LLC (Affiliated Development, L C) for 24 the development of the 115 North Federal highway infill mixed use project for a purchase 25 pricelass than fair market value. 26 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSIONF THE CITY OF 27 BOYNTON BEACH, FLORIDA, THAT: 2 on 1., The foregoing "WHEREAS"' clauses are true and correct and hereby 29 ratified and confirmed by the City Commission 30 SegC1Qr!.. ,t" That the City Commission of the City of Baynton Beach does hereby 31 approve r the Boynton Beach Redevelopment Agency to enter into: 0 SNCA\RESO\Approval Of CRA Sale At Less Than FMV (115 N Federal Highway) m Reso.Docx 234 32 Purchase and Development agreement with BB QOZ, LLC (Affiliated Development, LLQ for 33 the development of the 115 North Federal Highway infill mixed use project for a purchase 34 price less than fair market value. 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 ATTES 54 /',, 55 56 57 Mayle 58 city C 59 60 $Sgjon 3. That this Resolution will become effective immediately upon passage. PASSED AND ADOPTED this day of 2022. CITY OF BOYNTON BEACH, FLORIDA Jes6s, 61 (Corporate Seal) 62 Mayor — Ty Penserga Vice Mayor — Angela Cruz Commissioner —Woodrow L Hay Commissioner — Thomas Turkin Commissioner — Aimee Kelley VOTE 2 S-\CA\RESO\Approval Of CRA Sale At Less Than FMV [11S N Federal Highway) - Reso.Docx YES NO 235 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes, with a business address of 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, (hereinafter "SELLER") and BB QOZ, LLC, a Florida Limited Liability Company with a business address of 613 NW 3rd Ave., Ste 104, Fort Lauderdale, Florida 33311 (hereinafter "PURCHASER"). SELLER & PURCHASER may be referred to herein individually as "Party" and collectively as the "Parties." In consideration of the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree as follows: 1. PURCHASE AND SALE PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A" attached hereto (hereinafter the "Property"), which is hereby incorporated herein. The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effectuated in order to reduce slum and blight and to enable the construction of a mixed-use, transit -oriented development containing a mixed -income workforce housing recital apartment building with a minimum of 236 rental units available to various affordability ranges as set forth in the Tax Increment Revenue Funding Agreement attached here to as Exhibit "B" ("TIRFA") a minimum of 16,800 square feet of commercial space (e.g.. restaurant, retail, and office), and 150 public parking spaces (as more fully described in the TIRFA), and providing public pedestrian connectivity within the Property, consistent with the proposal submitted by PURCHASER (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by this reference (the "Project"). The Project may be revised by PURCHASER from time to time pursuant to the terms of the TIRFA. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be ONE HUNDRED AND 00/100 DOLLARS ($100.00) to be paid in full at Closing. SELLER has complied with Section 163.380, Florida Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. A Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) (the "Deposit") shall be delivered to Lewis, Longman & Walker, P.A. ("Escrow Agent") within five (5) business days of the Effective Date. The Deposit shall be nonrefundable to PURCHASER after the expiration of the Feasibility Period, unless otherwise provided herein and shall be credited against PURCHASER'S costs at closing. 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the Parties has signed this Agreement. 01671768-3 L 5. Intentional) Deleted 6. CLOSING DATE. The purchase and sale transaction contemplated herein shall close within thirty-six (36) months after PURCHASER's receipt of the Land Use Approvals unless extended by other provisions of this Agreement or by written agreement, signed by both parties. Notwithstanding the foregoing, the PURCHASER shall have the right to extend the Closing Date by up to twelve (12) months subject to the prior written approval of SELLER, which written approval shall not be unreasonably withheld, conditioned, or delayed provided that PURCHASER is exercising good faith and due diligence to achieve the Closing and further provided that PURCHASER delivers notice of its election to exercise such extension at least thirty (30) days prior to the then -Closing Date. Unless earlier terminated pursuant to the terms of this Agreement, this Agreement shall automatically terminate should PURCHASER fail to close pursuant to this Section. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. SELLER acknowledges that PURCHASER may, after Closing, pursue a unity of title with respect to the Project and/or certain parcel splits with respect to the Project. SELLER shall reasonably cooperate with PURCHASER, at no cost to SELLER, in order to coordinate and accommodate PURCHASER's pre-closing and post -closing work in connection with the foregoing sentence. 8. INVESTIGATION OF THE PROPERTY. For a period until sixty (60) days from the Effective Date ("Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, contractors, surveyors, engineers, architects, attorneys and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of Governmental Authorities regarding the Property and to enter upon the Property, at anytime and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to terminate this Agreement, in which event the Deposit shall be promptly refunded to PURCHASER. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) repair and restore any damage caused to the Property by PURCHASER'S testing and investigation; and (ii) release to SELLER, at no cost, all non-proprietary and non -confidential reports and other work generated as a result of the PURCHASER'S testing and investigation. PURCHASER shall have the 01671768-3 2 237 right to access the Property, at any time and from time to time with at least two (2) days notice to SELLER and so long as said access does not result in a business interruption, from the time period commencing at the end of the Feasibility Period and continuing until Closing. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation or access of the Property; provided, however, the foregoing indemnification obligations of PURCHASER shall not apply to (i) any damages arising from the negligence or misconduct of SELLER, its agents, employees or representatives, or (ii) any conditions or defects existing on, in or under the Property or arising out of the mere discovery of such conditions or defects on, in, under or within the Property. PURCHASER'S obligations under this Section shall survive Closing and the termination of this Agreement for a period of one (1) yea r. 8.1 SELLER's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10) days of the Effective Date of this Agreement: any existing title policies, surveys, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property, and any other documents reasonably requested by PURCHASER. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (the "Closing Agent") shall obtain, at the SELLER'S expense, from Old Republic National Title Insurance Company (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of $5,500,000.00 subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER'S Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER'S Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER'S Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of (i) extending the Cure Period for one additional thirty (30) day period at no cost to PURCHASER, or (ii) accepting the Title to the Property as of the time of Closing or (iii) canceling and terminating this Agreement, in which 01671768-3 3 238 case, the Deposit shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Notwithstanding anything to the contrary in this Agreement, SELLER shall be obligated, at Closing, to cause the Title Company to remove (by waiver or endorsement) the following (collectively, the "Required Cure Items"), whether or not PURCHASER objects to such items in PURCHASER's Title Objections: any (a) mortgage or deed of trust granted by SELLER affecting the Property; (b) mechanic's lien with respect to work contracted for by SELLER at the Property; (c) liens securing the payment of taxes and assessments; and (d) other liens encumbering the Property (including judgments, federal, state and municipal tax liens). Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue one updated Title Commitment ("Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items have an adverse effect on the Property or the Project, in PURCHASER's sole and absolute discretion, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 8.3 Surve Review. PURCHASER, at PURCHASER'S expense, may obtain an ALTA survey (the "Survey") of the Property. If the Survey discloses any matters that are unacceptable to PURCHASER, in PURCHASER's sole and absolute discretion, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 9.1 Marketable Title. SELLER delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASER, all as more specifically set forth herein. 9.2 Re resentations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.3 Pending Proceedln s. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property or the SELLER, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER at PURCHASER's sole and absolute discretion. 9.4 Com fiance with Laws and Re ulatians. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, 01671768-3 4 239 requirements, licenses, permits and authorizations as of the date of Closing. 9.5 Land Use Approvals. PURCHASER obtaining all required site plan, zoning and platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property (the "Land Use Approvals"). SELLER authorizes the PURCHASER to apply for and obtain the necessary Land Use Approvals and agrees to cooperate in any such applications and the approval process and to execute without delay any and all required documentation necessary to make application for Land Use Approvals for the Project. 9.6 Occupancy. The Property shall be conveyed to PURCHASER at Closing subject only to the Leases (hereinafter defined) and any additional leases entered into with PURCHASER's consent pursuant to Section 23.13, 9.7 Estoppels. SELLER shall have delivered an estoppel certificate from each of the tenants under the Leases, dated not more than thirty (30) days prior to the Closing Date, in the form attached hereto as Exhibit "C" Schedule 9.7, which shall be delivered to PURCHASER at least five (5) days prior to the Closing Date. 9.8 Service Contracts. At Closing, SELLER shall terminate all service and management contracts relating to the Property at SELLER's sole cost and expense, unless PURCHASER elects to assume any of such contracts, in PURCHASER's sole and absolute discretion. 9.9 Permits and Code Violations. SELLER shall have closed out all open or expired permits and cured any code violations applicable to the Property prior to the Closing Date. For the avoidance of doubt, any legal, non -conforming use, structure, or site condition approved by the City of Boynton Beach shall not be deemed to be code violation. If any condition precedent set forth in the foregoing Section 9 hereof is not satisfied as of the Closing Date (or within the time frame specifically set forth in such clause), and PURCHASER elects, in PURCHASER's sole and absolute discretion, not to waive such condition precedent, then PURCHASER shall have the right to terminate this Agreement by written notice to SELLER, in which event the Deposit shall be returned to PURCHASER and this Agreement shall be null and void and neither party shall have any further rights or obligations under this Agreement except those which expressly survive termination. SELLER shall use good faith efforts to satisfy the Conditions to Closing that are within the control of SELLER. 10. CLOSING DOCUMENTS. The SELLER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 10.1 Deed and Authorizin Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed"), meeting all requirements of this Agreement, conveying to PURCHASER valid, 01671768-3 5 240 good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the Title Company may require. 10.2 SELLER's Affidavits. SELLER shall furnish to Title Company and the PURCHASER an owner's affidavit acceptable to the Title Company attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non - for' . n affidavit with res*,ect to the Pro�cer%r. In the ev_41f0.EUnWW�,%"IM*J #Z IM41tv", referenced above, the same shall be deemed an uncured Title Objection. 10.3 glosing Statement. A closing statement setting forth the Purchase Price, all credits adjustments and rorations between PURCHASER and SELLE_ I execute and deliver at Closing. I. Corrective Documents. Documentation required to clear title to the ",roperty of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 An Assignment and Assumption of Leases, Security Deposits and Service Contracts in the form attached hereto as Exhibit "D" Schedule 10.5. 10.6 ALLn& .gown Certificate. A "bring -down" certificate executed by SELLER Date, in the form attached hereto as Exhibit "E" Schedule 10.6. 10.7 Leases and Service Contracts. Originals, or, if unavailable, copies, of the Leases (together with all tenant files, tenant ledgers and records) and assigned and assumed Service Contracts then in effect at the Property. 10.8 Miscellaneous. Any keys, access cards, combinations and pass codes to any locks and security systems on the Property over which SELLER has control shall be left by SELLER at the Property upon Closing. All correspondence and documents in SELLER's possession or control relating to the Leases and the operation of the Property shall be left by SELLER at the Property upon Closing; 10.9 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. 01671768-3 6 241 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 Prorations. Taxes and assessments, if any, for the Property shall be prorated as of the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds $1,000.00. 11.2 Proration of Rents. The rent payable by tenants under the Leases shall be prorated as of the day before Closing; provided, however, that rent and all other sums which are due and payable to SELLER by any tenant but uncollected as of the Closing (collectively, the "Delinquent Amounts") shall not be adjusted. At Closing, SELLER shall deliver to PURCHASER a schedule of all such Delinquent Amounts. Any Delinquent Amounts received by SELLER after Closing that are attributable to the period after the Closing Date shall be promptly paid over to PURCHASER. 11.3 Proration of Utilities. Water, electric, and all other utility and fuel charges shall be prorated as of the day before Closing (to the extent possible, utility prorations will be handled by meter readings on the day immediately preceding the Closing Date). 11.4 Pre aid Rents and Securit De osits. At Closing, SELLER shall credit to PURCHASER the amount of any unapplied security deposits or prepaid rents under the Leases. 11.5 Closing Costs. SELLER shall pay for the documentary stamps on the Deed, the cost of the Owner's Policy of Title Insurance, the cost of satisfying any liens which SELLER is obligated to satisfy, the cost of recording the Deed and any cost associated with curing title. PURCHASER shall pay for all endorsements to the Owner's Policy of Title Insurance (including, without limitation, premiums for any loan policy or endorsements thereto required by PURCHASER's lender for the construction or development of the Project (the "Lender"), if any), and the cost of any documentary stamp or intangible tax in connection with PURCHASER's financing. Each party shall be responsible for their respective attorneys' fees. 11.6 Closing Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 01671768-3 7 242 11.7 ExistingMort a es and Other Liens, At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 12.3 Litigation. There are no actions, suits, proceedings or investigations pending or threatened against SELLER or the Property affecting any portion of the Property, including but not limited to condemnation actions. 12.4 Parties in Possession. Except for the Tenants listed on the rent roll attached hereto as Exhibit "F", there are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.5 Acts Affectin Pro ert . Except as required by law or as necessary to address Tenant needs, from and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date) and (c) committing any waste or nuisance upon the Property. 12.6 Leases. SELLER has delivered to PURCHASER true, correct and complete copies of all the Leases. To SELLER's knowledge: (i) each Lease is in full force and effect; (ii) neither landlord nor tenant are in default under the Leases and no event has occurred or failed to occur which, with the passage of time or giving of notice or both, would constitute a default under any such Lease; (iii) no tenant has paid any rent for more than one month in advance and (iv) no tenant is entitled to any free rent, abatement of rent or similar concession. 01671768-3 8 243 12.7 Violations. The Property is not in violation of any building, fire or health code or any other statute, law, ordinance or code applicable to the Property. There are no: (i) existing or pending improvement liens affecting the Property; (ii) existing, pending or threatened zoning, building or other moratoria, downzoning petitions, proceedings, restrictive allocations or similar matters that could have a material adverse effect on the use and value of the Property. 12.8 Employees. There are no employees of SELLER employed in connection with the Property whom PURCHASER would be obligated to retain or compensate after the Closing Date. 13. DEFAULT. 13.1 PURCHASER'S Default. In the event that this transaction fails to close due to a wrongful refusal to close or a material default on the part of PURCHASER, SELLER shall be entitled to retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through or under PURCHASER. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein or is otherwise default under this Agreement, which default has not been cured as provided for herein, PURCHASER may, at its option (i) declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit, and thereafter neither party shall have any further rights hereunder, (ii) seek specific performance of this Agreement; or (iii) waive SELLER's default and proceed to Closing. 13.3 Notice of Default. Prior to declaring a default and exercising the remedies described herein, the non -defaulting Party shall issue a notice of default to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have thirty (30) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described herein. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: 01671768-3 9 244 If to SELLER: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave, Suite 1100 West Palm Beach, Florida 33401 If to PURCHASER: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 31d Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Kapp Morrison LLP Attention: Lance M. Aker, Esq. 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 15. BINDING OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, in PURCHASER's sole and absolute discretion. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER, provided that the City of Boynton Beach acknowledges in the document assigning this Agreement that it shall be obligated to close the transaction contemplated herein and comply with apply with all Sections of this Agreement as if the City of Boynton Beach were the original party to this Agreement. This Agreement may be assigned, without the prior written consent of SELLER, by PURCHASER to an entity that is managed by PURCHASER's key principals, Jeff Burns and Nicholas Rojo, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein and comply with all Sections of this Agreement as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unrelated party shall be subject to the written approval of SELLER. Notwithstanding the foregoing, in the event PURCHASER's Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to such Lender upon receipt by the SELLER of written notice by such Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the PURCHASER under this Agreement. The notice must be received within ninety (90) days of such Lender taking possession of or becoming the record owner of the Property, 01671768-3 10 245 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the parties shall have no further obligations under this agreement, except as specifically provided herein, or PURCHASER may accept the Property without any reduction in the value of the Property. In the Authority which shall relate to the proposed taking of any portion of the Property by eminent domain r)rior to Closi-ta. or i -i t�,e evpw+-g�i � -21 -- ... 11NIUM41901M 0 P701111111ILim W1.11 =0101H] "wilifela t.41 1W-r1VA-. 2 t Z WkN notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the parties hereto shall proceed to Closing and SELLER shall assign all of its rig 2X such taking to PURCHASER. 17. BROKER FEES '. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold harmless the other Parto from a jlainst m�TAnwr*0t19F-*-, W*m&-f;k, damages, costs or expenses (including, without limitation, attorneys fees) of any kind or character arisin5, out of or �-jt to have been made by either Party or on its behalf with any broker or finder in connection with this Agreement. Notwithstanding the foregoing, SELLER'S indemnification obligations shall not exceed the amount of the statutory limits provided within Section 768.28, Florida Statutes, and SELLER does not otherwise waive its sovereign immunity rights. The provisions of this Section shall survive Closing or termination of this Agreement. 18. ENVIRONMENTAL CONDITIONS. To the best of SELLER'S knowledge, the Property laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, ?pplicable zoning and environmental laws and regulations. 19. EXISTING OBLIGATIONS. PURCHASER shall assume the rights and make best efforts to perform all obligations of the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY described in Section 21 of the Purchase and Sale Agreement between the SELLER and 500 Ocean Properties, LLC, attached hereto as Exhibit "G." 01671768-3 11 IM 20.1. At Closing, the following leases, to the extent such leases remain in effect, shall be assigned in their entirety to PURCHASER (the "Leases"): • Freddie Brinley - 517 % E. Ocean Avenue, Apt. 5 • Harvey E. Oyer, Jr., Inc. d/b/a Oyer Macoviak and Associates - 511 E. Ocean Avenue • Cafe Barista, Inc. d/b/a Hurricane Alley - 527, 529 & 531 E. Ocean Avenue • Florida Technical Consultants, LLC - 533 E. Ocean Avenue, Suites 2 & 3 20.2. PURCHASER acknowledges that a current tenant of the Property is Hurricane Alley ("HA Tenant"). PURCHASER shall use reasonable efforts to relocate HA Tenant to the Project and shall use reasonable efforts to work with HA Tenant to phase construction activities of the Project in order to minimize, to the extent practicable, the timeframe between demolition of the HA Tenant's current premises and construction and delivery of HA Tenant's new premises within the Project. 21. DEVELOPMENT DEADLINES. The following events must occur and be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Deadlines"). At all times after the Effective Date, SELLER shall cooperate with PURCHASER using good faith and due diligence to facilitate and expedite PURCHASER's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. PURCHASER's obligations under this Section shall survive Closing. 01671768-3 21.1 Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of PURCHASER to comply with the requirements of this Section. PURCHASER may extend the deadline for submission of application to the City far site plan approval by no more than sixty (60) days, subject to prior, written approval of the SELLER at SELLER's sole and reasonable discretion. 21.2 PURCHASER shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. Notwithstanding the provisions of Section 13.3, PURCHASER shall have sixty (60) days to cure after receipt of notice of default of this Section 21.2. 12 247 01671768-3 21.3 PURCHASER shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formai site plan approval from the City. 21.4 PURCHASER shall provide SELLER with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon SELLER's request therefor. No later than Closing, PURCHASER shall provide adequate proof of Financial Closing (defined below), including verifiable binding documentation, to the SELLER. 21.5 Commencement of Construction shall occur within two (2) years of the Closing Date pursuant to the terms of this Agreement. Notwithstanding anything to the contrary herein, PURCHASER may extend the deadline for Commencement of Construction by one (1) period of twelve (12) months, subject to receipt of written approval from SELLER, which approval shall not be unreasonably withheld, conditioned or delayed provided PURCHASER is using good faith efforts and due diligence to achieve Commencement of Construction. "Commencement of Construction " mean the date when both of the following have occurred: (i) PURCHASER has provided adequate proof of a financial closing, and (ii) PURCHASER has actually begun construction activities, including demolition, site clearing, excavation, and/or utility relocation consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. For purposes of this Agreement, a "Financial Closing" means the date on which all financial agreements and loan documents for the financing of the Project through completion have been executed and all required conditions contained in such financial agreements and loan documents for the commencement of funding have been satisfied, as determined by the Lender and PURCHASER. 21.6 PURCHASER shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 21.7 Completion of Construction, defined as receiving a temporary certificate of occupancy, within thirty-six (36) months of Commencement of Construction; provided, however, PURCHASER shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the SELLER, which approval shall not be unreasonably withheld, conditioned or delayed, provided PURCHASER is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, PURCHASER shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. PURCHASER shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 21.8 PURCHASER shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 13 248 21.9 PURCHASER, upon thirty (30) days prior notice from SELLER, shall make a presentation to SELLER at a regularly scheduled meeting of the SELLER's Board meetings, or at such other meeting as the parties may agree, no less than annually, beginning at one (1) year after the Effective Date and ceasing after the presentation following Completion of Construction. In addition, PURCHASER shall provide a written report once every three months, which shall be presented to the SELLER's Board (with or without PURCHASER'S participation) at the next regularly scheduled public meeting. Such presentation and written reports shall include photographs and an update on the progress of obtaining Land Use Approvals, status of construction, compliance with any deadlines, terms, and provisions of this Agreement, and such other information reasonably requested by the SELLER to determine compliance with this Agreement. PURCHASER agrees to promptly reply to any inquiries of the SELLER's Board concerning the progress of the Project. 22. IntentionalIv Deleted. 22.1 Reverter Clause. The Special Warranty Deed shall contain a reverter clause (the "Reverter Clause") that shall run with the Property from the Closing Date until Completion of Construction, at which point the Reverter Clause shall automatically terminate. SELLER shall have the right to exercise its right of reverter if construction does not occur pursuant to the deadlines set forth in Sections 21.3, 21.5, and 21.7 hereof, including all subsections thereto. Notwithstanding the provisions of Section 13.3, in the event SELLER expresses intent to exercise the right of reverter based on PURCHASER's default for failure to comply with the provisions of Section 21.3, SELLER shall first notify PURCHASER of SELLER'S intent to exercise the right of reverter, and SELLER shall have sixty (60) days from delivery of the notice during which to cure the default and provide evidence of same to SELLER. In the event the SELLER exercises its right of reverter, SELLER shall pay to PURCHASER; (i) the Purchase Price of the property as set forth in Section 2 of this Agreement; and (ii) the amount of all verifiable out-of-pocket predevelopment and development costs incurred by PURCHASER between the first Land Use Approval and the time of default in connection with the Project, which shall be evidenced by bank statements, invoices and other documentation reasonably requested by SELLER, to the extent that the costs associated with those improvements have not been recaptured by the PURCHASER. To carry out the terms of this Section, PURCHASER shall execute a reverter agreement in the form set forth on Exhibit "H." In the event PURCHASER enters into a loan with a Lender, the SELLER shall enter into a subordination agreement to subordinate the Reverter Agreement and the rights of reverter in this Agreement to the lien(s) and security interest(s) of Lender in a form and substance satisfactory to such Lender and determined to be satisfactory by the SELLER, which determination shall not be unreasonably withheld. Upon the Completion of Construction, the SELLER agrees to promptly issue a recordable letter acknowledging the release of the reverter rights described herein. On or prior to Closing, PURCHASER shall execute an assignment of proceeds to the benefit of the SELLER (the "Assignment of Proceeds"), which Assignment of Proceeds shall provide that if PURCHASER does not achieve Completion of Construction and Lender forecloses on the Project, then PURCHASER shall assign to SELLER the proceeds it receives 01671768-3 14 249 from Lender up to an amount equal to the greater of the fair market value of the land value of the Property only (i.e. determined as if the Property was unimproved) as of the date of the foreclosure and the fair market value of the land as of the Effective Date. If the SELLER and PURCHASER cannot agree upon the fair market value as of either or both dates described above (either of which may be referred to as a "Fair Market Value" in this Section), each of SELLER and PURCHASER shall hire an MAI -certified appraiser with a minimum of ten (10) years' experience appraising vacant land in the Boynton Beach, Florida area (an "Independent Appraiser"). Each Independent Appraiser shall submit its determination of the Fair Market Value within sixty (60) days after being engaged by SELLER and PURCHASER. If the Fair Market Values of the two Independent Appraisers are within five percent (5%) of the same value, then the average of the values shown on the two appraisals shall be determinative as the Fair Market Value. If the two appraisals are not within five percent (5%) of the same value, then the two Independent Appraisers shall select a third Independent Appraiser which shall be instructed to determine the Fair Market Value; provided, that the third Independent Appraiser shall also be directed to determine a Fair Market Value that shall not be greater than the higher nor less than the lower of the Fair Market Values determined by the first two Independent Appraisers. Within fifteen (15) days after its appointment, the third Independent Appraiser shall submit its determination of the Fair Market Value, and such Fair Market Value shall be determinative. The Assignment of Proceeds shall automatically terminate as of the Completion of Construction. 23. MISCELLANEOUS. 23.1 General. This Agreement, and any amendment hereto, may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by Parties. This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit in and for Palm Beach County, Florida, or, should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District Court of Florida. 23.2 Com utation of Time. Any reference herein to time periods which are not measured in business days and which are less than six (6) days, shall exclude Saturdays, Sundays and legal holidays in the computation thereof. Any time period provided for in this Agreement which ends on a Saturday, Sunday or legal holiday observed by the City of Boynton Beach shall extend to 5:00 p.m. on the next full business day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the calculation thereof. 01671768-3 15 250 23.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder, shall be deemed a waiver of any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions. This Section shall survive termination of this Agreement and the Closing. 23.4 Construction of A reement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall include the feminine, the singular shall include the plural, and the plural shall include the singular, as the context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 23.5 Severability. If any provision of this Agreement or the application thereof shall, for any reason and to any extent, be invalid or unenforceable, neither the remainder of this Agreement nor the application of the provision to other persons, entities or circumstances shall be affected thereby, but instead shall be enforced to the maximum extent permitted by law. The provisions of this Section shall apply to any amendment of this Agreement. 23.6 Intentionally Deleted. 23.7 Waiver of Ju Trial. As an inducement to PURCHASER agreeing to enter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with this Agreement. 23.8 Attorne s Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including those at the appellate level, shall be awarded to the prevailing party. However, SELLER's obligation under this section shall not exceed the amount of the statutory limits provided within Section 768.28, Florida Statutes, and nothing in this Agreement shall be deemed a waiver of SELLER's sovereign immunity rights. 23.9 BindineAuthoritv. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 23.10 No Recording,. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 01671768-3 16 251 23.11 Survival. The covenants, warranties, representations, indemnities and undertakings of SELLER set forth in this Agreement, shall survive the Closing, the delivery and recording of the Deed and PURCHASER'S possession of the Property. 23.12 PURCHASER Attorne s' Fees and Costs. PURCHASER acknowledges and agrees that PURCHASER shall be responsible for its own attorneys' fees and all costs, if any, incurred by PURCHASER in connection with the transaction contemplated by this Agreement. 23.13 O eration of Propert . From and after the Effective Date: (i) SELLER shall own, operate, manage and maintain the Property in its ordinary course of business consistent with past practices and shall not sell, further pledge, or otherwise transfer or dispose of all or any part of any Property; (ii) SELLER shall maintain in full force and effect property insurance on the Property in amounts currently maintained by SELLER; and (iii) SELLER shall not enter into any new Leases or amend same that would remain in effect beyond Closing without PURCHASER's prior written consent. Additionally, SELLER shall, from and after the Effective Date, deliver to PURCHASER promptly after receipt thereof copies of (i) all written notices to SELLER from tenants, (ii) all written notices to tenants from SELLER, (iii) any notice of violation issued by any governmental authority with respect to SELLER or the Property, (iv) any notice relating to any claim of litigation or threatened litigation with respect to SELLER or the Property, (v) notice of the commencement or threat of any condemnation, eminent domain or similar proceedings with respect to or affecting the Property. 23.14 Force Ma'leure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party (Events of Force Majeure), including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandemics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein are subject to Force Majeure. PURCHASER shall notify SELLER within 90 days of the onset of the Event of Force Majeure if PURCHASER intends to invoke this Section of the Agreement; otherwise, PURCHASER's rights under this Section shall be deemed waived for that Event of Force Majeure. 23.15 Public Records. SELLER is a public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a. Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; 01671768-3 17 252 b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in Chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. IF PURCHASER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PURCHASER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUM@bbfl.us. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. 01671768-3 Signatures on following page. The remainder of this page was intentionally left blank. 18 253 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BB QOZ, LLC BOYNTON BEACH COMMUNITY �Y e .REDEVELOPMENT AGE Printed Name: t0 Printed NamTy Penserga Title..�........�.�..._._�... .......... ...._._.......�..w..... Date: Title: Chair L Date: ..�..._..........._. ........w...�...�.�...._.��,._......�..__. WITNESS: WITE'�: Printed Name Approved as to form and legal sufficiency: 4RAAttorney C 01611766-3 19 254 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "A" LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel#: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 151 Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10,11 and West % of Lot 12, Block 1, ORIGINALTOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right- of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01671768-3 20 255 01671768-3 Lot 12, Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 21 tM+l 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement 22 257 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of 2022, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter the "CRA"), with a business address of 100 East Ocean Avenue, Or' floor, Boynton Beach, Florida 33435, and BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, and its successors or assigns (hereinafter, the "Developer"; the Developer and the CRA are collectively referred to herein as the "Parties"). RECITALS WHEREAS, Developer submitted a proposal, a copy of which is attached here to as Exhibit "A," (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by reference, which proposal was accepted by the CRA Board on November 30, 2021; and WHEREAS, the CRA has determined that the Project, as defined herein, furthers the Boynton Beach Community Redevelopment Plan; and WHEREAS, Developer has the knowledge, ability, skill, and resources to effectuate the construction and development of the Project; and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Boynton Beach Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties agree as follows: Section 1. Incor oration. The recitals above and all other information above are hereby incorporated herein as if fully set forth. Section 2. Definitions. As used in this Agreement, the following terms shall have the following meanings, which shall apply to words in both the singular and plural forms of such words: 01649149-7 1 258 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 259 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 260 sixty (60) days, subject to prior, written approval of the CRA at the CRA's sole and reasonable discretion. 3.2.2 Developer shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. 3.2.3 Developer shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 3.2.4 Developer shall provide the CRA with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon the CRA's request therefor. No later than the Closing Date (as defined in the Purchase Agreement), Developer shall provide Adequate Proof of Financial Closing to the CRA. 3.2.5 Commencement of Construction within two (2) years of the Closing Date pursuant to the terms of the Purchase Agreement. Notwithstanding anything to the contrary herein, Developer may extend the deadline for Construction Commencement by one (1) period of twelve (12) months, subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, conditioned or delayed provided Developer is using good faith efforts and due diligence to achieve Commencement of Construction. 3.2.6 Developer shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 3.2.7 Completion of Construction within thirty-six (36) months of Commencement of Construction; provided, however, Developer shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, condition or delayed provided Developer is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, Developer shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. Developer shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 3.2.8 Developer shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 3.3 Required Project Elements. The Project must include all of the following elements (the "Required Elements"). 01649149-7 4 261 3.3.1 A rental apartment building including a minimum of 236 rental units MOIRMNIMIM 3.3.1.1 The units shall be rented in accordance with the following ratio (regardless of how many units are constructed) (the "Affordability Requirements"): • Tier One: 3.8% of the total rental units to tenants that earn up to 80% of the AMI; • Tier Two: 23.1% of the total rental units to tenants that earn up to 100% of the AMI; • Tier Three: 23.1% of the total rental units to tenants that earn up to 120% of the AMI; and • Tier Four: the remaining total rental units shall be unrestricted. • Tier One, Tier Two, and Tier Three units shall be the Restricted Units. If necessary, and if consented to by Developer in Developer's sole and absolute discretion, the total rental units and Affordability Requirements may be adjusted as may be required in order to meet the minimum code requirements of the City of Boynton Beach's Workforce Housing Program, provided that at no time shall the sum of Tier One, Tier Two and Tier Three units be less than 50% of the total rental units. The units shall be rented to tenants in compliance with fair housing laws. Developer shall not segregate units based on income levels, When not in contravention of such laws, Developer will not designate all affordable unit to be in the same Tier and will attempt to designate a variety of unit types as affordable units. 3.3.1.2 On the date of the Financial Closing, the Developer will record a Restrictive Covenant containing the Affordability Requirements (the "Restrictive Covenant"), which shall remain in effect for the Restricted Units for a period of 15 years following Completion of Construction (the "Initial Affordability Term"). At the conclusion the Initial Affordability Term, units to 30% of the total rental units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) for an additional 15 -year period (30 years total following Completion of Construction). The Restrictive Covenant shall also provide that 10% of the Restricted Units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) shall remain subject to the Affordability Requirements in perpetuity. The Restrictive Covenant shall be in a form approved by the CRA and Letcler. 01649149-7 5 3.3.2 A minimum of 16,800 square feet of commercial space (e.g. restaurant, retail and office). 3.3.3 A minimum of 150 public parking spaces in addition to the parking spaces Developer reasonably calculates Developer will require for the commercial and residential portions for the Project, which shall be located in a parking garage to be constructed by Developer and which shall remain open to the public in perpetuity pursuant to a lease agreement to be executed between the Parties, (the "CRA Spaces"), in a form substantially similar to the lease attached hereto as Exhibit "D." Although the CRA Spaces are separate from the parking spaces that are designated for the residential and commercial uses, and shall not be designated by Developer for association with the residential or commercial uses, the CRA Spaces shall be included in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses with the minimum code requirements of the City of Boynton Beach. Section 4. Public Benefits. Developer shall comply with the following Requirements. 4.1. Job Fairs, and Apprenticeship. Prior to and/or during the construction of the Project, Developer shall use commercially reasonable efforts to: • Host two (2) job fairs, between Commencement of Construction and Completion of Construction, at a venue within the City of Boynton Beach; • Participate in job fairs within 15 miles of the City when notified of such job fairs by CareerSource Palm Beach County or such other entity as the CRA may designate from time to time; • Include requirements in all contracts with contractors that the contractors use commercially reasonable efforts to participate in an apprenticeship program; and • Provide documentation evidencing satisfaction of these requirements upon request by the CRA and as part of the Annual Performance Report (hereinafter defined). 4.2. Green Building. Developer will achieve a minimum National Green Building Standards (NGBS) Bronze certification for the residential building. Evidence of the NBGS Bronze certification shall be submitted to the CRA within twelve (12) months following Completion of Construction. Developer will analyze the feasibility of using the chilled water services offered by the District Energy Facility located in the Town Square complex. 4.3 Green Wall. Developer shall use commercially reasonably efforts to incorporate a green wall into the wall of the parking garage associated with the Project consistent with City code. 01649149-7 6 263 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 264 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K 265 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E I • i Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA for its own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 267 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA 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 in this chapter or as otherwise provided by law. 11 01649149-7 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 Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 12 9 r, 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 270 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 p.m. on the next full Business Day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M�� 14 271 WITNESS Print Name: BB QOZ, LLC, a Florido, lhnite(j, li bility company B Avaz>Printed Name : Title: BEFORE UM, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared 9411A'91s &tAs ow0#7,4(of BB QOZ, Ll and acknowledged under oath that he/she has executed the foregoing Ag eement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hcrdn-4Vd that the instrument is the act and deed of BBQOZ, LLC. He/she is personally kno o me or has produced as identification..."' "°° ....... IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this �day of 3 (v 2022. My Commission Expires: 5-119 1 e q Notary Q16491494 COATES wdW Thru [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 272 WITNESSES Print Name,nzione ..... ____._ w .......__..... Print Name:. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y 13y:___" y.... Ty Penser , CRA Board Chair .. 0,04 fob n:� �mm�ammm m! S ��'m �rry dp�wyqgry��o BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personal...appeared . Ty Penserga, as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she isersonall �,,o.. F or has produced ..... ___ as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of 2022. _. My Commission Expires: 01649149-7 Notary � y •�� i�`ig61 �� 16 bliA State of Florj�fi at Large 273 EXHIBIT "A" PROPOSAL The proposal submitted by BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed-use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, which proposal was accepted by the CRA Board on November 30, 2021, is hereby incorporated herein by reference as if fully set forth. A copy shall be maintained at the offices of the Boynton Beach Community Redevelopment Agency, and upon dissolution of the same, a copy shall be maintained by the City of Boynton Beach. 01649149-7 17 274 EXHIBIT "B" PROPERTY LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 11t Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10, 11 and West %: of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01649149-7 18 275 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 M 01649149-7 EXHIBIT Arc CONCEPTUAL SITE PLAN at 277 278 M, 0 279 30 . ..... ... .. o # M, 0 279 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 280 �ffl� PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, The Boynton Beach Communi CRA). a -ublic agene ("Landl ,, id Redevelopment Agene BB D WITNESSETH: '477r, 1, ab-111iffe p-ar7r17rMTtTscn6ea 6y me legal description attached hereto as Exhibit A, (collectively the "Pigperty"); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordabili rpsgii- i j'jifi defined) (the "Pr9ject"); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Pr ' for the use -41A the general �!ublic for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follGws: 016733474 259421v9 281 111111111111111 Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the to be utilized exclusively by Tenant for the F!'ermitted Use (as defined in Section 14 below): -AK-mg spaucs sl to be constructed at NE 4h Street, Boynton Beach, Florida 33435 and NE I't Avenue, Boynton Beach, Florida 33435 (the "Parkin ar in the locations designated as "Parking Spaces" on Exhibit B without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Landlord shall provide notice to Tenant at least 14 days prior to the Parking Spaces being relocated, and Landlord shall bear the actual, reasonable and verifiable costs (excluding any Tenant overhead costs), if ang, of relocatin , S-oaces, in I ing an costs associated with moving in _e.1ARftj9 g the Parking , J_� V vehicle chargers, or other similar items. Landlord shall not move Tenant in any manner that will reduce Tenants ability to use parking meters, provide electric vehicle chargers, or other similar items. At no time shall the total Parking Spaces be less than one hundred fifty (150), and Landlord shall use commercially reasonable efforts to keep the Parking Spaces generally contiguous. At no time shall the Parking Spaces be located on anv level hiLyher than level 3 of the Parking Garage. exce2t as may be set forth o t Vie _M�i NEW, areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the eeneral Dublic of the Parkin S*aces shall be suAject to the tgniq vrd c*-gditi*-cs*f JIM an(Gi wi1nouL any a ance notice to Landlord. If Landlord later determines that Landlord's (or other Project tenants') intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves I I wf OA f, t :�t[ flif, 16, 1 -11, W *,L*J I U-11 EWA U-1 I rif I I M 1R)MM I W-11 rR I BROJEOR ;I 1$141M7d41UJw 1, , " 't i A WIN M 04 Ww_ W"I "04 FAWInW.-N241rum I M1142 01 -d -i I a ON] ILI TM I V-1 I im Term; Constructµon of Parking11"Definitions. -- Gg�W, (a) The to of this Lease (the "Tenn") shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). _ ..................................... ___ (b) The Parking Garage shall be constructed by the Landlord in accordance with the permitted set of plans for which a building permit is issued by the appropriate governing authority, which 01673347-4 2 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit A) and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant, 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. Additional Rent. Unless otherwise expressly provided, all monetary obligations of Tenant to Landlord under this Lease, of any type or nature, other than Base Rent, shall be denominated as additional rent and include applicable sales tax (unless exempt) ("Additional Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap'). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20th) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 283 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Pqy ment of Additional . Rent;_Tenqnt'S,.Yqrppiitag ,Share. Additional Rent (together with . ..... applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (I I) day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate often percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3' Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347-4 4 284 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either party may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. ano........ k rR g . Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking g g p ("Landlord's_w.._M,M,M,M„,,,Parking Areas"}. Tenant shall have no right to ar Garage other than the Parkin Spaces„ park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord Covenants and Obliigations,. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347-0 5 285 shall have access to the Parking Spaces and Access Areas for the Term (including any extension thereof) of this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate, manage, equip, light, repair and maintain, in a reasonably clean and safe manner, the Parking Garage, Parking Spaces and Access Areas and all facilities and fixtures, including without limitation roof, walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in working condition and repair necessary for their intended purposes in a manner comparable to other similar parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the Operating Expenses. If a repair is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlord shall use good faith to complete such repair in a timely manner, and the cost of such repair shall be included in the Operating Expenses. Notwithstanding anything to the contrary herein, Tenant shall promptly repair any damage to the Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date including without limitation water, sewer, stormwater, gas, solid waste and electricity for the Parking Garage, to the extent such utilities serve the Parking Garage, with Tenant paying to Landlord Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for paying all utilities exclusively necessary or separately metered for the Parking Spaces and management of the same (e.g., Tenant shall be responsible to install and pay for any electrical charges for parking meters it installs, including the cost of all power requirements necessary to service the electric vehicle charging stations). Tenant agrees that it shall not install any equipment which will exceed or overload the capacity of any Landlord utility facilities and that if any equipment installed by Tenant shall require additional utility facilities, the same shall be installed at Tenant's expense in accordance with plans and specifications to be approved in writing by Landlord in its sole and absolute discretion. 10. Landlord's„Liabili,ty. All Tenant's personal property placed or moved in the Parking Garage shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Term the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the amounts required by the laws of the State of Florida; (c) automobile liability insurance covering any owned, non-owned, leased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any mortgagee may reasonably require and which is permitted by law. Prior to the Lease Commencement Date, Tenant shall deliver to Landlord copies of the aforementioned policies. Landlord shall maintain for the Term of this Lease (and any extension thereof) such insurance as is reasonably necessary and consistent with the insurance coverage provided by the owners of similar parking garages in Palm Beach County, 01673347-4 6 I i i Florida, to provide coverage for the Landlord' operation and management of the Parking Garage anif, obligations as stated herein. 12. Events of Default. Each of the following shall be an "Event of Defaulf'under this Lease: - . ....................... (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an assignment for the benefit of creditors or takes the benefit of any insolvency act, or if any debtor proceedings be taken by or against Tenant which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following shall be an "Event of Default" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. UDon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing 4114gplinv fou*Y.* including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstandini anvthini to the contrary set forth above, all rialits and remegies of Lafdlord,?,xg _t1h KIWI Air, U1111MULIVIZ allu snall (57 in Manion To every oiner ngnt or remeay provided tor in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary assenier vehicles jincluding -u-t trtjck�, v,?js 21,4 012o -t Ailiji j2ick MeTemneral PuD5411c, Dy I enant anu Dy Me CiTy or iroynTon Teacn, anct I enant may cnarge tile generalipublic 016733474 7 287 for said parking (the "Permitted'Use' ). The City of Boynton Beach's and Tenant's use of the Parking Spaces to store or deploy vehicles in and from the Parking Garage during hurricanes, weather events, and other emergencies shall be considered part of the Permitted Use. Tenant shall have the right to determine the time(s) and manner in which the Parking Spaces may be used. In no event shall Tenant cause or permit the City of Boynton Beach to park any vehicles owned or maintained by the City of Boynton Beach within the Parking Garage which are used in connection with the City of Boynton Beach's transportation or storage of any Hazardous Materials (as defined below). In no event shall Tenant use or promote the use of the Parking Spaces for any use or purpose other than the Permitted Use. Along with the use of the Parking Spaces, subject to the terms and conditions of this Lease and the reasonable rules and regulations promulgated by Landlord, Landlord hereby grants Tenant and its agents, employees, contractors, guests, tenants, licensees, invitees, and customers (collectively, the "Tenant Parties"). at no cost or expense to any of the foregoing parties, the non-exclusive right to utilize the Access Areas. Landlord acknowledges and agrees that the foregoing right of the Tenant and Tenant Parties to reasonably utilize the Access Areas shall remain in fall force and effect throughout the duration of the Tenn (as the same may be extended). Tenant represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant shall: (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces to ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with or diminish the use of the Parking Garage by the Landlord or any Landlord Parties or others properly utilizing the Parking Garage; (iii) take commercially reasonable measures to prohibit littering, loitering, any unauthorized signage/postings, loud music, unauthorized sale of goods, unauthorized disposing of food or garbage, and unauthorized storage of any vehicle or personal property (other than may be approved by Landlord in writing) within the Parking Spaces or Access Areas; and (iv) adopt and implement enforcement measures in furtherance of the foregoing, consistent with the terms and conditions of this Lease; provided that, the Tenant shall not have and shall not be required to have any person on site to comply with the foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleum products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinated biphenyls, lead based paint, radon, urea formaldehyde, mold, asbestos or any materials containing asbestos, and any materials or substances regulated or defined as or included in the definition of "hazardous substances," "hazardous materials,.. "hazardous constituents," "toxic substances," "pollutants," "contaminants" or any similar denomination intended to classify or regulate substances by reason of toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requirements relating to the injury to, or the pollution or protection of human health and safety or the "environment" (which to shall mean any surface or subsurface physical medium or natural resource, including, air, land, soil, surface waters, ground waters, stream and river sediments, and biota). For the avoidance of doubt, the parking of cars, motorcycles and other ordinary passenger vehicles that are not used to transport Hazardous Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to t V c Landlord includ' th Parkini Siaces in the calculation of determinini the total number of jarkin . a] 15. Liens. The interest of Landlord in the Parking Spaces and the Parking Garage shall not be subject in any way to any liens for any work, materials, improvements or alterations to the extent such work, materials, improvements or alterations are furnished or made by or on behalf of Tenant. This exculpation ism e with express reference to Section 713. 10, Florida Statutes. If any lien is filed against the Parking Spaces or the Parking Garage for work, materials, improvements or alterations claimed to have been furnished to, or made by Tenant, Tenant shall cause such lien to be discharged of record or properly transferred to a bond under Section 713.24, Florida Statutes, within forty-five (45) days after notice to 01673347A 8 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination, Tenant agrees to reasonably negotiate and execute a subordination, no disturbance and attornment aereement with Landlord's first mortia. ie lender within fortv-five L45) days anL;re t f the Landlord's first mort a elendertoaltera rovisionh gues o WIM '111atftl*: uIWLitiTIIVt %0M3XIdJCU. FIFI P111pu SUN the term "material term" shall include all terms and provisions reasonably deemed material by the� Te— t' Attorney or Tenant's Board at the time such request for amendment is made. 17. Assigmuent/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right without Landlord's# i r passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "Par ' kingpas5"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Bums and Nicholas Roio. After substantial completion of the Parking - It Lt -t 4 this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of )Pe Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton I ME (a) By-Lppdlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or chanee does not materiallv and adversell imact the Tenant's access to and/or Beach Code of Ordinances (including its Land Development Regulations), (b) By ._I:oq . Tenant shall not make any improvements, modifications or alterations to the Parking S[pces or the Parking Garage that affect the Parking Garage structure, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or [�ermanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its owm expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 016733474 9 7-R conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removable fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, and signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's operation of the Parking Spaces or other signage in the Access Areas in compliance with applicable law and approved "Permitted ,Alterations"). y Landlord m wasting, which approval shall not be unreasonably delayed (the Landlord may withhold its approval to any Permitted Alterations in the event that Landlord reasonably determines that the proposed Permitted Alteration: (i) may impede or otherwise impair Landlord's operation of the Parking Garage or diminish the value of the Parking Garage; (ii) may not be easily removed or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, or removal; (iii) may measurably increase Landlord's liability or insurance premiums for the Parking Garage (unless Tenant agrees to pay such measurable increase); (iv) is otherwise inconsistent with the standards for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes a structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas or change to the exterior of the Parking Garage (except for exterior signage indicating public parking at the Parking Garage in compliance with applicable law and approved by Landlord in writing, which approval shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlord specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehicle charging stations by Tenant shall be permitted, and Landlord shall design and construct the Parking Garage to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of the installation of any Permitted Alterations, Tenant shall provide Landlord with: (i) plans, specifications, and proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged in connection with the installation of the Permitted Alterations. Tenant's plans, specifications, renderings, and proposed contractor shall be subject to Landlord's prior review and approval consistent with the foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitted Alterations) shall be fully coordinated with Landlord and all such improvements, modifications or alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicable law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any part of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf of Tenant shall be promptly repaired by Tenant to the reasonable satisfaction of Landlord. In all events, prior to the commencement of the installation of any Permitted Alterations or other permitted improvements, modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with a copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which shall name Landlord and Landlord's mortgagee as additional insureds and shall be evidenced by endorsement. Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or other permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace same with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted to remove any such Permitted Alterations or other permitted alterations, modifications or improvements unless Landlord requires removal thereof; however, at the time that any Landlord's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitted Alterations or other permitted alterations, modifications or improvements provided that (i) such right is exercised within forty-five (45) days after the expiration of the applicable cure period and (ii) Tenant repairs any damage caused by such removal and restores the Parking Spaces to the condition that existed prior to the installation of the Permitted Alterations, ordinary wear and tear excepted. In the event Tenant is entitled or required to remove such Permitted Alterations or other alterations, modifications or improvements, then prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's sole cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or other alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulting therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, as applicable, to be separately metered at Tenant's sole cost and expense, and Tenant shall pay directly to the utility provider all amounts due and payable in connection with the use and installation of such Permitted Alterations, including, without limitation, usage fees, tap-in fees, and meter installation costs. All alterations 01673347-4 10 290 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Re,ulations). r mg y WilP CI R:Cj 4I11U1C CA11111MI4111 111 UIU I UI III Mat LdIIUIUFU May surier oy reason oi any notaing over Dy. Tenant. 0. o 2 Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN Waiv r f JM CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. R.uleq,,,and, Rp,&qjaAqns. Tenant shall at all times abide by any rules and regulations ("Rules" for use of the Parking Ggr Tror U10".11 ad try F MIAM W 5 � w, interfere with thi Permi b Landlord's other tenants. Landlord resen-iii righ=A7r_*. the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking S aces and Access Areas materiall interfere with the Permitted Use of the Parkin S a sucNviolatiticut lj,?.1Fjjjjj_wfLV&?-*. 1*1 40., A' %dqx1,,2gr,%,Cqj1Sr 23. Casual and Condemnation. If. during the Term (as the same may be extended), the ty — ----- Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall bi--. condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the o)Ltion to terminate t�kis Lease a e o Me peno after the termination of e Lease shall be refunded upon a pro -rata basis based on the date of termination. •#.'.: eirlimn In the event Tenant does not exercise the foregoing tennination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Reiardless of whethir Lanjigi 01673347-4 11 291 occurrence of such casualty; and (ii) Tenant's access to and use of the Parking Spaces is materially and adversely impacted, then Tenant shall have the right to terminate this Lease upon thirty (30) days' notice to Landlord, in which case Landlord shall select one of the following options to compensate Tenant for the loss of public parking: (i) provide 150 spaces within Tenant's jurisdiction and within half of one mile of the Parking Garage; (ii) make payment to Tenant for the cost to Tenant of replacing 150 spaces for the remainder of the Term within Tenant's jurisdiction and within half of one mile of the Parking Garage less the amount of net revenue Tenant has collected from the Parking Spaces (including, without limitation, from parking meters, charging stations or event parking), (iii) with Tenant's consent, transfer ownership of the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such other compensation as the parties may mutually agree. If any portion of the Parking Garage (including any fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due to any act or omission of Tenant, Tenant shall be solely responsible for all costs and expenses of restoration, repair and replacement of any damaged or destroyed property, and shall pay such costs and expenses upon demand. 24. Binding Effect, This Lease is binding on the parties and their heirs, legal representatives, 1-1 successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Recording. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales Tax.Ex9mv!io-n. Notwithstanding anything to the contrary set forth in this Lease, so long as Tenant obtains and provides a true, correct, and complete copy of a sales tax exemption certificate, issued by the Florida Department of Revenue to Landlord contemporaneously with Tenant's execution and delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not later than thirty (30) days before the end of each calendar year throughout the Term provide to Landlord an updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is determined by the Florida Department of Revenue that sales tax is otherwise due on the amounts payable by Tenant under this Lease for any reason whatsoever, then Tenant shall be liable for all sales taxes due under this Lease and shall promptly remit same to Landlord. Tenant may, upon written notice to Landlord, request that Landlord contest any such taxes, assessments and other charges that Tenant reasonably determines, in its good faith judgment, are not appropriate or applicable Landlord may elect, but shall not be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obligated to pay, when and as due under this Lease, all taxes, assessments or other charges so contested. Tenant's obligation to pay any taxes, assessments and/or other charges under this Lease shall not be contingent upon the resolution of any such tax contest. Landlord shall provide the Tenant with a credit for all taxes, assessments and other charges which are awarded to Landlord in such tax contest to the extent applicable to Tenant's Percentage Share. 28. EntireA&w�ee ,and Severabili�y— This Lease contains the entire agreement between the . . . . . ........ parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 016733474 12 292 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or provision of this Lease or application thereof to any person or circumstance shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. This Lease may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. 29. Force gjeure. If by reason of Force Majeure, it is impossible for the Landlord or Tenant in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contained herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in breach of its obligations during the continuance of such Force Majeure event. Such Force Majeure event does not affect any obligations of the Landlord or Tenant other than the timing of performance of such obligations. The term "Force Majeure" as used herein means any of the following events or conditions or any combination thereof. acts of God, acts of the public enemy, riot, insurrection, war, act of terrorism, pestilence, archaeological excavations required by law, unavailability of materials, epidemics (including, without limitation, cases of illness or condition, communicable or non -communicable, caused by bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins), epidemics, pandemics (such as COVID-19 and variations thereof), disease, quarantine restrictions, freight embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal and highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-year period preceding the Effective Date), strikes or labor disturbances, restoration in connection with any of the foregoing or any other cause beyond the reasonable control of the party performing the obligation in question, including, without limitation, such causes as may arise from the act of the other party to this Lease; or acts, or failure to act, of any governmental authority. 30. Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from Palm Beach County's public health unit. 31. Non -Discrimination. ,_ The parties agree that no person shall, on the grounds of race, color, sex, age, national origin, disability, religion, ancestry, marital status, sexual orientation, or gender identity or expression, be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Lease. 32. Construction. Nop arty shall be considered the author of this Lease since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to the other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Lease by reference. 34. Public Entity,,, Crimes.__ As provided in section 287.133, Florida Statutes, by entering into this Lease or performing any of its obligations and tasks in furtherance hereof, Landlord certifies that, to its knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) months immediately preceding the date hereof. This notice is required by section 287.133 (3)(a), Florida Statutes. 01673347-1 13 293 TV Ge eral's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the hispector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 1 36. Exclusion of Thir Paq ............ - _y — ----------- .............. d Be4efiqjaries. No provision of this Lease is intended too , r shall to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Cobe executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Q "m fiaiLce. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' gerformance of this Lease. Landlord shall at all times ha -,ie v � ........ .......... of Boynton Beach for the operation and leasing of the Parking Garage, Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from perfon-ning any act) within the Parking Garage that operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits *f 0=--rf"m hi, --,'-%7 wiv" tf Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby 'r. that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall autatically become the Tenant and shall have all rights and obligations asjy,�rovided in this Lease as if Ci1r, were the original Tenant in thi�� Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 016733474 14 294 IN WITNESS WHEREOF, the parties have executed this Lease as of this 2022. LANDLORD: BB QOZ, LLC, a Florida lifted iHtftycompany Print Name: ._ Its: Manager WITNESSES: 2�Ll �11- t1� Print Name: TENANT: WTTNESSES: fit day of e.� Print Name:.%ice St „„ . THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 Y Ty P: d Chair Witness: f i Print'NV Te ... _ .�! � ,.. ..... Approved fo egal ciency: B � �� /Z/— — — y , CRA Attorney 01673347-0 15 Approved for financial sufficiency- By: ufficiency By; financial Services Director 295 JOINDER PARTY THE CITY OF BOY N' "ON BEACH TON �.. Print : NSC .-P 20* Approved for legal sufficitcy: By City Attorney 01673347-4 259421A 259421v4 Approved for financial sufficiency: By: wlee ,r Financial Services Director �kL� EXHIBIT A Property Description PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel#: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 41h St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 1' Ave., Boynton Beach, FL. Parcel #: 08434528030010100 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421v3 259421v4 297 Parcel #: 08434528030060120 Lot 12, Block 6, 0RIG INAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-0 2594210 259421v4 298 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 299 ONINNV1d �b' 3 Jf71�311f IJ�JV VOIHO-IJ 'HOV30 NO1N1.08RI ltl 03tl001 803 U0311H06) ° xia vnapv' 1N3WdOl3A30 031VIlIddVS m N 9 l D � 30N31d 3H1 s1 "'IQuv vsh V V V V i . . .m / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 300 p . . Ji ro d � 1 _ i ... _ _J_ --f ,1 6 / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 300 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "C» SCHEDULE 9.7 FORM OF TENANT ESTOPPEL TENANT ESTOPPEL CERTIFICATE 2022 BB QOZ, LLC 613 NW 3R' AVE., STE 104 Fort Lauderdale, FL 33311 [LENDER INFO TO BE PROVIDED] L......................................... 1--- ..........................] Re: Lease dated ................................ .....--.1 by and between,_ _ .._..... ................._. ("Landlord"), and ....................... —.1 .1.1, as tenant (the "Original Lease"), demising [Insert description of leased premises] (the "Premises") at the building known as ......�.�_.� ......�.�m � .., and locatedat Florida (the "Property") To whom it may concern: The following statements are made with the knowledge that you and your successors and assigns, prospective PURCHASERs, including without limitation BB QOZ, LLC, a Florida limited liability company ("PURCHASER"), successor owners of the Property and present and future lenders secured by mortgages encumbering the Property or any interest therein may rely on them. The undersigned ("Tenant"), as tenant under the Lease (hereafter defined), hereby certifies to you as follows: 1. The Original Lease and all amendments thereto are as follows: (collectively referred to as the "Lease"). The Lease is in full force and effect and constitutes the entire agreement between Landlord and Tenant with respect to the use and occupancy of the Premises and there are no other agreements which are binding upon Landlord in connection with the use and occupancy of the Premises. 2. Tenant has accepted possession of the Premises and all construction obligations of Landlord are complete. 01677768-3 23 301 3. The commencement and expiration dates of the term of the Lease are _ and ...._...M .......... respectively. There are no options to renew or � terminate the lease exc t for 4. The rent commencement date is 5. The current monthly fixed base rent and other regular monthly recurring charges for the Premises are as follows: $ ___________ , and have been paid through 6. The current monthly additional rent (which includes payments for Tenant's proportionate share of taxes, insurance, operating expenses and any other charges due under the Lease) are as follows: $www w µwww w and have been paid through w� 7. All insurance required of Tenant under the Lease has been provided by Tenant, and all premiums have been paid. S. The Guarantor under the Lease is ....... ._..............wvwwwww www _ and the guaranty is in full force and effect. 9. Neither Tenant nor any guarantor of Tenant's obligations under the Lease is the subject of any bankruptcy or other voluntary or involuntary proceeding, in or out of court, for the adjustment of debtor/creditor relationships. 10. The amount of the security deposit delivered under the Lease is and said security deposit is in the form of cash. 11. Neither Tenant, nor to Tenant's knowledge, Landlord, is in default in the Lease, nor, to Tenant's knowledge, is there now any fact or condition which, with the passage of time or the giving of notice or both, would constitute a default by either party under the Lease and no current defenses or claims exist preventing the payment of rent by Tenant. 12. Tenant has not assigned, transferred or otherwise encumbered its interest under the Lease, or subleased or licensed any portion of the Premises, except as follows: 13. Tenant's address for all notices or communications under the Lease is 14. The person signing this letter on behalf of Tenant is a duly authorized representative of Tenant. 15. This estoppel shall be binding upon Tenant and its principals, and its successors and assigns. 16. Tenant agrees that upon notice from Landlord it will make future payments to PURCHASER. 01671768-3 24 302 17. Facsimile or electronically transmitted signatures shall be deemed for all purposes to be originals. The undersigned individual hereby certifies that he or she is duly authorized to sign, acknowledge and deliver this estoppel on behalf of Tenant. 01671768-3 [INSERT TENANT NAME] a By: Name: Title: 25 303 01671768-3 ANNEX 1 To Tenant Esto el 26 304 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "W" SCHEDULE 10.5 FORM OF ASSIGNMENT AND ASSUMPTION OF LEASES ASSIGNMENT AND ASSUMPTION OF LEASES This Assignment and Assumption of Leases, Rents and Deposits (this "Assignment") is entered into effective as of __ __, , 20_ (the "Effective Date") by and between the Boynton Beach Community Redevelopment Agency ("Assignor"), and .www y ] ("Assignee"). WHEREAS, Assignor, as Seller, and Assignee, as Purchaser, are parties to that certain Purchase and Sale Agreement dated as of ....... (the "Purchase Agreement"), providing for the sale by Assignor to Assignee of the real property described on Exhibit A attached hereto (the "Property"); and WHEREAS, Assignor is the holder of the landlord's interest under the leases and related documents as listed on Exhibit B attached hereto (collectively, the "Leases"), which Leases affect the Property; and WHEREAS, Assignor desires to assign to Assignee all of Assignor's right, title and interest in, to and under the Leases; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee agree as follows: 1. Assignment and Assumption. Assignor hereby assigns, conveys, transfers and sets over unto Assignee all of Assignor's right, title and interest in, to and under the Leases, including without limitation all of Assignor's right, title and interest in and to any security, cleaning or other deposits and in and to any claims for rent, arrears rent or any other claims arising under the Leases against any of the tenants thereunder or any sureties thereof. Assignee hereby assumes and agrees to pay all sums, and perform, fulfill and comply with all covenants and obligations, which are to be paid, performed, fulfilled and complied with by the landlord under the Leases arising from and after the Effective Date. 2. Indemnification. Assignee will indemnify, defend and hold harmless Assignor from and against all liabilities, obligations, actions, suits, proceedings, claims, losses, costs and expenses (including without limitation reasonable attorneys' fees and costs) arising as a result of any act, omission or obligation of Assignee, as the landlord under the Leases, which arises or accrues with respect to any of the Leases on or after the Effective Date. Assignor will indemnify, defend and hold harmless .Assignee from and against all liabilities, obligations, actions, suits, proceedings, claims, losses, costs and expenses (including reasonable attorneys' fees and costs) arising as a result of any act, omission or obligation of Assignor, as the landlord under the Leases, which arose or accrued with respect to any of the Leases prior to the Effective Date; provided however, such indemnification shall not exceed two hundred and fifty thousand dollars ($250,000) 01671768-3 27 305 and nothing in this Assignment shall be deemed a waiver of Assignor's rights of sovereign immunity. 3. Nfisceflaneous. The terms and conditions of this Assignment shall be binding upon and inure to the benefit of Assignor and Assignee and their respective successors and assigns. This Assignment may be executed in one or more counterparts, each of which shall be deemed an original., but all of which together shall constitute one and the same instrument. This Assignment shall be governed by, and construed and enforced in accordance with, the laws of the State in which the Property is located. ASSIGNOR: e1 By:______ _ Name (Print): Title: 01671768-3 04.1 ASSIGNEE: L. .. ............ a F By:_.______ _ Name (Print): Title: 306 LEGAL DESCRIPTION 01671768-3 PURCHASER'S Initials: SELLER's Initials: 307 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT B LEASES 01671768-3 PURCHASER's Initials: SELLER's Initials: 308 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "E" SCHEDULE 10.6 FORM OF BRING -DOWN CERTIFICATE BRING -DOWN CERTIFICATE CERTIFICATE AS TO REPRESENTATIONS, WARRANTIES AND COVENANTS The undersigned [_ ___j (the "Seller), hereby certifies to [. ___ . . ........ (the "Purchaser"), its successors and assigns, that all of the representations, warranties and covenants made by Seller in Section U of that certain Purchase and Development Agreement having an Effective Date of between Seller and Purchaser, as same may have been amended or assigned through the date hereof (the "Contract"), are true and correct in all material respects and not in default as of the date hereof. IN WITNESS WHEREOF, Seller has caused this Certificate to be signed and delivered as of the — day of . . . . ............... . By: ___, Name: Title: 01671768-3 PURCHASER's Initials: SELLER'S Initials: 309 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "F" Tenant List 1. Freddie Brinley - 517 % E. Ocean Avenue, Apt. 5 2. Harvey E. Oyer, Jr., Inc. d/b/a Oyer Macoviak and Associates - 511 E. Ocean Avenue 3. Caf6 Barista, Inc. d/b/a Hurricane Alley - 527, 529 & 531 E. Ocean Avenue 4. Florida Technical Consultants, LLC - 533 E. Ocean Avenue, Suites 2 & 3 01671768-3 PURCHASER'S Initials: SELLER'S Initials: 310 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "G" Purchase and Sale Agreement between Boynton Beach Community Redevelopment Agency and 500 Ocean Properties, LLC 0167176&3 PURCHASER'S Initials: SELLER's Initials: 311 PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement (hereinafter "Agreement') Is made and entered Into as of the Effective Date (hereinafter defined, by and between DDYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 153. Part III, of the Florida Statutes (hereinafter "PULER") and SW Ocean Properties, LLC (hereinafter 'Saw). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto Mme as follows: L PUftC ASE AND SALEIPROPgM. SEU.tiit agrees to sell and convey to PURCKASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms, and conditions hereinafter set forth, the Properties located In Palm Beach County, Florida {the "Properties"( jjnd more particularly described as follows: Lot 30 and the West 7 feet 8 buten of Lot 11, Less the South a feet (Ocean Avenue RM, Block 6 TOWN Of BOYNTON, accordhe to the plat thereof, as recorded In Plat Book 1, Page 23, of the Public records of Palen Beadle County, Florida And Lot 1% L= the West 7 feet 8 Inches, Less the South 8 feet (Ocean Avenue RM, Block f4 TOWN OF BOYNTON, according to the plat thereof, as recorded in Plat Book 3, Page 23, of tate Pubic Records of Palm Beach County, Florida. And Lot 12„ Block 6. ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded In Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida. Property Addtasst 51i,, SA and 520 East Ocean Avenue 2. PURCHASE PRICE AND PAYMENT., The Purchase Price to be paid forthe Property shall be Three Mien S6c Hundred Thousand Collars {$3,011000.00), payable in cash, by wire transfer of united States Dollars at the Closk% PURCHASER's Initials SELI.FR's Initiah: � 312 Purchase and Sale Agreement Page 2 of 17 3. DEPOS • 3.1 Eafrmast Money DeoosR. Within five (5) Business Days after the execution of the Agmment by both perties, PURCHASER shall deliver to Lewis, Longman & iMater, PA ("Escrow Agent') a deposit in the amount of Fifty Thousand Dollars ($60,000.00) (the "initial Deposit"). PwvldIng this Agreement is not otherwise terminated pursuant to the terms herein, PURCHASHER shall deliver to Escrow Agent an additional deposit In the amount of One Hundred Fifty Thousand Doha; ($150=00) an or before October 15e, 202L The Initial Deposit and additional deposit are hereafter referred to as the'Deposle. 31 ApalicationMbursernent of DeRML The Deposit shall be applied and disbursed as follows: Providing this Agreement is not terminated by either party phursuent to the terms set forth herein, Fifty Thousand shall be released to SELLER within 10 days of the expiration of the Feasiblity Period (hereinafter defined). The remaining Deposit shall be delivered to SELLI`R at Milo& and the PURMASER shall receive a credit for the Deposit against the Purdese Price. If this Agreement Is terminated during the Feasibility Period for any reason, the Deposit shall be immediately refunded to the PURCHASER. If this Agreement is terrrdn ted due to a default, Pursuant to Section A the Deposit shall be delivered to (or retained by, ss applicable) the non. defaulting Party, and the non -defaulting Party shall have such additional rGmts, If any, as are provided in Section 12. 3.3 brow..., int,. PURCHASER and SELLER authorize Escrow Agent to receive, deposit and hold funds in escrow and, subject to dearenee, disburse them upon proper authorization and In accordance with Florida law and the terms of tints Agreement. The parties agree that Escrow Agent will not be Roble to any person for misdelivery of escrowed items to PURCHASER and SELLER, unless the misdelivery Is due to Escrow Agent's willful breach of this Agreement or gross neopra e. If Escrow Agent interpleads the subject metterof the escrow, Escrow Agent will pay the Hong fees and costs from the deposit and will recow r reasonable attorney's fees and aasr s to be paid from the escrowed funs which are charged and award as court costs In favoor of the prevailing party. All claims against Escrow Agent will be arbitrated, so long as Escrow Agent consentsto arbitrate. 4L gfff=E M The date of this Agreement (the OMecitive Dam") shall be the data when the last one of the SB.LFR and PURCHASER has signed this Agreement. S. gMG,; The purchase and sale transaction contemplated herein shall dose on or before December 17, 2M1 (the "Ciosing'), unless extended by written agreement, signed by both parties, extending the Closing. However, In no event fiver shall the Closing occur later than December 3:4 2ML 6. TITLE BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by wwo-s PURCHASER'S Initials: „l SEUER's Initisls: 313 Purchase and Sale Agreement Page 5 of 17 encroachment, or encumbrance. 7.3 SELLER, „Deliveries. SELLER shall deliver to PURCHASER tate following documents and instruments within three (3) business days of the Effective Cate of this Agreement except as specifically Indicated: 7.3.1 Copies of leases for all commeroal and residential tenants occupying the Property. 7.3.2 Copies of any reports or studies (Including engineering, environmental, cull borings, and other physical inspection reports), in SELLER's possession or control with respectto the physical condition or operationof the Property, if any. 7.3.3 Coples of all licenses, variances, waivers, permits (including but not limited to aN surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits), authorizations, and approval: required by law or by any governmental or private authority having ,jurisdiction over the Property, or any portion thereof (cite "Governmental Approvals% which are material to the use or operation of the Property and In SFVs passesstort, if any. 7.3.4 At Closing, SELLER shall execute and deliver to PURCHASER any and all documents and Instruments required by PURCHASER, in PURCHASER's sole and absolute discretion, which: (1) effectuate the transfer to PURCHASER of those Govemmental Approvals, or portions thereof which are applicable to the Property, that PURCHASER desires to have assigned to it, and/or (Ii) cause the Property to be withdrawn from any Governmental Approvals. SELLER will not be required to Incur expenses to provide such documents and instruments. No later than twenty (201 days prior to the Closing Data, SEI I ER shall remedy, restore, and rectify any and all violations of the Governmental Approvals (including, but not limited to, any and all portions of the surface water management system, mitigation areas or other Items which do not comply with the Governmental Approvals or appii able rules), Many. SELLER warrants that there will not be, at the time of Cuing, any unrecorded Instruments affecting the title to the Property, including but not limited to any conveyances, easements, licenses or leases. L CO,,,N„D,MoN .)� 'NG, PURCHASER shall not be o d to dose on the purchase of the Property unless each of the following conditions (collectively, the'Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 8.1. Represgnofts and Warra_tn�Te,^ All of the representations and warranties of SELLER contained in this Agreementshall be true and correct as of Closing. 8.2. Conditl�.on�per,Etv. The physical condition of the Property shall be Q�ws PURCHASER'S Initials: SELLER's Initials: 316 Purchase and Sale Agreement Page 6 of 17 materially the some on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Pendlrw Proceedings. At Ciodn& there shall be no litigation, dainty, action, or administrative agency or other governmental proceeding, of any kind whatsoever, whether pending, actual, or threatened, that would affect the Property, which has not been disclosed, prior to Ching, and accepted by PURCHASER. " QmRilnce with LM and Replulat L The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 11.5. aBoancy. The Property shall be conveyed to the PURCHASER at time of dosing subject only to the existing leases referred to In Section 7.3.1 above. After the Effective Date of this Agreement, Seller shall be permitted to renew existing leeses affecting the Property provided that all such renewal leases pmvkle the landlord a ninety (90) right of termination, do not exceed a term of one year from the date of renewal, and that any tens whatsoever that differ from the current lease other than the new lease expiration date are subjectto approval or rejection by PURCHASER. 9. CLOSING DOCUMENTS. The PURCHASER shall prepare, or emu to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the PURCHASER's Title Company. At Closing, SELLER shell execute and deliver, or cause to be executed and delivered to PURCHiASER the following documents and instruments (collectively, 'Closing Doaumentso): 9.1. 212L A Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple tide to the Property free and dear of all liens, encumbrances and other conditions of title otherthen the Permitted Exceptions. 9.2 Segs Afitdavlts. SELLER shall furnish to PURCHASER and Mtie Company a customary owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law; and thatftm aro no parties in possession of the Property other then SELLER. SELLER shall also famish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable tddellver its affidavits referenced above, the same shall be deemed an uncured title objection. 9.3. Closing Statement. A dosing statement setting forth the Purchase Price, the Deposit, a0 cmdlb6 adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which PURCHASER shall also execute and deliver at Closing. 9A. Corrective Documents. Documentation required to dear title to the OJM"4 PURCHASER's Initials: 1"' SELLffs initials. 317 1 9 fAN ;wit; r�, *.. y.x al �♦ a la' i t r ;z +r� 1: M t w r �r ohal 4, not be a : ;., s �r ordelayed. iR represents 'i there : I no parties o possessiDn V'A TO IL6 SELLER shall use Its best efforts to maintain the Property In its present condition so as to ensure that'it shall remain substantially in the same condition from ,tt ri rlFeasibility Period ftClosingM m.. .. receivedILS SELIER represents that it has ro actual knowMp nor has It any noi -. that the Pro t +'„,t 5, r. i. Y i t✓� t t ♦ 1” } t r,. i ,Ks •:., ..,'�.'. . M of Transportation, r S'ianyother f' or local 1.t ,. * , t, or hereaftr 1 pit r ii to "+ 1:. materialsandsubstances In theenvironmentw♦ MN velV + r r;, t IL9 SELLER represents to PURCHASER that the Property Is not subject to any use of the Property M, conatkutfnii Permitted Exceptions A i ILM Between the Effective Deft of this Agreement and the date of Closing, SELLER will not file any application for a change of the present zoning clauffication of the ILU.r ,1�^.� f �� a execution t delivery of this Agreement by SELLER t1 JrMT ;TT! f r h t fqi' A �t ;nM Y rl: ti I t i representsa valid and binding obilgation of SELLER. .. 320 Purdwse and Sale Agreement Page 30 of v 1.1.12 Ble. SELLER band will be on the Closing Date, the; owner of valid, good, marketable and Insurable flee simple title to the Property, free and dear of all tens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). LL13 Addiftnnal.�Warrantlas and As a material of SEllir,.. Inducement to PURCHASER entering into this Agreement, SEI.LME to the best of SELLER'S Information and belief, hereby representsandwarrants the foilowi rig: 13.13.1 There are no pending applications, permits, petitions, contracts, approvals, or other proceedings with any governmental or quasi -governmental authority, Including but not ilmhed to, PURCHASER, munidpaldes, counties, districts, utilities, and/or federal or state agendes, concerning the use or operation of, or title to the Property or any portion thereof and SELLER has not granted or Is not obligated to grant any interest in the Propertyto any of theforagoinrgentitles. 11.33.2 There are no fads believed by SELLER to be material to the use, condition and operation ofthe Property in the mannerthat It has been usedoroperated, which it has not disclosed to PURCHASER herein, including but not limited to unrecorded instruments or defects in the condition of the Propertywhlch will Impairthe use or operation of the Property in any manner. 11.33.3 Tie Property and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, Icenses, permits and auihorlutions, induding, without ImRation, appiicable zoning and environmental laws and regulations. 12. QEi:MM 121. PUBQMKs Defeuh; in the event that thin transeeftn fails to dose due to a wrongful refusal to close or default on the part of PURCHASER, subject to the provisions of Paragraph 123 below, the Deposit actually then being hold by the Escrow Agent shall be paid by Escrow Agent to SELLER as agreed liquidated damages arid, thereafter, nelthe r PURCHASER nor SELLER shall have any further obligation or liabilities undarthis Agreement;, exceptfortho" expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any Ions asserted against the Property by persons claiming by, through or under PURCHASER, but not otherwise. PURCHASER and SELLER acknowiedga that if PURCHASER defaults, SELLER will suffer damages In an amount which cannot be ascertained with reasonable certainty on the Effective Date and that the amount of the Deposit being heli by Escrow Agent most closely approximates the amount necessary to compensate SELLER. PURWASER and SELLER agree that this is a bona fide liquidated damages provision and nota penalty orforfeiture provision. awm4 PURCHASER's Initials 4 SELLER'S Intttalr�L 321 Purchase and Sale Agreement Page 11 of 17 122. Sellers Defeu,itIn the event that SELLER shall fall to fully and timely perform any of its obNgatlons or covenants hereunder or 9any of SELLER'S representatlor s are untrue or Inaccurate, then, notwithstanding anything to the contrary contained In this Agreement, PURCHASER may, at its option: (1,) declare SELLER in default under this Agreement by notice delivered to SELLER, in which event PURCHASER may terminate this Agreemem and demand that the Deposit be returned, Including all interest thereon If any, In accordance with Section 3 and neither Party shall have any further rights hereunder, or (2) seek specific performance ofthis Agreement, without waiving any action for damages. 12.1 Notice of Default. Prior to declaring a default and exerching the remedies described herein, the non -defaulting Party shall Issue a notice of default to the defaulting Party describing the event or condition of default in adfident detall to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have ten (10) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to dose, the are period shah only be three (3) business days from the delivery of notice. Both parties agree that if an extension is requested as a result of a default, such extension shall not be unreasonably withhold provided that In no event shall the Closing be extended beyond December 31, 2121.. If the default has not been aired within the aforesaid period, the non -defaulting Party may exercise the remedles described above. nA,. Suryh►sl. The provisions of this section shall survive the termination of this Agreement. 13. NOTICES. AG notices reciulred in this Agreement must be In writing and shall be considered delivered when received by certified mail, return receipt requested, or perirenal delivery to the following addresses; if to Seller. Christian Macoviak Oyer-Mecoviek Insurance 311 East Ocean Avenue Boynton Beady FL 33435 with a copy to: Harvey E. Oyerill Shutts & Bowen, LLP MS Okeechobee Blvd. Suite 1= West Palm Beach, FL 33401 If to Purchaser: Thuy Shutt, Executive Director Boynton Beach Community RedevelopmentAgency 140 E Ocean Avenue, 4th Floor Boynton Beach, FL 33435 015190" PURCHASM Initfals: SEL"s Init;ais •�. 322 Purchase and Sale Agreement Page 32 of 17 With a copy to: Kenneth Doge Lewis, Longman &Walker, PA 360 S. Rosemary Avenue Suite 1100 West Palm Beach, FL 33403. 3A. BhNQING , OBIJ TiQNLILSSIGNMENT. The teams and conditions of this Agreement are hereby rade binding on, and shall Inure to the benefit of the successors and permitted assigns of the Parties hereto. SELLER may not assign its Interest in this Agreement without the prior written consent of PURCHASER, which shall not be unreasonably withheld. PURCHASER shell have the rtht to assign this Agreement to the City of Boynton Beach (the "City') without the prior consent of SELLER and the PURCHASER shall be released from any further obligations and liabilities under this Agreement. The PURCHASER may not assign this Agreement to any other party without the prior written approval of SELLER, which shall not unreasonably withheld. If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease Agreement are in effect, the provisions of section 3b3.3M1j, Florida Statutes, (as it may be amended from time to time), shall apply. 15. BROKER FEES. The SELLER and PURCHASER hereby state that they have not dealt with a real estate broker in connection with the transaction contemplated by this Agreement and are not gable for a sales commission. SELLER and PURCHASER hereby mutually indemnify, defend and hold harmless each otter from and against any and all claims, lossesy damqps, costs or expenses (Including, without lintita ion, attorneys fees) of any kind arising out of or resulting from any agreement, arrangement or understanding alleged to have been made with any broker or finder claiming through the indemnifying party in connection with this Agreement. The provisions of this Section shall survive Closing or termination of this Agreement. 3.6. ENVIRONMd1 ALCONRMONS; 3:6.L For purposes of this Agreement, pollutant ("Pogutent" ) shall mean any hazardous or taxi substance, material, or waste of any kind or any contaminant, polkn@M petroleum, petroleum product or petroleum by-product. as defined or regulated by environmental laws. Disposal ("Disposal") shall mean the release, storage, use, handling, discharge, or disposal of such Pollutants. Environmental lawns ("Environmental Laws") shag mean any applicable federal, state, or local laws, statutes, ordinances, rules, regulations or other govemmental restrictions. 16.L1 As a material inducement to PURCHASER entering into this Agreement SELLER hereby warrants and represents the following, as applicable: (1) That SELLER and occupants of the Property have obtained and are in full compliance with any and all permits regarding the Disposal of Pollutants on the Property o r contiguous propertyownedbySELLER, tothe bestof SELLER's knowledge. nm" PURCHASER's Initials: SELLER's Initials• 323 Purchase and Sale Agreement Page 13 of 17 (2) SELLER is not aware nor does it have any notice of any past, present or future events, conditions, activities or practices which may give rise to any liability or form a basis for any dalm, demand, cost or action relating to the Disposal of any Pollutant on the Property. SELLER knot aware nor does it have any notice of any past, present orfuture events, conditions, activities or practices on contiguous propertythat Is owned bySELLER wh 11th may give rise to any liability or forma basis for any claim, demand, cost or action relating to the Disposal of any PollutantaffectingtheSELLER'S property. (3) There is no civIL criminal or adminlrbadve action, suit, daim, demand, Investtgation or notice of violation pending or, to the best of that entity s knowledge, threatened against SEU.ERorthe Property reiatingin anyway to the Disposal ofPollutenrsonthe Property, anyportion thereof,oron any contiguous propertyowned bySE11m 17. IPMCRPPORDS. PURCHASER Is a public agency subject to Chapter 10, Florida Statutes. The SELLER Is hereby notified that the PURCHASER Is required by law, pursuant to Chapter 119, to mafntain and disclose upon request all records deemed public unde r the statute wading this Agreement and some or all of the documents necessary to a mummate the transaction set forth herein. To the extent that any litigation should be instituted by SELLER, either directly or ars a third party, to prevent or prohibit Purchaser from disclosing or providing documents MvohringthisAgreementorthatransudon setforthin the Agreement pursuant to a public records requestsubmitted underChapter 11% SELLER agreesthat PURCHASER may either: 1) defend the Balm up to and Including final judgment, or 2) interplead the challenged documents Into the court In either event, SELLER agrees to pay PURCHASER's reasonable attorneys" feesaand cosM bod Mal and appellate. 18.1 • Gem L This Agreement, and any amendment hereto, may be executed In any number of counterparts, each of which shat be deemed to be an original and all of which shall, together, constitute one and the same Instrument. The section and paragraph headings herein contained are for the purposes of Identifytion only and shall not be considered In construing this Agreement. Reference to a Section shaft be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any fame or effect unless in writing executed by the Parties. This Agreement sets forth) the entire agreement between the Parties reladng to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any Iftigatlon brought arising out of this Agreement shall be In the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida, or, should any muse of action ire limited to federal Jurisdiction only, In the United States District Court forthe Southern District of Florida. 18.2- Comoutation of Time; Any reference herein to time periods which are not measured in business days shall mean calendar days. Any time period provided for In this wmna-s PURCHASER's Initials: SELL.ER's Initials: 324 Purchase and Sale Agreement Page 1+4 of 17 Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5.0 p.m. on the next full business day. Time is of the essence in the performance of all obligations under this Agreement. 18.3. Waiver, Nether the fellure of a party to insist upon a strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any Item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obOastions, hereunder, shall be deemed a waiver of any other rights or remedies that a party may have or a waiver of any subsequent breach or default ih any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 18.4 Construction of Agreement The Parties to this Agreement through counseb have participated freely In the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall Include the feminine, the singular shall include the plural, and the plural shall Include the singular, as the context may require. Provisions of this Agreement that expressly provide dw they survive the Closing shall not merge into the Deed. 185. Severability. If any provision of this Agreement orthe application thereof shah for any reason and to any extents, be invalid or unenforceable, neither the remainder of this Agreement nor the application of the provision to other persons,, entities orcircumhiftnees shall be affected thereby, but Instead shall be enforced to the maximum extent permitted by law. the pnrAdons of this Section shelf apply to any amendmentof this Agreement, 18.6 "Mn p_,_ ton . Handwritten provisions inserted In this Agreement and initialed by PURCHASER and SELLER shall control all printed provisions in conflict therewith. 18.7 Waiver gf Jury Trial. As an inducement to PURCHASER agreeing to anter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arlsing out of or in anyway connectedwlththb Agreement. 18.& &Mrngvs Eggg lad Costs. Should It be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including time at the appellate level, shall be awarded to the prevailing party unless otherwise provided in this Agreement and subject to the limitation of sovereign Immunity as provided within Section M296 florida Statutes. 18.9 Mnl lag Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has om"rw PURCHASE09Inftls.• {` SELI.EWs initlalsi 325 Purchase and Sale Agreement Page 15 of 17 full right and lawful authorlty to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is slgning with respect to all provisions contained In this Agreement. 78.10 Reggrding. This 1 greernent may not be recorded in the Public Records of Palm Beach County, Florida withoutthe-prior approval of both parties. 18.11 SurybMI. The covenants, warranties, representations, Indemnities and undertakings of SRI ER and PURCHASER that specifically survive Closing as set forth in this Agreemeni;,shall sumo ethe Closing. IL12 SEU ER's Attorneys' tees and Costs. SEU ER acknowledges and agrees that SELLER shall be responsible for its own attorneys' fees and ag costs, If any, Incurred by SELLER In connection with the transaction contemplated by this Agreement. 18.13 Marelan Immunity, Nothing in this Agree mentshall be deemed to affect the rights, privileges, and sovereign Immunities of the PURCHASER, kWudlng those set forth in Section 70.28, Fiorldo Statutes. L9. REPRESENTATIONS COVENANTS AND WARBANTiES OF PURCHASE& To induce SELLER to enter into this Agreement, PURCHASER makes the foflowing repnasentattrns, all of whidy to the best of its knowledge, in all material respects and except as otherwise provided In thIs Agreement (Q erre now true, and (IQ shall be true as of the date of the Closing, and (IIQ shall survive the Closing. 18.1 Valid,ly Creel. din Good Str PURCHASER was valklly created under all applicable state laws, N In good standing under alf applicable state laws as of the Effective Date of this Agreement, and will be in good standing under all applkable state laws as of the Closing Date. 112 &MM The execution and deB-ory of this Agreement by PURCHASER and the consummation by PURCHASER of the transection contemplated by this Agreement are within PURCHASER'S lawful capacity and ail requisite action has been taken to make this Agreement valid and binding on PURCHASER In accordance with Its terms. The person executing this Agreement an behalf of PURCHASER has been duly authorbed to act on behalf of and to bind PURCHASER, and this Agree mentrepresentsavalid and binding obilgation of PURCHASER. 20. As -is, Morn-ls , and Nth All fgults. EXCEPT AS OTHERWISE SPWIPICAILY Or FORTH HEREIN, IT iS UNDERSTOOD AND AGREED THAT PURCHASER IS FURCKASING THE PROPERTY IN AN AS IS. WHERE -IS, AND WITH AIL FAULTS COMMON. OTHER THAN TkM S'ELLER'S REPRESENTATIONS AND WARRANTIES SEP FORTH HERM N, SELLER MAKES NO PWRESENTA17ONS OR WARRANTIES AS TO THS CONSi,TION OF THE PROPERTY OR THE PROPERTY'S FITNESS FOR KJRCHASERIS INTENDED USB. PURCHASRR SHOULD RELAY ON ITS OWN DIVESPIGA71ONS AND DMECTTONS DMINGl THE FEASMILXI Y PERIOD. eiPURCHASER`S Inftials. SELi.Ms Inft h:-9 326 Purchase and Sale Agreement Page 16 of 17 2L Wal sgq nW er' � Build PURCHASER a d ni;d wall S�p on the east f4gade of the 3 2 r OD years, is one 5 r of the konk: business ages In the Ac and cultural value, and is one of the hot remaining representations of the CWs historic main "at. As such, PURCHASER agrees to use Its best efforts to preserve the painted wall sign either In situ or to be relocated and utilized elsewhere lln the vicinity provided that the cost of the preservation and relocation efforts do not exceed a maximum of Twenty Thousand Dollars ($20,00011M. in the event that PURCHASER Is unable to preserve or relocate the wall sign as provided horein, PURCHASER shall provide notice of sa rqe tis SEW, who shall have (64 sixty days within which to relocate the sign at Its own expense and/or contribute all additional funding over $24OW to the CRA for the CRA to relocate the sign. Both parties acknowledge and agree that the possibility exists that the sign could be -darnaged or destroyed during an attempted relocation. However, PURCHASER shag use its best efforts, as provided herein, to preserve the wall sign and ensure that It remains visible to the public. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective dam. awrms PURCHASER'S SELLER's .- 327 Purdose and Sale Agreement Page 17 of 17 KIRGULSEM MMfNM BEAK COMMUNITY REDEVBA44WM AGENCY Printed Name: Steven B. Grant Tits: Chair Date. IF Printed Name: 1, rt,11,I)l - & Walker, P.A. Printed Name: Date: '00PO"d Name. Title: I. WITNBS- Printed Narrw. Z4ve;j A- -54-ILPE amim PURCHASER'S Initial: SELLEFrs inwsiqr.,:Zy� 328 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "H" REVERTER AGREEMENT This REVERTER AGREEMENT is dated as of this "°"""„ day of , 2022, by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGEN "Y (the "SELLER") and BB QOZ, LLC (the "PURCHASER"). RECITALS A. The SELLER has conveyed to the PURCHASER that certain real estate described on Exhibit "A" attached hereto (the "Property") pursuant to a Deed of even date herewith between the SELLER and PURCHASER. B. The PURCHASER has agreed to construct the Project on the Property, and other requirements in accordance with the guidelines and criteria set forth on in the Purchase and Development Agreement attached hereto ("Purchase and Development Agreement"). C. The Deed shall provide that: (i) if the PURCHASER fails to meet the deadlines set forth in Sections 21.3, 21.5, and 21.7 of the Purchase and Development Agreement, subject to applicable notice and cure periods, then, if SELLER exercises its right of reverter, the Property shall revert to the SELLER; and (ii) upon the Completion of Construction (hereinafter defined) the Deed shall be automatically unencumbered by the right of reverter. NOW THEREFORE, in consideration of the transfer of the Property to the PURCHASER and other consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows: 1. PURCHASER agrees at its sole cost and expense to complete the construction of the Project in accordance with the terms of the Purchase and Development Agreement by no later than the time period set forth in Section 21.7 of the Purchase and Development Agreement of even date herewith (the "Construction Completion Date"). 2. Subject to Section 3 hereof, in the event the deadlines provided for in Section 21 of the Purchase and Development Agreement, or Completion of Construction as provided for in Section 21.7, are not timely met (unless extended pursuant to the terms of the Purchase and Development Agreement), and if SELLER elects to exercise its right of reverter, the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within 30 days of the written request of the SELLER, the PURCHASER will provide a quit claim deed to the Property in form and substance acceptable to the SELLER evidencing the reconveyance of the Property, 01671768-3 PURCHASER's Initials: SELLER's Initials: of Ir 329 in Section 22.1 of the Purchase and Development 1.- " g e of Florida. This Agreement may only be modified or amended by a written agreement signed by authorized representatives of the parties hereto. PURCHASER: Printed Name: Title: Date: 01671768-3 piumi BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: )rl I Lt -- 7- ,0yjV7 AL* *a X I= PURCHASER's Initials: SELLER's Initials: x VT 330 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement zz 331 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of 2022, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter the "CRA"), with a business address of 100 East Ocean Avenue, Or' floor, Boynton Beach, Florida 33435, and BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, and its successors or assigns (hereinafter, the "Developer"; the Developer and the CRA are collectively referred to herein as the "Parties"). RECITALS WHEREAS, Developer submitted a proposal, a copy of which is attached here to as Exhibit "A," (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by reference, which proposal was accepted by the CRA Board on November 30, 2021; and WHEREAS, the CRA has determined that the Project, as defined herein, furthers the Boynton Beach Community Redevelopment Plan; and WHEREAS, Developer has the knowledge, ability, skill, and resources to effectuate the construction and development of the Project; and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Boynton Beach Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties agree as follows: Section 1. Incor oration. The recitals above and all other information above are hereby incorporated herein as if fully set forth. Section 2. Definitions. As used in this Agreement, the following terms shall have the following meanings, which shall apply to words in both the singular and plural forms of such words: 01649149-7 1 332 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 333 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 334 sixty (60) days, subject to prior, written approval of the CRA at the CRA's sole and reasonable discretion. 3.2.2 Developer shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. 3.2.3 Developer shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 3.2.4 Developer shall provide the CRA with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon the CRA's request therefor. No later than the Closing Date (as defined in the Purchase Agreement), Developer shall provide Adequate Proof of Financial Closing to the CRA. 3.2.5 Commencement of Construction within two (2) years of the Closing Date pursuant to the terms of the Purchase Agreement. Notwithstanding anything to the contrary herein, Developer may extend the deadline for Construction Commencement by one (1) period of twelve (12) months, subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, conditioned or delayed provided Developer is using good faith efforts and due diligence to achieve Commencement of Construction. 3.2.6 Developer shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 3.2.7 Completion of Construction within thirty-six (36) months of Commencement of Construction; provided, however, Developer shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, condition or delayed provided Developer is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, Developer shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. Developer shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 3.2.8 Developer shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 3.3 Required Project Elements. The Project must include all of the following elements (the "Required Elements"). 01649149-7 4 335 3.3.1 A rental apartment building including a minimum of 236 rental units MOIRMNIMIM 3.3.1.1 The units shall be rented in accordance with the following ratio (regardless of how many units are constructed) (the "Affordability Requirements"): • Tier One: 3.8% of the total rental units to tenants that earn up to 80% of the AMI; • Tier Two: 23.1% of the total rental units to tenants that earn up to 100% of the AMI; • Tier Three: 23.1% of the total rental units to tenants that earn up to 120% of the AMI; and • Tier Four: the remaining total rental units shall be unrestricted. • Tier One, Tier Two, and Tier Three units shall be the Restricted Units. If necessary, and if consented to by Developer in Developer's sole and absolute discretion, the total rental units and Affordability Requirements may be adjusted as may be required in order to meet the minimum code requirements of the City of Boynton Beach's Workforce Housing Program, provided that at no time shall the sum of Tier One, Tier Two and Tier Three units be less than 50% of the total rental units. The units shall be rented to tenants in compliance with fair housing laws. Developer shall not segregate units based on income levels, When not in contravention of such laws, Developer will not designate all affordable unit to be in the same Tier and will attempt to designate a variety of unit types as affordable units. 3.3.1.2 On the date of the Financial Closing, the Developer will record a Restrictive Covenant containing the Affordability Requirements (the "Restrictive Covenant"), which shall remain in effect for the Restricted Units for a period of 15 years following Completion of Construction (the "Initial Affordability Term"). At the conclusion the Initial Affordability Term, units to 30% of the total rental units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) for an additional 15 -year period (30 years total following Completion of Construction). The Restrictive Covenant shall also provide that 10% of the Restricted Units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) shall remain subject to the Affordability Requirements in perpetuity. The Restrictive Covenant shall be in a form approved by the CRA and Letcler. 01649149-7 5 336 3.3.2 A minimum of 16,800 square feet of commercial space (e.g. restaurant, retail and office). 3.3.3 A minimum of 150 public parking spaces in addition to the parking spaces Developer reasonably calculates Developer will require for the commercial and residential portions for the Project, which shall be located in a parking garage to be constructed by Developer and which shall remain open to the public in perpetuity pursuant to a lease agreement to be executed between the Parties, (the "CRA Spaces"), in a form substantially similar to the lease attached hereto as Exhibit "D." Although the CRA Spaces are separate from the parking spaces that are designated for the residential and commercial uses, and shall not be designated by Developer for association with the residential or commercial uses, the CRA Spaces shall be included in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses with the minimum code requirements of the City of Boynton Beach. Section 4. Public Benefits. Developer shall comply with the following Requirements. 4.1. Job Fairs, and Apprenticeship. Prior to and/or during the construction of the Project, Developer shall use commercially reasonable efforts to: • Host two (2) job fairs, between Commencement of Construction and Completion of Construction, at a venue within the City of Boynton Beach; • Participate in job fairs within 15 miles of the City when notified of such job fairs by CareerSource Palm Beach County or such other entity as the CRA may designate from time to time; • Include requirements in all contracts with contractors that the contractors use commercially reasonable efforts to participate in an apprenticeship program; and • Provide documentation evidencing satisfaction of these requirements upon request by the CRA and as part of the Annual Performance Report (hereinafter defined). 4.2. Green Building. Developer will achieve a minimum National Green Building Standards (NGBS) Bronze certification for the residential building. Evidence of the NBGS Bronze certification shall be submitted to the CRA within twelve (12) months following Completion of Construction. Developer will analyze the feasibility of using the chilled water services offered by the District Energy Facility located in the Town Square complex. 4.3 Green Wall. Developer shall use commercially reasonably efforts to incorporate a green wall into the wall of the parking garage associated with the Project consistent with City code. 01649149-7 6 337 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 338 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K 339 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E 340 Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA for its own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 341 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA 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 in this chapter or as otherwise provided by law. 11 342 01649149-7 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 Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 12 343 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 344 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 p.m. on the next full Business Day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M�� 14 345 WITNESS Print Name: BB QOZ, LLC, a Florido, lhnite(j, li bility company B Avaz>Printed Name : Title: BEFORE UM, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared 9411A'91s &tAs ow0#7,4(of BB QOZ, Ll and acknowledged under oath that he/she has executed the foregoing Ag eement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hcrdn-4Vd that the instrument is the act and deed of BBQOZ, LLC. He/she is personally kno o me or has produced as identification..."' "°° ....... IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this �day of 3 (v 2022. My Commission Expires: 5-119 1 e q Notary Q16491494 COATES wdW Thru [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 346 WITNESSES Print Name,nzione ..... ____._ w .......__..... Print Name:. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y 13y:___" y.... Ty Penser , CRA Board Chair .. 0,04 fob n:� �mm�ammm m! S ��'m �rry dp�wyqgry��o BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personal...appeared . Ty Penserga, as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she isersonall �,,o.. F or has produced ..... ___ as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of 2022. _. My Commission Expires: 01649149-7 Notary � y •�� i�`ig61 �� 16 bliA State of Florj�fi at Large 347 EXHIBIT "A" PROPOSAL The proposal submitted by BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed-use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, which proposal was accepted by the CRA Board on November 30, 2021, is hereby incorporated herein by reference as if fully set forth. A copy shall be maintained at the offices of the Boynton Beach Community Redevelopment Agency, and upon dissolution of the same, a copy shall be maintained by the City of Boynton Beach. 01649149-7 17 348 EXHIBIT "B" PROPERTY LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 11t Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10, 11 and West %: of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01649149-7 18 349 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 350 01649149-7 EXHIBIT Arc CONCEPTUAL SITE PLAN at 351 352 M, 0 353 30 . ..... ... .. o # M, 0 353 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 354 �ffl� PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, The Boynton Beach Communi CRA). a -ublic agene ("Landl ,, id Redevelopment Agene BB D WITNESSETH: '477r, 1, ab-111iffe p-ar7r17rMTtTscn6ea 6y me legal description attached hereto as Exhibit A, (collectively the "Pigperty"); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordabili rpsgii- i j'jifi defined) (the "Pr9ject"); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Pr ' for the use -41A the general �!ublic for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follGws: 016733474 259421v9 355 111111111111111 Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the to be utilized exclusively by Tenant for the F!'ermitted Use (as defined in Section 14 below): -AK-mg spaucs sl to be constructed at NE 4h Street, Boynton Beach, Florida 33435 and NE I't Avenue, Boynton Beach, Florida 33435 (the "Parkin ar in the locations designated as "Parking Spaces" on Exhibit B without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Landlord shall provide notice to Tenant at least 14 days prior to the Parking Spaces being relocated, and Landlord shall bear the actual, reasonable and verifiable costs (excluding any Tenant overhead costs), if ang, of relocatin , S-oaces, in I ing an costs associated with moving in _e.1ARftj9 g the Parking , J_� V vehicle chargers, or other similar items. Landlord shall not move Tenant in any manner that will reduce Tenants ability to use parking meters, provide electric vehicle chargers, or other similar items. At no time shall the total Parking Spaces be less than one hundred fifty (150), and Landlord shall use commercially reasonable efforts to keep the Parking Spaces generally contiguous. At no time shall the Parking Spaces be located on anv level hiLyher than level 3 of the Parking Garage. exce2t as may be set forth o t Vie _M�i NEW, areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the eeneral Dublic of the Parkin S*aces shall be suAject to the tgniq vrd c*-gditi*-cs*f JIM an(Gi wi1nouL any a ance notice to Landlord. If Landlord later determines that Landlord's (or other Project tenants') intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves I I wf OA f, t :�t[ flif, 16, 1 -11, W *,L*J I U-11 EWA U-1 I rif I I M 1R)MM I W-11 rR I BROJEOR ;I 1$141M7d41UJw 1, , " 't i A WIN M 04 Ww_ W"I "04 FAWInW.-N241rum I M1142 01 -d -i I a ON] ILI TM I V-1 I im Term; Constructµon of Parking11"Definitions. -- Gg�W, (a) The to of this Lease (the "Tenn") shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). _ ..................................... ___ (b) The Parking Garage shall be constructed by the Landlord in accordance with the permitted set of plans for which a building permit is issued by the appropriate governing authority, which 01673347-4 2 356 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit A) and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant, 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. Additional Rent. Unless otherwise expressly provided, all monetary obligations of Tenant to Landlord under this Lease, of any type or nature, other than Base Rent, shall be denominated as additional rent and include applicable sales tax (unless exempt) ("Additional Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap'). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20th) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 357 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Pqy ment of Additional . Rent;_Tenqnt'S,.Yqrppiitag ,Share. Additional Rent (together with . ..... applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (I I) day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate often percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3' Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347-4 4 358 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either party may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. ano........ k rR g . Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking g g p ("Landlord's_w.._M,M,M,M„,,,Parking Areas"}. Tenant shall have no right to ar Garage other than the Parkin Spaces„ park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord Covenants and Obliigations,. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347-0 5 359 shall have access to the Parking Spaces and Access Areas for the Term (including any extension thereof) of this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate, manage, equip, light, repair and maintain, in a reasonably clean and safe manner, the Parking Garage, Parking Spaces and Access Areas and all facilities and fixtures, including without limitation roof, walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in working condition and repair necessary for their intended purposes in a manner comparable to other similar parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the Operating Expenses. If a repair is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlord shall use good faith to complete such repair in a timely manner, and the cost of such repair shall be included in the Operating Expenses. Notwithstanding anything to the contrary herein, Tenant shall promptly repair any damage to the Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date including without limitation water, sewer, stormwater, gas, solid waste and electricity for the Parking Garage, to the extent such utilities serve the Parking Garage, with Tenant paying to Landlord Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for paying all utilities exclusively necessary or separately metered for the Parking Spaces and management of the same (e.g., Tenant shall be responsible to install and pay for any electrical charges for parking meters it installs, including the cost of all power requirements necessary to service the electric vehicle charging stations). Tenant agrees that it shall not install any equipment which will exceed or overload the capacity of any Landlord utility facilities and that if any equipment installed by Tenant shall require additional utility facilities, the same shall be installed at Tenant's expense in accordance with plans and specifications to be approved in writing by Landlord in its sole and absolute discretion. 10. Landlord's„Liabili,ty. All Tenant's personal property placed or moved in the Parking Garage shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Term the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the amounts required by the laws of the State of Florida; (c) automobile liability insurance covering any owned, non-owned, leased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any mortgagee may reasonably require and which is permitted by law. Prior to the Lease Commencement Date, Tenant shall deliver to Landlord copies of the aforementioned policies. Landlord shall maintain for the Term of this Lease (and any extension thereof) such insurance as is reasonably necessary and consistent with the insurance coverage provided by the owners of similar parking garages in Palm Beach County, 01673347-4 6 360 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage anif, obligations as stated herein. 12. Events of Default. Each of the following shall be an "Event of Defaulf'under this Lease: - . ....................... (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an assignment for the benefit of creditors or takes the benefit of any insolvency act, or if any debtor proceedings be taken by or against Tenant which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following shall be an "Event of Default" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. UDon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing 4114gplinv fou*Y.* including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstandini anvthini to the contrary set forth above, all rialits and remegies of Lafdlord,?,xg _t1h KIWI Air, U1111MULIVIZ allu snall (57 in Manion To every oiner ngnt or remeay provided tor in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary assenier vehicles jincluding -u-t trtjck�, v,?js 21,4 012o -t Ailiji j2ick MeTemneral PuD5411c, Dy I enant anu Dy Me CiTy or iroynTon Teacn, anct I enant may cnarge tile generalipublic 016733474 7 361 for said parking (the "Permitted'Use' ). The City of Boynton Beach's and Tenant's use of the Parking Spaces to store or deploy vehicles in and from the Parking Garage during hurricanes, weather events, and other emergencies shall be considered part of the Permitted Use. Tenant shall have the right to determine the time(s) and manner in which the Parking Spaces may be used. In no event shall Tenant cause or permit the City of Boynton Beach to park any vehicles owned or maintained by the City of Boynton Beach within the Parking Garage which are used in connection with the City of Boynton Beach's transportation or storage of any Hazardous Materials (as defined below). In no event shall Tenant use or promote the use of the Parking Spaces for any use or purpose other than the Permitted Use. Along with the use of the Parking Spaces, subject to the terms and conditions of this Lease and the reasonable rules and regulations promulgated by Landlord, Landlord hereby grants Tenant and its agents, employees, contractors, guests, tenants, licensees, invitees, and customers (collectively, the "Tenant Parties"). at no cost or expense to any of the foregoing parties, the non-exclusive right to utilize the Access Areas. Landlord acknowledges and agrees that the foregoing right of the Tenant and Tenant Parties to reasonably utilize the Access Areas shall remain in fall force and effect throughout the duration of the Tenn (as the same may be extended). Tenant represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant shall: (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces to ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with or diminish the use of the Parking Garage by the Landlord or any Landlord Parties or others properly utilizing the Parking Garage; (iii) take commercially reasonable measures to prohibit littering, loitering, any unauthorized signage/postings, loud music, unauthorized sale of goods, unauthorized disposing of food or garbage, and unauthorized storage of any vehicle or personal property (other than may be approved by Landlord in writing) within the Parking Spaces or Access Areas; and (iv) adopt and implement enforcement measures in furtherance of the foregoing, consistent with the terms and conditions of this Lease; provided that, the Tenant shall not have and shall not be required to have any person on site to comply with the foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleum products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinated biphenyls, lead based paint, radon, urea formaldehyde, mold, asbestos or any materials containing asbestos, and any materials or substances regulated or defined as or included in the definition of "hazardous substances," "hazardous materials,.. "hazardous constituents," "toxic substances," "pollutants," "contaminants" or any similar denomination intended to classify or regulate substances by reason of toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requirements relating to the injury to, or the pollution or protection of human health and safety or the "environment" (which to shall mean any surface or subsurface physical medium or natural resource, including, air, land, soil, surface waters, ground waters, stream and river sediments, and biota). For the avoidance of doubt, the parking of cars, motorcycles and other ordinary passenger vehicles that are not used to transport Hazardous Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to t V c Landlord includ' th Parkini Siaces in the calculation of determinini the total number of jarkin . a] 15. Liens. The interest of Landlord in the Parking Spaces and the Parking Garage shall not be subject in any way to any liens for any work, materials, improvements or alterations to the extent such work, materials, improvements or alterations are furnished or made by or on behalf of Tenant. This exculpation ism e with express reference to Section 713. 10, Florida Statutes. If any lien is filed against the Parking Spaces or the Parking Garage for work, materials, improvements or alterations claimed to have been furnished to, or made by Tenant, Tenant shall cause such lien to be discharged of record or properly transferred to a bond under Section 713.24, Florida Statutes, within forty-five (45) days after notice to 01673347A 8 362 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination, Tenant agrees to reasonably negotiate and execute a subordination, no disturbance and attornment aereement with Landlord's first mortia. ie lender within fortv-five L45) days anL;re t f the Landlord's first mort a elendertoaltera rovisionh gues o WIM '111atftl*: uIWLitiTIIVt %0M3XIdJCU. FIFI P111pu SUN the term "material term" shall include all terms and provisions reasonably deemed material by the� Te— t' Attorney or Tenant's Board at the time such request for amendment is made. 17. Assigmuent/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right without Landlord's# i r passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "Par ' kingpas5"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Bums and Nicholas Roio. After substantial completion of the Parking - It Lt -t 4 this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of )Pe Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton I ME (a) By-Lppdlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or chanee does not materiallv and adversell imact the Tenant's access to and/or Beach Code of Ordinances (including its Land Development Regulations), (b) By ._I:oq . Tenant shall not make any improvements, modifications or alterations to the Parking S[pces or the Parking Garage that affect the Parking Garage structure, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or [�ermanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its owm expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 016733474 9 363 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removable fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, and signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's operation of the Parking Spaces or other signage in the Access Areas in compliance with applicable law and approved "Permitted ,Alterations"). y Landlord m wasting, which approval shall not be unreasonably delayed (the Landlord may withhold its approval to any Permitted Alterations in the event that Landlord reasonably determines that the proposed Permitted Alteration: (i) may impede or otherwise impair Landlord's operation of the Parking Garage or diminish the value of the Parking Garage; (ii) may not be easily removed or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, or removal; (iii) may measurably increase Landlord's liability or insurance premiums for the Parking Garage (unless Tenant agrees to pay such measurable increase); (iv) is otherwise inconsistent with the standards for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes a structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas or change to the exterior of the Parking Garage (except for exterior signage indicating public parking at the Parking Garage in compliance with applicable law and approved by Landlord in writing, which approval shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlord specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehicle charging stations by Tenant shall be permitted, and Landlord shall design and construct the Parking Garage to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of the installation of any Permitted Alterations, Tenant shall provide Landlord with: (i) plans, specifications, and proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged in connection with the installation of the Permitted Alterations. Tenant's plans, specifications, renderings, and proposed contractor shall be subject to Landlord's prior review and approval consistent with the foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitted Alterations) shall be fully coordinated with Landlord and all such improvements, modifications or alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicable law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any part of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf of Tenant shall be promptly repaired by Tenant to the reasonable satisfaction of Landlord. In all events, prior to the commencement of the installation of any Permitted Alterations or other permitted improvements, modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with a copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which shall name Landlord and Landlord's mortgagee as additional insureds and shall be evidenced by endorsement. Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or other permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace same with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted to remove any such Permitted Alterations or other permitted alterations, modifications or improvements unless Landlord requires removal thereof; however, at the time that any Landlord's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitted Alterations or other permitted alterations, modifications or improvements provided that (i) such right is exercised within forty-five (45) days after the expiration of the applicable cure period and (ii) Tenant repairs any damage caused by such removal and restores the Parking Spaces to the condition that existed prior to the installation of the Permitted Alterations, ordinary wear and tear excepted. In the event Tenant is entitled or required to remove such Permitted Alterations or other alterations, modifications or improvements, then prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's sole cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or other alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulting therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, as applicable, to be separately metered at Tenant's sole cost and expense, and Tenant shall pay directly to the utility provider all amounts due and payable in connection with the use and installation of such Permitted Alterations, including, without limitation, usage fees, tap-in fees, and meter installation costs. All alterations 01673347-4 10 364 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Re,ulations). r mg y WilP CI R:Cj 4I11U1C CA11111MI4111 111 UIU I UI III Mat LdIIUIUFU May surier oy reason oi any notaing over Dy. Tenant. 0. o 2 Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN Waiv r f JM CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. R.uleq,,,and, Rp,&qjaAqns. Tenant shall at all times abide by any rules and regulations ("Rules" for use of the Parking Ggr Tror U10".11 ad try F MIAM W 5 � w, interfere with thi Permi b Landlord's other tenants. Landlord resen-iii righ=A7r_*. the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking S aces and Access Areas materiall interfere with the Permitted Use of the Parkin S a sucNviolatiticut lj,?.1Fjjjjj_wfLV&?-*. 1*1 40., A' %dqx1,,2gr,%,Cqj1Sr 23. Casual and Condemnation. If. during the Term (as the same may be extended), the ty — ----- Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall bi--. condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the o)Ltion to terminate t�kis Lease a e o Me peno after the termination of e Lease shall be refunded upon a pro -rata basis based on the date of termination. •#.'.: eirlimn In the event Tenant does not exercise the foregoing tennination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Reiardless of whethir Lanjigi 01673347-4 11 365 occurrence of such casualty; and (ii) Tenant's access to and use of the Parking Spaces is materially and adversely impacted, then Tenant shall have the right to terminate this Lease upon thirty (30) days' notice to Landlord, in which case Landlord shall select one of the following options to compensate Tenant for the loss of public parking: (i) provide 150 spaces within Tenant's jurisdiction and within half of one mile of the Parking Garage; (ii) make payment to Tenant for the cost to Tenant of replacing 150 spaces for the remainder of the Term within Tenant's jurisdiction and within half of one mile of the Parking Garage less the amount of net revenue Tenant has collected from the Parking Spaces (including, without limitation, from parking meters, charging stations or event parking), (iii) with Tenant's consent, transfer ownership of the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such other compensation as the parties may mutually agree. If any portion of the Parking Garage (including any fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due to any act or omission of Tenant, Tenant shall be solely responsible for all costs and expenses of restoration, repair and replacement of any damaged or destroyed property, and shall pay such costs and expenses upon demand. 24. Binding Effect, This Lease is binding on the parties and their heirs, legal representatives, 1-1 successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Recording. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales Tax.Ex9mv!io-n. Notwithstanding anything to the contrary set forth in this Lease, so long as Tenant obtains and provides a true, correct, and complete copy of a sales tax exemption certificate, issued by the Florida Department of Revenue to Landlord contemporaneously with Tenant's execution and delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not later than thirty (30) days before the end of each calendar year throughout the Term provide to Landlord an updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is determined by the Florida Department of Revenue that sales tax is otherwise due on the amounts payable by Tenant under this Lease for any reason whatsoever, then Tenant shall be liable for all sales taxes due under this Lease and shall promptly remit same to Landlord. Tenant may, upon written notice to Landlord, request that Landlord contest any such taxes, assessments and other charges that Tenant reasonably determines, in its good faith judgment, are not appropriate or applicable Landlord may elect, but shall not be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obligated to pay, when and as due under this Lease, all taxes, assessments or other charges so contested. Tenant's obligation to pay any taxes, assessments and/or other charges under this Lease shall not be contingent upon the resolution of any such tax contest. Landlord shall provide the Tenant with a credit for all taxes, assessments and other charges which are awarded to Landlord in such tax contest to the extent applicable to Tenant's Percentage Share. 28. EntireA&w�ee ,and Severabili�y— This Lease contains the entire agreement between the . . . . . ........ parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 016733474 12 �M of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or provision of this Lease or application thereof to any person or circumstance shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. This Lease may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. 29. Force gjeure. If by reason of Force Majeure, it is impossible for the Landlord or Tenant in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contained herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in breach of its obligations during the continuance of such Force Majeure event. Such Force Majeure event does not affect any obligations of the Landlord or Tenant other than the timing of performance of such obligations. The term "Force Majeure" as used herein means any of the following events or conditions or any combination thereof. acts of God, acts of the public enemy, riot, insurrection, war, act of terrorism, pestilence, archaeological excavations required by law, unavailability of materials, epidemics (including, without limitation, cases of illness or condition, communicable or non -communicable, caused by bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins), epidemics, pandemics (such as COVID-19 and variations thereof), disease, quarantine restrictions, freight embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal and highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-year period preceding the Effective Date), strikes or labor disturbances, restoration in connection with any of the foregoing or any other cause beyond the reasonable control of the party performing the obligation in question, including, without limitation, such causes as may arise from the act of the other party to this Lease; or acts, or failure to act, of any governmental authority. 30. Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from Palm Beach County's public health unit. 31. Non -Discrimination. ,_ The parties agree that no person shall, on the grounds of race, color, sex, age, national origin, disability, religion, ancestry, marital status, sexual orientation, or gender identity or expression, be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Lease. 32. Construction. Nop arty shall be considered the author of this Lease since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to the other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Lease by reference. 34. Public Entity,,, Crimes.__ As provided in section 287.133, Florida Statutes, by entering into this Lease or performing any of its obligations and tasks in furtherance hereof, Landlord certifies that, to its knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) months immediately preceding the date hereof. This notice is required by section 287.133 (3)(a), Florida Statutes. 01673347-1 13 367 TV Ge eral's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the hispector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 1 36. Exclusion of Thir Paq ............ - _y — ----------- .............. d Be4efiqjaries. No provision of this Lease is intended too , r shall to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Cobe executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Q "m fiaiLce. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' gerformance of this Lease. Landlord shall at all times ha -,ie v � ........ .......... of Boynton Beach for the operation and leasing of the Parking Garage, Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from perfon-ning any act) within the Parking Garage that operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits *f 0=--rf"m hi, --,'-%7 wiv" tf Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby 'r. that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall autatically become the Tenant and shall have all rights and obligations asjy,�rovided in this Lease as if Ci1r, were the original Tenant in thi�� Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 016733474 14 368 IN WITNESS WHEREOF, the parties have executed this Lease as of this 2022. LANDLORD: BB QOZ, LLC, a Florida lifted iHtftycompany Print Name: ._ Its: Manager WITNESSES: 2�Ll �11- t1� Print Name: TENANT: WTTNESSES: fit day of e.� Print Name:.%ice St „„ . THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 Y Ty P: d Chair Witness: f i Print'NV Te ... _ .�! � ,.. ..... Approved fo egal ciency: B � �� /Z/— — — y , CRA Attorney 01673347-0 15 Approved for financial sufficiency- By: ufficiency By; financial Services Director 369 JOINDER PARTY THE CITY OF BOY N' "ON BEACH TON �.. Print : NSC .-P 20* Approved for legal sufficitcy: By City Attorney 01673347-4 259421A 259421v4 Approved for financial sufficiency: By: wlee ,r Financial Services Director 370 EXHIBIT A Property Description PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel#: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 41h St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 1' Ave., Boynton Beach, FL. Parcel #: 08434528030010100 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421v3 259421v4 371 Parcel #: 08434528030060120 Lot 12, Block 6, 0RIG INAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-0 2594210 259421v4 372 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 373 ONINNV1d �b' 3 Jf71�311f IJ�JV VOIHO-IJ 'HOV30 NO1N1.08RI ltl 03tl001 803 U0311H06) ° xia vnapv' 1N3WdOl3A30 031VIlIddVS m N 9 l D � 30N31d 3H1 s1 "'IQuv vsh V V V V i . . .m / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 374 p . . Ji ro d � 1 _ i ... _ _J_ --f ,1 6 / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 374 1 RESOLUTION NO. R22-090 2 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING 3 AND AUTHORIZING THE MAYOR TO SIGN THE PARKING LEASE 4 AGREEMENT BETWEEN THE BOYNTON BEACH COMMUNITY 5 REDEVELOPMENT AGENCY AND BB QOZ, LLC (AFFILIATED DEVELOPMENT, 6 LLC) AS A JOINDER PARTY FOR ISO PUBLIC PARKING SPACES; AND 7 PROVIDING AN EFFECTIVE DATE. 8 9 WHEREAS, on June 7, 2022 the Boynton Beach Community Redevelopment Agency Board 10 approved the Purchase and Development Agreement, the Tax Increment Revenue Funding 11 Agreement (TIRFA), and the Parking Lease Agreement between the Boynton Beach Community 12 Redevelopment Agency and Affiliated Development, LLC for the 115 North Federal Highway infill 13 mixed use redevelopment project; and 14 WHEREAS, it is necessary for the City of Boynton Beach to approve and execute the 15 Parking Lease Agreement as a Joinder Party because in 2044 at the sunset of the Boynton Beach 16 Community Redevelopment Agency, the City of Boynton Beach will automatically assume the 17 lease agreement; and 18 WHEREAS, the Parking Lease Agreement will provide for one hundred and fifty (150) 19 additional public parking spaces in the downtown/TOD area; and 20 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the 21 recommendation of staff, deems it to be in the best interests of the City residents to approve and 22 authorize the Mayor to sign the Parking Lease Agreement between the Boynton Beach 23 Community Redevelopment Agency and BB QOZ, LLC (Affiliated Development, LLC) as a joinder 24 party for 150 public parking spaces. 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF 26 BOYNTON BEACH, FLORIDA, THAT: 27 Section 1. Each Whereas clause set forth above is true and correct and incorporated 28 herein by this reference. S.-WAMPS01AgreementAP-king Lease Agreement (Joinder Party With Affiliated) - Reso.Doex 375 29 Section 2. The City Commission of the City of Boynton Beach, Florida does hereby 30 Approve and authorize the Mayor to sign the Parking Lease Agreement between the Boynton 31 Beach Community Redevelopment Agency and BB QOZ, LLC (Affiliated Development, LLC) as a 32 joinder party for 150 public parking spaces. A copy of the Parking Lease Agreement is attached 33 hereto as Exhibit "A". 34 Section 3. That this Resolution shall become effective immediately upon passage. t, day 2022. 35 PASSED AND ADOPTED this of ...,,,_...��..,° .,.._w 36 CITY OF BOYNTON BEACH, FLORIDA 37 YES NO 38„ 39 Mayor — Ty Penserga 41 Vice Mayor — Angela Cruz 42::::, wrt 43 Commissioner — Woodrow L Ha 44 45 Commissioner — Thomas Turkin 46 47 Commissioner —Aimee Kelley 48 49 VOTE 50 r ATTFSi`' °y 5152 � 53 Ma le D sus, MMC 54 City C'erk��' 55 m 56 t 57 0. V� 00 58 (Corporate Seal) *0,00 840 Fnil .Cf S:1CMRE50\AgrecmentsTar1ling lease Agreement (Joinder Party With Affiliated) - Reso.Docx 376 PARKING LEASE AGREEMENT IIS PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this day of 2022, by and between BB QOZ, LLC, a Florida limited liability company, ("Landlor '), and The Boynton Beach Community Redevelopment Agency (BBCRA), a public agency created pursuant to Chapter 163, Part III of the Florida Statutes ("Tenant"}. WITNESSETH: WHEREAS, the Landlord has a contract to purchase property generally located at: (i) 508 E. Boynton Beach Boulevard, Boynton Beach, Florida 33435; (ii) NE 4' Street, Boynton Beach, Florida 33435; (iii) NE 1" Avenue, Boynton Beach, Florida 33435; (iv) 115 N. Federal Highway, Boynton Beach, Florida 33435; (v) 511 E. Ocean Avenue, Boynton Beach, Florida 33435; (vi) 515 E. Ocean Avenue, Boynton Beach, Florida 33435; and (vii) 529 E. Ocean Avenue, Boynton Beach, Florida 33435, all of which are located within the corporate limits of the City of Boynton Beach, as more particularly described by the legal description attached hereto as Exhibit A, (collectively the "Pro "); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordability ranges, a minimum of 16,800 square feet of commercial space (e.g. restaurant, retail, and office), and 150 designated public parking spaces in the Parking Garage (hereinafter defined) (the "Project'); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Project, for the use by the general public for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follows: 01673347-4 259421v9 377 I !I �lill �## -11 1111111 i 2. Use. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the "Parking $pgqgs") to be utilized exclusively by Tenant for the Permitted Use (as defined in Section 14 below): MH a ma 0 a parL nereoi. I ne locaTion oi Me f arKing i!�PaCeS May 1101 De cnangect by Lantorl without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Iti-F-WO) ORW [WO 1101 RROWON oil 110 OV, 101T UP usetheParkin Sj2aces 24 hours a daX, 7 da%s aweek, every day of the vezr (t., ".1 IMMINIM-10", W_Wa=��N= tscus vi L11c; rdlffflvy�& umpt'l, I CM�214111 IdA.MILICS k1l d11J CAIM) *1 L11C rWfUllg kiarage, as wen as me common areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their intended purposes consistent with the Permitted Use so long as such use shall not unreasonably interfere with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the Garage. Tenant or its agents shall have the right to immediately remove, or cause to be removed, any unauthorized car or vehicle parked in the Parking Spaces without any liability and without any advance notice to Landlord. IT Landlord later determines that Landlord's (or other Project tenants) intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves _it, Tinant a tj j. led i _e_vl wil M -f, ffi- Aff I -IF � MWO I I V 1 W I rAW11*A 0 'Mar 3. Term,; Construction of P - De- finitions. grkinjapIMA — (a) The term of this Lease (the "Term') shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). 1K."IsnatIONILW1111, - see 4EWAVIrmlUji MWIN 1 0 1 #1 01673347A 2 378 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit B and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant. 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. Additional, Rent. Unless otherwise expressly provided, all monetary obligations of Tenant to Landlord under this Lease, of any type or nature, other than Base Rent, shall be denominated as additional rent and include applicable sales tax (unless exempt) ("Additional, Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap"). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20ts) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 379 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Payrlent_of Additional_ RentTenant's Percentage Share. Additional Rent (together with applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (1") day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate of ten percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3rd Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347A 4 380 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either parry may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. 8. LandlordRights. Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking Garage other than the Parking Spaces {"Landlord's _Parking, Areas"}. Tenant shall have no right to park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord, Covenants,,,,,andOb,li�gations. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347A 5 381 Tf7=TT—M access N ine 1' 1 ig 57ES aria Access A =M, f5=1 1-67rT7MT_7_MTMy extension M=1167 this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate managv_eqAjip,_1_igh epair and maintain, in a reasonably clean and safe manner. the Parkin Gara e - Parking-Spoaces and Access Areas and all facilities and fixtures. indudiag without limitation roof. walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the 0(cerating Exfrenses, If a re air is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlordshall use good faith to complete such repair in a timely manner, and the cost of such repair shall ode in the Operating F"tI Tex"-A-s3uall yrI*ooqtl:y uke- Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date includin without limitation water.- sewer-. stormwatergas, solid waste and electrici Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for approved in writing by Landlord in its sole and absolute discretion. 10.LAP.dlord's ability . All Tenant's personal proor perty placed over in the Parking Garage - _Lj - shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Tenn the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the w.r_r*)wjW ramy.ir4i Vq4w4m%-tf non -owned, ]eased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any morteaeee mav reasonablv reouire and which is nermitted bv law. Prior to the Lease Commencement Date 01673347A 6 382 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage and obligations as stated herein. 12. Events „of.Default. Each of the following shall be an "Event of Default" under this Lease: (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an assignment for the benefit of creditors or takes the benefit of any insolvency act, or if any debtor proceedings be taken by or against Tenant which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following se an "Event of Demma t" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. Upon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstanding anything to the contrary set forth above, all rights and remedies of Landlord and Tenant under this Lease shall be cumulative and shall be in addition to every other right or remedy provided for in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary passenger vehicles (including pick-up trucks, vans and sport utility vehicles) by members of the general public, by Tenant and by the City of Boynton Beach, and Tenant may charge the general public 016733474 I 383 ime s an manner in w c e ar IT paces may e use no even s a en cause or remain in full force and effect throughout the duration of the Term (as the same may be extended). Ten represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant sh (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with 11TOR - ONNAm- ORMINN - -1 = M. N I I=_ M14111. garbage, and unauthorized storage of any vehicle or personal property (other than may be approved P9,r1_4x&.S7,-_v_v_-s*r kc�ce_ss Affems; measures in furtherance of the foregping, consistent with the terms and conditions of this Lease; ucrovid that, the Tenant shall not have and shall not be required to have any person on site to comply with t foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleul [products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinat and any materials or substances regulated or defined as or included in the definition of "hazardo substances," "hazardous materials," "hazardous constituents," "toxic substances," "pollutants �Icontaminants" or any similar denomination intended to classify or regulate substances by reason toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requiremen- relating to the injury to, or the pollution or protection of human health and safety or the "environmen (which term shall mean anv surface or subsurface Dhvsical medium or natural resource . n includin . air. Ian OM Wi Udlh, W&#T14U3WCS U114- VVLXV1 V1&JCU1J 7,MSCIlgell TCJ I Ueh I HUL UI -C IDOIL JISC11MV LransplTrL Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to 1141 01673347-4 8 384 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination. Tenant agrees to reasonably negotiate and execute a subordination, non- disturbance and attornment agreement with Landlord's first mortgage lender within forty-five (45) days of Landlord's written request of the same. Prior to the Lease Commencement Date, the Tenant agrees to review any request of the Landlord's first mortgage lender to alter a provision herein and, the Tenant's Executive Director, shall administratively amend this Agreement (without requirement of Tenant's Board's further approval) as may be reasonably required by such lender, provided that such amendment does not pertain to or impact any material term of this Lease and is for the purpose of complying with the lender requirements in order to effectuate a financial closing. If any required amendment by the lender would have a material effect on the terms and conditions set forth in this Lease, then such amendment shall require Tenant's Board's approval, not to be unreasonably withheld, conditioned or delayed. For purposes of this paragraph, the term "material term" shall include all terms and provisions reasonably deemed material by the Tenant's Attorney or Tenant's Board at the time such request for amendment is made. 17. Assignment/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right, without Landlord's prior written consent, to sell individual daily, weekly, or monthly parking passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "ParkiA& Pass"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of the Parking Garage, this Lease may be assigned, without the prior written consent of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Burns and Nicholas Rojo. After substantial completion of the Parking Garage, Landlord shall have the right to assign or sublease this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of the whole Lease, and notice of such assignment or sublease shall be provided to Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton Beach without Landlord's prior written consent; provided, however, that Tenant and the City of Boynton Beach shall provide notice of any such assignment. Landlord expressly pen -nits Tenant, at Tenant's sole cost and expense, to engage another entity to manage the Tenant's parking operations (including metering, electric vehicle charging, and other management related to improvements to Parking Spaces). 18. Alterations. (a) B-LLa_ndlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or change does not materially and adversely impact the Tenant's access to and/or use of the Parking Spaces or non-exclusive use of the Access Areas. Landlord may place parking identification signs or such other signage as deemed advisable by Landlord, in its sole discretion. All alterations by Landlord must comply with applicable law, Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Regulations). (b) By Tenant. Tenant shall not make any improvements, modifications or alterations to the Parking Spaces or the Parking Garage that affect the Parking Garage structure, or the mechanical, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or permanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its own expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 01673347A 9 385 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removab fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, a signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's op;eration the Pbxkina Sm?.ces or other siiutzge iTt-*.e .4,ccess ,4,re,?.s i.,it covirilig.-rce iyit� anDlicable lawaad determines that the proposed Permitted Alteration: (i)may impede or otherwise impair Landlord or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, removal: W mi measurablv increase Landlord's liabili or insurance prermu s for the Parking Gara vim -pro, for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas change to the exterior of the Parking Garage (except for exterior signage indicating public parking at t Parking Garage in compliance with applicable law and approved by Landlord in writing, which appro shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlo specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehic to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of t izAt%vh�gt2t 141 proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged connection with the installation of the Permitted Alterations. Tenant's plans, specifications, rendering and proposed contractor shall be subject to Landlord's prior review and approval consistent with t foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitt Alterations) shall be fully coordinated with Landlord and all such improvements, modifications alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicab law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any p of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf Tenant shall be nom%tl re-caired bgi -Tenant to the reasonable satisfaction of Landlord, In to the commencement of the installation of any Permitted Alterations or other permitted improvement modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which sh name Landlord and Landlord's mortgagee as additional insureds and shall. be evidenced by endorseme Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or oth permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace s with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted remove an_y such Per—mitted Alterations or other permitted alterations, modifi i ' I Landlord requires removal thereof, however, at the time that any Landlord's Event of Default exists (aft the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitt Alterations or other permitted alterations, modifications or improvements provided that (i) such right any damage caused by such removal and restores the Parking Spaces to the condition that existed prio the installation of the P rnmitteJ.'. AlteraWortinary o Wi ne,,*r ani t 'I W W -Xii prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's so cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or oth alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulti therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, iglijabli, tN I T I t I i W i i mierei 9i 016733474 10 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Regulations). 19. Holdover Rent. Tenant shall be liable to Landlord for all damages in the event Tenant holds over beyond the expiration of the Term that Landlord may suffer by reason of any holding over by Tenant. 20. Waiver,'of 'Iiury.Trial, THE PARTIES HERETO WAIVE TRIAL BY JURY IN CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. Rulesmmmmand _ReggLgtions. Tenant shall at all times abide by any rules and regulations ("Rules") for use of the Parking Garage, including the Parking Spaces, that Landlord or Landlord's garage operator reasonably establishes from time to time, so long as such rules and regulations do not unreasonably interfere with the Permitted Use of the parking spaces, and otherwise agrees to use the Parking Garage and the Parking Spaces in a safe and lawful manner that does not interfere with or diminish the Parking Garage by Landlord's other tenants. Landlord reserves the right to adopt, modify and enforce the Rules governing the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking Spaces and Access Areas, materially interfere with the Permitted Use of the Parking Spaces, or materially increase Tenant's Percentage Share unless such modification is required by an applicable law. If the Rules are reasonably posted at the Parking Garage, Landlord may refuse to permit any person who violates such Rules to park in the Parking Garage, including the Parking Spaces, and any violation of the Rules shall subject the car to removal from the Parking Garage and the Parking Spaces. If Tenant violates any of the Rules and such violation continues for or is not cured within five (5) days following notice from Landlord then, in addition to all other rights and remedies available to Landlord at law, in equity, and under this Lease, Landlord shall have the right to remove from the Parking Garage, including the Parking Spaces, any vehicles hereunder which shall have been involved or shall have been owned or driven by parties involved in causing such violation, without liability for any damages caused to such vehicle in connection with such removal. 23. Casualty -and Condemnation,. If, during the Term (as the same may be extended), the Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall be condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the option to terminate this Lease upon written notice to Landlord whereupon this Lease shall immediately terminate and be deemed of no further force and effect and Landlord and Tenant shall be released of all obligations and liabilities arising after such termination (except for such obligations and liabilities expressly identified herein as surviving the termination of this Lease); provided that, if this Lease is terminated under this provision, all Rent paid in advance by Tenant applicable to the period of the Term after the termination of the Lease shall be refunded upon a pro -rata basis based on the date of termination. In the event Tenant does not exercise the foregoing termination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Regardless of whether Landlord receives such insurance proceeds, if Landlord: (i) fails to restore the Parking Garage within two (2) years after the 01673347-4 11 387 1110111W, WIN 11WO Wille M111111116 WINNiiwiiiilmlliii.�w xlltny-�O the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such oth compensation as the parties may mutually agree. If any portion of the Parking Garage (including fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due ,?Jx -?zt o i R61116 iii w6w, "mill1i reqvwtsihle fo of restoratio Will demand. 24. B:1qftgEffqct. This Lease is binding on the parties and their heirs, legal representatives, successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Reco ding. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales T4N.Exemplion. Notwithstanding anything to the contrary set forth in this Lease, so MWIMAM"O az� d-% N1 delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not tie Lartilc)4-mi updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is WON, SO 14 dic imn aypilluaric Limull't *,I, I M be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obliL-ated to -tay. vhe-ri-m.� as,3.ue under this Lease. all taxes. assessments or other charEes, ROX"Mr-MMINEV41Mkin a W I rftWi . I extent applicable to Tenant's Percentage Share. 28. Entire.AZ_Teement and_5gypEghilitv. This Lease contains the entire agreement between the parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 01673347-4 12 388 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or porovisicM wo i WAW"i Wiwi ar, 0 F LUIUJIM-1611-ILAIR111 LU Ur, 111TUIFE U1 1111U111L)rUUd#1O, Luc icindinucl 01 ux,6 we appilu=10n such term or provision to persons or circumstances other than those as to which it is held invalid unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid enforceable to the fullest extent permitted by law, This Lease may be executed in any number counterparts, each of which shall be deemed an original, but all of which together shall constitute o instrument. I 29. Force eure If by reason of Force Majeure, it is impossible for the Landlord or Ten in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contain herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in brea 9" "M n T Ib t e a r1 en n I a The term "Force Majeure" as used herein means any of the following events or conditions or a combination thereof- acts of God, acts of the public enemy, riot, insurrection, war, act of terffroris [!.estilence, archaeological excavations required by law, unavailability of materials, epidemics (includin I without limitation, cases of illness or condition, communicable or non -communicable, caused in bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins f . r I'l ey-idernic Vlandemics (such as COVID-19 and variations thereo disease uarrantine restrictions," fftreial ei- embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal a highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-yel 1!,eriod preceding the Effective Date), strikes or labor disturbances, restoration in connection with any the foregoing or any other cause beyond the reasonable control of the party performing the ob�gation question, including, without limitation, such causes as may arise from the act of the other pa to tj Lease; or acts, or failure to act, of any governmental authority. 30. Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building insufficient i,?uantities mkyiquxesent health risks to yersons who are exylosed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from Palm Beach County's public health unit. IL% �MIMMW__ - Mi 1cligivil, anucsu.7� 111UHLUI SLdMS,-5CA1_di ITIVIRULPF11, IT ;cimcf mcilffl` *r expression, be excluded ftom the benefits of, or be subjected to any form of discrimination under any ?ctivity carried out by the performance of this Lease. agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to t other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporat into this Lease by reference. 34. Publi ,FutJJy,,Crim S,. As provided in section 287.133, Florida Statutes, by entering in 44 knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have n been placed on the convicted vendor list maintained by the State of Florida Department of Managern Services within the thirty-six (36) months immediately preceding the date hereof. This notice is requir by section 287.133 (3)(a), Florida Statutes. 01673347-4 13 389 35. Palm „Beach.,,Counly Inspector„Generah Palm Beach County has established the Office of Inspector General in PalBeach County Code, Section 2-421 - 2-440, as may be amended. The Inspector General's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the Inspector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 36. Exclusion-of Third._Pa ,y Ben ef c Aries. No provision of this Lease is intended to, or shall be construed to, create any third party beneficiary or to provide any rights to any person or entity not a party to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Counte 1”. This Lease shall be executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time_of Essenc_e. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Compliance. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' performance of this Lease. Landlord shall at all times have the proper business licenses required of the City of Boynton Beach for the operation and leasing of the Parking Garage. Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from performing any act) within the Parking Garage that would jeopardize, rescind, or invalidate the validity of the applicable business licenses required for the operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits and governmental approvals related to its use of the Parking Spaces and any permitted alterations or improvements undertaken by or on behalf of Tenant (including the Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby acknowledges that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall automatically become the Tenant and shall have all rights and obligations as provided in this Lease as if City were the original Tenant in this Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 01673347-0 14 390 IN WITNESS WHEREOF, the parties have executed this Lease as of this 2022. LANDLORD: BB QOZ, LLC, a Florida lifted iHtftycompany Print Name: ._ Its: Manager WITNESSES: 2�Ll �11- t1� Print Name: TENANT: WTTNESSES: fit day of e.� Print Name:.%ice St „„ . THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 Y Ty P: d Chair Witness: f i Print'NV Te ... _ .�! � ,.. ..... Approved fo egal ciency: B � �� /Z/— — — y , CRA Attorney 01673347-0 15 Approved for financial sufficiency- By: ufficiency By; financial Services Director 391 JOINDER „PARTY THE CITY OF BOYN By. ✓ By. ? "sPrint ..: .... _�.. ��. ....M�.. w Approved for legal suffici6cy: By 01673347.4 259421A 259421v4 ------ ------- - A\ , City Attorney Approved for financial sufficiency: Financial Services Director 392 Property Description p��pE�I�� 7paroebfu�herd�ai�dbo�w: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #:Q8434528030D1006O Lots 6and 7\ Block l,OR|B|NALTOVVN OFBDYNTON' according tothe Plat thereof asrecorded in the Plat Book 1,Page 28,Public Records mfPalm Beach County, Florida, Parcel 2: Physical Address: NE4mSt, Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeas1onequarterof3ection28,Tuwnship45South,Range43East,accurdingiotheP|mt0|edby Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1,Page 23. Parcel 3: Physical Address: NE2zAve,Boynton Beach, FL Parcel #: 08434528030010180 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1,page 23,Public Records nfPalm Beach County, Florida. Parcel 4: Physical Address: ll5M.Federal Hwy,Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2'3'4'5'5and 7'Block 6,ORIGINAL TOWN OF80YNTON,asubdivision ofthe City ofBoynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 5IIEOcean /ve, Boynton Beach, FL Parcel #: 08434528030050I00 Lot 10and the West 7feet Binches ofLot I1, Less the South Bfeet (Ocean Avenue R/VV)^ Block 6'TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515E.Ocean Awe,Boynton Beach, FL Parcel #: 08434S280300601I1 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF 80YNTON,according tothe plat thereof asrecorded inPlat Book 1, Page 23'ofthe Public Records ofPalm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421w 393 Parcel#: 08434528030060120 Lot 12, Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-4 259421v3 259421v4 394 EXMBIT B Parking Garage Floor Plan 01673347-4 259421v3 259421v4 395 M N4 ONINNV-Id xe MADIIIHOW4 V0180IJ 'HDVA NOINWH 'M 031VIIIJJV I N 3 h dO*IIv4Aa iIHOZ "a"'Sovoo 3�2i31d 3H1 VS kJ IIII A' s h "T=== IF,�� "A )k,I o 4, x ,j LIL fw ti, — w T'n 396 AFFILIATED D E V E L 0 P M E N T Project: The Pierce Date: 06/06/2023 Prepared by: BB QOZ, LLC Project Updates Major Master Plan and Site Plan applications were unanimously approved by the P&D Board and during two readings with the City Commission, the filial approval to occur on March 9"' 2023. An entity related to F. Davis Camalier (FDC Associates, LLC), through his property entity, 209 N. Federal, LLC, filed a Petition for Writ of Certiorari against the City to challenge the abandonments necessary for the Project to go forward as designed and approved. The City filed its response on April 7, 2023. The abandonments being challenged (which include the abandonment of NE 1 gt Ave) are integral to the overall site plan and key components that impact the Project's approvals. Unfortunately, the court's decision will not come quickly and as a result, the developer has been forced to cease the furtherance of design and other development activities necessary to get a building permit and start construction, as the court's decision could have an impact on the overall site plan. It is the opinion of the developer that the challenge is nothing more than a shakedown effort by Camalier, which has and will cause the developer to incur substantial damages. Development Deadlines (PDA/TIRFA Effective Date: July 8, 2022) Description PDA/TIRFA Deadlines Status Submit Site Plan Approval Package January 4, 2023 Complete - Submitted on September 7, 2022 Apply for Building Permit Within 120 days post site plan approval Date TBD Project Presentation On or before July 8, 2023 Date TBD Commencement of Construction Within 2 years from Closing Date Date TBD Obtain TCO 36 months from Commencement of Construction Date TBD Final CO Within 9.5 years after Effective Date Date TBD 613 NW 3rd Avenue, Suite 104 • Fort Lauderdale, FL 33311 • 954-953-6733 3611820 397 **** CASE NUMBER: 502023CA009318XXXXMB Div: AY **** Filing # 170590020 E -Filed 04/07/2023 09:07:28 PM IN THE CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA Case No. 23- 209 N. FEDERAL, LLC, a Florida limited liability corporation, Petitioner, vs. THE CITY OF BOYNTON BEACH, a unit of the local government in Palm Beach County, Florida, and political subdivision of the state of Florida, Respondent. PETITION FO�VRI7 OF CERTIORARI Petition for Reviev of Beach. City Commission Ordinance Beth -Ann. E. Krimsky, Esq. (FBN 968412) Aaron. Williams, Esq. (FBN 99224) GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Fort Lauderdale, Florida 33301 Direct Dial: 954-527-2427 Facsimile: 954-333-4027 Beth-ann.krimsky(a�gmlaw.com Aaron.williams(Lgmlaw.com Attorneys for Petitioner 398 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 04/07/2023 09:07:28 PM TABLE OF CONTENTS Page TABLEOF CONTENTS............................................................................................i TABLE OF AUTHORITIES.................................................................................... ii PREFACE................................................................................................... ............iv I. INTRODUCTION.................................................................... a,......... l r...... IL STATEMENT OF THE CASE AND FACTS .................... l 2 o/, r III. BASIS FOR INVOKING JURISDICTION AND ST,�1DA OF �. REVIEW.........................................................................�o ..........................13 IV. NATURE OF RELIEF SOUGHT . "'%,.... //ii% V. ARGUMENT .................................... ...........................................16 A. THE COMMISSION FAIT COMPLY WITH THE ESSENTIAL REQUIRE o N S/'OF THE LAW WHEN IT „ APPROVED THE APIC T'S APPLICATION .........................16 B. THE CITY CUM, AISION FAILED TO MAKE OR RECORD Ali "" tfibINGS IN VIOLATION OF THE ESSENTIAL' EQUIREMENTS OF THE LAW, ALSO Z, EVIDENCING SHE FAILURE TO APPLY ESTABLISHED ,�000� CRITERIA ��......................................................................................20 : C. T'��°� ECISION OF THE CITY COMMISSION IS NOT SPRTED BY SUBSTANTIAL COMPETENT DENCE......................................................................................... 22 VLCONCLUSION ................................................................................................ 24 CERTIFICATE OF SERVICE................................................................................25 CERTIFICATE OF COMPLIANCE.......................................................................26 -1- 399 TABLE OF AUTHORITIES Alun,K /-ix' ofNorth Miami Beach, 706 So. 3d 67 8PL, 3d DCA 2016) .................................................... 18, 14 ByevaD/Cw. K Snyder, % IF^ ��7«�0 7�z1�u/Fl� lQQ�\ �� 4 ~ . ~ . �~ .~~ (Fla. .~~~/------------------ ..�----- City qf'Apopka v. Orange Cty., '794Sn.7J657/FlD.4fhDCA }474\............. .��...........—'2| City qf'Jacksonville v. Taylor, 721 S0 2(j1212(Fk» } st DCA 1998) .................—.lQ De Groot v. Shef Me 95 S0 2(j912(Fka }957) ....................—.15 England v. Louisiana State BoardExaminers, 375 U.S. /111 (1964) -------------------13 Fields .. Sarasota ___'_.- _--'-r.'/, 14129 953 F.7d 1299 OlH` C' _________________________l3 876 S» 2(}3 ............................................................. 11,12 Gentry /ions, State Bd Exam 78 /F}&. lSt DCA 1973\ ...............................................................—.7l Haines City Cm/y. 0m/. v. Heggs, 658 So. 7d 573 (Fla. 1995) 18 Hayes \l Monroe Cn,., 337 So. 3J 447 /FL,. 3d DCA ?07?\.................................................................... 7| Hillsborough y`h,. Bd. of/`ty. 'Ky ll Longo, 505 So. 7J47O(Fl".7dDCA |487) .................................................................... 73 400 Irvine v. Duval Cty. Planning Comm'n, 466 So. 2d 357 (Fla. 1st DCA 1985) ................................................ 15,20,21,22 Ivey v. Allstate Ins. Co., 774 So. 2d (Fla. 2000) ......................................................................................... 18 Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. I st DCA 200 1) ................................................................... 14 Planning Com 'n of City of Jacksonville v. Brooks, 011 579 So. 2d 270 (Fla. 1st DCA 199 1) ............................................ 21 22 N�Q Promenade DIberville, LLC v. Sundy, 145 So. 3d 980 (Fla. 1st DCA 2014) ................................ ............... 1, 3,5 Wolk v. Bd. of *Cty. Comm'rs of Seminole Cty., /ir 117 So. 3d 1219 (Fla. 5th DCA 2013) ................. "/' �/' ................................... 19 "d R Statutes 1/d/k, N r°/ %%` Article V, 5(b), of the Florida Constitutio n 14 Rules 1/b/h c Florida Rule of Appellate Proc O(c)(2) .................................................... 14 401 PREFACE This Petition for Writ of Certiorari ("Petition") seeks review of an ordinance approving of three road abandonment applications by the City of Boynton Beach. Petitioner is 209 N. Federal, LLC and is referred herein as "209." Respondent is the City of Boynton Beach and will be referred throughout the Petition A',e "City." Citations to the Appendix to Petition for Writ of Certiorari, filed oraneously with this Petition are abbreviated as "A:" POW/1" Sh, K -iv- 402 I. INTRODUCTION' 209 owns the real property located at 209 North Federal Highway in the City of Boynton Beach (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC. The Pierce, a multimillion -dollar development project comprised of several different parcels in downtown Boynton. Aeach, has rio0i/ii received a blanket City staff recommendation of approval forlications of �,,«rrJroi/pO�I ��Gi�j, abandonment of roads located near the parcels. 209 is near or�°mot to each of the ,; roads to be abandoned. Abandonment of roads is vvFonec�'��y Section Boynton Beach, Part III Land Development Regulation�� '), Chapter 2, Article II, Planning and Zoning Division Services, S 2: .3. ll ;, ,/`4 ' On March 15, 2023, Pttlko e sent correspondence to the City seeking the record related to this pli a ion. Despite Petitioner continually following up, Petitioner received link 'those records just three hours before the close of the business day on t 1%1* of filing the Petition. (A:1.712; A:1.713-1.6). The City's delay in metng itd obligations to make the records available to Petitioner is wholly unids k4ble. See Promenade D'Iherville, LLC v. Sundy, 145 So. 3d 980, 983 (F�� DCA 2014); see id. ("Florida law doesn't allow public records custcd(play favorites on the basis of who is requesting records"; awarding ,,,,costs for unlawful refusal to provide public records). Indeed, the gamenanship engaged by the City is unacceptable and runs afoul of Petitioner's due process and the traditional notion of fair play. See A:1679-80 (commissioner accusing Petitioner of unspecified, nefarious conduct and remarking he does not appreciate Petitioner's opposition to the road abandonments). In any event, while Petitioner does have some materials, and those are cited here, it was lacking a complete record until the City belatedly produced it. Petitioner will amend its Petition and contemporaneously filed appendix as soon as it has a meaningful opportunity to review the materials sent by the City. 63911086v8 403 Road abandonment was not part of The Pierce's original plans submitted to the City. 209 opposed the road abandonment applications immediately at each stage of approval, pointing out that any approval would severely and detrimentally affect access to the 209 Property. The LDRs require the City to consider and determine i whether abandonment would result in "a permanent stoppage, interrg t,on, or an WKW unacceptable level of service for the subject lot or on ni or developments with respect to police, fire, or other waste removal." (LDR, Section 2.G.3.a.). Specifi road abandonment must consider if such access to the 209 Property should an substantial evidence presented to su factor. The evidence pres ordinance approving the visions, or solid " City's approval of any restrict emergency vehicle and there must be competent press factual finding on this necessary the quasi-judicial hearings on the proposed ent applications provided no such competent 'r000io substantial evidence t6/*,'� port the approval of any abandonment. Despite this, the City nevertl 'es��Q� assed an ordinance approving the applications for road abandon" the absence of such evidence, the ordinance simply cannot stand. II. STATEMENT OF THE CASE AND FACTS The Pierce is a $73 million mixed-use development project designed to include a complex of apartments, restaurants, and retail stores in downtown Boynton Beach. (A:523, 525, 621-23, 1611). The Project is comprised of several different 2 63911086v8 404 parcels of real property located from East Boynton Beach Blvd to East Ocean Ave. along Federal Highway. (A:891; see A:525). BB QOZ, LLC ("Applicant") is the applicant behind the Pierce and the abandonment at issue. (A:715). The record demonstrates that the City viewed the i Pierce as a development project "especially needed." (A:524-25). licant ultimately received City approval to proceed with the Project wit if any, real opposition from the City Commission. (A:1158). The original pl' ni� for the Project did not contemplate any road abandonment for any �"�� °� � aforementioned parcels. (A:1628-29). Site plans instead depict a bridge ,° �lst Avenue. (Id.). , ,, i In 2022, the Applicant applied fo '°d abandonments in the immediate vicinity of the 209 Property. (A:16b7'The road abandonments sought the vacation of a portion of an alle ,,�y (1 e "North Alley"), a portion of NE 1 st Avenue � o ("right-of-way"), and the,�full length of another alleyway (the "South Alley") (together with the Nortey, the "alleys"). (E.g., A:1398). P The N, th Vey forms the north boundary of the 209 Property. Northeast 1 st Avenue southern boundary of the 209 Property and contains the main driveway/finto the 209 Property. The abandonment area turns both of these into dead ends terminating at the west edge of the 209 Property and open only to Federal Highway southbound, such that drivers exiting the 209 Property will no longer be 3 63911086v8 405 able to turn west onto Northeast 1 st Avenue or the North Alley, and there will be no eastbound traffic at all. The impacted areas are illustrated below: 0 63911086v8 1 (E.g., A:705). An application for vacation and abandonment approval requires review and approval by the City Commission. LDR 2.G.4. To justify the issuance of an ordinance vacating a road, an application must meet criteria set forth in LDR i 2.G.3(a)-(d), which address issues regarding access, utilities, age and wastewater management, and conservation. To justify its Applic4r�he Applicant JJiii j0i / simply asserted, in summary fashion, that abandonment m th�''�riew criteria set forth in Section 2.G.3 of the LDR. (A:715-18; 'AA-" �"70-73). No evidence or substantive analysis was offered. The City readily accepted the App J c s Eonclusory recitation of the four �r �yi criteria as satisfaction of the criteria �th'out conducting its own independent analysis or determining if ther��11 `111�flll` w s6'identiary for each of the factors. Specifically, in January 2023, City staff pc'sedly reviewed the Application and determined that granting it "would nod"" /ersely impact traffic," other City functions, or adjacent property owrl„ rs( ,:704). City staff determined further that the right-of-way and alleys " rf�r serve a public purpose other than retention of necessary utility assessmers" and, therefore, recommended approval of the Application. (Id.). While it is clear from the Staff Report the City consulted with public utility companies and city departments addressing engineering, public works/utilities, and planning and zoning, there is no indication local government departments, such as police and fire, 5 63911086v8 407 assessed or otherwise opined on any implications arising from road abandonments to 209 or any of the adjacent properties. The City Staff Report is devoid of any evidence addressing whether or not the abandonment would cause or result in a permanent stoppage, interruption, or an unacceptable level of service with respect to i police, fire, or other emergency services. A:615-804 Upon learning about the Application, 209 immediately lots opposition and requested a denial of the Application. (A:891-93). As Pqtitioftbrxplained to the City, the Application fails to satisfy one of the foul//, ia, namely, access. The LDR raises these questions when assessing the Does the subject land provide a leg 'r ;ass of access to a lot of record, subdivision or development?�ti�,,,t vacation and abandonment cause or result in a perm", stoppage interruption or an w/M %„ > unacceptable level of servi too subject lot or on neighboring lots, `1/i;,,' subdivisions, or develo 1^11' nt with respect to police, fire, or other IN emergency services; off`°°s °tl aste removal? i' t r/ LDR 2.G.3.a.; A:891-rrlJ a letter dated February 21 2023 ahead of the hearing, t209 pointed out t granting the Application would not only increase traffic but also impair ir�d egress to the 209 Property, thereby creating public safety issues wpgand Bros"limiting the accessibility to the property by customers as well as first responders should emergency services be required. (A:891-93). This is illustrated simply by looking at the aerial photograph. Federal Highway at Northeast 1st Avenue has no median cut or traffic signal. Currently, 0 63911086v8 408 northbound drivers on Federal Highway can easily access the 209 Property by turning left (west) at the signal at East Ocean Avenue and going one block to Northeast 4th Street and turning right, then east on Northeast 1 st Avenue to the 209 Property. Similarly, leaving the 209 Property to drive north on Federal Highway i simply requires turning right onto Northeast 1 st Avenue heading wes king north on Northeast 4th Street to East Boynton. Beach Boulevard, goin a then turning r riij �!a4 left (north) at the signal for Federal Highway. ��°�'��PO After the abandonment, this traffic p#ft, will be completely disrupted. Northbound drivers on. Federal Hight y�4e/lig to enter the 209 Property will be forced to make a U turn at East Moi ibn each Boulevard, then turn into poi%%/�i��iiii� what would be a dead-end street. Sinila' �,, ,drivers leaving the 209 Property to go 'k%A%,,,,,,,,,, north will be forced to make a"/t" st Ocean Avenue Federal Highway is only two lanes wide at these poets, /so'clearance for this dangerous maneuver would be r000ioa„ difficult, especially fodtger vehicles or elderly drivers. The potential for traffic conflict and oci,ts is significantly heightened, and ease of access to the 209 ,/o, I,fJ / "' al diminished. A:1630-36 1685-8$ Property'll � y ( ). �ioo/o�aco„ ,- Th�'first of two quasi-judicial hearings on the proposed ordinance granting the Application was held February 21, 2023. At the hearing, the City read the proposed ordinance. (A:1154-55). The Applicant recognized its obligation "to obtain the written consent of the nearby property owner" impacted by road abandonments 7 63911086v8 409 (A:1178), but nevertheless advocated against the necessity of that obligation and for road abandonment because "certain right of ways ... are certainly underutilized." (A:1165-66). The City staff, in response, pointed out that it "typically ask[s] for consent of the neighboring parcels," though it felt "comfortable" requiring the i Applicant merely to "work with the neighbors" on any abandorwe t issues. / ffr ".11 IF (A:1180-81). �,,«rrJroi/pO�I oijp, ,, At least two members of the public and one City 'In er expressed concern over abandonment, including the potential i' ,,ment of the provision of In critical City services such as trash collection. (El, ,�� 13; A:1154-84). For its part, 209 pointed out that the Applicant had n d'�ectl reached out to it to address the P PP �� ,,, y ,%O,� Project or the abandonments. (A:12(14fi�, n the little time it had to present its concerns at the hearing, 209 p 'nut that abandonment would limit access to its property and 209 urged th ';,C`ityI require the Applicant to cooperate with 209 and address 209's concern, ( X1205-07). City std f o*ed that if abandonment is not approved forjust one of the roads, �;d Nod I "consider,edesign of the project" would need to follow (even though Dion/aiaaoo„ abandonrrfent was not part of the original Plan). (A:1217). The Applicant opposed a re -design because doing so would "become[] very hard with all the code requirements that we have." (A:1221-23). The City Mayor recognized the Applicant re -designed the Project "way too many times" and affirmed: "We are not starting F 63911086v8 410 from scratch at the last hour." (A:1231). Following this affirmation, the City Mayor sought a motion to grant first reading approval to the proposed ordinance, with the condition that the Applicant "work[] with the adjacent property owners for the abandonment request." (A:1233-34). The motion passed unanimously. (A:1234). i There is no record evidence the Applicant ever "worked with [0 on] the r abandonment request."2 At no point during the 2/21 hearing was t y competent substantial evidence presented by the City or Applicant ad ress t�nng'whether or not police, fire or emergency services would be impacte(�//b' e abandonment request. On March 9, 2023, 209 submitted a sec9AdJ&t'r reiterating its concerns in great detail. (A:1591-92). At the seconds judicial hearing held later that day, the Applicant sought final approval sof iation. (A:1603-1702). Prior to this hearing, City staff had alreadyrof�mended approval despite the fact that It still had not heard from the CiteJ rafc engineer on road abandonment nor received input 'r0000 from police, fire, ormergency services to address the implications arising from road ably°da*ents. (A:1409). 2 This comes as no real surprise. A property owner nearby commended the City for requiring the Applicant to contact that owner regarding its concerns "[b]ecause prior to that, we were not contacted at all." (A:1207). That is in line with 209's own experience. The property owner urged the City not to remove the condition that the Applicant continue to cooperate with that property owner for fear that the Applicant would stop cooperating. (A:1207-08). N 53911086v8 411 During the hearing, 209 presented testimony from a traffic engineer, Joaquin Vargas, to address road abandonment—the only witness who presented on the subject matter. The expert testified: (i) road abandonments are uncommon but when the issue arises, detailed traffic studies are usually performed; (ii) a traffic study had i not been undertaken for NE 1st Avenue in connection with the Project ii) a road r abandonment of NE 1st Avenue nevertheless "would cause soMiic concerns for the area," including exacerbating traffic backup in multipt`)) tai ins and limiting road access; (iv) a road abandonment would result in /4,/*`/0 pificant impact to [209's] parcel from an access point of view to get to tl 66"p f c�/'and also to leave from the parcel"; and (v) increase in traffic will c i "s" of °ty concerns and safety hazards. A:1629-36 1685-88). 209 also cross-examine�t°staff, which put together the recommendation of approval of the Applic�$,/ion espite the absence of any analysis on the impact 'r000ioii r�l� abandonment has on safety as required by the LDR. (A:1636-38). Based on the evidence,�el"'es6qted at the hearing, 209 argued that abandoning the roads would create traf��rfd safety issues. (A:1638-41). 209 also pointed out there was no record evidence reflecting the assurance of the provision of local governmental services, such as fire and police, to properties near the alleys and right-of-way after abandonment. (A:1640-41, 1688-89). Moreover, in the absence of an analysis on public safety or the undertaking of any traffic study assessing the effect of a road 10 53911086v8 412 abandonment on properties near the right-of-way and alleys, the Applicant failed to satisfy its burden to meet the criteria in the LRD regulations and failed to present competent substantial evidence to support its Application. (A:1640-41, 1688-89). In addition to 209's opposition, members of the public and local i businesspersons operating near the North Alley and elsewhere sought, d'lay of or otherwise opposed, the City's approval of the Application be the limited road access and adverse economic impact an abandonme walk create to local businesses. (A:1641-45). The Applicant itself rered road access issues, testified it was a complicated issue that warrant "f4 dgreater discussion" the future, and recognized there was no imme i I �SoI '°'%/, 10/1 would be needed to find one. $-49). commissioners, the Appli with just one businessown. ion in place and that more time When pressed by some City reed to enter into an access agreement ,ith that, the City pressed on as it clearly /oiaioiooi intended from the out r° A/ 111111)0/r/, 3 Ant to agree is tantamount to no agreement at all, e.g., Geico Cas. Ins. Cotey, 826 So. 2d 380, 382 (Fla. 3d DCA 2002) (statements of future intenttcins do not give rise to an enforceable contract), and one access agreement with one businessowner does not address concerns raised by 209 and others. The Applicant endeavored to shift the blame to 209 for not reaching out to it previously about 209's concerns. (A:1689-90). But the City placed the onus on the Applicant, not on 209, to "work[] with the adjacent property owners for the abandonment request." (A:1233-34). And, despite the City's directive to do so, there is no evidence the Applicant did that following the first reading of the proposed ordinance and before the City's final approval of the Application. 11 63911086v8 413 The City examined City staff, who testified that a traffic study was submitted along with the Master Plan and site plan and that police and fire departments reviewed these plans. (A:1645-46). However, that Master Plan was unconcerned about adjacent properties, such as 209 and there was no record evidence included i with the City's Staff Report that addressed whether the abandonmentuld cause or result in a permanent stoppage, interruption, or an unacceptab n el of service with respect to police, fire, or other emergency services. ,A: 19). The record k�% • io available to 209 reflects that local government unit %d '� reviewed the Project in master plan format, and not the abandonmentsr�.A:1006-09). The City Staff Report addressing the master plan reflects,-/ Police/Fire: The police and �, �e m rtr eats have reve ed the site plan and the appkant d *ssed all review comments du�uring the T review prod T°Th#"F' e Department noires that they ill be able to, Dior prop lde �a to level of service for this project with current or e pecte i� rmfr�t'i u�uct�ure and/or staffing levels,. Further plan reviews Il y Police and«t,,,, e will occur during the building permit process. (A:1009). The, ��s indication the local government units providing critical services t e 2 9 Property and the area impacted by the Project reviewed anything other tii, tie site plan, and certainly no evidence that they reviewed and commented on the abandonment. Despite various suggestions to table the abandonment Application pending further review and despite 209 illustrating the absence of competent substantial evidence to support the grant of the Application, the City approved the Application 12 53911086v8 414 at the conclusion of the hearing, without competent substantial evidence to support this approval. (A:1697-99).4 Following the hearing on March 9, the City issued Ordinance No. 23-006 ("Ordinance"). (A:1704-11). The Ordinance provides City staff had determined the i re uested road abandonment would not adversel im act traffic ' o'her City q y P functions, or adjacent property owners and that the right -of way , fer served a public purpose other than retention of a utility easement. ( : f X704+,,, Based on these ��/�DODDlIDDDD�% staff determinations, the City Commission formally a>,&fWVned the North and South Alleys as well as the right-of-way on NE 1 st Av/q,,,ri°' "TI eOrdinance took immediate DD °rrD�o D�D'DD effect on March 13, 2023, upon its passa P "ition follows, seeking review of the Ordinance. 209 reserves the right to 1 js4in state or federal court to pursue all equitable 'DDD statutory and legal remedies afforded it under the law. See England v. Louisiana State Board of'Medie. xaminers, 375 U.S. 411, 420-422 (1964), and Fields v. 0�. Sarasota Maryteco.,lrportAuthority, 953 F.2d 1299 (11th Cir. 1992). This Petition arises from the City Commission's improper approval of the Applicant's Application. The Applicant's Application is required to meet all of the 4 As one public commentator astutely noted: "it seems like you know, the commission and the [C]ity, you kinda do — do what you wanna do." (A:1215). 13 63911086v8 415 applicable requirements of the City's Code. It does not. Following quasi-judicial hearings held by the City Commission in relation to the Application, the City Commission approved the Application even though it is uncontroverted that the Application failed to satisfy all of the criteria set forth in the Code and, in fact, was i completely lacking in competent substantial evidence to satisfy fie',, essential IF criteria. Indeed, the City's staff report failed even to mention; of the Code provisions that must be satisfied in order to approve an abagd6hfhem. Additionally, it is evident based on the discussion had by the CIII 9Cpmmission at the public meetings held on. February 21 and March 9, 20,2 ''' this Project was something desired by the City, and no matter we�ur there was competent substantial evidence to support it or not, the Cq NvAU6ing to approve the abandonment. The City improperly disregarded t �;od to achieve a pre -determined result, in a stark departure from the essentirequirements of the law. �000ioiooioi The jurisdiction f°fit is Court is therefore invoked pursuant to Article V, § D 5(b), of the cQa Constitution and Florida Rule of Appellate Procedure 9.030(c) iorari lies to review the exercise of quasi-judicial power exercised by a cityZ ommission. See, e.g., Brevard Cty. v. Snyder, 627 So. 2d 469, 476 (Fla. 1993). Proceedings conducted by a city council, which proceedings address rezoning applications, are quasi-judicial in nature. Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. 1st DCA 2001). 14 63911086v8 M. To sustain the decision, the City must establish that its decision was supported by substantial competent evidence, that the decision accords with the essential requirements of law, and that the City Commission provided for due process in relation to the quasi-judicial hearings. Irvine v. Duval Cty. Planning Conun'n, 466 '4 So. 2d 357, 362 (Fla. 1st DCA 1985), dissent approved by Irvine I cty. IF a Planning Conun'n, 495 So. 2d 167 (Fla. 1986). Substantial competent evidence in the context of ce#16r eedings has been defined as: AM/1111111 ... such evidence as will establis#ial basis of fact from which the fact at su&/,,.,, e reasonably inferred. We have stated it suc relevant evidence as a reasonable mind wou 4"a f s adequate to support a conclusion. In emplq%`n` adjective "competent" to modify the word I we are aware of the familiar rule tadministrative proceedings the formalities in/Afte uction of testimony common to stic' "are not strictly employed. We are of the courts of im. 111/1'ria. "I the vie-vy////, however, r, that the evidence relied upon to rg/�//, sustain l ,ultimate finding should be sufficiently re ; end material that a reasonable mind would ce )t as adequate to support the conclusion reached. T�this extent the "substantial" evidence should also be petent." De G Sheffield, 95 So. 2d 912, 916 (Fla. 1957) (citations omitted). Here, the only evidence in the record confirmed the Application failed to satisfy all of the applicable criteria set forth in the City's own code when considering an abandonment. There being no substantial competent evidence in the record to 15 S3911086v8 417 support its decision under the application of the correct law, or findings made by the City Commission, approval of the Application was incorrect and should be quashed. IV. NATURE OF RELIEF SOUGHT Petitioner seeks issuance of a Writ of Certiorari, quashing the City's March 9, i 2023 Ordinance approving the Applicant's Application because luxe is no substantial competent evidence to support the City's departs from the essential requirements of the law. V. ARGUMENT A. THE COMMISSION FAILED ESSENTIAL REQUIREME APPROVED THE APPLIC T. i. The Failt Based Depart 1Uh the r The abandonment dgteriI as r��ll �,,,,, pertinent part: /,,,,,,,r'° 63911086v8 ffr A,,,,,,, decision a Ythe decision I POW/1" i OMPLY WITH THE �J/J` THE LAW WHEN IT PPLICATION. h,City to Render a Decision lished Criteria Constitutes a the Essential Requirements of established in the City code is as follows in �'c�atan and Abandonment. General. The purpose of this subsection is to establish %uniform procedures for the vacation and abandonment of city z� rights-of-way (e.g. street, alley, etc.), special purpose easements, and other non -fee interests of the city. When approved for vacation and abandonment, the city relinquishes its interest in the above, based in part, on the finding that the subject right-of- way no longer serves a public purpose. For the purposes of this subsection, a "site plan" shall be construed to include either a new site plan or a major site plan modification. 2. Submittal Requirements. See Section I.D. above for the submittal requirements of this application. 16 418 3. Review Criteria. The vacation and abandonment of a right- of-way, special purpose easement, or other non -fee interest of the city shall be based on a demonstration that the above interest no longer serves a public purpose and there is no encumbrance which would prohibit the clear transfer of ownership of such land. The following review criteria shall be used to justify an application: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacatioiy,,,,, �jid abandonment cause or result in a permanent sq//PpaJ*.4 ,,4ubJect interruption, or an unacceptable level of servic( tte.01/ lot or on neighboring lots, subdivisions, or dev�el /,With i solid e n c y s q respect to police, fire, or other emerg e s; waste removal? b. Utilities. Does the subject land ( potable water, sanitary sewer, or any telephone, electricity, gas, etc.), whj stopped or interrupted, or cause an %des; to the subject lot or neieb,04,/ developments? i aj;g §1 ort, or allow V. er tility (e.g. cable, be permanently a le level of service , ots, subdivisions, or ',M�anagement. Does the subject C. Drainage and land contain, support,,//9r dll,�9//w' a legal means of drainage or wastewater man n�,',', such lot or on neighboring lots, age subdivisions, or di e o cnts, which would cause or result in a stoppage, inteiT/,ul n,//Or unacceptable level of service? d. Conseriqtioo.'Does the subject land contain, support, or allow the meai� the conservation or preservation of flora or fauna? ry, IN, LD '.G. 1-3. extensively above, the City Commission voted in favor of the Application despite the abandonment criteria, as specified in Section 2.G.3 of the City's Land Development Regulations not being met. This is a departure from the essential requirements of the law. The City failed to even review and analyze the evidence, or lack thereof, in the record to act in their quasi-judicial capacity to 17 S3911086v8 419 enforce the applicable law, opting instead to favor their own feelings and opinions as to a desired result. See Alvey v. City of North Miami Beach, 206 So. 3d 67 (Fla. 3d DCA 2016) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the i law). %IIIIIIIIIIII /i Under Florida law, a departure from the essential requirer } t of the law in this context means "an inherent illegality or irregularity, an,,��'bus&OfJudicial power, an act of judicial tyranny perpetrated with disregar/ rocedural requirements, resulting in a gross miscarriage of justice." Hai '� 1 ` Cmty. Dev. v. Heggs, 658 71, So. 2d 523, 527 (Fla. 1995) (internal i ns omitted). A departure from the XAJ essential requirements of the law is not"m�ely a disagreement with the interpretation of applicable law but insteairs*clude an application of incorrect law or a miscarriage of justice. Iveykk�. Allstate Ins. Co., 774 So. 2d 67, 683 (Fla. 2000). r000ioiooiii„ Florida courts fi#& onsistently determined that a municipality departs from the essential r uii� �.' �ments of the law by rendering decisions that are not based on the f establish'°°dryr ria or factors. See Alvey v. City of'N. Miami Beach, supra (quasi- judicial bMy must apply established criteria and not vote based on other factors) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the law); Wolk v. Bd. of Cty. Comm'rs ofSeminole Cty.,117 So. 3d 1219 (Fla. 5th DCA 2013) (holding W 63911086v8 420 that a miscarriage of justice results where wrong law is applied by a local governmental body); City of Jacksonville v. Taylor, 721 So. 2d 1212 (Fla. 1 st DCA 1998) (granting a variance because of others previously given and not based on code's criteria was improper). i Alvey is most instructive here and frankly mirrors the decisions ' e by the City Commission. There, the City of North Miami Beach approvJJ"rezoning not based on the established criteria in the city's code but council believed that the rezoning and proposed proj the city. Alvey, 206 So.3d at 72. The a e the city economically benefit held that decision was a / v departure from the essential requirements �fhe haw as the city council failed to %/ ' consideration of the zoning application apply the correct law in the city's code � g pp there. Id. at 73. Simply put a m*nicipality does not base its decisions on the %''�' application of the correct f4lw o criteria, then the decision rendered is a departure ftv/ ,,, from the essential req `�l dents of the law. Id. Here,,Ib,,, d 4§ion made by the City is akin to the invalid decision rendered in Alvey. Spy�ally, Section 2.G.3(a) of the City's Code addressing the necessary criteria to die satisfied for abandonments provides as follows: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring lots, subdivisions, or 19 53911086v8 421 developments with respect to police, fire, or other emergency services; or solid waste removal? The City did not address this criterion. Instead, personal views and opinions permeated into the City Commission's decision-making process and impermissibly tainted their votes on this quasi-judicial decision. The decision made by the City %11111111,111%x„ Commission was not made through application of the correct la �ncus this decision constitutes a departure from the essential requirementand must i be quashed. B. CITY OFINDINGS IO THE MS IONFIAI " ,,D Y' AKE OR RECORD ANY A dF THE ESSENTIAL REQUIREMENTS OF THE�,;�` LSO EVIDENCING THE FAILURE TO APPLY ES r .Is ED CRITERIA. In determining whether the esveal requirements of law were met upon a review of a quasi-judicial acn, ��iis Court must examine whether the City Commission made detailed1fi, sof fact supporting the denial of the Application. o, Irvine, 466 So. 2d atAll administrative agency orders must contain detailed findings of fat "�at are legally sufficient to support the decision ordered." Id. �f� b�ijD Furtherny/(/ �� It has been repeatedly held by the courts of this state that in order to Dion/aiaaoo„ assure du" process and equal protection of the laws, every final order entered by an administrative agency in the exercise of its quasi-judicial functions must contain specific findings of fact upon which its ultimate action is taken. An administrative order which fails to contain such findings is ineffectual as a predicate of the order 20 53911086v8 422 sought to be enforced." Gentry v. Dep't ofProf'l & Occupational Regulations, State Bd. of Med. Exam'rs, 283 So. 2d 386, 387 (Fla. 1st DCA 1973); see also Hayes v. Monroe Cty., 337 So. 3d 442, 445 (Fla. 3d DCA 2022). Findings that are merely general conclusions parroting the language of the i statute or ordinance are insufficient as a matter of law because succlusions provide no way for the appellate court to know on judicial rcQ,,Y�ether the llp a, ii�w„ �oiooi� � conclusions have sufficient foundation in findings of fact. Ivanc; 46 So. 2d at 366 (citing City of'Apopka v. Orange Cty., 299 So. 2d 65///'( .4th DCA 1974)). The failure to make specific findings constitute ""�°�„�darture from the essential , i requirements of the law in and of itself. P aI om n of City of Jacksonville v. Brooks, 579 So. 2d 270, 272 (Fla. 1st"D'��o,1'991) (citing Irvine, 466 So. 2d at 366- 367). Most significantly, Flo ra��rovides that regardless of which party bears the burden ofp roof a city i/Jfai'ur�r r � to make adequate findings of fact constitutes a r000io departure from the ess�iooioi � requirements of law. Irvine, 466 So. 2d at 366; see also Brooks at 273-274 (finding no error in circuit court's ruling that commisg' d to present any record evidence in support of its decision to deny application). While the City at the March 9, 2023 meeting attempted to argue in rebuttal that there was police and fire review of the Master Plan, this Plan did not contemplate abandonment. (A:1646). The City Staff Report as it related to the Master Plan only 21 63911086v8 423 addressed how fire and police approved of the impacts of the Project with its then current or expected infrastructure and/or staffing levels and ignored any impacts the abandonment may have as it pertains to neighboring lots. (A:759-63). Simply put, it's apples and oranges. While the police, fire and emergency services may have i provided review and input as to their services to the Project, the recor devoid of r any evidence as to what the impacts may or may not be to neighrty and specifically 209 that will be losing significant access based ,' th&' b ndonment. The complete lack of detailed findings requires this Cy�t�� find that the essential requirements of the law were not met. See Brool 90.2d at 273; Irvine, 466 So. 41 /// 2d at 366-367. C. THE DECISION ,r THE CITY COMMISSION IS NOT SUPPORTE SUBSTANTIAL COMPETENT EVIDEN,,, i. 'le Ahcation is Not Justified as there is No C fff etent Substantial Evidence Supporting "0"%%, ll of the Relevant Review Criteria for an "PI Abandonment. The ft°q�ia((("et forth in LDR section 2.G.3(a) is determinative of why the Applil ,: Id not have been granted in this case. It provides in relevant part as noted above: Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring 22 53911086v8 424 lots, subdivisions, or developments with respect to police, fire, or other emergency services; or solid waste removal? The Staff Reports are the City's only effort at entering substantial competent evidence into the record. (A:702-804, 1094-1110). Florida law recognizes that the staff reports prepared by the professional planning staffs are considered,ubstantial competent evidence and satisfy the standard of evidence a governing, dy' rely on to support its decision. Hillsborough Cty. Bd. of Cty. Comm Ads v I dngo, 505 So. 2d 470 (Fla. 2d DCA 1987). Here, however, the Staff Re""'' are devoid of any evidence addressing whether vacation or abandorn " day cause or result in a permanent stoppage, interruption, or an una5pf`Olevel of service for the subject lot or on neighboring lots, subdivisions ;16r/d"„0pments with respect to police, fire, or other emergency services. (A:7�� 1094-1110). The City certainly knows of Ale its obligations to satisfy fapf ri a abandonment and obtained input from City r Engineering, Public Worksi ties, Planning and Zoning, and Public Utilities. (A:1107-1110). fhe Stiff Report even addressed the traffic issues related to these ��Illlllllllllllp��j��, moi abandonm ,` is t said nothing as to the determination needed that the abandonment would insult in an interruption or unacceptable service level of police, fire, or other emergency services for 209 or any other neighboring lots. (A:1085-1110, 1398-1423, 1646). While the City attempted to provide evidence in response to the arguments presented, it fell short. Indeed, while it provided testimony asserting that there was 23 63911086v8 425 review of the master plan, there was no testimony on any police, fire, or other emergency services impacts on 209 or any neighboring properties as a result of the proposed abandonments. (A:1645-46, 1688-89). Additionally, the Staff report considering the Master Plan provided no input as to the abandonments. (A:1003- 1010) 1468-75). ,,,,,,,,,f This constitutes a total failure to provide any competent lal evidence %i satisfying LDR section 2.G.3(a), which is necessary to approve abandonment. This failure to have any evidence that supporting the s H ction of this LDR section i,,,,��p must result in the denial of the Applicationli0l�pplication was approved without competent substantial evidence f��ece9sary element, the approval must P %ka �,, be quashed. ° VL CONCLUSION For the foregoing r°4son , tis respectfully submitted that this Court should %ian�o�moo,%i quash the City Comm i� ,Ordinance approving the Application, and for such other reg, an further d'� � and relief as this Court may deem appropriate under the circumst 7, Respectfully submitted, /s/ Beth -Ann E. Krimskv Beth -Ann E. Krimsky, Esq. Aaron Williams, Esq. GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Ft. Lauderdale, Florida 33301 24 63911086v8 Telephone: 954.527.2427 beth- ann. krimskyk gmlaw. com aaron.williamskgmiaw.com Attorneys for Petitioner CERTIFICATE OF SERVICE I hereby certify that on this 7th day of April 2023, a copy of TeForegoing z/4". Petition was filed via the Florida Court E -Filing Portal on all coulal record and by email on all parties listed on the Service List below. POW/1", Service List: Michael D. Cirullo, Jr. Goren Cherof Doody & Ezrol P.A 3099 East Commercial Boulevard Suite 200 Fort Lauderdale, Florida 33308 Telephone: 954-771-4500 z/g/r" Facsimile: 954-771-4923 mcirulloLa)gorencherof.com)// Attorneyjbr Respondent 25 S3911086v8 427 CERTIFICATE OF COMPLIANCE Undersigned counsel certifies that TIMES NEW ROMAN, 14 pt., is used in this brief. By: /s/ Beth -Ann E. Krimsky Beth -Ann E. Krimsky, Esq. Florida Bar No. 968412 beth-ann.krimsky(r7,gmlaw.com clemencia.corzo(�)gmlaw.com r mor.avin &gmlaw.com Aaron. T. Williams, Esq. Florida Bar No. 99224 aaron. wi l l i ams(&gmllgw��,g ag ie.mctier &, mla,, 14 10 r r'° Dioopaiaaoo�� ,,,. 26 63911086v8 428 **** CASE NUMBER: 502023CA010518XXXXMB Div: AE **** Filing # 173704004 E -Filed 05/22/2023 03:46:48 PM BB QOZ, LLC, a Florida limited liability company, Plaintiff, u 209 N. FEDERAL, LLC, a foreign limited liability company, FDC ASSOCIATES, LLC, a Florida limited liability company, and F. DAVIS CAMALIER, Defendants. IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO.: /iaorrrrriioial,i//// r� �irrrroo�ro��o/% i r Plaintiff, BB QOZ, LLC, a Florida limi, d°t illty company, ("BB QOZ"), by and through its undersigned counsel, files this its Cor int *inst 209 N. FEDERAL LLC, a Florida limited liability company ("209 N. FEDI; r"),a°''DC ASSOCIATES, LLC ("FDC"), and F. DAVIS CAMALIER ("CAMALIER") end it support thereof allege as follows: ' »,R,JSD1CT10N, PARTIES AND VENUE 1. P1, B QOZ, LLC, is a Florida Limited Liability Company, engaged in '0�pppu»i�� substantial a4d nonisolated activity in Boynton Beach, Florida, maintains its principal place of busine9f Florida, and is operating, conducting, engaging in, or carrying on a business in Boynton Beach, Florida. 2. Defendant, 209 N. FEDERAL, LLC, is registered as a Foreign Limited Liability Company in the State of Florida, is engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Boynton Beach, Florida, and is Armstrong Teasdale LLP 1 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 429 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 05/22/2023 03:46:48 PM operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. Defendant, FDC ASSOCIATES, LLC, is a Florida Limited Liability Company, engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Miami, Florida, and is operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. i6 � 4. Defendant, F. DAVIS CAMALIER, is operating, condu ti a in in or g g carrying on a business in Boynton Beach, Florida and/or has an offices r in this state. 5. The amount in controversy in this case exceeds ,$5, /0,0 f (�0, and the acts subject to this Verified Complaint occurred in Boynton Beach, fori nd therefore jurisdiction and 101, venue are proper in Palm Beach County, Florida.%%, 91 6. All conditions necessary to t � ng�g of this action have been performed, T'o,- occurred, or have been waived. oirora/// 'h, N. 7. Plaintiff has agreed, y,,t k undersigned law firm its reasonable attorney's fees and costs. GENERAL ALLEGATIONS 8 Tl '��i an action by BB QOZ to hold 209 N. FEDERAL, FDC, and CAMALIER oo�iiaoo�rll/� l, accountable r thr tortious interference, abuse of process and extortionate behavior related to %,,%i/oaii BB QC f arts to redevelop and revitalize a section of the City of Boynton Beach pursuant to the terms of its Purchase & Sale Agreement ("PSA") with the Boynton Beach Community Redevelopment Agency (`BB CRA"). This is nothing but a shakedown effort by CAMALIER and his entities, 209 N. FEDERAL and FDC, to hold BB QOZ, the City of Boynton Beach, and its residents' hostage in an effort to force an inflated purchase price for his adjacent property or 2 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 430 receive a portion of the deal/project to which he has no right. As a result of these extortionate and tortious acts and abuse of process, BB QOZ's ability to proceed with the redevelopment and revitalization of City of Boynton Beach has been jeopardized and BB QOZ has incurred substantial damages in excess of $500,000.00. The redevelopment and revitalization of the City ofBoynton Beach 9. Pursuant to the Community Redevelopment Act of 1969, the�RA was i, IF established in 1982 by the City Commission to undertake activities a s that would iro eradicate conditions of slum and blight in the Boynton Beach commiity. amain objective of the BB CRA was and is to spearhead new development and redee�rriMefforts that accomplish beneficial revitalization within its boundaries through' la°hpifg, redevelopment, historic Ads preservation, economic development and affordable ouAp o that the tax base can be protected re ' and enhanced by these mutually supportive ac ',vi %,,%j , 10. BB CRA is responsible xeand implementing projects within the BB CRA area, which spans 1,650 ac r i"'t astern Boynton Beach. Its mission is dedicated to serving the community and strikes toreate a more vibrant community. The BB CRA Plan guides '�%ian�o�m�oo�c%�, the agency to strategica ly, ecute a variety of redevelopment projects and programs that G'� encourage the rey'i4ikiizatior of Boynton Beach. One of the redevelopment projects is The Pierce Project (the "rode ). QOZ is a single purpose entity created by Affiliated Development, LLC ("Affiliated"). Affiliated is a national real estate investment and development company headquartered in Fort Lauderdale, Florida. Affiliated was formed with the goal of building mixed- use multifamily developments, like The Pierce, which target unmet demand and underserved areas such as the BB CRA area. 3 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 431 12. 209 N. FEDERAL owns real property located at 209 North Federal Highway in the City of Boynton Beach, Florida (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC ("Boardwalk Ice Cream") 13. The Project is located at 115 N. Federal Highway in Downtown Boynton Beach, including the associated parking lots located at 501 NE 1st Avenue and NE 4th Street, which have long been recognized as important components in the future redevelopment of tom° Boynton 0� Beach area. The much needed and desired development to Boynton Beac"1111111111111111,,I'll, 11 g affordable housing to the area, restaurants, retail, office space, and public 14. As detailed below, this transformative Project �orok,]W cit' ns of Boynton Beach is // a mixed-use redevelopment Project that will include 300 Xd-;ime residential apartments, as well as approximately 17,000 square feet of resta��nt, eta , and office space, and 150 public 'bK ��K parking spaces. 15. The Project has consisted /earl' years of work, including countless hours spent meeting with residents, businesses �mf�nity stakeholders, as well as city staff, to bring about a Project that will be catalytic fr easy oynton Beach - - The Pierce. This Project will cost $100 1 /1,, million dollars, generate ''llion in annual tax revenues, and create an economic impact north of $9 million per to hefp support, attract and retain east Boynton Beach businesses. 16. ,lin rtantly, it will provide 150 much needed workforce housing units to provide %„ i%roar Boynt residents with a class A living experience at attainable rents, which will help ease the burden for working-class households in Boynton Beach. As part of the Tax Increment Revenue Financing Agreement ("TIRFA"), Affiliated will rent 50% of the units at 80% - 120% of the Area Median Income ("AMI") for a period of 15 years following the completion of the Project. At the end of the 15 -year term, 30% of the units will be rented at the same AMI percentages for an 4 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 432 additional 15 years. At the end of the 30 -year term of affordability, 10% of the units will remain subject to the affordability requirements in perpetuity. 17. In addition, it will provide 150 public parking spaces, which will help support convenient access to nearby businesses and lead to the relocation of Boynton Beach dining and drinking `establishment', Hurricane Alley, who is relocating from the southern portion of the site to Boynton Beach Boulevard, pursuant to a deal BB QOZ has made with them that^k4l4s,40p ensure that this business (and their employees) remain in Boynton Beach foi also lead to nearly half a million dollars in public art improvements future. It will as committed to by BB QOZ.10/00/10 '�" 18. Overall, the Project has garnered overwhel ,,, in sd, frt. Several City Commission Add %P meetings have been standing -room -only comprise f%, rters of the Project, including the °gi�oc,, owners of Boardwalk Ice Cream", i.e., the o��ds the business located at the 209 Property, who are on record at public meetings voo/),the°r'support for this Project. As an example of the BB QOZ's investment in the local', Beach community, the Project investors will be substantially comprised of Sout4 Flor�da police, fire and general employee pension plans who are committed to investing w,,, ey serve. BB CRA awa d the Iiiroiect to BB OOZ and not CAMALIER or his affiliated entities. o �0/0/0, 19. f In around, September 2020, BB QOZ began actively pursuing properties that surrourfd?8 CRA owned lots, including 115 N. Federal Highway. 20. In or around, December 2020, BB QOZ submitted a Letter of Intent ("LOI") to the BB CRA Board and Staff advising of its interest in pursuing the BB CRA owned site, 115 N. Federal Highway, for purposes of building a transformative redevelopment project. 5 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 433 21. In or around March -June 2021, BB QOZ was informed that CAMALIER was interested in selling his city block property, 114 N. Federal Highway, which is across from the BB CRA owned site and his contiguous property, 209 N. Federal Highway, which is the property that is the subject of the suit. 6 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 434 22. Affiliated and CAMALIER had multiple meetings and calls whereby CAMALIER expressed interest in either selling or contributing (as equity) the 209 Property for purposes of building a project together with the BB CRA owned lots. 23. At that time, in an attempt to negotiate in good faith and at the request of CAMALIER, BB QOZ shared with CAMALIER its proprietary information (via email) with a specific caveat that the proprietary information be kept confidential. Unfortu on CAMALIER's subsequent actions, it was clear that CAMALIER was just,' information to arm himself to try and gain a competitive advantage so that he coulcV BB CRA owned FINk lots with another development group, Hyperion Development TVP yperion") and beat BB �oW/ QOZ to the rights to pursue the Project. MI 24. On or about June 8, 2021, CAM"" yperion (a joint venture collaboration) attempted to jump the line andc ireft, ve"ht/the Request for Proposals and Developer !arands MI 4, Qualifications ("RFP/RFQ") by submi�A a L "requesting the BB CRA Board to work with I" CAMALIER and Hyperion exclus I', B CRA owned site, largely based on the fact that CAMALIER, who was part o��th�eroposing entity, owned the properties at 209 N. Federal Highway and 114 N. Fede t Irm, Pway, and could contribute those properties towards a larger scale 9 project. Acopy of/ III1correspondence sent by Hyperion to BB CRA dated June 8, 2021 is attached IIIIII )W/r/ hereto as Ex it B CRA Board held a meeting on June 9, 2021 and, in response to Hyperion's June 8, 2021 correspondence, elected not to issue the Staff prepared RFP/RFQ to solicit proposals for the BB CRA parcel located at 115 N. Federal Highway. The BB CRA wanted to further explore the LOI submitted by Hyperion and CAMALIER, as well as to allow other developers, including Affiliated, to participate. 7 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 435 26. Notwithstanding and despite CAMALIER's efforts, on or about July 13, 2021, the BB CRA Board voted unanimously to reject the LOI from CAMALIER and Hyperion, and instead appropriately moved forward with a competitive RFP/RFQ. 27. On July 23, 2021, the BB CRA issued a RFP/RFQ for the acquisition and redevelopment of the BB CRA owned parcels. The RFP/RFQ Submittal due date was October 21, 2021. BB QOZ made its Submittal within the stated time frame. �6 28. On November 4, 2021, BB QOZ presented its Submittal the BB CRA Advisory Board. Additional submitted RFPs were made availe BB CRA Board l/%//IOOroll�ro��G�� J Members for upcoming presentation on November 9, 2021. �000� off, 29. On November 30, 2021, BB QOZ/Affiliate w cted in a landslide vote by the wn /,,; BB CRA Board over five (5) other bidders includi C� I and Hyperion. BB QOZ then /( / i, �%, proceeded to commence negotiations on agree e fthe BB CRA owned site for the Project. � 30. Shortly thereafter, BB QC��ceid a call from CAMALIER and Hyperion stating that BB QOZ needed to buy tt "own everything around it" because 209 N. FEDERAL, FDC, and CAMALIER FEDERAL, FDC, and CAMALIER had the Mayor reach out to BBQOZ vi - specifically asking that BB QOZ consider purchasing the 209 Property. The in nce was simple: you need my property to successfully proceed with the Project. � iii/oa/ �4lyperion, who had an option with CAMALIER to purchase the 209 Property, indicated that the 209 Property would no longer be suitable for Hyperion because BB QOZ won the RFP. Instead, Hyperion asked BB QOZ if it wanted to assume Hyperion's option to purchase the 209 Property. A copy of the correspondence from Hyperion to BB QOZ dated December 23, 2021 is attached hereto as Exhibit "B". Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 436 32. In or around January 2022, after signing a Non -Disclosure Agreement with Hyperion, BB QOZ evaluated the Agreement of Purchase and Sale between Hyperion and CAMALIER for the 209 Property and determined that the price was excessive for the actual value of the Property. In addition, BB QOZ determined that by assuming the purchase option and buying the 209 Property, it overcomplicated the already very complicated Project and presented multiple timing challenges. This business decision was explained to CAMALIER and Hy' ii. Once CAMALIER became aware that BB QOZ was not going to purchase ,Jhq/%' property and Hyperion had no incentive, Hyperion dropped the option and CAM A,�LTER� Pains the owner of the 209 Property. 33. Beginning in or around December 2021 t o gh''° pfy 2022, BB QOZ negotiated with BB CRA Staff and BB CRA Board at significar bo�*iple agreements necessary to move forward with the Project. The RFP/RFQ and,V 's agreements with the BB CRA and the City of Boynton Beach related to the Prat inOWe language that the Project will be subject to City Code, the master plan, and thes,§itO,tipl' 'approval process. Therefore, it was clear, as is the case in all public/private partnehip such as this, that BB QOZ's initial proposal would change as may be necessary in orde h& ply with the City Code and meet the requirements of the City of Boynton Beach. � ti�,,iiiiiii 34. f�Ong ne 7, 2022, the BB CRA Board entered into three (3) agreements including a Purcha-111111111 �o.evelopment Agreement, TIRFA, and a Parking Lease Agreement with BB QOZ/Affiliated. 35. On July 5, 2022, at a City Commission Meeting, BB QOZ received approval on all three (3) BB CRA and City of Boynton Beach agreements memorializing the details of purchasing the BB CRA owned site. 9 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 437 36. In or around September 2022, BB QOZ submitted for site plan approvals and participated in the site plan approval process with City of Boynton Beach staff and the multiple authorities having jurisdiction of the BB CRA owned site property and the Project. Meetings, site plan approval comments and review, coordination with Florida Power & Light ("FPL"), City of Boynton Beach staff, and other related entities were continuous. 37. Approval of the Project by BB CRA includes approval for three (3�4tions of abandonment of roads located near the parcels. Abandonment of Roads is, gg, d by Section Boynton Beach, Part III Land Development Regulations ("LDR"), ChdOFIE,��.rticle II, Planning and ZoningDivision Services Section 2.G.3. �r �U,,,,� 38. At a Special Planning & Zoning Public Me"inn or about February 6, 2023, M.%, /,; °„t BB QOZ received unanimous approval of the Site n�Planning &Zoning Development Board. All notifications and postings were m� oWNJ'm`0ro°'Neither 209 N. FEDERAL, CAMALIER o iol,, nor their representatives attended this m�g to Voice an appropriate objection for consideration by the BB CRA before it approved e it�lan. 39. On or about Fe `�o�-uaryt 21, 2023, the first reading of BB QOZ's updated zoning '� development approvals /�ity Commission commenced and again received unanimous approval. Bonnier "skel, "sq., counsel on behalf of 209 N. FEDERAL, FDC, and CAMALIER, moi ., pppp�u„y� and who at ote po t also represented Hyperion, was present at the public meeting and spoke to objectriN the road abandonment. Ms. Miskel also sent an email and letter stating case law and threatening a lawsuit. A copy of the February 21, 2023 correspondence from Dunay, Miskel and Backman, LLP is attached hereto as Exhibit "C". ]0 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 438 40. On March 2, 2023, counsel for 209 N. FEDERAL, CAMALIER, and FDC requested and was granted additional time to present at the upcoming March 9, 20203 public meeting regarding the Project. 41. On or about March 9, 2023, counsel for 209 N. FEDERAL, FDC, and CAMALIER presented for thirty (30) minutes to the BB CRA Board and the City Commission to voice their objections to the Staff recommendation of approval of three (3) applications forl °"Att nment of /4 // the Northeast Is' Avenue right-of-way, the north alley, and the south alley or around the BB CRA properties. �'" tfi coi��J 42. BB QOZ and BB CRA, in compliance with �'nsiered and presented fir competent and substantial evidence to support an express al mg whether the abandonment would result in "a permanent stoppage, interruptioi'�or ufiacceptable level of service for the /, F subject lot or on neighboring lots, subdivisio Ude' lopments with respect to police, fire, or other emergency services; or solid waste,ova° . 43. Despite 209 N. FEEAM'FDC, and CAIVIALIER's objections, the second reading of BB QOZ's developnt a pfovals again received unanimous approval by the Planning & Zoning Development 1�1 44. C,)(,4//'/" 209 N. FEDERAL, and FDC challenged the approvals by objecting to the abandme% of NE 1st Street, which is necessary for the Project, and claiming that the abandoseverely and detrimentally affect access to Boardwalk Ice Cream's business. This has no basis in fact and is simply frivolous. In truth, BB QOZ has been in constant communication with Boardwalk Ice Cream who has repeatedly been present at public meetings and has publicly supported the Project. Moreover, BB QOZ and Boardwalk Ice Cream have made arrangements for Boardwalk Ice Cream to continue its business at the Project. 11 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 439 45. Having failed to jump the line with his LOI, failed to secure the Project through the RFP process, failed to get BB QOZ to buy the 209 Property at an inflated price and failed to stop the Project from moving forward based on a bogus abandonment argument, CAMALIER shifted gears in order to either get his payday or get a piece of the pie. 46. This is not surprising because CAMALIER has a history of frivolous challenges to development projects, like the Project, where he has not gotten his way. In fac 0 million dollar verdict against CAMALIER's entity, Camalier, LP was affirmed , / nd regarding CAMALIER's interference with a development project by the Penrosq;///Grod*.&e CR -RSC Tower 1, LLC, et al. v. RSC Tower 1, LLC, et al., 429 Md. 387 (Md. 2Q 2/ 6 And 170. 47. To that end, on April 7, 2023, 209 N.D-filed a Petition for Writ of E IOW Certiorari against the City of Boynton Beach argui°,,,tiakpY"substantial, competent evidence to q/ support the City's decision regarding the th A lications of abandonment of roads was presented and as such, it was a departurerop, the§sential requirements of the law. In its Petition, 209 N. FEDERAL is improperly 0 a*�' kIni ' re -litigate the application for abandonment. , 48. In its Petition, 29/9 N. F DERAL states that road abandonments were not part of the Project's original pla", itted to the City of Boynton Beach. However, that is simply a self-serving stateql,2 09 FEDERAL, FDC, and CAMALIER are very well aware of the LOI, '/nq . RFP/RFP, a oval process as they were involved in the same proves themselves. 209 N. FEDE C, and CAMALIER also are very well aware that preliminary submittals are as a matter of course regularly revised during the submittal process to address and resolve issues raised I Respondent, City of Boynton Beach, filed its Response to 209 N. FEDERAL's Petition for Writ of Certiorari on May 17, 2023. The Response is attached as Exhibit "D" and fully incorporated herein for reference. 12 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 440 by the City and other public/private entities involved in these public/private mixed-use developments. To say otherwise is disingenuous. 49. As the City of Boynton Beach states in its Response, 209 N. FEDERAL blatantly ignores the record supporting the City's decision and is improperly asking the Court to reweigh the evidence. 2 209 N. FEDERAL's unfounded accusations are clearly outside the record and are solely meant to delay, harass, pressure, and extort BB QOZ. j r 50. 209 N. FEDERAL in its Petition also falsely asserts that -4i gsed the road r abandonment applications immediately at each stage of approval. It Was ntil CAMALIER, 209 N. FEDERAL, and FDC were advised that BB QOZ was nere9id in purchasing the 209 Property that 209 N. FEDERAL, FDC, and CAMALIER/ ppos(Y4),JHe Project. 51. The true purpose of the Petition and jen stems from BB QOZ's decision to not purchase 209 N. FEDERAL's Property //at Ad, price and thereafter taking a page from oi, CAMALIER's playbook to bring frivol gclai�'knowing it will delay BB QOZ from moving forward causing it substantial dafte, tr"44,ng to shake them down and force them to overpay, make himJ o of the Project, ect a iin money to not protest. This extortionate behavior cannot Y P be countenanced and is a ble. 52. A§ *o exult o"'209 N. FEDERAL, FDC, and CAMALIER's calculated extortionate behavior, torious interference, abuse of process, bad faith filing and unreasonable conduct, effectiu13, 2023 BB QOZ has been forced to cease all pre -development activity, including advising all the construction and design professionals and consultants involved and engaged in the Project that they are not able to advance any plans or work until the Petition for Writ of Certiorari is resolved. 2 See City of Boynton Beach Response pg. 2. 13 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 441 53. When BB QOZ was awarded the Project, it promised the community, potential tenants, and public and elected officials certain expectations regarding timeframes for completion. BB QOZ's forced inability to meet these expectations solely occasioned by the calculated acts of CAMALIER affects its reputation in the very community that it seeks to redevelop and revitalize. 54. The Project contains a large amount of commercial space (17,000 square feet). BB 4 QOZ has been contacted by potential tenants, but has been unable to provide" definitive M/ '00 timeframes for delivery of the commercial space. There is no way for BB",/,,Q _,determine the effect this delay will have on the viability of the overall Project from �"c' 6"ri4kuefion and financing perspective. A 55. In addition, BB QOZ secured a line of credit", t in the financing of the pre - development activity of the Project. Every day the rot delayed forces BB QOZ to incur additional interest, costs and expenses that " "°1V/Z'//would not have incurred but for 209 N. FEDERAL, FDC, and CAMALIER's cal /0, j�ted Oftortionate behavior, tortious interference, abuse J of process, bad faith and unreason ct. 56. There is no legi'll" Ibasis to the challenge that is being made by CAMALIER, 209 N. FEDERAL, and t the public, properly noticed, City Commission meeting, where 209 N. FEDER4)L�//�&�,t DC, "d CAMALIER were allowed to present their objections, the City ppp, a 0 Commission �;Petei*incd, based upon the competent and substantial evidence, that access is not VIA, obstrucf(Ed, ted unanimously to approve the abandonment. BB QOZ, along with its partnership with BB CRA and the City of Boynton Beach, has the right to develop and operate the Project. 14 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 442 COUNT I — TORTIOUS INTERFERENCE (CAMALIER) 57. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs 1 through 56 as if fully set forth herein. 58. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. Ai ffr %,, 59. CAMALIER knew of the business relationship as it was involve ikthe invest,,,,ment car i and development of building mixed-use multi -family developments that taet t%met demand and underserved areas within a specified market.�� 60. CAMALIER, by way of its business relation ip Mith 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably int`fe°f�tih BB QOZ's rights by, among ° 1, other things, proceeding with the development 0-1111, e t. 61. As a result of CAMALIER 'sou °ns, B QOZ has suffered damages. WHEREFORE, Plaintiff, BB requests that this Court enter a judgment in favor of BB QOZ for damage",�inding direct and consequential, costs, and interest, along with such other and further relic ed just, equitable, and proper. 'rooaioio,�oriooiooa„ 7UKT, 11— TORTIOUS INTERFERENCE a� (209 N. FEDERAL) 62.', Pla tiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragrd'J*, gh 56 as if fully set forth herein. 63. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. 15 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 443 64. 209 N. FEDERAL knew of the business relationship as it was involved in the investment and development of building mixed-use multi -family developments that target unmet demand and underserved areas within a specified market. 65. 209 N. FEDERAL, by way of filing the Petition for Writ of Certiorari, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 66. As a result of 209 N. FEDERAL's actions, BB QOZ has su ages. WHEREFORE, Plaintiff, BB QOZ, respectfully requests thatit is enter a judgment in favor of BB QOZ for damages, including direct and conseJIq qw, ji / 6sts, and interest, along with such other and further relief deemed just, equitable, 67. Plaintiff, BB QOZ, hereby gOand reasserts the allegations contained in paragraphs I through 56 as if fully seo k 11, herein. 68. BB QOZ has a lui,tnek ationship relating to the development, ownership, and operation of The Pierce. 69. FDC,*ne t'e business relationship as it was involved in the investment and 7/2/c///, development ildipg mixed-use multi -family developments that target unmet demand and a specified market. 70 ............. . �, FDC, by way of its business relationship with 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 71. As a result of FDC's actions, BB QOZ has suffered damages. 16 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 444 WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for damages, including direct and consequential, costs, and interest, along with such other and further relief deemed just, equitable, and proper. COUNT IV — ABUSE OF PROCESS (209 N. FEDERAL) 72. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations ogntained in /iaorrrrriioiaA 1h, paragraphs I through 56 as if fully set forth herein. 73. 209 N. FEDERAL made an illegal, improper, or perverte ocess when it filed the Petition for Writ of Certiorari against the City of Boynton B4h., 74. 209 N. FEDERAL had ulterior motives or os in exercising such illegal, ZJ/ ot i 209 N. FEDERAL failed to improper, or perverted use of process. Specifically, it , %all, 404� I// b sell its 209 Property at an inflated cost, either t9,' 4'BB CRA, or Hyperion or when BB "th 0/%,0 CRA did not award the Project to CAMALIWd perion, or when BB QOZ refused to partner t with CAMALIER, that 209 N. FEDE IRA n to assert frivolous and unfounded objections to the Project, including the filing pf""th6*0ion for Writ of Certiorari. 75. As a result of 20TMw/IFEDERAL's actions, BB QOZ has suffered damages. I,% w, WHEREFO/EPI rt i , BB QOZ, respectfully requests that this Court enter a judgment r/ in favor of BB OZ"Ifox damages, including direct and consequential, costs, and interest, along with such' 'fiW further relief deemed just, equitable, and proper. COUNT V — EXTORTION (CAMALIER) 76. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs I through 56 as if fully set forth herein. 17 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 445 77. Pursuant to Florida Statute Chapter 772 civil remedies exist for practices and actions that are considered criminal in nature. That Statute defines "criminal activity" as: a means to commit, to conspire to commit, or to solicit, coerce, or intimidate another person to commit: (a) Any crime that is chargeable by indictment of information under the following provisions. 78. One of the provisions referenced in Fla. Stat. 772.102(1)(a) is Section 836.05 relating to extortion. 79. Under Section 836.05, extortion is defined as: 66 11 Whoever, either verbally or by a written or printed communic410 i sly threatens tio maliciously threatens to accuse another of any crime or offense, or by such communkp..." �I "k an injury to the person, property or reputation of another,,,o)rp), aliab�" sly threatens to expose or to impute any deformity another to disgrace, or to expose any secret affecti or lack of chastity to another, with intent thereY' A money or any pecuniary advantage whatsoever, or with intent to compel 'on so threatened, or any other Ell person, to do any act or refrain from doing aha m,,a' " nst his or her will. 80. Pursuant to Section 772.104(1 evidence that he or she has been inj who proves by clear and convincing of any violation of 772.103 and the definition of criminal activity set forth in 772.t,',92'0,,cl'l.,S"ddssed above, is entitled to recover threefold the actual damages sustained as well as r44onabl" attorneys' fees and costs. khh./ 81. The actio AMALIER, as more particularly set forth in the incorporated paragraphs herei,51 pu efully and in a calculated fashion putting BB QOZ in a position that J11, �rlh 7,, if it did not a4ree its demands for an inflated purchase price of the 209 N. FEDERAL Property or let C01 IER have a piece of the pie, it would not allow BB QOZ to proceed with the development of the Project and cause immeasurable damage to BB QOZ, constitutes extortionate behavior as set forth under Section 836.05. 18 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com M. WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for treble damages flowing from its extortionate acts, reasonable attorney's fees and costs, along with such other and further relief deemed just, equitable, and proper. JURY TRIAL DEMAND Plaintiff hereby demands a trial by jury on all matters so triable. /iaorrrrriioia! ke r bring a claim tive damages JJiii,,,., rflo» ,,,,1 1= eRR BB QOZ reserves the right to amend its complaint to upon the proper showing. Dated: May 22, 2023. tted, NG TEASDALE LLP ►ra Circle, Suite 1250 Clrofral Gables, Florida 33134 telephone: (305) 371-8809 Telecopier: (305) 448-4155 By: /s/Nicole P. Planell Glen H. Waldman, Esq. Fla. Bar No. 618624 oiaioioiii iir% gwaldman(Leatllp.com '� Nicole P. Planell Esq. Fla. Bar No. 72325 ppppu/r nplanellL�atllp.com FOR SERVICE OF PLEADINGS: mialnief lingL&atllp.coin 19 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 447 01 EXHIBI pow" hm 448 8 June 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Attention: Mr. Michael Simon, Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 115 N Federal Highway Dear Mr. Simon, Hyperion Development Group (www.hypdcv.c0 m) is purchasing 114 N Federal Hi4h*a' a �9 N Federal Highway from long time property owner F Davis Camalier. In collaboration with to City�,,of Boynton Beach and local stakeholders we propose to combine the full blocks east and west of North Fe� Lighway into a cohesive sh master plan with a mix of uses including multifamily, office, hotel, retail, p " ift garage, restaurants with outdoor seating and ample green space (a preliminary indicative massing is attaclYp� To'' ards this end we propose to purchase the City owned property at 115 North Federal Highway on/pt6 vies and seek to assemble the rest of the privately owned sites in a manner which is sensitive to the nee6calowners. of � As soon-to-be owners of both 114 N Federal Highway and 2p NN e�1Highway, we are well positioned to make this a reality. As developer of a broader master plan we a snot", �nstramed by making each site work financially on its own, and can allow for careful, thoughtful planning ' cora both sides in a way that will best shape and enhance the urban experience. We would seek to cotyou, the CRA and the City of Boynton Beach to optimize the plan so that the Boynton Beach comity g ,the project it deserves. As important, we have the experience andfi�6dnci�`Iq/f ability to execute this vision. The partnership of our firm includes Winter Properties (www.whiter . `Novy York real estate investor and developer with a 100 year track record, and a related company of Stand' rdies, a privately held global industrial company with in excess of $613 in annual revenue. (www.,Stancla hi(l irC .corn). Project execution is assured through our experience. For six years I was President of ResidentiI'll,�lopment at Silverstein Properties in New York City, a developer, owner and manager of over 40 millio,uare feet of office, residential and mixed-use properties, and the firm that redeveloped the World Trade ( "gipW,Our leadership team has worked with me for years at Silverstein and elsewhere. Recently H erion in development on a large-scale mixed use project in West Palm Beach and has won an RFP compete f i for a large mixed use master plan in New York. We would welc me a ,oplfi>rtunity in the near future to get to know one another. This would include demonstrating our fmanciaFrc ct ciabilities in a more private setting to provide the level of reassurance you require. In the v meantim we r�°C�fully request that you postpone issuance of the RFP pending your having had an opportunity to become bier accjtzainted with our proposition. Thank you for your consideration. Sincerely, Robert Vecsler Principal and CEO, Hyperion 449 Scenario 1 - Preliminary Indicative Project Massing — Controlled Sites + City Site /iaorrrrrioial Vale 6" 450 Scenario 2 - Preliminary Indicative Project Massing — Full Assemblage 451 EXI f00270403.DOCX 1 452 December 23, 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Ms. Thuy Shutt, Executive Director BBCRA 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 209 N Federal Highway Dear Ms. Shutt, //400,0011/dkg Hyperion Group ("Hyperion") is in contract to purchase 209 N Federal Highway��FH") from long ,, time property owner F Davis Camalier ("Seller") through a purchase and,, le ag eemt ('SA" ). 1. Hyperion is open to working with all parties to assign the PSA on 2`29 NFto Affiliated Development, to the betterment of Affiliated's site pian and the Boeach community as a whole. We would endeavor to work expeditiously to elfect�w�psaction to the satisfaction of all. 0„%,IF / 2. We look forward to working with the Boynton Bea Ce City of Boynton Beach and the community on initiatives which can best positlo yoo successfully initiate and complete its development at 114/222 N. Federal Highw ;°��he benefit of the City of Boynton Beach and the community. Wishing you a Merry Christmas and loo kingwarworking collaboratively with you. %„l�% r Sincerely, ////'Zo7�� t Robert Vecsler Principal and CEOaerion�°� CC: %%O/%/////' Ms. LorirtVerriere, City Manager, Boynton Beach City Commission Mr. Andrew lack, Assistant City Manager Ms. Kathryn Matos, Assistant City Manager Mr. Jeff Burns, CEO, Affiliated Development Bonnie Miskel, Esq. 453 EXI A f00270403.DOCX 1 454 YUNAYGm y Dunay Hope cafficun chrWina Bkrfl6 M I S K 1010101 1111M 1111111. Biimn�e 04WM 5cou Backman Uwayinie Dickerson Cle Zachw ii ades Damll F. MiUpdge JeMey Schn6der BACKMAN EIA k Wfirian MaWifniv C scon �(I�pSwn woks Sara lhonnllncin February 21, 2023 Craig Pinder, Planner 11 City of Boynton Beach Planning and Zoning Division 100 East Ocean Avenue Boynton Beach, FL 33435 oftl RE: The Pierce - Three Abandonment Applications Dear Mr. Pinder: EMERGE 11 M. M (0*vnetts, it tAtul� severely,?*4 ktrioe* ",,. ty-Ahea, -iii��!ct#* its tew 2 it's.* us it- ess—., t4liti**Al Slg*ific�-!*t i the abandonment criteria, as spe " p41 ction 2.G.3 of the City's Land Development Regulations ion 2,G.3 provides as follows: a. Access. Does the subj ct I d", vide a legal means of access to a lot of record, subdivision, or development? WoUl fj)j))Xn vacation of abandonment cause or result in a permanent stoppage, interruption, or an 14,20�ptable level of service for the subject lot or on neighboring lots, subclivision�/," devel'60ments with respect to police, fire, or other emergency services; or solid waste rem &va b. Util t, Qsubject land contain, support, or allow potable water, sanitary sew, or any other uti I able, telephone, electricity, gas, etc.), which would be permanently stopped or ......... . . . . . . I , or cause an unacceptable level of service to the subject lot or neighboring lots, su ivisions, or developments? c. Drai age and Wastewater Management. Does the subject land contain, support, or allow a legal means of drainage or wastewater management for such lot or on neighboring lots, subdivisions, or developments, which would cause or result in a stoppage, interruption, or unacceptable level of service? d. Conservation, Does the subject land contain, support, or allow the means for the conservation or 14 a, Ila. 4fl-p Stred, Suke,36, Uora VMton, FL 33432 IeL N61� 405-3300 [`ax: 1560 409-23411 wvvw drnbhlaw cuimrr 455 acceptable level of service for ... neighboring lots . . . with respect to police, fire, or other emergency services." Currently, ingress and egress to the Property is located on NE 1st Avenue, which may be acce.. e WWVMWb0*AAhA_1�14_#L that is immediately contiguous to our client's Property is not being abandoned, the balance of NE Ist Street will be, which currently serves my client's Property. Further, if emergency services are required, both East Ocean Avenue and East Boynton Beach Boulevard in order to access the property via NE 4th Street. Additionally, emergency responders may also travel southbound on Federal Highway. If the A lication is a roved and when con r i n f h Pr ............ ................ or other emergency services. 0enue, then immediately turn fi o e to access the Property. r WWI PF 0 KMAVMOM�&�PW� q"YT7:FM well in order to return in the direction they,,/,,/, to and from the Property. 10. onments, our client is entitled to several causes of action. 3A j 2. 'ev"No IIJ111 �1011111`1 Second, pursu4pt to iami v. Florida East Coast Ry. Co., the Florida Supreme Court held that an abutting owner will Wha se of action against another owner who is obstructing access or travel upon any 'Ibis cause of action allows the abutting owner to enforce its right of access for roadway vacatec1/r09,,,,dj%111T, purposes, /cifically, the Court stated that "the platting of land and the sale of lots pursuant thereto creates as between the grantor and the purchaser of the lots a private right to have the space marked upon the plat as streets, alleys, etc., remain open for ingress and egress and the uses indicated by the distinctively marks each roadway The Pierce seeks to abandon, roadways that have been servicing my client's Property for many years. Therefore, in addition to the City's obligation to compensate our client for the loss of a property right, our client may bring suit against the owner of The Pierce for deprivation of roadway access. TO,CSI W1405-33300 Fax�d56fl4019-2341 wwwAinbMaw.com 456 I a 17117m: I Tj- r # n1m., , -?pproval of these three abandonments, You may contact me at stho, or 561-405- 3363. Thank you and I look forward to hearing from you. �14 k-ara Thompson, Esq. cc: Ty Penserga, Mayor (by email) Angela Cruz, Vice Mayor (by email) Woodrow L. Hay, Commissioner (by email) Thomas Turkin, Commissioner (by email) Aimee Kelley, Commissioner (by email) Ovmu Amanda Radigan, Director, Planning and Zoning (by email) Michael D. Cirullo, Jr., Esq. (by email) Bonnie Miskel, Esq. (by email) % . ..... . . . (�)(CC, I4 S L 4flhi Suac '36, Roi,(:a Raton, 11- 1. 33432 Tel, � �56'� 1405-3300 -ax%fl 409-2341 wvvw dirnbWamcurn 457 458 459 461 462 463 464 465 467 470 471 472 473 474 475 476 477 478 479 481 482 483 484 485 487 490 491 492 493 494 495 496 497 498 10YN10N Levo %BEACH �� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 OLD BUSINESS AGENDA ITEM 13.0 SUBJECT: Annual Progress Report from BB QOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) SUMMARY: On June 7, 2022, the CRA Board approved a Purchase and Development Agreement (PDA), the Tax Increment Revenue Funding Agreement (TIRFA), and the Parking Lease Agreement with BB QOZ, LLC (aka Affiliated Development, LLC) for the 115 N. Federal Highway Mixed Use Project (aka The Pierce, see Attachments 1 -III). Paragraph 21.9 of the PDA requires an annual report and presentation beginning one year after the July 8, 2022 Effective Date, and a written report every three months by BB QOZ, LLC. Such presentation and reports shall include: photographs and an update on the progress of obtaining Land Use Approvals, status of construction, compliance with any deadlines, terms, and provisions of this Agreement, and such other information reasonably requested by the CRA to determine compliance with this Agreement. Additionally, Paragraph 3.2.4 of the TIRFA requires an update of the project's financing. The Annual Report dated July 21, 2023, submitted by BB QOZ, LLC indicated that the project received Major Master Plan and Site Plan approvals from the City's Planning & Development Board and City Commission on February 21, 2023, for the first hearing, and final approval on March 9, 2023 (see Attachment IV). The Annual Presentation dated July 25, 2023, is also available for review by the Board (see Attachment V). BB QOZ, LLC also indicated in their report that the recent litigation challenging the abandonments (which include a portion of the north alley, the entire south alley, and NE 1st Ave, see Attachments VI -VII) necessary for the Project have been filed. As a result, BB QOZ, LLC's building permit plans have been on hold as an unfavorable ruling may require a major redesign. According to BB QOZ, LLC a ruling may not be rendered until the end of the year. The pending cases may affect the project's overall timeline and the developer's ability to meet the requirement of Paragraph 21.3 which requires BB QOZ, LLC to submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within 120 days (or July 8, 2023) of obtaining formal site plan approval from the City. At time of packet publication, CRA staff was informed that CRA legal counsel will be meeting with other legal representatives and will be prepared to provide guidance if needed. 499 Ms. Kemissa Colin, BB QOZ, LLC's VP of Development will be available in person at the August 8, 2023 CRA Board meeting, to answer questions and other team members will be participating virtually. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required unless otherwise determined by the Board. ATTACHMENTS: Description • Attachment I - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) Purchase and Development Agreement • Attachment II - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) TIRFA • Attachment III - Executed 115 N. Federal Highway (aka The Pierce) Parking Lease Agreement • Attachment IV - The Pierce July 2023 Annual Performance Report • Attachment V - The Pierce July 2023 Annual CRA Board Presentation • Attachment VI - Case Number 502023CA009318XXXXMB (209 N. Federal, LLC vs. City of Boynton Beach) 209vsCBB • Attachment VII - Case Number 502023CA010518XXXXMB (BBQOZ, LLC vs. 209 N. Federal, LLC) 500 I RESOLUTION NO. R22 - 088 3 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, 4 APPROVING AND AUTHORIZING THE BOYNTON BEACH 5 COMMUNITY REDEVELOPMENT AGENCY TO ENTER INTO 4, 6 PURCHASE AND DEVELOPMENT AGREEMENT WITH SO QOZ, 7 LLC (AFFILIATED DEVELOPMENT, LLC), FOR THE 8 DEVELOPMENT OF THE 11 S NORTH FEDERAL HIGHWAY INFILL 9 MD(ED USE PROJECT FOR A PURCHASE PRICE LESS THAN FAIR 10 MARKET VALUE; AND PROVIDING AN EFFECTIVE DATE. 12 WHEREAS, On lune 7, 2022 the Boynton Beach Community Redevelopment Agency 13 Board approved the purchase and development agreement, the tax increment revenue 14 funding agreement RFA), and the parking lease agreement between the Boynton Beach 15 Community edevelopment Agency and Affiliated Development, LLC for the 115 North 16 Federal Highway infill mixed use redevelopment project; and 17 WHEREAS, the contemplated purchase price is below fair market vale and therefore 18 it is necessary for the CRA to seek approval from the City Commission prior to execration of 19 the Purchase and Development Agreement; and 20 WHEREAS, the City Commission of the City of Boynton Ruch, Florida, upon the 21 recommendation of staff, deers it to be in the lest interests of the City residents to approve 22 and authorize the Boynton Beach Community Redevelopment Agency to enter into a 23 Purchase and Development agreement with BB CM Z, LLC (Affiliated Development, L C) for 24 the development of the 115 North Federal highway infill mixed use project for a purchase 25 pricelass than fair market value. 26 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSIONF THE CITY OF 27 BOYNTON BEACH, FLORIDA, THAT: 2 on 1., The foregoing "WHEREAS"' clauses are true and correct and hereby 29 ratified and confirmed by the City Commission 30 SegC1Qr!.. ,t" That the City Commission of the City of Baynton Beach does hereby 31 approve r the Boynton Beach Redevelopment Agency to enter into: 0 SNCA\RESO\Approval Of CRA Sale At Less Than FMV (115 N Federal Highway) m Reso.Docx 501 32 Purchase and Development agreement with BB QOZ, LLC (Affiliated Development, LLQ for 33 the development of the 115 North Federal Highway infill mixed use project for a purchase 34 price less than fair market value. 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 ATTES 54 /',, 55 56 57 Mayle 58 city C 59 60 $Sgjon 3. That this Resolution will become effective immediately upon passage. PASSED AND ADOPTED this day of 2022. CITY OF BOYNTON BEACH, FLORIDA Jes6s, 61 (Corporate Seal) 62 Mayor — Ty Penserga Vice Mayor — Angela Cruz Commissioner —Woodrow L Hay Commissioner — Thomas Turkin Commissioner — Aimee Kelley VOTE 2 S-\CA\RESO\Approval Of CRA Sale At Less Than FMV [11S N Federal Highway) - Reso.Docx YES NO 502 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes, with a business address of 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, (hereinafter "SELLER") and BB QOZ, LLC, a Florida Limited Liability Company with a business address of 613 NW 3rd Ave., Ste 104, Fort Lauderdale, Florida 33311 (hereinafter "PURCHASER"). SELLER & PURCHASER may be referred to herein individually as "Party" and collectively as the "Parties." In consideration of the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree as follows: 1. PURCHASE AND SALE PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A" attached hereto (hereinafter the "Property"), which is hereby incorporated herein. The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effectuated in order to reduce slum and blight and to enable the construction of a mixed-use, transit -oriented development containing a mixed -income workforce housing recital apartment building with a minimum of 236 rental units available to various affordability ranges as set forth in the Tax Increment Revenue Funding Agreement attached here to as Exhibit "B" ("TIRFA") a minimum of 16,800 square feet of commercial space (e.g.. restaurant, retail, and office), and 150 public parking spaces (as more fully described in the TIRFA), and providing public pedestrian connectivity within the Property, consistent with the proposal submitted by PURCHASER (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by this reference (the "Project"). The Project may be revised by PURCHASER from time to time pursuant to the terms of the TIRFA. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be ONE HUNDRED AND 00/100 DOLLARS ($100.00) to be paid in full at Closing. SELLER has complied with Section 163.380, Florida Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. A Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) (the "Deposit") shall be delivered to Lewis, Longman & Walker, P.A. ("Escrow Agent") within five (5) business days of the Effective Date. The Deposit shall be nonrefundable to PURCHASER after the expiration of the Feasibility Period, unless otherwise provided herein and shall be credited against PURCHASER'S costs at closing. 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the Parties has signed this Agreement. 01671768-3 503 5. Intentional) Deleted 6. CLOSING DATE. The purchase and sale transaction contemplated herein shall close within thirty-six (36) months after PURCHASER's receipt of the Land Use Approvals unless extended by other provisions of this Agreement or by written agreement, signed by both parties. Notwithstanding the foregoing, the PURCHASER shall have the right to extend the Closing Date by up to twelve (12) months subject to the prior written approval of SELLER, which written approval shall not be unreasonably withheld, conditioned, or delayed provided that PURCHASER is exercising good faith and due diligence to achieve the Closing and further provided that PURCHASER delivers notice of its election to exercise such extension at least thirty (30) days prior to the then -Closing Date. Unless earlier terminated pursuant to the terms of this Agreement, this Agreement shall automatically terminate should PURCHASER fail to close pursuant to this Section. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. SELLER acknowledges that PURCHASER may, after Closing, pursue a unity of title with respect to the Project and/or certain parcel splits with respect to the Project. SELLER shall reasonably cooperate with PURCHASER, at no cost to SELLER, in order to coordinate and accommodate PURCHASER's pre-closing and post -closing work in connection with the foregoing sentence. 8. INVESTIGATION OF THE PROPERTY. For a period until sixty (60) days from the Effective Date ("Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, contractors, surveyors, engineers, architects, attorneys and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of Governmental Authorities regarding the Property and to enter upon the Property, at anytime and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to terminate this Agreement, in which event the Deposit shall be promptly refunded to PURCHASER. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) repair and restore any damage caused to the Property by PURCHASER'S testing and investigation; and (ii) release to SELLER, at no cost, all non-proprietary and non -confidential reports and other work generated as a result of the PURCHASER'S testing and investigation. PURCHASER shall have the 01671768-3 2 504 right to access the Property, at any time and from time to time with at least two (2) days notice to SELLER and so long as said access does not result in a business interruption, from the time period commencing at the end of the Feasibility Period and continuing until Closing. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation or access of the Property; provided, however, the foregoing indemnification obligations of PURCHASER shall not apply to (i) any damages arising from the negligence or misconduct of SELLER, its agents, employees or representatives, or (ii) any conditions or defects existing on, in or under the Property or arising out of the mere discovery of such conditions or defects on, in, under or within the Property. PURCHASER'S obligations under this Section shall survive Closing and the termination of this Agreement for a period of one (1) yea r. 8.1 SELLER's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10) days of the Effective Date of this Agreement: any existing title policies, surveys, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property, and any other documents reasonably requested by PURCHASER. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (the "Closing Agent") shall obtain, at the SELLER'S expense, from Old Republic National Title Insurance Company (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of $5,500,000.00 subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER'S Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER'S Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER'S Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of (i) extending the Cure Period for one additional thirty (30) day period at no cost to PURCHASER, or (ii) accepting the Title to the Property as of the time of Closing or (iii) canceling and terminating this Agreement, in which 01671768-3 3 505 case, the Deposit shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Notwithstanding anything to the contrary in this Agreement, SELLER shall be obligated, at Closing, to cause the Title Company to remove (by waiver or endorsement) the following (collectively, the "Required Cure Items"), whether or not PURCHASER objects to such items in PURCHASER's Title Objections: any (a) mortgage or deed of trust granted by SELLER affecting the Property; (b) mechanic's lien with respect to work contracted for by SELLER at the Property; (c) liens securing the payment of taxes and assessments; and (d) other liens encumbering the Property (including judgments, federal, state and municipal tax liens). Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue one updated Title Commitment ("Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items have an adverse effect on the Property or the Project, in PURCHASER's sole and absolute discretion, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 8.3 Surve Review. PURCHASER, at PURCHASER'S expense, may obtain an ALTA survey (the "Survey") of the Property. If the Survey discloses any matters that are unacceptable to PURCHASER, in PURCHASER's sole and absolute discretion, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 9.1 Marketable Title. SELLER delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASER, all as more specifically set forth herein. 9.2 Re resentations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.3 Pending Proceedln s. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property or the SELLER, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER at PURCHASER's sole and absolute discretion. 9.4 Com fiance with Laws and Re ulatians. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, 01671768-3 4 506 requirements, licenses, permits and authorizations as of the date of Closing. 9.5 Land Use Approvals. PURCHASER obtaining all required site plan, zoning and platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property (the "Land Use Approvals"). SELLER authorizes the PURCHASER to apply for and obtain the necessary Land Use Approvals and agrees to cooperate in any such applications and the approval process and to execute without delay any and all required documentation necessary to make application for Land Use Approvals for the Project. 9.6 Occupancy. The Property shall be conveyed to PURCHASER at Closing subject only to the Leases (hereinafter defined) and any additional leases entered into with PURCHASER's consent pursuant to Section 23.13, 9.7 Estoppels. SELLER shall have delivered an estoppel certificate from each of the tenants under the Leases, dated not more than thirty (30) days prior to the Closing Date, in the form attached hereto as Exhibit "C" Schedule 9.7, which shall be delivered to PURCHASER at least five (5) days prior to the Closing Date. 9.8 Service Contracts. At Closing, SELLER shall terminate all service and management contracts relating to the Property at SELLER's sole cost and expense, unless PURCHASER elects to assume any of such contracts, in PURCHASER's sole and absolute discretion. 9.9 Permits and Code Violations. SELLER shall have closed out all open or expired permits and cured any code violations applicable to the Property prior to the Closing Date. For the avoidance of doubt, any legal, non -conforming use, structure, or site condition approved by the City of Boynton Beach shall not be deemed to be code violation. If any condition precedent set forth in the foregoing Section 9 hereof is not satisfied as of the Closing Date (or within the time frame specifically set forth in such clause), and PURCHASER elects, in PURCHASER's sole and absolute discretion, not to waive such condition precedent, then PURCHASER shall have the right to terminate this Agreement by written notice to SELLER, in which event the Deposit shall be returned to PURCHASER and this Agreement shall be null and void and neither party shall have any further rights or obligations under this Agreement except those which expressly survive termination. SELLER shall use good faith efforts to satisfy the Conditions to Closing that are within the control of SELLER. 10. CLOSING DOCUMENTS. The SELLER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 10.1 Deed and Authorizin Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed"), meeting all requirements of this Agreement, conveying to PURCHASER valid, 01671768-3 5 507 good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the Title Company may require. 10.2 SELLER's Affidavits. SELLER shall furnish to Title Company and the PURCHASER an owner's affidavit acceptable to the Title Company attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non - for' . n affidavit with res*,ect to the Pro�cer%r. In the ev_41f0.EUnWW�,%"IM*J #Z IM41tv", referenced above, the same shall be deemed an uncured Title Objection. 10.3 glosing Statement. A closing statement setting forth the Purchase Price, all credits adjustments and rorations between PURCHASER and SELLE_ I execute and deliver at Closing. I. Corrective Documents. Documentation required to clear title to the ",roperty of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 An Assignment and Assumption of Leases, Security Deposits and Service Contracts in the form attached hereto as Exhibit "D" Schedule 10.5. 10.6 ALLn& .gown Certificate. A "bring -down" certificate executed by SELLER Date, in the form attached hereto as Exhibit "E" Schedule 10.6. 10.7 Leases and Service Contracts. Originals, or, if unavailable, copies, of the Leases (together with all tenant files, tenant ledgers and records) and assigned and assumed Service Contracts then in effect at the Property. 10.8 Miscellaneous. Any keys, access cards, combinations and pass codes to any locks and security systems on the Property over which SELLER has control shall be left by SELLER at the Property upon Closing. All correspondence and documents in SELLER's possession or control relating to the Leases and the operation of the Property shall be left by SELLER at the Property upon Closing; 10.9 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. 01671768-3 6 508 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 Prorations. Taxes and assessments, if any, for the Property shall be prorated as of the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds $1,000.00. 11.2 Proration of Rents. The rent payable by tenants under the Leases shall be prorated as of the day before Closing; provided, however, that rent and all other sums which are due and payable to SELLER by any tenant but uncollected as of the Closing (collectively, the "Delinquent Amounts") shall not be adjusted. At Closing, SELLER shall deliver to PURCHASER a schedule of all such Delinquent Amounts. Any Delinquent Amounts received by SELLER after Closing that are attributable to the period after the Closing Date shall be promptly paid over to PURCHASER. 11.3 Proration of Utilities. Water, electric, and all other utility and fuel charges shall be prorated as of the day before Closing (to the extent possible, utility prorations will be handled by meter readings on the day immediately preceding the Closing Date). 11.4 Pre aid Rents and Securit De osits. At Closing, SELLER shall credit to PURCHASER the amount of any unapplied security deposits or prepaid rents under the Leases. 11.5 Closing Costs. SELLER shall pay for the documentary stamps on the Deed, the cost of the Owner's Policy of Title Insurance, the cost of satisfying any liens which SELLER is obligated to satisfy, the cost of recording the Deed and any cost associated with curing title. PURCHASER shall pay for all endorsements to the Owner's Policy of Title Insurance (including, without limitation, premiums for any loan policy or endorsements thereto required by PURCHASER's lender for the construction or development of the Project (the "Lender"), if any), and the cost of any documentary stamp or intangible tax in connection with PURCHASER's financing. Each party shall be responsible for their respective attorneys' fees. 11.6 Closing Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 01671768-3 7 509 11.7 ExistingMort a es and Other Liens, At Closing, SELLER shall obtain, or cause to be obtained, satisfaction or release of record of all mortgages, liens and judgments applicable to and encumbering the Property. 12. REPRESENTATIONS COVENANTS AND WARRANTIES. SELLER hereby represents, covenants and warrants to PURCHASER, as of the Effective Date and as of the Closing Date, as follows: 12.1 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, and this Agreement represents a valid and binding obligation of SELLER. 12.2 Title. SELLER is and will be on the Closing Date, the owner of valid, good, marketable and insurable fee simple title to the Property, free and clear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). 12.3 Litigation. There are no actions, suits, proceedings or investigations pending or threatened against SELLER or the Property affecting any portion of the Property, including but not limited to condemnation actions. 12.4 Parties in Possession. Except for the Tenants listed on the rent roll attached hereto as Exhibit "F", there are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.5 Acts Affectin Pro ert . Except as required by law or as necessary to address Tenant needs, from and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date) and (c) committing any waste or nuisance upon the Property. 12.6 Leases. SELLER has delivered to PURCHASER true, correct and complete copies of all the Leases. To SELLER's knowledge: (i) each Lease is in full force and effect; (ii) neither landlord nor tenant are in default under the Leases and no event has occurred or failed to occur which, with the passage of time or giving of notice or both, would constitute a default under any such Lease; (iii) no tenant has paid any rent for more than one month in advance and (iv) no tenant is entitled to any free rent, abatement of rent or similar concession. 01671768-3 8 510 12.7 Violations. The Property is not in violation of any building, fire or health code or any other statute, law, ordinance or code applicable to the Property. There are no: (i) existing or pending improvement liens affecting the Property; (ii) existing, pending or threatened zoning, building or other moratoria, downzoning petitions, proceedings, restrictive allocations or similar matters that could have a material adverse effect on the use and value of the Property. 12.8 Employees. There are no employees of SELLER employed in connection with the Property whom PURCHASER would be obligated to retain or compensate after the Closing Date. 13. DEFAULT. 13.1 PURCHASER'S Default. In the event that this transaction fails to close due to a wrongful refusal to close or a material default on the part of PURCHASER, SELLER shall be entitled to retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through or under PURCHASER. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein or is otherwise default under this Agreement, which default has not been cured as provided for herein, PURCHASER may, at its option (i) declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit, and thereafter neither party shall have any further rights hereunder, (ii) seek specific performance of this Agreement; or (iii) waive SELLER's default and proceed to Closing. 13.3 Notice of Default. Prior to declaring a default and exercising the remedies described herein, the non -defaulting Party shall issue a notice of default to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have thirty (30) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described herein. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: 01671768-3 9 511 If to SELLER: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave, Suite 1100 West Palm Beach, Florida 33401 If to PURCHASER: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 31d Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Kapp Morrison LLP Attention: Lance M. Aker, Esq. 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 15. BINDING OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER, in PURCHASER's sole and absolute discretion. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER, provided that the City of Boynton Beach acknowledges in the document assigning this Agreement that it shall be obligated to close the transaction contemplated herein and comply with apply with all Sections of this Agreement as if the City of Boynton Beach were the original party to this Agreement. This Agreement may be assigned, without the prior written consent of SELLER, by PURCHASER to an entity that is managed by PURCHASER's key principals, Jeff Burns and Nicholas Rojo, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein and comply with all Sections of this Agreement as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unrelated party shall be subject to the written approval of SELLER. Notwithstanding the foregoing, in the event PURCHASER's Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to such Lender upon receipt by the SELLER of written notice by such Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the PURCHASER under this Agreement. The notice must be received within ninety (90) days of such Lender taking possession of or becoming the record owner of the Property, 01671768-3 10 512 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the parties shall have no further obligations under this agreement, except as specifically provided herein, or PURCHASER may accept the Property without any reduction in the value of the Property. In the Authority which shall relate to the proposed taking of any portion of the Property by eminent domain r)rior to Closi-ta. or i -i t�,e evpw+-g�i � -21 -- ... 11NIUM41901M 0 P701111111ILim W1.11 =0101H] "wilifela t.41 1W-r1VA-. 2 t Z WkN notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the parties hereto shall proceed to Closing and SELLER shall assign all of its rig 2X such taking to PURCHASER. 17. BROKER FEES '. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold harmless the other Parto from a jlainst m�TAnwr*0t19F-*-, W*m&-f;k, damages, costs or expenses (including, without limitation, attorneys fees) of any kind or character arisin5, out of or �-jt to have been made by either Party or on its behalf with any broker or finder in connection with this Agreement. Notwithstanding the foregoing, SELLER'S indemnification obligations shall not exceed the amount of the statutory limits provided within Section 768.28, Florida Statutes, and SELLER does not otherwise waive its sovereign immunity rights. The provisions of this Section shall survive Closing or termination of this Agreement. 18. ENVIRONMENTAL CONDITIONS. To the best of SELLER'S knowledge, the Property laws, ordinances, regulations, licenses, permits and authorizations, including, without limitation, ?pplicable zoning and environmental laws and regulations. 19. EXISTING OBLIGATIONS. PURCHASER shall assume the rights and make best efforts to perform all obligations of the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY described in Section 21 of the Purchase and Sale Agreement between the SELLER and 500 Ocean Properties, LLC, attached hereto as Exhibit "G." 01671768-3 11 513 20.1. At Closing, the following leases, to the extent such leases remain in effect, shall be assigned in their entirety to PURCHASER (the "Leases"): • Freddie Brinley - 517 % E. Ocean Avenue, Apt. 5 • Harvey E. Oyer, Jr., Inc. d/b/a Oyer Macoviak and Associates - 511 E. Ocean Avenue • Cafe Barista, Inc. d/b/a Hurricane Alley - 527, 529 & 531 E. Ocean Avenue • Florida Technical Consultants, LLC - 533 E. Ocean Avenue, Suites 2 & 3 20.2. PURCHASER acknowledges that a current tenant of the Property is Hurricane Alley ("HA Tenant"). PURCHASER shall use reasonable efforts to relocate HA Tenant to the Project and shall use reasonable efforts to work with HA Tenant to phase construction activities of the Project in order to minimize, to the extent practicable, the timeframe between demolition of the HA Tenant's current premises and construction and delivery of HA Tenant's new premises within the Project. 21. DEVELOPMENT DEADLINES. The following events must occur and be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Deadlines"). At all times after the Effective Date, SELLER shall cooperate with PURCHASER using good faith and due diligence to facilitate and expedite PURCHASER's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. PURCHASER's obligations under this Section shall survive Closing. 01671768-3 21.1 Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of PURCHASER to comply with the requirements of this Section. PURCHASER may extend the deadline for submission of application to the City far site plan approval by no more than sixty (60) days, subject to prior, written approval of the SELLER at SELLER's sole and reasonable discretion. 21.2 PURCHASER shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. Notwithstanding the provisions of Section 13.3, PURCHASER shall have sixty (60) days to cure after receipt of notice of default of this Section 21.2. 12 514 01671768-3 21.3 PURCHASER shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formai site plan approval from the City. 21.4 PURCHASER shall provide SELLER with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon SELLER's request therefor. No later than Closing, PURCHASER shall provide adequate proof of Financial Closing (defined below), including verifiable binding documentation, to the SELLER. 21.5 Commencement of Construction shall occur within two (2) years of the Closing Date pursuant to the terms of this Agreement. Notwithstanding anything to the contrary herein, PURCHASER may extend the deadline for Commencement of Construction by one (1) period of twelve (12) months, subject to receipt of written approval from SELLER, which approval shall not be unreasonably withheld, conditioned or delayed provided PURCHASER is using good faith efforts and due diligence to achieve Commencement of Construction. "Commencement of Construction " mean the date when both of the following have occurred: (i) PURCHASER has provided adequate proof of a financial closing, and (ii) PURCHASER has actually begun construction activities, including demolition, site clearing, excavation, and/or utility relocation consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. For purposes of this Agreement, a "Financial Closing" means the date on which all financial agreements and loan documents for the financing of the Project through completion have been executed and all required conditions contained in such financial agreements and loan documents for the commencement of funding have been satisfied, as determined by the Lender and PURCHASER. 21.6 PURCHASER shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 21.7 Completion of Construction, defined as receiving a temporary certificate of occupancy, within thirty-six (36) months of Commencement of Construction; provided, however, PURCHASER shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the SELLER, which approval shall not be unreasonably withheld, conditioned or delayed, provided PURCHASER is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, PURCHASER shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. PURCHASER shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 21.8 PURCHASER shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 13 515 21.9 PURCHASER, upon thirty (30) days prior notice from SELLER, shall make a presentation to SELLER at a regularly scheduled meeting of the SELLER's Board meetings, or at such other meeting as the parties may agree, no less than annually, beginning at one (1) year after the Effective Date and ceasing after the presentation following Completion of Construction. In addition, PURCHASER shall provide a written report once every three months, which shall be presented to the SELLER's Board (with or without PURCHASER'S participation) at the next regularly scheduled public meeting. Such presentation and written reports shall include photographs and an update on the progress of obtaining Land Use Approvals, status of construction, compliance with any deadlines, terms, and provisions of this Agreement, and such other information reasonably requested by the SELLER to determine compliance with this Agreement. PURCHASER agrees to promptly reply to any inquiries of the SELLER's Board concerning the progress of the Project. 22. IntentionalIv Deleted. 22.1 Reverter Clause. The Special Warranty Deed shall contain a reverter clause (the "Reverter Clause") that shall run with the Property from the Closing Date until Completion of Construction, at which point the Reverter Clause shall automatically terminate. SELLER shall have the right to exercise its right of reverter if construction does not occur pursuant to the deadlines set forth in Sections 21.3, 21.5, and 21.7 hereof, including all subsections thereto. Notwithstanding the provisions of Section 13.3, in the event SELLER expresses intent to exercise the right of reverter based on PURCHASER's default for failure to comply with the provisions of Section 21.3, SELLER shall first notify PURCHASER of SELLER'S intent to exercise the right of reverter, and SELLER shall have sixty (60) days from delivery of the notice during which to cure the default and provide evidence of same to SELLER. In the event the SELLER exercises its right of reverter, SELLER shall pay to PURCHASER; (i) the Purchase Price of the property as set forth in Section 2 of this Agreement; and (ii) the amount of all verifiable out-of-pocket predevelopment and development costs incurred by PURCHASER between the first Land Use Approval and the time of default in connection with the Project, which shall be evidenced by bank statements, invoices and other documentation reasonably requested by SELLER, to the extent that the costs associated with those improvements have not been recaptured by the PURCHASER. To carry out the terms of this Section, PURCHASER shall execute a reverter agreement in the form set forth on Exhibit "H." In the event PURCHASER enters into a loan with a Lender, the SELLER shall enter into a subordination agreement to subordinate the Reverter Agreement and the rights of reverter in this Agreement to the lien(s) and security interest(s) of Lender in a form and substance satisfactory to such Lender and determined to be satisfactory by the SELLER, which determination shall not be unreasonably withheld. Upon the Completion of Construction, the SELLER agrees to promptly issue a recordable letter acknowledging the release of the reverter rights described herein. On or prior to Closing, PURCHASER shall execute an assignment of proceeds to the benefit of the SELLER (the "Assignment of Proceeds"), which Assignment of Proceeds shall provide that if PURCHASER does not achieve Completion of Construction and Lender forecloses on the Project, then PURCHASER shall assign to SELLER the proceeds it receives 01671768-3 14 516 from Lender up to an amount equal to the greater of the fair market value of the land value of the Property only (i.e. determined as if the Property was unimproved) as of the date of the foreclosure and the fair market value of the land as of the Effective Date. If the SELLER and PURCHASER cannot agree upon the fair market value as of either or both dates described above (either of which may be referred to as a "Fair Market Value" in this Section), each of SELLER and PURCHASER shall hire an MAI -certified appraiser with a minimum of ten (10) years' experience appraising vacant land in the Boynton Beach, Florida area (an "Independent Appraiser"). Each Independent Appraiser shall submit its determination of the Fair Market Value within sixty (60) days after being engaged by SELLER and PURCHASER. If the Fair Market Values of the two Independent Appraisers are within five percent (5%) of the same value, then the average of the values shown on the two appraisals shall be determinative as the Fair Market Value. If the two appraisals are not within five percent (5%) of the same value, then the two Independent Appraisers shall select a third Independent Appraiser which shall be instructed to determine the Fair Market Value; provided, that the third Independent Appraiser shall also be directed to determine a Fair Market Value that shall not be greater than the higher nor less than the lower of the Fair Market Values determined by the first two Independent Appraisers. Within fifteen (15) days after its appointment, the third Independent Appraiser shall submit its determination of the Fair Market Value, and such Fair Market Value shall be determinative. The Assignment of Proceeds shall automatically terminate as of the Completion of Construction. 23. MISCELLANEOUS. 23.1 General. This Agreement, and any amendment hereto, may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall, together, constitute one and the same instrument. The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by Parties. This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit in and for Palm Beach County, Florida, or, should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District Court of Florida. 23.2 Com utation of Time. Any reference herein to time periods which are not measured in business days and which are less than six (6) days, shall exclude Saturdays, Sundays and legal holidays in the computation thereof. Any time period provided for in this Agreement which ends on a Saturday, Sunday or legal holiday observed by the City of Boynton Beach shall extend to 5:00 p.m. on the next full business day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the calculation thereof. 01671768-3 15 517 23.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder, shall be deemed a waiver of any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions. This Section shall survive termination of this Agreement and the Closing. 23.4 Construction of A reement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall include the feminine, the singular shall include the plural, and the plural shall include the singular, as the context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 23.5 Severability. If any provision of this Agreement or the application thereof shall, for any reason and to any extent, be invalid or unenforceable, neither the remainder of this Agreement nor the application of the provision to other persons, entities or circumstances shall be affected thereby, but instead shall be enforced to the maximum extent permitted by law. The provisions of this Section shall apply to any amendment of this Agreement. 23.6 Intentionally Deleted. 23.7 Waiver of Ju Trial. As an inducement to PURCHASER agreeing to enter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with this Agreement. 23.8 Attorne s Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including those at the appellate level, shall be awarded to the prevailing party. However, SELLER's obligation under this section shall not exceed the amount of the statutory limits provided within Section 768.28, Florida Statutes, and nothing in this Agreement shall be deemed a waiver of SELLER's sovereign immunity rights. 23.9 BindineAuthoritv. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 23.10 No Recording,. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 01671768-3 16 518 23.11 Survival. The covenants, warranties, representations, indemnities and undertakings of SELLER set forth in this Agreement, shall survive the Closing, the delivery and recording of the Deed and PURCHASER'S possession of the Property. 23.12 PURCHASER Attorne s' Fees and Costs. PURCHASER acknowledges and agrees that PURCHASER shall be responsible for its own attorneys' fees and all costs, if any, incurred by PURCHASER in connection with the transaction contemplated by this Agreement. 23.13 O eration of Propert . From and after the Effective Date: (i) SELLER shall own, operate, manage and maintain the Property in its ordinary course of business consistent with past practices and shall not sell, further pledge, or otherwise transfer or dispose of all or any part of any Property; (ii) SELLER shall maintain in full force and effect property insurance on the Property in amounts currently maintained by SELLER; and (iii) SELLER shall not enter into any new Leases or amend same that would remain in effect beyond Closing without PURCHASER's prior written consent. Additionally, SELLER shall, from and after the Effective Date, deliver to PURCHASER promptly after receipt thereof copies of (i) all written notices to SELLER from tenants, (ii) all written notices to tenants from SELLER, (iii) any notice of violation issued by any governmental authority with respect to SELLER or the Property, (iv) any notice relating to any claim of litigation or threatened litigation with respect to SELLER or the Property, (v) notice of the commencement or threat of any condemnation, eminent domain or similar proceedings with respect to or affecting the Property. 23.14 Force Ma'leure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party (Events of Force Majeure), including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandemics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein are subject to Force Majeure. PURCHASER shall notify SELLER within 90 days of the onset of the Event of Force Majeure if PURCHASER intends to invoke this Section of the Agreement; otherwise, PURCHASER's rights under this Section shall be deemed waived for that Event of Force Majeure. 23.15 Public Records. SELLER is a public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a. Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; 01671768-3 17 519 b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in Chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. IF PURCHASER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PURCHASER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUM@bbfl.us. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. 01671768-3 Signatures on following page. The remainder of this page was intentionally left blank. 18 520 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BB QOZ, LLC BOYNTON BEACH COMMUNITY �Y e .REDEVELOPMENT AGE Printed Name: t0 Printed NamTy Penserga Title..�........�.�..._._�... .......... ...._._.......�..w..... Date: Title: Chair L Date: ..�..._..........._. ........w...�...�.�...._.��,._......�..__. WITNESS: WITE'�: Printed Name Approved as to form and legal sufficiency: 4RAAttorney C 01611766-3 19 521 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "A" LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel#: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 151 Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10,11 and West % of Lot 12, Block 1, ORIGINALTOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right- of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01671768-3 20 522 01671768-3 Lot 12, Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 21 523 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement 22 524 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of 2022, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter the "CRA"), with a business address of 100 East Ocean Avenue, Or' floor, Boynton Beach, Florida 33435, and BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, and its successors or assigns (hereinafter, the "Developer"; the Developer and the CRA are collectively referred to herein as the "Parties"). RECITALS WHEREAS, Developer submitted a proposal, a copy of which is attached here to as Exhibit "A," (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by reference, which proposal was accepted by the CRA Board on November 30, 2021; and WHEREAS, the CRA has determined that the Project, as defined herein, furthers the Boynton Beach Community Redevelopment Plan; and WHEREAS, Developer has the knowledge, ability, skill, and resources to effectuate the construction and development of the Project; and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Boynton Beach Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties agree as follows: Section 1. Incor oration. The recitals above and all other information above are hereby incorporated herein as if fully set forth. Section 2. Definitions. As used in this Agreement, the following terms shall have the following meanings, which shall apply to words in both the singular and plural forms of such words: 01649149-7 1 525 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 526 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 527 sixty (60) days, subject to prior, written approval of the CRA at the CRA's sole and reasonable discretion. 3.2.2 Developer shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. 3.2.3 Developer shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 3.2.4 Developer shall provide the CRA with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon the CRA's request therefor. No later than the Closing Date (as defined in the Purchase Agreement), Developer shall provide Adequate Proof of Financial Closing to the CRA. 3.2.5 Commencement of Construction within two (2) years of the Closing Date pursuant to the terms of the Purchase Agreement. Notwithstanding anything to the contrary herein, Developer may extend the deadline for Construction Commencement by one (1) period of twelve (12) months, subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, conditioned or delayed provided Developer is using good faith efforts and due diligence to achieve Commencement of Construction. 3.2.6 Developer shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 3.2.7 Completion of Construction within thirty-six (36) months of Commencement of Construction; provided, however, Developer shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, condition or delayed provided Developer is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, Developer shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. Developer shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 3.2.8 Developer shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 3.3 Required Project Elements. The Project must include all of the following elements (the "Required Elements"). 01649149-7 4 528 3.3.1 A rental apartment building including a minimum of 236 rental units MOIRMNIMIM 3.3.1.1 The units shall be rented in accordance with the following ratio (regardless of how many units are constructed) (the "Affordability Requirements"): • Tier One: 3.8% of the total rental units to tenants that earn up to 80% of the AMI; • Tier Two: 23.1% of the total rental units to tenants that earn up to 100% of the AMI; • Tier Three: 23.1% of the total rental units to tenants that earn up to 120% of the AMI; and • Tier Four: the remaining total rental units shall be unrestricted. • Tier One, Tier Two, and Tier Three units shall be the Restricted Units. If necessary, and if consented to by Developer in Developer's sole and absolute discretion, the total rental units and Affordability Requirements may be adjusted as may be required in order to meet the minimum code requirements of the City of Boynton Beach's Workforce Housing Program, provided that at no time shall the sum of Tier One, Tier Two and Tier Three units be less than 50% of the total rental units. The units shall be rented to tenants in compliance with fair housing laws. Developer shall not segregate units based on income levels, When not in contravention of such laws, Developer will not designate all affordable unit to be in the same Tier and will attempt to designate a variety of unit types as affordable units. 3.3.1.2 On the date of the Financial Closing, the Developer will record a Restrictive Covenant containing the Affordability Requirements (the "Restrictive Covenant"), which shall remain in effect for the Restricted Units for a period of 15 years following Completion of Construction (the "Initial Affordability Term"). At the conclusion the Initial Affordability Term, units to 30% of the total rental units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) for an additional 15 -year period (30 years total following Completion of Construction). The Restrictive Covenant shall also provide that 10% of the Restricted Units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) shall remain subject to the Affordability Requirements in perpetuity. The Restrictive Covenant shall be in a form approved by the CRA and Letcler. 01649149-7 5 529 3.3.2 A minimum of 16,800 square feet of commercial space (e.g. restaurant, retail and office). 3.3.3 A minimum of 150 public parking spaces in addition to the parking spaces Developer reasonably calculates Developer will require for the commercial and residential portions for the Project, which shall be located in a parking garage to be constructed by Developer and which shall remain open to the public in perpetuity pursuant to a lease agreement to be executed between the Parties, (the "CRA Spaces"), in a form substantially similar to the lease attached hereto as Exhibit "D." Although the CRA Spaces are separate from the parking spaces that are designated for the residential and commercial uses, and shall not be designated by Developer for association with the residential or commercial uses, the CRA Spaces shall be included in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses with the minimum code requirements of the City of Boynton Beach. Section 4. Public Benefits. Developer shall comply with the following Requirements. 4.1. Job Fairs, and Apprenticeship. Prior to and/or during the construction of the Project, Developer shall use commercially reasonable efforts to: • Host two (2) job fairs, between Commencement of Construction and Completion of Construction, at a venue within the City of Boynton Beach; • Participate in job fairs within 15 miles of the City when notified of such job fairs by CareerSource Palm Beach County or such other entity as the CRA may designate from time to time; • Include requirements in all contracts with contractors that the contractors use commercially reasonable efforts to participate in an apprenticeship program; and • Provide documentation evidencing satisfaction of these requirements upon request by the CRA and as part of the Annual Performance Report (hereinafter defined). 4.2. Green Building. Developer will achieve a minimum National Green Building Standards (NGBS) Bronze certification for the residential building. Evidence of the NBGS Bronze certification shall be submitted to the CRA within twelve (12) months following Completion of Construction. Developer will analyze the feasibility of using the chilled water services offered by the District Energy Facility located in the Town Square complex. 4.3 Green Wall. Developer shall use commercially reasonably efforts to incorporate a green wall into the wall of the parking garage associated with the Project consistent with City code. 01649149-7 6 530 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 531 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K 532 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E 533 Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA for its own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 534 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA 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 in this chapter or as otherwise provided by law. 11 535 01649149-7 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 Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 12 536 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 537 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 p.m. on the next full Business Day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M�� 14 538 WITNESS Print Name: BB QOZ, LLC, a Florido, lhnite(j, li bility company B Avaz>Printed Name : Title: BEFORE UM, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared 9411A'91s &tAs ow0#7,4(of BB QOZ, Ll and acknowledged under oath that he/she has executed the foregoing Ag eement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hcrdn-4Vd that the instrument is the act and deed of BBQOZ, LLC. He/she is personally kno o me or has produced as identification..."' "°° ....... IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this �day of 3 (v 2022. My Commission Expires: 5-119 1 e q Notary Q16491494 COATES wdW Thru [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 539 WITNESSES Print Name,nzione ..... ____._ w .......__..... Print Name:. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y 13y:___" y.... Ty Penser , CRA Board Chair .. 0,04 fob n:� �mm�ammm m! S ��'m �rry dp�wyqgry��o BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personal...appeared . Ty Penserga, as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she isersonall �,,o.. F or has produced ..... ___ as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of 2022. _. My Commission Expires: 01649149-7 Notary � y •�� i�`ig61 �� 16 bliA State of Florj�fi at Large 540 EXHIBIT "A" PROPOSAL The proposal submitted by BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed-use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, which proposal was accepted by the CRA Board on November 30, 2021, is hereby incorporated herein by reference as if fully set forth. A copy shall be maintained at the offices of the Boynton Beach Community Redevelopment Agency, and upon dissolution of the same, a copy shall be maintained by the City of Boynton Beach. 01649149-7 17 541 EXHIBIT "B" PROPERTY LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 11t Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10, 11 and West %: of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01649149-7 18 542 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 543 01649149-7 EXHIBIT Arc CONCEPTUAL SITE PLAN at 544 545 M, 0 546 30 . ..... ... .. o # M, 0 546 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 547 �ffl� PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, The Boynton Beach Communi CRA). a -ublic agene ("Landl ,, id Redevelopment Agene BB D WITNESSETH: '477r, 1, ab-111iffe p-ar7r17rMTtTscn6ea 6y me legal description attached hereto as Exhibit A, (collectively the "Pigperty"); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordabili rpsgii- i j'jifi defined) (the "Pr9ject"); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Pr ' for the use -41A the general �!ublic for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follGws: 016733474 259421v9 548 111111111111111 Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the to be utilized exclusively by Tenant for the F!'ermitted Use (as defined in Section 14 below): -AK-mg spaucs sl to be constructed at NE 4h Street, Boynton Beach, Florida 33435 and NE I't Avenue, Boynton Beach, Florida 33435 (the "Parkin ar in the locations designated as "Parking Spaces" on Exhibit B without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Landlord shall provide notice to Tenant at least 14 days prior to the Parking Spaces being relocated, and Landlord shall bear the actual, reasonable and verifiable costs (excluding any Tenant overhead costs), if ang, of relocatin , S-oaces, in I ing an costs associated with moving in _e.1ARftj9 g the Parking , J_� V vehicle chargers, or other similar items. Landlord shall not move Tenant in any manner that will reduce Tenants ability to use parking meters, provide electric vehicle chargers, or other similar items. At no time shall the total Parking Spaces be less than one hundred fifty (150), and Landlord shall use commercially reasonable efforts to keep the Parking Spaces generally contiguous. At no time shall the Parking Spaces be located on anv level hiLyher than level 3 of the Parking Garage. exce2t as may be set forth o t Vie _M�i NEW, areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the eeneral Dublic of the Parkin S*aces shall be suAject to the tgniq vrd c*-gditi*-cs*f JIM an(Gi wi1nouL any a ance notice to Landlord. If Landlord later determines that Landlord's (or other Project tenants') intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves I I wf OA f, t :�t[ flif, 16, 1 -11, W *,L*J I U-11 EWA U-1 I rif I I M 1R)MM I W-11 rR I BROJEOR ;I 1$141M7d41UJw 1, , " 't i A WIN M 04 Ww_ W"I "04 FAWInW.-N241rum I M1142 01 -d -i I a ON] ILI TM I V-1 I im Term; Constructµon of Parking11"Definitions. -- Gg�W, (a) The to of this Lease (the "Tenn") shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). _ ..................................... ___ (b) The Parking Garage shall be constructed by the Landlord in accordance with the permitted set of plans for which a building permit is issued by the appropriate governing authority, which 01673347-4 2 549 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit A) and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant, 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. Additional Rent. Unless otherwise expressly provided, all monetary obligations of Tenant to Landlord under this Lease, of any type or nature, other than Base Rent, shall be denominated as additional rent and include applicable sales tax (unless exempt) ("Additional Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap'). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20th) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 550 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Pqy ment of Additional . Rent;_Tenqnt'S,.Yqrppiitag ,Share. Additional Rent (together with . ..... applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (I I) day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate often percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3' Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347-4 4 551 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either party may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. ano........ k rR g . Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking g g p ("Landlord's_w.._M,M,M,M„,,,Parking Areas"}. Tenant shall have no right to ar Garage other than the Parkin Spaces„ park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord Covenants and Obliigations,. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347-0 5 552 shall have access to the Parking Spaces and Access Areas for the Term (including any extension thereof) of this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate, manage, equip, light, repair and maintain, in a reasonably clean and safe manner, the Parking Garage, Parking Spaces and Access Areas and all facilities and fixtures, including without limitation roof, walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in working condition and repair necessary for their intended purposes in a manner comparable to other similar parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the Operating Expenses. If a repair is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlord shall use good faith to complete such repair in a timely manner, and the cost of such repair shall be included in the Operating Expenses. Notwithstanding anything to the contrary herein, Tenant shall promptly repair any damage to the Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date including without limitation water, sewer, stormwater, gas, solid waste and electricity for the Parking Garage, to the extent such utilities serve the Parking Garage, with Tenant paying to Landlord Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for paying all utilities exclusively necessary or separately metered for the Parking Spaces and management of the same (e.g., Tenant shall be responsible to install and pay for any electrical charges for parking meters it installs, including the cost of all power requirements necessary to service the electric vehicle charging stations). Tenant agrees that it shall not install any equipment which will exceed or overload the capacity of any Landlord utility facilities and that if any equipment installed by Tenant shall require additional utility facilities, the same shall be installed at Tenant's expense in accordance with plans and specifications to be approved in writing by Landlord in its sole and absolute discretion. 10. Landlord's„Liabili,ty. All Tenant's personal property placed or moved in the Parking Garage shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Term the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the amounts required by the laws of the State of Florida; (c) automobile liability insurance covering any owned, non-owned, leased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any mortgagee may reasonably require and which is permitted by law. Prior to the Lease Commencement Date, Tenant shall deliver to Landlord copies of the aforementioned policies. Landlord shall maintain for the Term of this Lease (and any extension thereof) such insurance as is reasonably necessary and consistent with the insurance coverage provided by the owners of similar parking garages in Palm Beach County, 01673347-4 6 553 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage anif, obligations as stated herein. 12. Events of Default. Each of the following shall be an "Event of Defaulf'under this Lease: - . ....................... (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an assignment for the benefit of creditors or takes the benefit of any insolvency act, or if any debtor proceedings be taken by or against Tenant which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following shall be an "Event of Default" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. UDon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing 4114gplinv fou*Y.* including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstandini anvthini to the contrary set forth above, all rialits and remegies of Lafdlord,?,xg _t1h KIWI Air, U1111MULIVIZ allu snall (57 in Manion To every oiner ngnt or remeay provided tor in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary assenier vehicles jincluding -u-t trtjck�, v,?js 21,4 012o -t Ailiji j2ick MeTemneral PuD5411c, Dy I enant anu Dy Me CiTy or iroynTon Teacn, anct I enant may cnarge tile generalipublic 016733474 7 554 for said parking (the "Permitted'Use' ). The City of Boynton Beach's and Tenant's use of the Parking Spaces to store or deploy vehicles in and from the Parking Garage during hurricanes, weather events, and other emergencies shall be considered part of the Permitted Use. Tenant shall have the right to determine the time(s) and manner in which the Parking Spaces may be used. In no event shall Tenant cause or permit the City of Boynton Beach to park any vehicles owned or maintained by the City of Boynton Beach within the Parking Garage which are used in connection with the City of Boynton Beach's transportation or storage of any Hazardous Materials (as defined below). In no event shall Tenant use or promote the use of the Parking Spaces for any use or purpose other than the Permitted Use. Along with the use of the Parking Spaces, subject to the terms and conditions of this Lease and the reasonable rules and regulations promulgated by Landlord, Landlord hereby grants Tenant and its agents, employees, contractors, guests, tenants, licensees, invitees, and customers (collectively, the "Tenant Parties"). at no cost or expense to any of the foregoing parties, the non-exclusive right to utilize the Access Areas. Landlord acknowledges and agrees that the foregoing right of the Tenant and Tenant Parties to reasonably utilize the Access Areas shall remain in fall force and effect throughout the duration of the Tenn (as the same may be extended). Tenant represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant shall: (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces to ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with or diminish the use of the Parking Garage by the Landlord or any Landlord Parties or others properly utilizing the Parking Garage; (iii) take commercially reasonable measures to prohibit littering, loitering, any unauthorized signage/postings, loud music, unauthorized sale of goods, unauthorized disposing of food or garbage, and unauthorized storage of any vehicle or personal property (other than may be approved by Landlord in writing) within the Parking Spaces or Access Areas; and (iv) adopt and implement enforcement measures in furtherance of the foregoing, consistent with the terms and conditions of this Lease; provided that, the Tenant shall not have and shall not be required to have any person on site to comply with the foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleum products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinated biphenyls, lead based paint, radon, urea formaldehyde, mold, asbestos or any materials containing asbestos, and any materials or substances regulated or defined as or included in the definition of "hazardous substances," "hazardous materials,.. "hazardous constituents," "toxic substances," "pollutants," "contaminants" or any similar denomination intended to classify or regulate substances by reason of toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requirements relating to the injury to, or the pollution or protection of human health and safety or the "environment" (which to shall mean any surface or subsurface physical medium or natural resource, including, air, land, soil, surface waters, ground waters, stream and river sediments, and biota). For the avoidance of doubt, the parking of cars, motorcycles and other ordinary passenger vehicles that are not used to transport Hazardous Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to t V c Landlord includ' th Parkini Siaces in the calculation of determinini the total number of jarkin . a] 15. Liens. The interest of Landlord in the Parking Spaces and the Parking Garage shall not be subject in any way to any liens for any work, materials, improvements or alterations to the extent such work, materials, improvements or alterations are furnished or made by or on behalf of Tenant. This exculpation ism e with express reference to Section 713. 10, Florida Statutes. If any lien is filed against the Parking Spaces or the Parking Garage for work, materials, improvements or alterations claimed to have been furnished to, or made by Tenant, Tenant shall cause such lien to be discharged of record or properly transferred to a bond under Section 713.24, Florida Statutes, within forty-five (45) days after notice to 01673347A 8 555 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination, Tenant agrees to reasonably negotiate and execute a subordination, no disturbance and attornment aereement with Landlord's first mortia. ie lender within fortv-five L45) days anL;re t f the Landlord's first mort a elendertoaltera rovisionh gues o WIM '111atftl*: uIWLitiTIIVt %0M3XIdJCU. FIFI P111pu SUN the term "material term" shall include all terms and provisions reasonably deemed material by the� Te— t' Attorney or Tenant's Board at the time such request for amendment is made. 17. Assigmuent/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right without Landlord's# i r passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "Par ' kingpas5"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Bums and Nicholas Roio. After substantial completion of the Parking - It Lt -t 4 this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of )Pe Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton I ME (a) By-Lppdlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or chanee does not materiallv and adversell imact the Tenant's access to and/or Beach Code of Ordinances (including its Land Development Regulations), (b) By ._I:oq . Tenant shall not make any improvements, modifications or alterations to the Parking S[pces or the Parking Garage that affect the Parking Garage structure, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or [�ermanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its owm expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 016733474 9 556 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removable fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, and signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's operation of the Parking Spaces or other signage in the Access Areas in compliance with applicable law and approved "Permitted ,Alterations"). y Landlord m wasting, which approval shall not be unreasonably delayed (the Landlord may withhold its approval to any Permitted Alterations in the event that Landlord reasonably determines that the proposed Permitted Alteration: (i) may impede or otherwise impair Landlord's operation of the Parking Garage or diminish the value of the Parking Garage; (ii) may not be easily removed or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, or removal; (iii) may measurably increase Landlord's liability or insurance premiums for the Parking Garage (unless Tenant agrees to pay such measurable increase); (iv) is otherwise inconsistent with the standards for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes a structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas or change to the exterior of the Parking Garage (except for exterior signage indicating public parking at the Parking Garage in compliance with applicable law and approved by Landlord in writing, which approval shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlord specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehicle charging stations by Tenant shall be permitted, and Landlord shall design and construct the Parking Garage to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of the installation of any Permitted Alterations, Tenant shall provide Landlord with: (i) plans, specifications, and proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged in connection with the installation of the Permitted Alterations. Tenant's plans, specifications, renderings, and proposed contractor shall be subject to Landlord's prior review and approval consistent with the foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitted Alterations) shall be fully coordinated with Landlord and all such improvements, modifications or alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicable law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any part of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf of Tenant shall be promptly repaired by Tenant to the reasonable satisfaction of Landlord. In all events, prior to the commencement of the installation of any Permitted Alterations or other permitted improvements, modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with a copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which shall name Landlord and Landlord's mortgagee as additional insureds and shall be evidenced by endorsement. Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or other permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace same with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted to remove any such Permitted Alterations or other permitted alterations, modifications or improvements unless Landlord requires removal thereof; however, at the time that any Landlord's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitted Alterations or other permitted alterations, modifications or improvements provided that (i) such right is exercised within forty-five (45) days after the expiration of the applicable cure period and (ii) Tenant repairs any damage caused by such removal and restores the Parking Spaces to the condition that existed prior to the installation of the Permitted Alterations, ordinary wear and tear excepted. In the event Tenant is entitled or required to remove such Permitted Alterations or other alterations, modifications or improvements, then prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's sole cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or other alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulting therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, as applicable, to be separately metered at Tenant's sole cost and expense, and Tenant shall pay directly to the utility provider all amounts due and payable in connection with the use and installation of such Permitted Alterations, including, without limitation, usage fees, tap-in fees, and meter installation costs. All alterations 01673347-4 10 557 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Re,ulations). r mg y WilP CI R:Cj 4I11U1C CA11111MI4111 111 UIU I UI III Mat LdIIUIUFU May surier oy reason oi any notaing over Dy. Tenant. 0. o 2 Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN Waiv r f JM CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. R.uleq,,,and, Rp,&qjaAqns. Tenant shall at all times abide by any rules and regulations ("Rules" for use of the Parking Ggr Tror U10".11 ad try F MIAM W 5 � w, interfere with thi Permi b Landlord's other tenants. Landlord resen-iii righ=A7r_*. the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking S aces and Access Areas materiall interfere with the Permitted Use of the Parkin S a sucNviolatiticut lj,?.1Fjjjjj_wfLV&?-*. 1*1 40., A' %dqx1,,2gr,%,Cqj1Sr 23. Casual and Condemnation. If. during the Term (as the same may be extended), the ty — ----- Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall bi--. condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the o)Ltion to terminate t�kis Lease a e o Me peno after the termination of e Lease shall be refunded upon a pro -rata basis based on the date of termination. •#.'.: eirlimn In the event Tenant does not exercise the foregoing tennination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Reiardless of whethir Lanjigi 01673347-4 11 558 occurrence of such casualty; and (ii) Tenant's access to and use of the Parking Spaces is materially and adversely impacted, then Tenant shall have the right to terminate this Lease upon thirty (30) days' notice to Landlord, in which case Landlord shall select one of the following options to compensate Tenant for the loss of public parking: (i) provide 150 spaces within Tenant's jurisdiction and within half of one mile of the Parking Garage; (ii) make payment to Tenant for the cost to Tenant of replacing 150 spaces for the remainder of the Term within Tenant's jurisdiction and within half of one mile of the Parking Garage less the amount of net revenue Tenant has collected from the Parking Spaces (including, without limitation, from parking meters, charging stations or event parking), (iii) with Tenant's consent, transfer ownership of the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such other compensation as the parties may mutually agree. If any portion of the Parking Garage (including any fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due to any act or omission of Tenant, Tenant shall be solely responsible for all costs and expenses of restoration, repair and replacement of any damaged or destroyed property, and shall pay such costs and expenses upon demand. 24. Binding Effect, This Lease is binding on the parties and their heirs, legal representatives, 1-1 successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Recording. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales Tax.Ex9mv!io-n. Notwithstanding anything to the contrary set forth in this Lease, so long as Tenant obtains and provides a true, correct, and complete copy of a sales tax exemption certificate, issued by the Florida Department of Revenue to Landlord contemporaneously with Tenant's execution and delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not later than thirty (30) days before the end of each calendar year throughout the Term provide to Landlord an updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is determined by the Florida Department of Revenue that sales tax is otherwise due on the amounts payable by Tenant under this Lease for any reason whatsoever, then Tenant shall be liable for all sales taxes due under this Lease and shall promptly remit same to Landlord. Tenant may, upon written notice to Landlord, request that Landlord contest any such taxes, assessments and other charges that Tenant reasonably determines, in its good faith judgment, are not appropriate or applicable Landlord may elect, but shall not be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obligated to pay, when and as due under this Lease, all taxes, assessments or other charges so contested. Tenant's obligation to pay any taxes, assessments and/or other charges under this Lease shall not be contingent upon the resolution of any such tax contest. Landlord shall provide the Tenant with a credit for all taxes, assessments and other charges which are awarded to Landlord in such tax contest to the extent applicable to Tenant's Percentage Share. 28. EntireA&w�ee ,and Severabili�y— This Lease contains the entire agreement between the . . . . . ........ parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 016733474 12 559 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or provision of this Lease or application thereof to any person or circumstance shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. This Lease may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. 29. Force gjeure. If by reason of Force Majeure, it is impossible for the Landlord or Tenant in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contained herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in breach of its obligations during the continuance of such Force Majeure event. Such Force Majeure event does not affect any obligations of the Landlord or Tenant other than the timing of performance of such obligations. The term "Force Majeure" as used herein means any of the following events or conditions or any combination thereof. acts of God, acts of the public enemy, riot, insurrection, war, act of terrorism, pestilence, archaeological excavations required by law, unavailability of materials, epidemics (including, without limitation, cases of illness or condition, communicable or non -communicable, caused by bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins), epidemics, pandemics (such as COVID-19 and variations thereof), disease, quarantine restrictions, freight embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal and highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-year period preceding the Effective Date), strikes or labor disturbances, restoration in connection with any of the foregoing or any other cause beyond the reasonable control of the party performing the obligation in question, including, without limitation, such causes as may arise from the act of the other party to this Lease; or acts, or failure to act, of any governmental authority. 30. Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from Palm Beach County's public health unit. 31. Non -Discrimination. ,_ The parties agree that no person shall, on the grounds of race, color, sex, age, national origin, disability, religion, ancestry, marital status, sexual orientation, or gender identity or expression, be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Lease. 32. Construction. Nop arty shall be considered the author of this Lease since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to the other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Lease by reference. 34. Public Entity,,, Crimes.__ As provided in section 287.133, Florida Statutes, by entering into this Lease or performing any of its obligations and tasks in furtherance hereof, Landlord certifies that, to its knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) months immediately preceding the date hereof. This notice is required by section 287.133 (3)(a), Florida Statutes. 01673347-1 13 560 TV Ge eral's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the hispector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 1 36. Exclusion of Thir Paq ............ - _y — ----------- .............. d Be4efiqjaries. No provision of this Lease is intended too , r shall to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Cobe executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Q "m fiaiLce. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' gerformance of this Lease. Landlord shall at all times ha -,ie v � ........ .......... of Boynton Beach for the operation and leasing of the Parking Garage, Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from perfon-ning any act) within the Parking Garage that operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits *f 0=--rf"m hi, --,'-%7 wiv" tf Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby 'r. that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall autatically become the Tenant and shall have all rights and obligations asjy,�rovided in this Lease as if Ci1r, were the original Tenant in thi�� Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 016733474 14 561 IN WITNESS WHEREOF, the parties have executed this Lease as of this 2022. LANDLORD: BB QOZ, LLC, a Florida lifted iHtftycompany Print Name: ._ Its: Manager WITNESSES: 2�Ll �11- t1� Print Name: TENANT: WTTNESSES: fit day of e.� Print Name:.%ice St „„ . THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 Y Ty P: d Chair Witness: f i Print'NV Te ... _ .�! � ,.. ..... Approved fo egal ciency: B � �� /Z/— — — y , CRA Attorney 01673347-0 15 Approved for financial sufficiency- By: ufficiency By; financial Services Director 562 JOINDER PARTY THE CITY OF BOY N' "ON BEACH TON �.. Print : NSC .-P 20* Approved for legal sufficitcy: By City Attorney 01673347-4 259421A 259421v4 Approved for financial sufficiency: By: wlee ,r Financial Services Director 563 EXHIBIT A Property Description PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel#: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 41h St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 1' Ave., Boynton Beach, FL. Parcel #: 08434528030010100 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421v3 259421v4 564 Parcel #: 08434528030060120 Lot 12, Block 6, 0RIG INAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-0 2594210 259421v4 565 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 i ONINNV1d �b' 3 Jf71�311f IJ�JV VOIHO-IJ 'HOV30 NO1N1.08RI ltl 03tl001 803 U0311H06) ° xia vnapv' 1N3WdOl3A30 031VIlIddVS m N 9 l D � 30N31d 3H1 s1 "'IQuv vsh V V V V i . . .m / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 567 p . . Ji ro d � 1 _ i ... _ _J_ --f ,1 6 / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 567 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "C» SCHEDULE 9.7 FORM OF TENANT ESTOPPEL TENANT ESTOPPEL CERTIFICATE 2022 BB QOZ, LLC 613 NW 3R' AVE., STE 104 Fort Lauderdale, FL 33311 [LENDER INFO TO BE PROVIDED] L......................................... 1--- ..........................] Re: Lease dated ................................ .....--.1 by and between,_ _ .._..... ................._. ("Landlord"), and ....................... —.1 .1.1, as tenant (the "Original Lease"), demising [Insert description of leased premises] (the "Premises") at the building known as ......�.�_.� ......�.�m � .., and locatedat Florida (the "Property") To whom it may concern: The following statements are made with the knowledge that you and your successors and assigns, prospective PURCHASERs, including without limitation BB QOZ, LLC, a Florida limited liability company ("PURCHASER"), successor owners of the Property and present and future lenders secured by mortgages encumbering the Property or any interest therein may rely on them. The undersigned ("Tenant"), as tenant under the Lease (hereafter defined), hereby certifies to you as follows: 1. The Original Lease and all amendments thereto are as follows: (collectively referred to as the "Lease"). The Lease is in full force and effect and constitutes the entire agreement between Landlord and Tenant with respect to the use and occupancy of the Premises and there are no other agreements which are binding upon Landlord in connection with the use and occupancy of the Premises. 2. Tenant has accepted possession of the Premises and all construction obligations of Landlord are complete. 01677768-3 23 568 3. The commencement and expiration dates of the term of the Lease are _ and ...._...M .......... respectively. There are no options to renew or � terminate the lease exc t for 4. The rent commencement date is 5. The current monthly fixed base rent and other regular monthly recurring charges for the Premises are as follows: $ ___________ , and have been paid through 6. The current monthly additional rent (which includes payments for Tenant's proportionate share of taxes, insurance, operating expenses and any other charges due under the Lease) are as follows: $www w µwww w and have been paid through w� 7. All insurance required of Tenant under the Lease has been provided by Tenant, and all premiums have been paid. S. The Guarantor under the Lease is ....... ._..............wvwwwww www _ and the guaranty is in full force and effect. 9. Neither Tenant nor any guarantor of Tenant's obligations under the Lease is the subject of any bankruptcy or other voluntary or involuntary proceeding, in or out of court, for the adjustment of debtor/creditor relationships. 10. The amount of the security deposit delivered under the Lease is and said security deposit is in the form of cash. 11. Neither Tenant, nor to Tenant's knowledge, Landlord, is in default in the Lease, nor, to Tenant's knowledge, is there now any fact or condition which, with the passage of time or the giving of notice or both, would constitute a default by either party under the Lease and no current defenses or claims exist preventing the payment of rent by Tenant. 12. Tenant has not assigned, transferred or otherwise encumbered its interest under the Lease, or subleased or licensed any portion of the Premises, except as follows: 13. Tenant's address for all notices or communications under the Lease is 14. The person signing this letter on behalf of Tenant is a duly authorized representative of Tenant. 15. This estoppel shall be binding upon Tenant and its principals, and its successors and assigns. 16. Tenant agrees that upon notice from Landlord it will make future payments to PURCHASER. 01671768-3 24 569 17. Facsimile or electronically transmitted signatures shall be deemed for all purposes to be originals. The undersigned individual hereby certifies that he or she is duly authorized to sign, acknowledge and deliver this estoppel on behalf of Tenant. 01671768-3 [INSERT TENANT NAME] a By: Name: Title: 25 570 01671768-3 ANNEX 1 To Tenant Esto el 26 571 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "W" SCHEDULE 10.5 FORM OF ASSIGNMENT AND ASSUMPTION OF LEASES ASSIGNMENT AND ASSUMPTION OF LEASES This Assignment and Assumption of Leases, Rents and Deposits (this "Assignment") is entered into effective as of __ __, , 20_ (the "Effective Date") by and between the Boynton Beach Community Redevelopment Agency ("Assignor"), and .www y ] ("Assignee"). WHEREAS, Assignor, as Seller, and Assignee, as Purchaser, are parties to that certain Purchase and Sale Agreement dated as of ....... (the "Purchase Agreement"), providing for the sale by Assignor to Assignee of the real property described on Exhibit A attached hereto (the "Property"); and WHEREAS, Assignor is the holder of the landlord's interest under the leases and related documents as listed on Exhibit B attached hereto (collectively, the "Leases"), which Leases affect the Property; and WHEREAS, Assignor desires to assign to Assignee all of Assignor's right, title and interest in, to and under the Leases; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee agree as follows: 1. Assignment and Assumption. Assignor hereby assigns, conveys, transfers and sets over unto Assignee all of Assignor's right, title and interest in, to and under the Leases, including without limitation all of Assignor's right, title and interest in and to any security, cleaning or other deposits and in and to any claims for rent, arrears rent or any other claims arising under the Leases against any of the tenants thereunder or any sureties thereof. Assignee hereby assumes and agrees to pay all sums, and perform, fulfill and comply with all covenants and obligations, which are to be paid, performed, fulfilled and complied with by the landlord under the Leases arising from and after the Effective Date. 2. Indemnification. Assignee will indemnify, defend and hold harmless Assignor from and against all liabilities, obligations, actions, suits, proceedings, claims, losses, costs and expenses (including without limitation reasonable attorneys' fees and costs) arising as a result of any act, omission or obligation of Assignee, as the landlord under the Leases, which arises or accrues with respect to any of the Leases on or after the Effective Date. Assignor will indemnify, defend and hold harmless .Assignee from and against all liabilities, obligations, actions, suits, proceedings, claims, losses, costs and expenses (including reasonable attorneys' fees and costs) arising as a result of any act, omission or obligation of Assignor, as the landlord under the Leases, which arose or accrued with respect to any of the Leases prior to the Effective Date; provided however, such indemnification shall not exceed two hundred and fifty thousand dollars ($250,000) 01671768-3 27 572 and nothing in this Assignment shall be deemed a waiver of Assignor's rights of sovereign immunity. 3. Nfisceflaneous. The terms and conditions of this Assignment shall be binding upon and inure to the benefit of Assignor and Assignee and their respective successors and assigns. This Assignment may be executed in one or more counterparts, each of which shall be deemed an original., but all of which together shall constitute one and the same instrument. This Assignment shall be governed by, and construed and enforced in accordance with, the laws of the State in which the Property is located. ASSIGNOR: e1 By:______ _ Name (Print): Title: 01671768-3 04.1 ASSIGNEE: L. .. ............ a F By:_.______ _ Name (Print): Title: 573 LEGAL DESCRIPTION 01671768-3 PURCHASER'S Initials: SELLER's Initials: 574 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT B LEASES 01671768-3 PURCHASER's Initials: SELLER's Initials: 575 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "E" SCHEDULE 10.6 FORM OF BRING -DOWN CERTIFICATE BRING -DOWN CERTIFICATE CERTIFICATE AS TO REPRESENTATIONS, WARRANTIES AND COVENANTS The undersigned [_ ___j (the "Seller), hereby certifies to [. ___ . . ........ (the "Purchaser"), its successors and assigns, that all of the representations, warranties and covenants made by Seller in Section U of that certain Purchase and Development Agreement having an Effective Date of between Seller and Purchaser, as same may have been amended or assigned through the date hereof (the "Contract"), are true and correct in all material respects and not in default as of the date hereof. IN WITNESS WHEREOF, Seller has caused this Certificate to be signed and delivered as of the — day of . . . . ............... . By: ___, Name: Title: 01671768-3 PURCHASER's Initials: SELLER'S Initials: 576 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "F" Tenant List 1' Freddie Brinley -Sl7>6EOcean Avenue, Apt. 5 2. Harvey E.Oyer, Jt,Inc. d/6/a OverK4acoViak and Associates -511E.Ocean Avenue 3. Caf68ar|sta,Inc. d/b/aHurricane Alley -527,529&581 E.Ocean Avenue 4. Florida Technical Consultants, LLC -S33E-Ocean Avenue, Suites 2 &3 01671768-3 PURCHASEN's|nhda|s: 577 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "G" Purchase and Sale Agreement between Boynton Beach Community Redevelopment Agency and 500 Ocean Properties, LLC 0167176&3 PURCHASER'S Initials: SELLER's Initials: 578 PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement (hereinafter "Agreement') Is made and entered Into as of the Effective Date (hereinafter defined, by and between DDYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 153. Part III, of the Florida Statutes (hereinafter "PULER") and SW Ocean Properties, LLC (hereinafter 'Saw). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto Mme as follows: L PUftC ASE AND SALEIPROPgM. SEU.tiit agrees to sell and convey to PURCKASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms, and conditions hereinafter set forth, the Properties located In Palm Beach County, Florida {the "Properties"( jjnd more particularly described as follows: Lot 30 and the West 7 feet 8 buten of Lot 11, Less the South a feet (Ocean Avenue RM, Block 6 TOWN Of BOYNTON, accordhe to the plat thereof, as recorded In Plat Book 1, Page 23, of the Public records of Palen Beadle County, Florida And Lot 1% L= the West 7 feet 8 Inches, Less the South 8 feet (Ocean Avenue RM, Block f4 TOWN OF BOYNTON, according to the plat thereof, as recorded in Plat Book 3, Page 23, of tate Pubic Records of Palm Beach County, Florida. And Lot 12„ Block 6. ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded In Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida. Property Addtasst 51i,, SA and 520 East Ocean Avenue 2. PURCHASE PRICE AND PAYMENT., The Purchase Price to be paid forthe Property shall be Three Mien S6c Hundred Thousand Collars {$3,011000.00), payable in cash, by wire transfer of united States Dollars at the Closk% PURCHASER's Initials SELI.FR's Initiah: � 579 Purchase and Sale Agreement Page 2 of 17 3. DEPOS • 3.1 Eafrmast Money DeoosR. Within five (5) Business Days after the execution of the Agmment by both perties, PURCHASER shall deliver to Lewis, Longman & iMater, PA ("Escrow Agent') a deposit in the amount of Fifty Thousand Dollars ($60,000.00) (the "initial Deposit"). PwvldIng this Agreement is not otherwise terminated pursuant to the terms herein, PURCHASHER shall deliver to Escrow Agent an additional deposit In the amount of One Hundred Fifty Thousand Doha; ($150=00) an or before October 15e, 202L The Initial Deposit and additional deposit are hereafter referred to as the'Deposle. 31 ApalicationMbursernent of DeRML The Deposit shall be applied and disbursed as follows: Providing this Agreement is not terminated by either party phursuent to the terms set forth herein, Fifty Thousand shall be released to SELLER within 10 days of the expiration of the Feasiblity Period (hereinafter defined). The remaining Deposit shall be delivered to SELLI`R at Milo& and the PURMASER shall receive a credit for the Deposit against the Purdese Price. If this Agreement Is terminated during the Feasibility Period for any reason, the Deposit shall be immediately refunded to the PURCHASER. If this Agreement is terrrdn ted due to a default, Pursuant to Section A the Deposit shall be delivered to (or retained by, ss applicable) the non. defaulting Party, and the non -defaulting Party shall have such additional rGmts, If any, as are provided in Section 12. 3.3 brow..., int,. PURCHASER and SELLER authorize Escrow Agent to receive, deposit and hold funds in escrow and, subject to dearenee, disburse them upon proper authorization and In accordance with Florida law and the terms of tints Agreement. The parties agree that Escrow Agent will not be Roble to any person for misdelivery of escrowed items to PURCHASER and SELLER, unless the misdelivery Is due to Escrow Agent's willful breach of this Agreement or gross neopra e. If Escrow Agent interpleads the subject metterof the escrow, Escrow Agent will pay the Hong fees and costs from the deposit and will recow r reasonable attorney's fees and aasr s to be paid from the escrowed funs which are charged and award as court costs In favoor of the prevailing party. All claims against Escrow Agent will be arbitrated, so long as Escrow Agent consentsto arbitrate. 4L gfff=E M The date of this Agreement (the OMecitive Dam") shall be the data when the last one of the SB.LFR and PURCHASER has signed this Agreement. S. gMG,; The purchase and sale transaction contemplated herein shall dose on or before December 17, 2M1 (the "Ciosing'), unless extended by written agreement, signed by both parties, extending the Closing. However, In no event fiver shall the Closing occur later than December 3:4 2ML 6. TITLE BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by wwo-s PURCHASER'S Initials: „l SEUER's Initisls: 580 Purchase and Sale Agreement Page 5 of 17 encroachment, or encumbrance. 7.3 SELLER, „Deliveries. SELLER shall deliver to PURCHASER tate following documents and instruments within three (3) business days of the Effective Cate of this Agreement except as specifically Indicated: 7.3.1 Copies of leases for all commeroal and residential tenants occupying the Property. 7.3.2 Copies of any reports or studies (Including engineering, environmental, cull borings, and other physical inspection reports), in SELLER's possession or control with respectto the physical condition or operationof the Property, if any. 7.3.3 Coples of all licenses, variances, waivers, permits (including but not limited to aN surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits), authorizations, and approval: required by law or by any governmental or private authority having ,jurisdiction over the Property, or any portion thereof (cite "Governmental Approvals% which are material to the use or operation of the Property and In SFVs passesstort, if any. 7.3.4 At Closing, SELLER shall execute and deliver to PURCHASER any and all documents and Instruments required by PURCHASER, in PURCHASER's sole and absolute discretion, which: (1) effectuate the transfer to PURCHASER of those Govemmental Approvals, or portions thereof which are applicable to the Property, that PURCHASER desires to have assigned to it, and/or (Ii) cause the Property to be withdrawn from any Governmental Approvals. SELLER will not be required to Incur expenses to provide such documents and instruments. No later than twenty (201 days prior to the Closing Data, SEI I ER shall remedy, restore, and rectify any and all violations of the Governmental Approvals (including, but not limited to, any and all portions of the surface water management system, mitigation areas or other Items which do not comply with the Governmental Approvals or appii able rules), Many. SELLER warrants that there will not be, at the time of Cuing, any unrecorded Instruments affecting the title to the Property, including but not limited to any conveyances, easements, licenses or leases. L CO,,,N„D,MoN .)� 'NG, PURCHASER shall not be o d to dose on the purchase of the Property unless each of the following conditions (collectively, the'Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 8.1. Represgnofts and Warra_tn�Te,^ All of the representations and warranties of SELLER contained in this Agreementshall be true and correct as of Closing. 8.2. Conditl�.on�per,Etv. The physical condition of the Property shall be Q�ws PURCHASER'S Initials: SELLER's Initials: 583 Purchase and Sale Agreement Page 6 of 17 materially the some on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Pendlrw Proceedings. At Ciodn& there shall be no litigation, dainty, action, or administrative agency or other governmental proceeding, of any kind whatsoever, whether pending, actual, or threatened, that would affect the Property, which has not been disclosed, prior to Ching, and accepted by PURCHASER. " QmRilnce with LM and Replulat L The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 11.5. aBoancy. The Property shall be conveyed to the PURCHASER at time of dosing subject only to the existing leases referred to In Section 7.3.1 above. After the Effective Date of this Agreement, Seller shall be permitted to renew existing leeses affecting the Property provided that all such renewal leases pmvkle the landlord a ninety (90) right of termination, do not exceed a term of one year from the date of renewal, and that any tens whatsoever that differ from the current lease other than the new lease expiration date are subjectto approval or rejection by PURCHASER. 9. CLOSING DOCUMENTS. The PURCHASER shall prepare, or emu to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the PURCHASER's Title Company. At Closing, SELLER shell execute and deliver, or cause to be executed and delivered to PURCHiASER the following documents and instruments (collectively, 'Closing Doaumentso): 9.1. 21ed. A Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple tide to the Property free and dear of all liens, encumbrances and other conditions of title otherthen the Permitted Exceptions. 9.2 Segs Afitdavlts. SELLER shall furnish to PURCHASER and Mtie Company a customary owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law; and thatftm aro no parties in possession of the Property other then SELLER. SELLER shall also famish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable tddellver its affidavits referenced above, the same shall be deemed an uncured title objection. 9.3. Closing Statement. A dosing statement setting forth the Purchase Price, the Deposit, a0 cmdlb6 adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which PURCHASER shall also execute and deliver at Closing. 9A. Corrective Documents. Documentation required to dear title to the OJM"4 PURCHASER's Initials: 1"' SELLffs initials. 584 1 9 fAN ;wit; r�, *.. y.x al �♦ a la' i t r ;z +r� 1: M t w r �r ohal 4, not be a : ;., s �r ordelayed. iR represents 'i there : I no parties o possessiDn V'A TO IL6 SELLER shall use Its best efforts to maintain the Property In its present condition so as to ensure that'it shall remain substantially in the same condition from ,tt ri rlFeasibility Period ftClosingM m.. .. receivedILS SELIER represents that it has ro actual knowMp nor has It any noi -. that the Pro t +'„,t 5, r. i. Y i t✓� t t ♦ 1” } t r,. i ,Ks •:., ..,'�.'. . M of Transportation, r S'ianyother f' or local 1.t ,. * , t, or hereaftr 1 pit r ii to "+ 1:. materialsandsubstances In theenvironmentw♦ MN velV + r r;, t IL9 SELLER represents to PURCHASER that the Property Is not subject to any use of the Property M, conatkutfnii Permitted Exceptions A i ILM Between the Effective Deft of this Agreement and the date of Closing, SELLER will not file any application for a change of the present zoning clauffication of the ILU.r ,1�^.� f �� a execution t delivery of this Agreement by SELLER t1 JrMT ;TT! f r h t fqi' A �t ;nM Y rl: ti I t i representsa valid and binding obilgation of SELLER. .. 587 Purdwse and Sale Agreement Page 30 of v 1.1.12 Ble. SELLER band will be on the Closing Date, the; owner of valid, good, marketable and Insurable flee simple title to the Property, free and dear of all tens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at Closing). LL13 Addiftnnal.�Warrantlas and As a material of SEllir,.. Inducement to PURCHASER entering into this Agreement, SEI.LME to the best of SELLER'S Information and belief, hereby representsandwarrants the foilowi rig: 13.13.1 There are no pending applications, permits, petitions, contracts, approvals, or other proceedings with any governmental or quasi -governmental authority, Including but not ilmhed to, PURCHASER, munidpaldes, counties, districts, utilities, and/or federal or state agendes, concerning the use or operation of, or title to the Property or any portion thereof and SELLER has not granted or Is not obligated to grant any interest in the Propertyto any of theforagoinrgentitles. 11.33.2 There are no fads believed by SELLER to be material to the use, condition and operation ofthe Property in the mannerthat It has been usedoroperated, which it has not disclosed to PURCHASER herein, including but not limited to unrecorded instruments or defects in the condition of the Propertywhlch will Impairthe use or operation of the Property in any manner. 11.33.3 Tie Property and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, Icenses, permits and auihorlutions, induding, without ImRation, appiicable zoning and environmental laws and regulations. 12. QEi:MM 121. PUBQMKs Defeuh; in the event that thin transeeftn fails to dose due to a wrongful refusal to close or default on the part of PURCHASER, subject to the provisions of Paragraph 123 below, the Deposit actually then being hold by the Escrow Agent shall be paid by Escrow Agent to SELLER as agreed liquidated damages arid, thereafter, nelthe r PURCHASER nor SELLER shall have any further obligation or liabilities undarthis Agreement;, exceptfortho" expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any Ions asserted against the Property by persons claiming by, through or under PURCHASER, but not otherwise. PURCHASER and SELLER acknowiedga that if PURCHASER defaults, SELLER will suffer damages In an amount which cannot be ascertained with reasonable certainty on the Effective Date and that the amount of the Deposit being heli by Escrow Agent most closely approximates the amount necessary to compensate SELLER. PURWASER and SELLER agree that this is a bona fide liquidated damages provision and nota penalty orforfeiture provision. awm4 PURCHASER's Initials 4 SELLER'S Intttalr�L 588 Purchase and Sale Agreement Page 11 of 17 122. Sellers Defeu,itIn the event that SELLER shall fall to fully and timely perform any of its obNgatlons or covenants hereunder or 9any of SELLER'S representatlor s are untrue or Inaccurate, then, notwithstanding anything to the contrary contained In this Agreement, PURCHASER may, at its option: (1,) declare SELLER in default under this Agreement by notice delivered to SELLER, in which event PURCHASER may terminate this Agreemem and demand that the Deposit be returned, Including all interest thereon If any, In accordance with Section 3 and neither Party shall have any further rights hereunder, or (2) seek specific performance ofthis Agreement, without waiving any action for damages. 12.1 Notice of Default. Prior to declaring a default and exerching the remedies described herein, the non -defaulting Party shall Issue a notice of default to the defaulting Party describing the event or condition of default in adfident detall to enable a reasonable person to determine the action necessary to cure the default. The defaulting Party shall have ten (10) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to dose, the are period shah only be three (3) business days from the delivery of notice. Both parties agree that if an extension is requested as a result of a default, such extension shall not be unreasonably withhold provided that In no event shall the Closing be extended beyond December 31, 2121.. If the default has not been aired within the aforesaid period, the non -defaulting Party may exercise the remedles described above. nA,. Suryh►sl. The provisions of this section shall survive the termination of this Agreement. 13. NOTICES. AG notices reciulred in this Agreement must be In writing and shall be considered delivered when received by certified mail, return receipt requested, or perirenal delivery to the following addresses; if to Seller. Christian Macoviak Oyer-Mecoviek Insurance 311 East Ocean Avenue Boynton Beady FL 33435 with a copy to: Harvey E. Oyerill Shutts & Bowen, LLP MS Okeechobee Blvd. Suite 1= West Palm Beach, FL 33401 If to Purchaser: Thuy Shutt, Executive Director Boynton Beach Community RedevelopmentAgency 140 E Ocean Avenue, 4th Floor Boynton Beach, FL 33435 015190" PURCHASM Initfals: SEL"s Init;ais •�. 589 Purchase and Sale Agreement Page 32 of 17 With a copy to: Kenneth Doge Lewis, Longman &Walker, PA 360 S. Rosemary Avenue Suite 1100 West Palm Beach, FL 33403. 3A. BhNQING , OBIJ TiQNLILSSIGNMENT. The teams and conditions of this Agreement are hereby rade binding on, and shall Inure to the benefit of the successors and permitted assigns of the Parties hereto. SELLER may not assign its Interest in this Agreement without the prior written consent of PURCHASER, which shall not be unreasonably withheld. PURCHASER shell have the rtht to assign this Agreement to the City of Boynton Beach (the "City') without the prior consent of SELLER and the PURCHASER shall be released from any further obligations and liabilities under this Agreement. The PURCHASER may not assign this Agreement to any other party without the prior written approval of SELLER, which shall not unreasonably withheld. If PURCHASER has been dissolved as an entity while this Agreement and/or the attached Lease Agreement are in effect, the provisions of section 3b3.3M1j, Florida Statutes, (as it may be amended from time to time), shall apply. 15. BROKER FEES. The SELLER and PURCHASER hereby state that they have not dealt with a real estate broker in connection with the transaction contemplated by this Agreement and are not gable for a sales commission. SELLER and PURCHASER hereby mutually Indemnify, defend and hold harmless each otter from and against any and all claims, lossesy damqps, costs or expenses (Including, without lintita ion, attorneys fees) of any kind arising out of or resulting from any agreement, arrangement or understanding alleged to have been made with any broker or finder claiming through the indemnifying party in connection with this Agreement. The provisions of this Section shall survive Closing or termination of this Agreement. 3.6. ENVIRONMdIi ALCONRMONS; 3:6.L For purposes of this Agreement, pollutant ("Pogutent" ) shall mean any hazardous or taxi substance, material, or waste of any kind or any contaminant, polkn@M petroleum, petroleum product or petroleum by-product. as defined or regulated by environmental laws. Disposal ("Disposal") shall mean the release, storage, use, handling, discharge, or disposal of such Pollutants. Environmental lawns ("Environmental Laws") shag mean any applicable federal, state, or local laws, statutes, ordinances, rules, regulations or other govemmental restrictions. 16.L1 As a material inducement to PURCHASER entering into this Agreement SELLER hereby warrants and represents the following, as applicable: (1) That SELLER and occupants of the Property have obtained and are in full compliance with any and all permits regarding the Disposal of Pollutants on the Property o r contiguous propertyownedbySELLER, tothe bestof SELLER's knowledge. nm" PURCHASER's Initials: SELLER's Initials• 590 Purchase and Sale Agreement Page 13 of 17 (2) SELLER is not aware nor does it have any notice of any past, present or future events, conditions, activities or practices which may give rise to any liability or form a basis for any dalm, demand, cost or action relating to the Disposal of any Pollutant on the Property. SELLER knot aware nor does it have any notice of any past, present orfuture events, conditions, activities or practices on contiguous propertythat Is owned bySELLER wh 11th may give rise to any liability or forma basis for any claim, demand, cost or action relating to the Disposal of any PollutantaffectingtheSELLER'S property. (3) There is no civIL criminal or adminlrbadve action, suit, daim, demand, investtgation or notice of violation pending or, to the best of that entity s knowledge, threatened against SEU.ER or the Property relatingin anyway to the Disposal ofPollutenrsonthe Property, anyportion thereof,oron any contiguous propertyowned bySE11m 17. IPMCRPPORDS. PURCHASER Is a public agency subject to Chapter 10, Florida Statutes. The SELLER Is hereby notified that the PURCHASER Is required by law, pursuant to Chapter 119, to maintain and disclose upon request all records deemed public unde r the statute bduding this Agreement and some or all of the documents necessary to a mummate the transaction set forth herein. To the extent that any litigation should be instituted by SELLER, either directly or ars a third party, to prevent or prohibit Purchaser from disclosing or providing documents MvohringthisAgreementorthatransudon setforthin the Agreement pursuant to a public records requestsubmitted underChapter 11% SELLER agreesthat PURCHASER may either: 1) defend the Balm up to and Including final judgment, or 2) interplead the challenged documents Into the court In either event, SELLER agrees to pay PURCHASER's reasonable attorneys" feesaand cosM bod Mal and appellate. 18.1 • Gem L This Agreement, and any amendment hereto, may be executed In any number of counterparts, each of which shat be deemed to be an original and all of which shall, together, constitute one and the same Instrument. The section and paragraph headings herein contained are for the purposes of Identifytion only and shall not be considered In construing this Agreement. Reference to a Section shaft be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any fame or effect unless in writing executed by the Parties. This Agreement sets forth) the entire agreement between the Parties reladng to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any Iftlgatlon brought arising out of this Agreement shall be In the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida, or, should any muse of action ire limited to federal Jurisdiction only, In the United States District Court forthe Southern DbMct of Florida. 18.2- Comoutation of Time; Any reference herein to time periods which are not measured in business days shall mean calendar days. Any time period provided for In this wmna-s PURCHASER's Initials: SELL.ER's Initials: 591 Purchase and Sale Agreement Page 1+4 of 17 Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5.0 p.m. on the next full business day. Time is of the essence in the performance of all obligations under this Agreement. 18.3. Waiver, Nether the fellure of a party to insist upon a strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any Item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obOastions, hereunder, shall be deemed a waiver of any other rights or remedies that a party may have or a waiver of any subsequent breach or default ih any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 18.4 Construction of Agreement The Parties to this Agreement through counseb have participated freely In the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties. As used in this Agreement, or any amendment hereto, the masculine shall Include the feminine, the singular shall include the plural, and the plural shall Include the singular, as the context may require. Provisions of this Agreement that expressly provide dw they survive the Closing shall not merge into the Deed. 185. Severability. If any provision of this Agreement orthe application thereof shah for any reason and to any extents, be invalid or unenforceable, neither the remainder of this Agreement nor the application of the provision to other persons,, entities orcircumhiftnees shall be affected thereby, but Instead shall be enforced to the maximum extent permitted by law. the pnrAdons of this Section shelf apply to any amendmentof this Agreement, 18.6 "Mn p_,_ ton . Handwritten provisions inserted In this Agreement and initialed by PURCHASER and SELLER shall control all printed provisions in conflict therewith. 18.7 Waiver gf Jury Trial. As an inducement to PURCHASER agreeing to anter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arlsing out of or in anyway connectedwlththb Agreement. 18.& &Mrngvs Eggg lad Costs. Should It be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including time at the appellate level, shall be awarded to the prevailing party unless otherwise provided in this Agreement and subject to the limitation of sovereign Immunity as provided within Section M296 florida Statutes. 18.9 Mnl lag Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has om"rw PURCHASE09Inftls.• {` SELI.EWs initlalsi 592 Purchase and Sale Agreement Page 15 of 17 full right and lawful authorlty to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is slgning with respect to all provisions contained In this Agreement. 78.10 Reggrding. This 1 greernent may not be recorded in the Public Records of Palm Beach County, Florida withoutthe-prior approval of both parties. 18.11 SurybMI. The covenants, warranties, representations, Indemnities and undertakings of SRI ER and PURCHASER that specifically survive Closing as set forth in this Agreemeni;,shall sumo ethe Closing. IL12 SEU ER's Attorneys' tees and Costs. SEU ER acknowledges and agrees that SELLER shall be responsible for its own attorneys' fees and ag costs, If any, Incurred by SELLER In connection with the transaction contemplated by this Agreement. 18.13 Marelan Immunity, Nothing in this Agree mentshall be deemed to affect the rights, privileges, and sovereign Immunities of the PURCHASER, kWudlng those set forth in Section 70.28, Fiorldo Statutes. L9. REPRESENTATIONS COVENANTS AND WARBANTiES OF PURCHASE& To induce SELLER to enter into this Agreement, PURCHASER makes the foflowing repnasentattrns, all of whidy to the best of its knowledge, in all material respects and except as otherwise provided In thIs Agreement (Q erre now true, and (IQ shall be true as of the date of the Closing, and (IIQ shall survive the Closing. 18.1 Valid,ly Creel. din Good Str PURCHASER was valklly created under all applicable state laws, N In good standing under alf applicable state laws as of the Effective Date of this Agreement, and will be in good standing under all applkable state laws as of the Closing Date. 112 &MM The execution and deB-ory of this Agreement by PURCHASER and the consummation by PURCHASER of the transection contemplated by this Agreement are within PURCHASER'S lawful capacity and ail requisite action has been taken to make this Agreement valid and binding on PURCHASER In accordance with Its terms. The person executing this Agreement an behalf of PURCHASER has been duly authorbed to act on behalf of and to bind PURCHASER, and this Agree mentrepresentsavalid and binding obilgation of PURCHASER. 20. As -is, Morn-ls , and Nth All fgults. EXCEPT AS OTHERWISE SPWIPICAILY Or FORTH HEREIN, IT iS UNDERSTOOD AND AGREED THAT PURCHASER IS FURCKASING THE PROPERTY IN AN AS IS. WHERE -IS, AND WITH AIL FAULTS COMMON. OTHER THAN TkM S'ELLER'S REPRESENTATIONS AND WARRANTIES SEP FORTH HERM N, SELLER MAKES NO PWRESENTA17ONS OR WARRANTIES AS TO THS CONSi,TION OF THE PROPERTY OR THE PROPERTY'S FITNESS FOR KJRCHASERIS INTENDED USB. PURCHASRR SHOULD RELAY ON ITS OWN DIVESPIGA71ONS AND DMECTTONS DMINGl THE FEASMILXI Y PERIOD. eiPURCHASER`S Inftials. SELi.Ms Inft h:-9 593 Purchase and Sale Agreement Page 16 of 17 2L Wal sgq nW er' � Build PURCHASER a d ni;d wall S�p on the east f4gade of the 3 2 r OD years, is one 5 r of the konk: business ages In the Ac and cultural value, and is one of the hot remaining representations of the CWs historic main "at. As such, PURCHASER agrees to use Its best efforts to preserve the painted wall sign either In situ or to be relocated and utilized elsewhere lln the vicinity provided that the cost of the preservation and relocation efforts do not exceed a maximum of Twenty Thousand Dollars ($20,00011M. in the event that PURCHASER Is unable to preserve or relocate the wall sign as provided horein, PURCHASER shall provide notice of sa rqe tis SEW, who shall have (64 sixty days within which to relocate the sign at Its own expense and/or contribute all additional funding over $24OW to the CRA for the CRA to relocate the sign. Both parties acknowledge and agree that the possibility exists that the sign could be -darnaged or destroyed during an attempted relocation. However, PURCHASER shag use its best efforts, as provided herein, to preserve the wall sign and ensure that It remains visible to the public. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective dam. awrms PURCHASER'S SELLER's .- 594 Purdose and Sale Agreement Page 17 of 17 KIRGULSEM MMfNM BEAK COMMUNITY REDEVBA44WM AGENCY Printed Name: Steven B. Grant Tits: Chair Date. IF Printed Name: 1, rt,11,I)l - & Walker, P.A. Printed Name: Date: '00PO"d Name. Title: I. WITNBS- Printed Narrw. Z4ve;j A- -54-ILPE amim PURCHASER'S Initial: SELLEFrs inwsiqr.,:Zy� 595 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "H" REVERTER AGREEMENT This REVERTER AGREEMENT is dated as of this "°"""„ day of , 2022, by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGEN "Y (the "SELLER") and BB QOZ, LLC (the "PURCHASER"). RECITALS A. The SELLER has conveyed to the PURCHASER that certain real estate described on Exhibit "A" attached hereto (the "Property") pursuant to a Deed of even date herewith between the SELLER and PURCHASER. B. The PURCHASER has agreed to construct the Project on the Property, and other requirements in accordance with the guidelines and criteria set forth on in the Purchase and Development Agreement attached hereto ("Purchase and Development Agreement"). C. The Deed shall provide that: (i) if the PURCHASER fails to meet the deadlines set forth in Sections 21.3, 21.5, and 21.7 of the Purchase and Development Agreement, subject to applicable notice and cure periods, then, if SELLER exercises its right of reverter, the Property shall revert to the SELLER; and (ii) upon the Completion of Construction (hereinafter defined) the Deed shall be automatically unencumbered by the right of reverter. NOW THEREFORE, in consideration of the transfer of the Property to the PURCHASER and other consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows: 1. PURCHASER agrees at its sole cost and expense to complete the construction of the Project in accordance with the terms of the Purchase and Development Agreement by no later than the time period set forth in Section 21.7 of the Purchase and Development Agreement of even date herewith (the "Construction Completion Date"). 2. Subject to Section 3 hereof, in the event the deadlines provided for in Section 21 of the Purchase and Development Agreement, or Completion of Construction as provided for in Section 21.7, are not timely met (unless extended pursuant to the terms of the Purchase and Development Agreement), and if SELLER elects to exercise its right of reverter, the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within 30 days of the written request of the SELLER, the PURCHASER will provide a quit claim deed to the Property in form and substance acceptable to the SELLER evidencing the reconveyance of the Property, 01671768-3 PURCHASER's Initials: SELLER's Initials: of Ir 596 in Section 22.1 of the Purchase and Development 1.- " g e of Florida. This Agreement may only be modified or amended by a written agreement signed by authorized representatives of the parties hereto. PURCHASER: Printed Name: Title: Date: 01671768-3 piumi BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: )rl I Lt -- 7- ,0yjV7 AL* *a X I= PURCHASER's Initials: SELLER's Initials: x VT 597 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement zz 598 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of 2022, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter the "CRA"), with a business address of 100 East Ocean Avenue, Or' floor, Boynton Beach, Florida 33435, and BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, and its successors or assigns (hereinafter, the "Developer"; the Developer and the CRA are collectively referred to herein as the "Parties"). RECITALS WHEREAS, Developer submitted a proposal, a copy of which is attached here to as Exhibit "A," (the "Proposal") in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed -Use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, incorporated herein by reference, which proposal was accepted by the CRA Board on November 30, 2021; and WHEREAS, the CRA has determined that the Project, as defined herein, furthers the Boynton Beach Community Redevelopment Plan; and WHEREAS, Developer has the knowledge, ability, skill, and resources to effectuate the construction and development of the Project; and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Boynton Beach Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties agree as follows: Section 1. Incor oration. The recitals above and all other information above are hereby incorporated herein as if fully set forth. Section 2. Definitions. As used in this Agreement, the following terms shall have the following meanings, which shall apply to words in both the singular and plural forms of such words: 01649149-7 1 599 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 600 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 601 sixty (60) days, subject to prior, written approval of the CRA at the CRA's sole and reasonable discretion. 3.2.2 Developer shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. 3.2.3 Developer shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 3.2.4 Developer shall provide the CRA with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon the CRA's request therefor. No later than the Closing Date (as defined in the Purchase Agreement), Developer shall provide Adequate Proof of Financial Closing to the CRA. 3.2.5 Commencement of Construction within two (2) years of the Closing Date pursuant to the terms of the Purchase Agreement. Notwithstanding anything to the contrary herein, Developer may extend the deadline for Construction Commencement by one (1) period of twelve (12) months, subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, conditioned or delayed provided Developer is using good faith efforts and due diligence to achieve Commencement of Construction. 3.2.6 Developer shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 3.2.7 Completion of Construction within thirty-six (36) months of Commencement of Construction; provided, however, Developer shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the CRA, which approval shall not be unreasonably withheld, condition or delayed provided Developer is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, Developer shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. Developer shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 3.2.8 Developer shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 3.3 Required Project Elements. The Project must include all of the following elements (the "Required Elements"). 01649149-7 4 602 3.3.1 A rental apartment building including a minimum of 236 rental units MOIRMNIMIM 3.3.1.1 The units shall be rented in accordance with the following ratio (regardless of how many units are constructed) (the "Affordability Requirements"): • Tier One: 3.8% of the total rental units to tenants that earn up to 80% of the AMI; • Tier Two: 23.1% of the total rental units to tenants that earn up to 100% of the AMI; • Tier Three: 23.1% of the total rental units to tenants that earn up to 120% of the AMI; and • Tier Four: the remaining total rental units shall be unrestricted. • Tier One, Tier Two, and Tier Three units shall be the Restricted Units. If necessary, and if consented to by Developer in Developer's sole and absolute discretion, the total rental units and Affordability Requirements may be adjusted as may be required in order to meet the minimum code requirements of the City of Boynton Beach's Workforce Housing Program, provided that at no time shall the sum of Tier One, Tier Two and Tier Three units be less than 50% of the total rental units. The units shall be rented to tenants in compliance with fair housing laws. Developer shall not segregate units based on income levels, When not in contravention of such laws, Developer will not designate all affordable unit to be in the same Tier and will attempt to designate a variety of unit types as affordable units. 3.3.1.2 On the date of the Financial Closing, the Developer will record a Restrictive Covenant containing the Affordability Requirements (the "Restrictive Covenant"), which shall remain in effect for the Restricted Units for a period of 15 years following Completion of Construction (the "Initial Affordability Term"). At the conclusion the Initial Affordability Term, units to 30% of the total rental units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) for an additional 15 -year period (30 years total following Completion of Construction). The Restrictive Covenant shall also provide that 10% of the Restricted Units (in the same tier proportion as set forth in Section 3.3.1.1 hereof) shall remain subject to the Affordability Requirements in perpetuity. The Restrictive Covenant shall be in a form approved by the CRA and Letcler. 01649149-7 5 603 3.3.2 A minimum of 16,800 square feet of commercial space (e.g. restaurant, retail and office). 3.3.3 A minimum of 150 public parking spaces in addition to the parking spaces Developer reasonably calculates Developer will require for the commercial and residential portions for the Project, which shall be located in a parking garage to be constructed by Developer and which shall remain open to the public in perpetuity pursuant to a lease agreement to be executed between the Parties, (the "CRA Spaces"), in a form substantially similar to the lease attached hereto as Exhibit "D." Although the CRA Spaces are separate from the parking spaces that are designated for the residential and commercial uses, and shall not be designated by Developer for association with the residential or commercial uses, the CRA Spaces shall be included in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses with the minimum code requirements of the City of Boynton Beach. Section 4. Public Benefits. Developer shall comply with the following Requirements. 4.1. Job Fairs, and Apprenticeship. Prior to and/or during the construction of the Project, Developer shall use commercially reasonable efforts to: • Host two (2) job fairs, between Commencement of Construction and Completion of Construction, at a venue within the City of Boynton Beach; • Participate in job fairs within 15 miles of the City when notified of such job fairs by CareerSource Palm Beach County or such other entity as the CRA may designate from time to time; • Include requirements in all contracts with contractors that the contractors use commercially reasonable efforts to participate in an apprenticeship program; and • Provide documentation evidencing satisfaction of these requirements upon request by the CRA and as part of the Annual Performance Report (hereinafter defined). 4.2. Green Building. Developer will achieve a minimum National Green Building Standards (NGBS) Bronze certification for the residential building. Evidence of the NBGS Bronze certification shall be submitted to the CRA within twelve (12) months following Completion of Construction. Developer will analyze the feasibility of using the chilled water services offered by the District Energy Facility located in the Town Square complex. 4.3 Green Wall. Developer shall use commercially reasonably efforts to incorporate a green wall into the wall of the parking garage associated with the Project consistent with City code. 01649149-7 6 604 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 605 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K • � i by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E 607 Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA for its own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 608 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA 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 in this chapter or as otherwise provided by law. 11 609 01649149-7 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 Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 12 610 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 611 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 p.m. on the next full Business Day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M�� 14 612 WITNESS Print Name: BB QOZ, LLC, a Florido, lhnite(j, li bility company B Avaz>Printed Name : Title: BEFORE UM, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared 9411A'91s &tAs ow0#7,4(of BB QOZ, Ll and acknowledged under oath that he/she has executed the foregoing Ag eement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hcrdn-4Vd that the instrument is the act and deed of BBQOZ, LLC. He/she is personally kno o me or has produced as identification..."' "°° ....... IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this �day of 3 (v 2022. My Commission Expires: 5-119 1 e q Notary Q16491494 COATES wdW Thru [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 613 WITNESSES Print Name,nzione ..... ____._ w .......__..... Print Name:. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y 13y:___" y.... Ty Penser , CRA Board Chair .. 0,04 fob n:� �mm�ammm m! S ��'m �rry dp�wyqgry��o BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personal...appeared . Ty Penserga, as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she isersonall �,,o.. F or has produced ..... ___ as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of 2022. _. My Commission Expires: 01649149-7 Notary � y •�� i�`ig61 �� 16 bliA State of Florj�fi at Large 614 EXHIBIT "A" PROPOSAL The proposal submitted by BB QOZ, LLC, a Florida limited liability company, with a business address of 613 NW 3rd Ave., Suite 104, Fort Lauderdale, Florida 33311, in response to the Request for Proposals and Developer Qualifications for the 115 N. Federal Highway Infill Mixed-use Redevelopment Project ("RFP") issued by the CRA on July 23, 2021, which proposal was accepted by the CRA Board on November 30, 2021, is hereby incorporated herein by reference as if fully set forth. A copy shall be maintained at the offices of the Boynton Beach Community Redevelopment Agency, and upon dissolution of the same, a copy shall be maintained by the City of Boynton Beach. 01649149-7 17 615 EXHIBIT "B" PROPERTY LEGAL DESCRIPTION PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 4th St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 11t Ave., Boynton Beach, FL Parcel #: 08434528030010100 Lots 10, 11 and West %: of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01649149-7 18 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 617 01649149-7 EXHIBIT Arc CONCEPTUAL SITE PLAN at 618 619 M, 0 620 30 . ..... ... .. o # M, 0 620 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 621 �ffl� PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, The Boynton Beach Communi CRA). a -ublic agene ("Landl ,, id Redevelopment Agene BB D WITNESSETH: '477r, 1, ab-111iffe p-ar7r17rMTtTscn6ea 6y me legal description attached hereto as Exhibit A, (collectively the "Pigperty"); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordabili rpsgii- i j'jifi defined) (the "Pr9ject"); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Pr ' for the use -41A the general �!ublic for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follGws: 016733474 259421v9 622 111111111111111 Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the to be utilized exclusively by Tenant for the F!'ermitted Use (as defined in Section 14 below): -AK-mg spaucs sl to be constructed at NE 4h Street, Boynton Beach, Florida 33435 and NE I't Avenue, Boynton Beach, Florida 33435 (the "Parkin ar in the locations designated as "Parking Spaces" on Exhibit B without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Landlord shall provide notice to Tenant at least 14 days prior to the Parking Spaces being relocated, and Landlord shall bear the actual, reasonable and verifiable costs (excluding any Tenant overhead costs), if ang, of relocatin , S-oaces, in I ing an costs associated with moving in _e.1ARftj9 g the Parking , J_� V vehicle chargers, or other similar items. Landlord shall not move Tenant in any manner that will reduce Tenants ability to use parking meters, provide electric vehicle chargers, or other similar items. At no time shall the total Parking Spaces be less than one hundred fifty (150), and Landlord shall use commercially reasonable efforts to keep the Parking Spaces generally contiguous. At no time shall the Parking Spaces be located on anv level hiLyher than level 3 of the Parking Garage. exce2t as may be set forth o t Vie _M�i NEW, areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the eeneral Dublic of the Parkin S*aces shall be suAject to the tgniq vrd c*-gditi*-cs*f JIM an(Gi wi1nouL any a ance notice to Landlord. If Landlord later determines that Landlord's (or other Project tenants') intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves I I wf OA f, t :�t[ flif, 16, 1 -11, W *,L*J I U-11 EWA U-1 I rif I I M 1R)MM I W-11 rR I BROJEOR ;I 1$141M7d41UJw 1, , " 't i A WIN M 04 Ww_ W"I "04 FAWInW.-N241rum I M1142 01 -d -i I a ON] ILI TM I V-1 I im Term; Constructµon of Parking11"Definitions. -- Gg�W, (a) The to of this Lease (the "Tenn") shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). _ ..................................... ___ (b) The Parking Garage shall be constructed by the Landlord in accordance with the permitted set of plans for which a building permit is issued by the appropriate governing authority, which 01673347-4 2 623 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit A) and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant, 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. Additional Rent. Unless otherwise expressly provided, all monetary obligations of Tenant to Landlord under this Lease, of any type or nature, other than Base Rent, shall be denominated as additional rent and include applicable sales tax (unless exempt) ("Additional Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap'). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20th) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 624 stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Pqy ment of Additional . Rent;_Tenqnt'S,.Yqrppiitag ,Share. Additional Rent (together with . ..... applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (I I) day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate often percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3' Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347-4 4 625 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either party may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. ano........ k rR g . Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking g g p ("Landlord's_w.._M,M,M,M„,,,Parking Areas"}. Tenant shall have no right to ar Garage other than the Parkin Spaces„ park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord Covenants and Obliigations,. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347-0 5 shall have access to the Parking Spaces and Access Areas for the Term (including any extension thereof) of this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate, manage, equip, light, repair and maintain, in a reasonably clean and safe manner, the Parking Garage, Parking Spaces and Access Areas and all facilities and fixtures, including without limitation roof, walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in working condition and repair necessary for their intended purposes in a manner comparable to other similar parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the Operating Expenses. If a repair is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlord shall use good faith to complete such repair in a timely manner, and the cost of such repair shall be included in the Operating Expenses. Notwithstanding anything to the contrary herein, Tenant shall promptly repair any damage to the Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date including without limitation water, sewer, stormwater, gas, solid waste and electricity for the Parking Garage, to the extent such utilities serve the Parking Garage, with Tenant paying to Landlord Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for paying all utilities exclusively necessary or separately metered for the Parking Spaces and management of the same (e.g., Tenant shall be responsible to install and pay for any electrical charges for parking meters it installs, including the cost of all power requirements necessary to service the electric vehicle charging stations). Tenant agrees that it shall not install any equipment which will exceed or overload the capacity of any Landlord utility facilities and that if any equipment installed by Tenant shall require additional utility facilities, the same shall be installed at Tenant's expense in accordance with plans and specifications to be approved in writing by Landlord in its sole and absolute discretion. 10. Landlord's„Liabili,ty. All Tenant's personal property placed or moved in the Parking Garage shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Term the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the amounts required by the laws of the State of Florida; (c) automobile liability insurance covering any owned, non-owned, leased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any mortgagee may reasonably require and which is permitted by law. Prior to the Lease Commencement Date, Tenant shall deliver to Landlord copies of the aforementioned policies. Landlord shall maintain for the Term of this Lease (and any extension thereof) such insurance as is reasonably necessary and consistent with the insurance coverage provided by the owners of similar parking garages in Palm Beach County, 01673347-4 6 627 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage anif, obligations as stated herein. 12. Events of Default. Each of the following shall be an "Event of Defaulf'under this Lease: - . ....................... (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an assignment for the benefit of creditors or takes the benefit of any insolvency act, or if any debtor proceedings be taken by or against Tenant which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following shall be an "Event of Default" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. UDon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing 4114gplinv fou*Y.* including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstandini anvthini to the contrary set forth above, all rialits and remegies of Lafdlord,?,xg _t1h KIWI Air, U1111MULIVIZ allu snall (57 in Manion To every oiner ngnt or remeay provided tor in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary assenier vehicles jincluding -u-t trtjck�, v,?js 21,4 012o -t Ailiji j2ick MeTemneral PuD5411c, Dy I enant anu Dy Me CiTy or iroynTon Teacn, anct I enant may cnarge tile generalipublic 016733474 7 628 for said parking (the "Permitted'Use' ). The City of Boynton Beach's and Tenant's use of the Parking Spaces to store or deploy vehicles in and from the Parking Garage during hurricanes, weather events, and other emergencies shall be considered part of the Permitted Use. Tenant shall have the right to determine the time(s) and manner in which the Parking Spaces may be used. In no event shall Tenant cause or permit the City of Boynton Beach to park any vehicles owned or maintained by the City of Boynton Beach within the Parking Garage which are used in connection with the City of Boynton Beach's transportation or storage of any Hazardous Materials (as defined below). In no event shall Tenant use or promote the use of the Parking Spaces for any use or purpose other than the Permitted Use. Along with the use of the Parking Spaces, subject to the terms and conditions of this Lease and the reasonable rules and regulations promulgated by Landlord, Landlord hereby grants Tenant and its agents, employees, contractors, guests, tenants, licensees, invitees, and customers (collectively, the "Tenant Parties"). at no cost or expense to any of the foregoing parties, the non-exclusive right to utilize the Access Areas. Landlord acknowledges and agrees that the foregoing right of the Tenant and Tenant Parties to reasonably utilize the Access Areas shall remain in fall force and effect throughout the duration of the Tenn (as the same may be extended). Tenant represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant shall: (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces to ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with or diminish the use of the Parking Garage by the Landlord or any Landlord Parties or others properly utilizing the Parking Garage; (iii) take commercially reasonable measures to prohibit littering, loitering, any unauthorized signage/postings, loud music, unauthorized sale of goods, unauthorized disposing of food or garbage, and unauthorized storage of any vehicle or personal property (other than may be approved by Landlord in writing) within the Parking Spaces or Access Areas; and (iv) adopt and implement enforcement measures in furtherance of the foregoing, consistent with the terms and conditions of this Lease; provided that, the Tenant shall not have and shall not be required to have any person on site to comply with the foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleum products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinated biphenyls, lead based paint, radon, urea formaldehyde, mold, asbestos or any materials containing asbestos, and any materials or substances regulated or defined as or included in the definition of "hazardous substances," "hazardous materials,.. "hazardous constituents," "toxic substances," "pollutants," "contaminants" or any similar denomination intended to classify or regulate substances by reason of toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requirements relating to the injury to, or the pollution or protection of human health and safety or the "environment" (which to shall mean any surface or subsurface physical medium or natural resource, including, air, land, soil, surface waters, ground waters, stream and river sediments, and biota). For the avoidance of doubt, the parking of cars, motorcycles and other ordinary passenger vehicles that are not used to transport Hazardous Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to t V c Landlord includ' th Parkini Siaces in the calculation of determinini the total number of jarkin . a] 15. Liens. The interest of Landlord in the Parking Spaces and the Parking Garage shall not be subject in any way to any liens for any work, materials, improvements or alterations to the extent such work, materials, improvements or alterations are furnished or made by or on behalf of Tenant. This exculpation ism e with express reference to Section 713. 10, Florida Statutes. If any lien is filed against the Parking Spaces or the Parking Garage for work, materials, improvements or alterations claimed to have been furnished to, or made by Tenant, Tenant shall cause such lien to be discharged of record or properly transferred to a bond under Section 713.24, Florida Statutes, within forty-five (45) days after notice to 01673347A 8 629 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination, Tenant agrees to reasonably negotiate and execute a subordination, no disturbance and attornment aereement with Landlord's first mortia. ie lender within fortv-five L45) days anL;re t f the Landlord's first mort a elendertoaltera rovisionh gues o WIM '111atftl*: uIWLitiTIIVt %0M3XIdJCU. FIFI P111pu SUN the term "material term" shall include all terms and provisions reasonably deemed material by the� Te— t' Attorney or Tenant's Board at the time such request for amendment is made. 17. Assigmuent/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right without Landlord's# i r passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "Par ' kingpas5"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Bums and Nicholas Roio. After substantial completion of the Parking - It Lt -t 4 this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of )Pe Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton I ME (a) By-Lppdlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or chanee does not materiallv and adversell imact the Tenant's access to and/or Beach Code of Ordinances (including its Land Development Regulations), (b) By ._I:oq . Tenant shall not make any improvements, modifications or alterations to the Parking S[pces or the Parking Garage that affect the Parking Garage structure, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or [�ermanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its owm expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 016733474 9 630 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removable fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, and signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's operation of the Parking Spaces or other signage in the Access Areas in compliance with applicable law and approved "Permitted ,Alterations"). y Landlord m wasting, which approval shall not be unreasonably delayed (the Landlord may withhold its approval to any Permitted Alterations in the event that Landlord reasonably determines that the proposed Permitted Alteration: (i) may impede or otherwise impair Landlord's operation of the Parking Garage or diminish the value of the Parking Garage; (ii) may not be easily removed or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, or removal; (iii) may measurably increase Landlord's liability or insurance premiums for the Parking Garage (unless Tenant agrees to pay such measurable increase); (iv) is otherwise inconsistent with the standards for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes a structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas or change to the exterior of the Parking Garage (except for exterior signage indicating public parking at the Parking Garage in compliance with applicable law and approved by Landlord in writing, which approval shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlord specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehicle charging stations by Tenant shall be permitted, and Landlord shall design and construct the Parking Garage to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of the installation of any Permitted Alterations, Tenant shall provide Landlord with: (i) plans, specifications, and proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged in connection with the installation of the Permitted Alterations. Tenant's plans, specifications, renderings, and proposed contractor shall be subject to Landlord's prior review and approval consistent with the foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitted Alterations) shall be fully coordinated with Landlord and all such improvements, modifications or alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicable law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any part of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf of Tenant shall be promptly repaired by Tenant to the reasonable satisfaction of Landlord. In all events, prior to the commencement of the installation of any Permitted Alterations or other permitted improvements, modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with a copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which shall name Landlord and Landlord's mortgagee as additional insureds and shall be evidenced by endorsement. Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or other permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace same with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted to remove any such Permitted Alterations or other permitted alterations, modifications or improvements unless Landlord requires removal thereof; however, at the time that any Landlord's Event of Default exists (after the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitted Alterations or other permitted alterations, modifications or improvements provided that (i) such right is exercised within forty-five (45) days after the expiration of the applicable cure period and (ii) Tenant repairs any damage caused by such removal and restores the Parking Spaces to the condition that existed prior to the installation of the Permitted Alterations, ordinary wear and tear excepted. In the event Tenant is entitled or required to remove such Permitted Alterations or other alterations, modifications or improvements, then prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's sole cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or other alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulting therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, as applicable, to be separately metered at Tenant's sole cost and expense, and Tenant shall pay directly to the utility provider all amounts due and payable in connection with the use and installation of such Permitted Alterations, including, without limitation, usage fees, tap-in fees, and meter installation costs. All alterations 01673347-4 10 631 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Re,ulations). r mg y WilP CI R:Cj 4I11U1C CA11111MI4111 111 UIU I UI III Mat LdIIUIUFU May surier oy reason oi any notaing over Dy. Tenant. 0. o 2 Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN Waiv r f JM CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. R.uleq,,,and, Rp,&qjaAqns. Tenant shall at all times abide by any rules and regulations ("Rules" for use of the Parking Ggr Tror U10".11 ad try F MIAM W 5 � w, interfere with thi Permi b Landlord's other tenants. Landlord resen-iii righ=A7r_*. the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking S aces and Access Areas materiall interfere with the Permitted Use of the Parkin S a sucNviolatiticut lj,?.1Fjjjjj_wfLV&?-*. 1*1 40., A' %dqx1,,2gr,%,Cqj1Sr 23. Casual and Condemnation. If. during the Term (as the same may be extended), the ty — ----- Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall bi--. condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the o)Ltion to terminate t�kis Lease a e o Me peno after the termination of e Lease shall be refunded upon a pro -rata basis based on the date of termination. •#.'.: eirlimn In the event Tenant does not exercise the foregoing tennination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Reiardless of whethir Lanjigi 01673347-4 11 632 occurrence of such casualty; and (ii) Tenant's access to and use of the Parking Spaces is materially and adversely impacted, then Tenant shall have the right to terminate this Lease upon thirty (30) days' notice to Landlord, in which case Landlord shall select one of the following options to compensate Tenant for the loss of public parking: (i) provide 150 spaces within Tenant's jurisdiction and within half of one mile of the Parking Garage; (ii) make payment to Tenant for the cost to Tenant of replacing 150 spaces for the remainder of the Term within Tenant's jurisdiction and within half of one mile of the Parking Garage less the amount of net revenue Tenant has collected from the Parking Spaces (including, without limitation, from parking meters, charging stations or event parking), (iii) with Tenant's consent, transfer ownership of the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such other compensation as the parties may mutually agree. If any portion of the Parking Garage (including any fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due to any act or omission of Tenant, Tenant shall be solely responsible for all costs and expenses of restoration, repair and replacement of any damaged or destroyed property, and shall pay such costs and expenses upon demand. 24. Binding Effect, This Lease is binding on the parties and their heirs, legal representatives, 1-1 successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Recording. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales Tax.Ex9mv!io-n. Notwithstanding anything to the contrary set forth in this Lease, so long as Tenant obtains and provides a true, correct, and complete copy of a sales tax exemption certificate, issued by the Florida Department of Revenue to Landlord contemporaneously with Tenant's execution and delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not later than thirty (30) days before the end of each calendar year throughout the Term provide to Landlord an updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is determined by the Florida Department of Revenue that sales tax is otherwise due on the amounts payable by Tenant under this Lease for any reason whatsoever, then Tenant shall be liable for all sales taxes due under this Lease and shall promptly remit same to Landlord. Tenant may, upon written notice to Landlord, request that Landlord contest any such taxes, assessments and other charges that Tenant reasonably determines, in its good faith judgment, are not appropriate or applicable Landlord may elect, but shall not be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obligated to pay, when and as due under this Lease, all taxes, assessments or other charges so contested. Tenant's obligation to pay any taxes, assessments and/or other charges under this Lease shall not be contingent upon the resolution of any such tax contest. Landlord shall provide the Tenant with a credit for all taxes, assessments and other charges which are awarded to Landlord in such tax contest to the extent applicable to Tenant's Percentage Share. 28. EntireA&w�ee ,and Severabili�y— This Lease contains the entire agreement between the . . . . . ........ parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 016733474 12 633 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or provision of this Lease or application thereof to any person or circumstance shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. This Lease may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. 29. Force gjeure. If by reason of Force Majeure, it is impossible for the Landlord or Tenant in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contained herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in breach of its obligations during the continuance of such Force Majeure event. Such Force Majeure event does not affect any obligations of the Landlord or Tenant other than the timing of performance of such obligations. The term "Force Majeure" as used herein means any of the following events or conditions or any combination thereof. acts of God, acts of the public enemy, riot, insurrection, war, act of terrorism, pestilence, archaeological excavations required by law, unavailability of materials, epidemics (including, without limitation, cases of illness or condition, communicable or non -communicable, caused by bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins), epidemics, pandemics (such as COVID-19 and variations thereof), disease, quarantine restrictions, freight embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal and highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-year period preceding the Effective Date), strikes or labor disturbances, restoration in connection with any of the foregoing or any other cause beyond the reasonable control of the party performing the obligation in question, including, without limitation, such causes as may arise from the act of the other party to this Lease; or acts, or failure to act, of any governmental authority. 30. Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from Palm Beach County's public health unit. 31. Non -Discrimination. ,_ The parties agree that no person shall, on the grounds of race, color, sex, age, national origin, disability, religion, ancestry, marital status, sexual orientation, or gender identity or expression, be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Lease. 32. Construction. Nop arty shall be considered the author of this Lease since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to the other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Lease by reference. 34. Public Entity,,, Crimes.__ As provided in section 287.133, Florida Statutes, by entering into this Lease or performing any of its obligations and tasks in furtherance hereof, Landlord certifies that, to its knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) months immediately preceding the date hereof. This notice is required by section 287.133 (3)(a), Florida Statutes. 01673347-1 13 634 TV Ge eral's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the hispector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 1 36. Exclusion of Thir Paq ............ - _y — ----------- .............. d Be4efiqjaries. No provision of this Lease is intended too , r shall to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Cobe executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Q "m fiaiLce. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' gerformance of this Lease. Landlord shall at all times ha -,ie v � ........ .......... of Boynton Beach for the operation and leasing of the Parking Garage, Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from perfon-ning any act) within the Parking Garage that operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits *f 0=--rf"m hi, --,'-%7 wiv" tf Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby 'r. that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall autatically become the Tenant and shall have all rights and obligations asjy,�rovided in this Lease as if Ci1r, were the original Tenant in thi�� Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 016733474 14 635 IN WITNESS WHEREOF, the parties have executed this Lease as of this 2022. LANDLORD: BB QOZ, LLC, a Florida lifted iHtftycompany Print Name: ._ Its: Manager WITNESSES: 2�Ll �11- t1� Print Name: TENANT: WTTNESSES: fit day of e.� Print Name:.%ice St „„ . THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 Y Ty P: d Chair Witness: f i Print'NV Te ... _ .�! � ,.. ..... Approved fo egal ciency: B � �� /Z/— — — y , CRA Attorney 01673347-0 15 Approved for financial sufficiency- By: ufficiency By; financial Services Director JOINDER PARTY THE CITY OF BOY N' "ON BEACH TON �.. Print : NSC .-P 20* Approved for legal sufficitcy: By City Attorney 01673347-4 259421A 259421v4 Approved for financial sufficiency: By: wlee ,r Financial Services Director 637 EXHIBIT A Property Description PROPERTY: 7 parcels further detailed below: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel#: 08434528030010060 Lots 6 and 7, Block 1, ORIGINAL TOWN OF BOYNTON, according to the Plat thereof as recorded in the Plat Book 1, Page 23, Public Records of Palm Beach County, Florida. Parcel 2: Physical Address: NE 41h St., Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeast one-quarter of Section 28, Township 45 South, Range 43 East, according to the Plat filed by Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1, Page 23. Parcel 3: Physical Address: NE 1' Ave., Boynton Beach, FL. Parcel #: 08434528030010100 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1, page 23, Public Records of Palm Beach County, Florida. Parcel 4: Physical Address: 115 N. Federal Hwy., Boynton Beach, FL Parcel #: 08434528030060010 Lots 1, 2, 3, 4, 5, 6 and 7, Block 6, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 511 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060100 Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515 E. Ocean Ave., Boynton Beach, FL Parcel #: 08434528030060111 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421v3 259421v4 638 Parcel #: 08434528030060120 Lot 12, Block 6, 0RIG INAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-0 2594210 259421v4 639 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 640 ONINNV1d �b' 3 Jf71�311f IJ�JV VOIHO-IJ 'HOV30 NO1N1.08RI ltl 03tl001 803 U0311H06) ° xia vnapv' 1N3WdOl3A30 031VIlIddVS m N 9 l D � 30N31d 3H1 s1 "'IQuv vsh V V V V i . . .m / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 641 p . . Ji ro d � 1 _ i ... _ _J_ --f ,1 6 / t!A i dllf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 641 1 RESOLUTION NO. R22-090 2 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING 3 AND AUTHORIZING THE MAYOR TO SIGN THE PARKING LEASE 4 AGREEMENT BETWEEN THE BOYNTON BEACH COMMUNITY 5 REDEVELOPMENT AGENCY AND BB QOZ, LLC (AFFILIATED DEVELOPMENT, 6 LLC) AS A JOINDER PARTY FOR ISO PUBLIC PARKING SPACES; AND 7 PROVIDING AN EFFECTIVE DATE. 8 9 WHEREAS, on June 7, 2022 the Boynton Beach Community Redevelopment Agency Board 10 approved the Purchase and Development Agreement, the Tax Increment Revenue Funding 11 Agreement (TIRFA), and the Parking Lease Agreement between the Boynton Beach Community 12 Redevelopment Agency and Affiliated Development, LLC for the 115 North Federal Highway infill 13 mixed use redevelopment project; and 14 WHEREAS, it is necessary for the City of Boynton Beach to approve and execute the 15 Parking Lease Agreement as a Joinder Party because in 2044 at the sunset of the Boynton Beach 16 Community Redevelopment Agency, the City of Boynton Beach will automatically assume the 17 lease agreement; and 18 WHEREAS, the Parking Lease Agreement will provide for one hundred and fifty (150) 19 additional public parking spaces in the downtown/TOD area; and 20 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the 21 recommendation of staff, deems it to be in the best interests of the City residents to approve and 22 authorize the Mayor to sign the Parking Lease Agreement between the Boynton Beach 23 Community Redevelopment Agency and BB QOZ, LLC (Affiliated Development, LLC) as a joinder 24 party for 150 public parking spaces. 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF 26 BOYNTON BEACH, FLORIDA, THAT: 27 Section 1. Each Whereas clause set forth above is true and correct and incorporated 28 herein by this reference. S.-WAMPS01AgreementAP-king Lease Agreement (Joinder Party With Affiliated) - Reso.Doex 642 29 Section 2. The City Commission of the City of Boynton Beach, Florida does hereby 30 Approve and authorize the Mayor to sign the Parking Lease Agreement between the Boynton 31 Beach Community Redevelopment Agency and BB QOZ, LLC (Affiliated Development, LLC) as a 32 joinder party for 150 public parking spaces. A copy of the Parking Lease Agreement is attached 33 hereto as Exhibit "A". 34 Section 3. That this Resolution shall become effective immediately upon passage. t, day 2022. 35 PASSED AND ADOPTED this of ...,,,_...��..,° .,.._w 36 CITY OF BOYNTON BEACH, FLORIDA 37 YES NO 38„ 39 Mayor — Ty Penserga 41 Vice Mayor — Angela Cruz 42::::, wrt 43 Commissioner — Woodrow L Ha 44 45 Commissioner — Thomas Turkin 46 47 Commissioner —Aimee Kelley 48 49 VOTE 50 r ATTFSi`' °y 5152 � 53 Ma le D sus, MMC 54 City C'erk��' 55 m 56 t 57 0. V� 00 58 (Corporate Seal) *0,00 840 Fnil .Cf S:1CMRE50\AgrecmentsTar1ling lease Agreement (Joinder Party With Affiliated) - Reso.Docx 643 PARKING LEASE AGREEMENT IIS PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this day of 2022, by and between BB QOZ, LLC, a Florida limited liability company, ("Landlor '), and The Boynton Beach Community Redevelopment Agency (BBCRA), a public agency created pursuant to Chapter 163, Part III of the Florida Statutes ("Tenant"}. WITNESSETH: WHEREAS, the Landlord has a contract to purchase property generally located at: (i) 508 E. Boynton Beach Boulevard, Boynton Beach, Florida 33435; (ii) NE 4' Street, Boynton Beach, Florida 33435; (iii) NE 1" Avenue, Boynton Beach, Florida 33435; (iv) 115 N. Federal Highway, Boynton Beach, Florida 33435; (v) 511 E. Ocean Avenue, Boynton Beach, Florida 33435; (vi) 515 E. Ocean Avenue, Boynton Beach, Florida 33435; and (vii) 529 E. Ocean Avenue, Boynton Beach, Florida 33435, all of which are located within the corporate limits of the City of Boynton Beach, as more particularly described by the legal description attached hereto as Exhibit A, (collectively the "Pro "); and WHEREAS, the Landlord intends to construct a mixed-use, transit -oriented development containing a mixed -income workforce housing rental apartment building with a minimum of 236 rental units available to various affordability ranges, a minimum of 16,800 square feet of commercial space (e.g. restaurant, retail, and office), and 150 designated public parking spaces in the Parking Garage (hereinafter defined) (the "Project'); and WHEREAS, Tenant has provided property valued at approximately $5.51 million in exchange for the dedicated parking; and WHEREAS, the Landlord and the Tenant have entered into a Tax Increment Revenue Funding Agreement and Purchase and Development Agreement (other Agreements) wherein the Tenant is providing certain economic development incentives to develop the Project; and WHEREAS, the Tenant recognizes the positive impact that the Project will bring to the City of Boynton Beach including the provision of additional parking facilities; and WHEREAS, the Landlord and Tenant desire to enter this Lease to provide 150 parking spaces located in the Parking Garage, in addition to the parking spaces Landlord reasonably calculates Landlord will require for the commercial and residential portions for the Project, for the use by the general public for enhancement of the downtown in furtherance of Tenant's 2016 Community Redevelopment Plan, as set forth below; and WHEREAS, this Lease does not impact or affect City of Boynton Beach Parking Code requirements; however Tenant will not object to Landlord including the Parking Spaces in the calculation of determining the total number of parking spaces required for compliance of the residential and commercial uses of the Project with the minimum code requirements of the City of Boynton Beach; and WHEREAS, the Tenant, as the BBCRA, has determined and hereby finds that this Lease promotes economic development in the CRA Area and, as such, is in the best interests of the BBCRA and furthers the 2016 Boynton Beach Community Redevelopment Plan. NOW, THEREFORE, in consideration of the promises and mutual agreements set forth herein, the sufficiency of which is acknowledged by both parties, the Landlord and Tenant covenant and agree as follows: 01673347-4 259421v9 644 I !I �lill �## -11 1111111 i 2. Use. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described parking spaces (the "Parking $pgqgs") to be utilized exclusively by Tenant for the Permitted Use (as defined in Section 14 below): MH a ma 0 a parL nereoi. I ne locaTion oi Me f arKing i!�PaCeS May 1101 De cnangect by Lantorl without the prior written consent of the Tenant, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant take into consideration whether such location change will negatively impact public access and the number of times the location has been changed. Iti-F-WO) ORW [WO 1101 RROWON oil 110 OV, 101T UP usetheParkin Sj2aces 24 hours a daX, 7 da%s aweek, every day of the vezr (t., ".1 IMMINIM-10", W_Wa=��N= tscus vi L11c; rdlffflvy�& umpt'l, I CM�214111 IdA.MILICS k1l d11J CAIM) *1 L11C rWfUllg kiarage, as wen as me common areas located only on the floors of the Parking Garage where the Parking Spaces are located, for their intended purposes consistent with the Permitted Use so long as such use shall not unreasonably interfere with the use of such areas by Landlord or other users of the Parking Garage. The use by Tenant and the Garage. Tenant or its agents shall have the right to immediately remove, or cause to be removed, any unauthorized car or vehicle parked in the Parking Spaces without any liability and without any advance notice to Landlord. IT Landlord later determines that Landlord's (or other Project tenants) intended use of the parking garage requires additional spaces, Landlord may request to allocate some of the Parking Spaces towards such intended use. Tenant has sole and absolute discretion as to whether to approve or deny such request, in whole or in part, and may place conditions on such use. It is anticipated that in the event Tenant approves _it, Tinant a tj j. led i _e_vl wil M -f, ffi- Aff I -IF � MWO I I V 1 W I rAW11*A 0 'Mar 3. Term,; Construction of P - De- finitions. grkinjapIMA — (a) The term of this Lease (the "Term') shall be twenty-five (25) years, with three (3) automatic 25 -year extensions unless earlier terminated by Tenant pursuant to written notice to Landlord at least 4 weeks prior to termination. The Term shall commence on the date that Landlord and Tenant mutually agree in writing that Tenant (and the public) may begin occupying the Parking Spaces, which date shall not occur before construction of the Parking Garage has been substantially completed (as defined below) and the public may begin accessing the Parking Spaces (the "Lease Commencement Date"). 1K."IsnatIONILW1111, - see 4EWAVIrmlUji MWIN 1 0 1 #1 01673347A 2 645 plans shall be based upon the Parking Garage Floor Plan attached hereto as Exhibit B. In the event of any conflict between this Lease (including Exhibit B and the permitted set of plans, the permitted set of plans shall govern and control. Landlord shall provide notice to Tenant of any significant changes to the Parking Garage Floor Plan from what is depicted in Exhibit B. (c) The term "substantially completed" shall mean and refer to the date a temporary certificate of occupancy or certificate of occupancy (or its equivalent) has been issued by the appropriate governing authority for the Parking Garage. (d) The "Effective Date" of this Lease is the date after it has been fully executed by Landlord and Tenant. 4. Base Rent. The property provided by Tenant valued at approximately $5,510,000, together with Tenant's compliance with the terms and conditions of this Lease, shall constitute sufficient consideration for Tenant's use of the Parking Spaces during the term of this Lease. Consequently, for the purposes of this Lease, the term "Base Rent" shall be understood to be rent in the amount of $0.00, but the $0.00 amount of rent shall not affect the validity of this Lease. 5. Additional, Rent. Unless otherwise expressly provided, all monetary obligations of Tenant to Landlord under this Lease, of any type or nature, other than Base Rent, shall be denominated as additional rent and include applicable sales tax (unless exempt) ("Additional, Rent"). In addition to Base Rent, as set forth in Section 4 above, Tenant shall be obligated to pay, as Additional Rent, Tenant's Percentage Share (as defined in Section 6, below) of Operating Expenses (as hereinafter defined), plus applicable sales tax (unless exempt), to be a set rate established once per year, which shall be subject to reconciliation as set forth in Section 6 hereof. For the first (l't) year of the Term, the amount of Operating Expenses paid by Tenant shall not exceed fifty dollars ($50.00) per space per month (the "Operating Expense Cap"). The Operating Expense Cap shall increase by the increase in the Consumer Price Index for All Urban Consumers published by the U. S. Bureau of Labor Statistics annually, and the Operating Expense Cap shall terminate and be of no further force and effect at the expiration of the twentieth (20ts) year of the Term. Any increase in rent will become effective October 1, provided however that in order for such increase to be effective, Landlord will provide Tenant notice of the increased rental rate no later than April 1 of that year. In no instance may the Landlord increase the Rent more than one per year. For the purposes of this Lease, "Operating Expenses" shall mean all reasonable actual costs and expenses solely and directly attributed to and incurred by Landlord in owning, maintaining, insuring, and repairing the Parking Garage, including, without limitation, all common areas thereof after the Lease Commencement Date, which costs and expenses shall include, but shall be limited to, security, parking systems, cleaning, trash collection and disposal, utilities, maintenance and repairs of all elements of the Parking Garage, pest control, fire safety systems, all insurance costs incurred by Landlord with respect to insurance policies maintained by Landlord with respect to the Parking Garage, industry standard management fees, license fees, maintenance, repair and operational supplies, the costs of fabricating, installing and maintaining signage, landscaping, administrative and industry standard professional costs, permitted capital expenditures, industry standard repair and replacement reserves in connection with any of the foregoing items and ad valorem and non -ad valorem real estate taxes, assessments and fees attributable to or otherwise applicable to the Parking Garage. Operating Expenses do not include salary, benefits, or bonuses of Landlord's employees or officers; or other expenses not directly related to the operation of the Parking Garage. In the event any surcharge or regulatory fee is at any time imposed by any governmental authority for parking spaces within the Parking Garage, Tenant shall pay Tenant's Percentage Share (as defined below) of such surcharge or regulatory fee to Landlord as Additional Rent, payable as set forth in this Section 5. Notwithstanding the foregoing, Tenant shall pay one hundred percent (100%) of the costs and expenses solely and directly related to the Parking Spaces only (as opposed to costs and expenses that relate to the Parking Garage generally, which are billed as Operating Expenses), including, but not limited to, parking meters or parking systems (such as pay 016733474 3 M stations or pay -by -phone stations), electrical vehicle charging stations, signage and safety monitoring specific to the Parking Spaces. 6. Payrlent_of Additional_ RentTenant's Percentage Share. Additional Rent (together with applicable sales tax unless exempt) shall be due and payable Payment shall be made on a monthly basis on or before the first (1") day of each calendar month throughout the duration of the Term, without notice, demand, setoff or deduction and made payable to Landlord at the address provided in Section 7, which may change from time to time. If any payment due from Tenant shall remain overdue thirty (30) days after the due date, the payment due plus administrative charges shall bear interest at the rate of ten percent (10%) per annum. If any check given to Landlord for any payment is dishonored for any reason whatsoever attributable to Tenant, in addition to all other remedies available to Landlord, upon demand, Tenant will reimburse Landlord for all insufficient funds, bank, or returned check fees. The term "Rent" when used in this Lease shall include Base Rent and all forms of Additional Rent. For the purposes of this Lease, Tenant's Percentage Share shall be deemed to be a fraction, the numerator of which is the number of Parking Spaces (150 parking spaces), and the denominator of which shall be the total number of parking spaces within the Parking Garage (estimated to be 545 parking spaces) Landlord estimates that Tenant's Percentage Share will be approximately 27.52%, as may be adjusted based on the total number of parking spaces within the Parking Garage pursuant to the building permit for the Parking Garage. The parties agree that the estimated number of parking spaces and estimated percentage described in the previous sentence are not binding are intended only to provide an example of how Tenant's Percentage Share shall be calculated. After each year of the Term, Landlord shall provide Tenant with a reasonably detailed statement of the actual Operating Expenses for the prior year and Tenant's actual Percentage Share. An adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that the Landlord shall receive the entire amount actually owed by Tenant for Tenant's Percentage Share of the Operating Expenses for the prior year up to the amount of the Operating Expense Cap, but shall not exceed the amount of the Operating Expense Cap. Tenant shall receive a credit for any overpayments for the year on the next payment of the Additional Rent. Any payment adjustment owed by Tenant to Landlord will be due with the next payment of the Additional Rent. Tenant waives and releases any and all objections or claims relating to the actual Operating Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the notice of the actual Operating Expenses, Tenant provides Landlord notice that it disputes the actual Operating Expenses. If Tenant disputes the actual Operating Expenses, Tenant shall continue to pay the Additional Rent in question to Landlord in the amount provided in the Operating Expenses (if a reoccurring expense) pending resolution of the dispute. Such dispute shall be resolved by hiring an independent auditor, whose fees shall not be on a contingency basis and whose fees shall be paid by Tenant, unless the audit discloses that Landlord's Operating Expense calculation was incorrect by more than seven percent (7%), in which case Landlord shall pay the cost of the independent auditor. 7. Notice. Any notice under the terms of this Lease shall be in writing and shall be deemed to be duly given only if delivered personally or mailed by registered mail in a postage -paid envelope or via express courier or other nationally recognized overnight delivery service and sent to the address(es) as set forth below: If to Landlord: BB QOZ, LLC c/o Affiliated Development 613 NW 3rd Ave., #104 Ft. Lauderdale, Florida 33311 Attention: Jeffrey Burns 01673347A 4 647 With a copy to: Kapp Morrison LLP 7900 Glades Rd., Suite 550 Boca Raton, Florida 33435 Attention: Lance Aker If to Tenant: Boynton Beach Community Redevelopment Agency Attn: CRA Director 100 East Ocean Avenue 4th Floor Boynton Beach, Florida 33435 With a copy to: City of Boynton Beach, Florida Attn: City Manager 100 East Ocean Avenue Boynton Beach, Florida 33435 The address of either parry may be changed upon giving at least fifteen (15) days' advance written notice of that change to the other party. 8. LandlordRights. Landlord shall have the right to block off any or all of the Parking Garage, including the Parking Spaces, for purposes of repair or maintenance of the Parking Spaces. At no time will Landlord block of any Parking Spaces for more than ten (10) days without the prior written consent of Tenant, except as reasonably required to complete repair or maintenance of the Parking Spaces. Except in emergency circumstances, Landlord shall provide Tenant with not less than three (3) days' advance notice of the foregoing if Tenant's or the general public's access to the Parking Spaces will be prevented. Landlord shall have the unrestricted and exclusive right to utilize all parking spaces located within the Parking Garage other than the Parking Spaces {"Landlord's _Parking, Areas"}. Tenant shall have no right to park within or utilize any portion of Landlord's Parking Areas. Landlord or its agents shall have the right to immediately remove, or cause to be removed, any car or vehicle of Tenant that may be parked in Landlord's Parking Areas, without any liability and without any advance notice to Tenant. Notwithstanding anything to the contrary set forth herein, Tenant hereby acknowledges and agrees that Landlord and its agents, employees, contractors, tenants, and licensees (collectively, the "Landlord Parties"), shall retain and have the unrestricted right to reasonably utilize those portions of the Parking Garage located around, adjacent to and surrounding the Parking Spaces, including without limitation, drive isles, ramping, pedestrian and handicap accessibility areas, back of house areas, stairwells, elevators and all other areas outside of the individual parking stalls for the Parking Spaces (collectively, the "Access Areas") for the purpose of vehicular and pedestrian ingress and egress to and from Landlord's Parking Areas so long as such use does not prevent access to the Parking Spaces. The Access Areas shall not include any area of the Parking Spaces. Tenant acknowledges and agrees that the foregoing right of the Landlord and Landlord Parties to reasonably utilize the Access Areas shall be irrevocable and remain in full force and effect throughout the duration of the Term (as the same may be extended) and Tenant shall have no right to claim constructive eviction by virtue of the Landlord's reasonable utilization of the Access Areas, notwithstanding the fact that such Access Areas may be located in close proximity to the Parking Spaces. Except as provided herein, Landlord shall include a provision in its residential leases prohibiting such tenants from parking within the Parking Spaces or otherwise use the Parking Spaces unless payment of the parking fees are made at the same rate as the general public utilizing the Tenant's Parking Spaces. 9. Landlord, Covenants,,,,,andOb,li�gations. Landlord covenants that: (a) prior to the Lease Commencement Date, it will have fee title in the land of which the Project and Parking Garage will be substantially completed; and (b) upon performing all of its obligations hereunder, Tenant and general public 01673347A 5 648 Tf7=TT—M access N ine 1' 1 ig 57ES aria Access A =M, f5=1 1-67rT7MT_7_MTMy extension M=1167 this Lease, subject, nevertheless, to the terms and conditions of this Lease. Except as specifically required herein of the Tenant with regards to the Parking Spaces, Landlord shall operate managv_eqAjip,_1_igh epair and maintain, in a reasonably clean and safe manner. the Parkin Gara e - Parking-Spoaces and Access Areas and all facilities and fixtures. indudiag without limitation roof. walls, ramps, electrical installations, elevators, fire and related alarms, lighting, landscaping, and doors in parking garages in Palm Beach County, Florida, the cost of which maintenance, repairs and replacements shall be included in the Operating Expenses. The foregoing shall also include the Landlord providing janitorial services, waste and recycling removal, and pest control services throughout the Parking Garage, which service costs shall be included in the 0(cerating Exfrenses, If a re air is needed within the Parking Garage, Tenant shall notify the Landlord in writing of the need for the repair, which notice Landlord shall acknowledge within three (3) business days of receipt of same, and Landlordshall use good faith to complete such repair in a timely manner, and the cost of such repair shall ode in the Operating F"tI Tex"-A-s3uall yrI*ooqtl:y uke- Parking Spaces or Parking Garage caused by the Tenant or Tenant's agents, employees, contractors, licensees or invitees, at Tenant's sole cost and expense. Landlord may, in its sole and absolute discretion, restrict the size, location, nature or use of the Access Areas as those Access Areas exist at the Lease Commencement Date. Landlord shall be responsible for paying all utilities at the Parking Garage as of the Lease Commencement Date includin without limitation water.- sewer-. stormwatergas, solid waste and electrici Tenant's Percentage Share of the utilities as Additional Rent when due. Tenant shall be responsible for approved in writing by Landlord in its sole and absolute discretion. 10.LAP.dlord's ability . All Tenant's personal proor perty placed over in the Parking Garage - _Lj - shall be at the Tenant's risk or the owner's risk thereof. Landlord shall not be liable for any damage to Tenant's personal property, or any other person's personal property, including, but not limited to, lost or stolen items, occurring in, on or at the Parking Garage, including the Parking Spaces, or any part thereof, except to the extent caused by the Landlord's willful intent or grossly negligent acts or omissions. 11. Insurance. Tenant shall, at its cost, procure and maintain and keep in force at all times thereafter during the Tenn the following insurance with respect to the Parking Spaces: (a) Commercial General Liability Insurance with contractual liability coverage for the Parking Spaces a single limit of $1,000,000 per occurrence; (b) Workmen's Compensation and Employer's Liability Insurance in the w.r_r*)wjW ramy.ir4i Vq4w4m%-tf non -owned, ]eased, rented or borrowed vehicles of Tenant with limits no less than $1,000,000 combined single limit for property damage and bodily injury; and (d) such other insurance as Landlord or any morteaeee mav reasonablv reouire and which is nermitted bv law. Prior to the Lease Commencement Date 01673347A 6 649 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage and obligations as stated herein. 12. Events „of.Default. Each of the following shall be an "Event of Default" under this Lease: (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an assignment for the benefit of creditors or takes the benefit of any insolvency act, or if any debtor proceedings be taken by or against Tenant which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following se an "Event of Demma t" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. Upon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstanding anything to the contrary set forth above, all rights and remedies of Landlord and Tenant under this Lease shall be cumulative and shall be in addition to every other right or remedy provided for in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary passenger vehicles (including pick-up trucks, vans and sport utility vehicles) by members of the general public, by Tenant and by the City of Boynton Beach, and Tenant may charge the general public 016733474 I 650 ime s an manner in w c e ar IT paces may e use no even s a en cause or remain in full force and effect throughout the duration of the Term (as the same may be extended). Ten represents and warrants to Landlord that throughout the duration of the Term of this Lease, Tenant sh (i) use its commercially reasonable efforts and good faith to monitor and control the Parking Spaces ensure that the Parking Spaces are being utilized solely for the Permitted Use; (ii) not interfere with 11TOR - ONNAm- ORMINN - -1 = M. N I I=_ M14111. garbage, and unauthorized storage of any vehicle or personal property (other than may be approved P9,r1_4x&.S7,-_v_v_-s*r kc�ce_ss Affems; measures in furtherance of the foregping, consistent with the terms and conditions of this Lease; ucrovid that, the Tenant shall not have and shall not be required to have any person on site to comply with t foregoing. For the purposes of this Section 14, "Hazardous Materials" shall mean any petroleum, petroleul [products, petroleum -derived substances, radioactive materials, hazardous wastes, polychlorinat and any materials or substances regulated or defined as or included in the definition of "hazardo substances," "hazardous materials," "hazardous constituents," "toxic substances," "pollutants �Icontaminants" or any similar denomination intended to classify or regulate substances by reason toxicity, carcinogenicity, ignitability, corrosivity or reactivity under any applicable legal requiremen- relating to the injury to, or the pollution or protection of human health and safety or the "environmen (which term shall mean anv surface or subsurface Dhvsical medium or natural resource . n includin . air. Ian OM Wi Udlh, W&#T14U3WCS U114- VVLXV1 V1&JCU1J 7,MSCIlgell TCJ I Ueh I HUL UI -C IDOIL JISC11MV LransplTrL Materials shall not be deemed a breach of this Section 14. (b) Anything in this Lease to the contrary notwithstanding, this Lease, including not limited to the obligations as to Parking Spaces being designated for use by the public, does not affe or impact the Parking Code requirements of the City of Boynton Beach. Without limiting the generality the foregoing statement, it is acknowledged, understood and agreed that Tenant will not object to 1141 01673347-4 8 651 Tenant. The foregoing shall not apply to work, materials, improvements or alterations required to be furnished, made by, or on behalf of the Tenant by the Landlord under the terms of this Lease. 16. Subordination. Tenant agrees to reasonably negotiate and execute a subordination, non- disturbance and attornment agreement with Landlord's first mortgage lender within forty-five (45) days of Landlord's written request of the same. Prior to the Lease Commencement Date, the Tenant agrees to review any request of the Landlord's first mortgage lender to alter a provision herein and, the Tenant's Executive Director, shall administratively amend this Agreement (without requirement of Tenant's Board's further approval) as may be reasonably required by such lender, provided that such amendment does not pertain to or impact any material term of this Lease and is for the purpose of complying with the lender requirements in order to effectuate a financial closing. If any required amendment by the lender would have a material effect on the terms and conditions set forth in this Lease, then such amendment shall require Tenant's Board's approval, not to be unreasonably withheld, conditioned or delayed. For purposes of this paragraph, the term "material term" shall include all terms and provisions reasonably deemed material by the Tenant's Attorney or Tenant's Board at the time such request for amendment is made. 17. Assignment/Sublet. Tenant shall not assign this Lease or license or sublet all or any portion of the Parking Spaces without the prior written consent of Landlord, which consent will not unreasonably be withheld. Notwithstanding the foregoing, subject to the terms and conditions of this Lease, Tenant shall have the right, without Landlord's prior written consent, to sell individual daily, weekly, or monthly parking passes to the general public for the use of the Parking Spaces for use consistent with the Permitted Use set forth in this Lease (each a "ParkiA& Pass"). Each Parking Pass and all rights of the parties thereunder shall be subject to and subordinate to this Lease. Upon request from Landlord, Tenant shall promptly provide a list of any and all holders of any Parking Pass and the effective period of such Parking Pass. Prior to substantial completion of the Parking Garage, this Lease may be assigned, without the prior written consent of Tenant, by Landlord to an entity that is managed by Landlord's key principals, Jeff Burns and Nicholas Rojo. After substantial completion of the Parking Garage, Landlord shall have the right to assign or sublease this Lease to any third party without the consent of Tenant, provided that such assignment may only be an assignment or sublease of the whole Lease, and notice of such assignment or sublease shall be provided to Tenant within thirty (30) days o same. Tenant may assign this Lease at any time to the City of Boynton Beach without Landlord's prior written consent; provided, however, that Tenant and the City of Boynton Beach shall provide notice of any such assignment. Landlord expressly pen -nits Tenant, at Tenant's sole cost and expense, to engage another entity to manage the Tenant's parking operations (including metering, electric vehicle charging, and other management related to improvements to Parking Spaces). 18. Alterations. (a) B-LLa_ndlord. Landlord may modify, alter or change the Parking Garage in any manner or in any fashion as deemed advisable by Landlord, in its sole discretion; provided such modification, alterations or change does not materially and adversely impact the Tenant's access to and/or use of the Parking Spaces or non-exclusive use of the Access Areas. Landlord may place parking identification signs or such other signage as deemed advisable by Landlord, in its sole discretion. All alterations by Landlord must comply with applicable law, Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Regulations). (b) By Tenant. Tenant shall not make any improvements, modifications or alterations to the Parking Spaces or the Parking Garage that affect the Parking Garage structure, or the mechanical, electrical, plumbing, utility or fire safety systems in the Parking Garage structure, whether temporary or permanent, without the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. Tenant, at its own expense, may make nonstructural alterations or additions to the Parking Spaces with the consent of Landlord, which consent shall not be unreasonable withheld, conditioned or delayed. Notwithstanding the foregoing, subject to the express terms and 01673347A 9 652 conditions set forth below, Tenant shall, at Tenant's sole cost and expense, install certain removab fixtures, such as parking meters, electronic vehicle charging stations, safety monitoring equipment, a signage within the Parking Spaces as deemed reasonably necessary or desirous for Tenant's op;eration the Pbxkina Sm?.ces or other siiutzge iTt-*.e .4,ccess ,4,re,?.s i.,it covirilig.-rce iyit� anDlicable lawaad determines that the proposed Permitted Alteration: (i)may impede or otherwise impair Landlord or may otherwise cause damage or defacement to the Parking Garage upon installation, operation, removal: W mi measurablv increase Landlord's liabili or insurance prermu s for the Parking Gara vim -pro, for other similarly situated or comparable parking garages in Palm Beach County, Florida; (v) includes structural alteration; (vi) includes an exterior change outside the Parking Spaces and Access Areas change to the exterior of the Parking Garage (except for exterior signage indicating public parking at t Parking Garage in compliance with applicable law and approved by Landlord in writing, which appro shall not be unreasonably withheld or delayed); or (vii) is not in compliance with applicable law. Landlo specifically agrees that the installation of parking meters at all Parking Spaces and 17 electric vehic to provide the estimated electrical transformer capacity for same. Prior to Tenant's commencement of t izAt%vh�gt2t 141 proposed renderings of the Permitted Alterations; and (ii) Tenant's proposed contractor to be engaged connection with the installation of the Permitted Alterations. Tenant's plans, specifications, rendering and proposed contractor shall be subject to Landlord's prior review and approval consistent with t foregoing. All improvements, modifications or alterations by or on behalf of Tenant (including Permitt Alterations) shall be fully coordinated with Landlord and all such improvements, modifications alterations shall be done in a good and workmanlike manner, lien free, and in accordance with applicab law. Tenant shall keep Landlord reasonably apprised of the status of installation. Any damage to any p of the Project that occurs as a result of any improvements, modifications or alterations by or on behalf Tenant shall be nom%tl re-caired bgi -Tenant to the reasonable satisfaction of Landlord, In to the commencement of the installation of any Permitted Alterations or other permitted improvement modifications, or alterations by or on behalf of Tenant, Tenant's contractor shall provide Landlord with copy of its insurance policy which shall meet the criteria set forth in Section 11, above, and which sh name Landlord and Landlord's mortgagee as additional insureds and shall. be evidenced by endorseme Tenant, at Tenant's option, shall have the right to remove any and all Permitted Alterations or oth permitted alterations, modifications, or improvements made by or on behalf of Tenant and replace s with similar quality, purpose and functionality. Notwithstanding the foregoing, at the time that any Tenant Event of Default exists (after the expiration of all applicable cure periods), Tenant shall not be permitted remove an_y such Per—mitted Alterations or other permitted alterations, modifi i ' I Landlord requires removal thereof, however, at the time that any Landlord's Event of Default exists (aft the expiration of all applicable cure periods), Tenant shall have the right to remove any such Permitt Alterations or other permitted alterations, modifications or improvements provided that (i) such right any damage caused by such removal and restores the Parking Spaces to the condition that existed prio the installation of the P rnmitteJ.'. AlteraWortinary o Wi ne,,*r ani t 'I W W -Xii prior to the expiration or earlier termination of the Term (or as may be extended), Tenant, at Tenant's so cost and expense, shall remove, or cause to be removed, each of the Permitted Alterations or oth alterations, improvements or modifications, and repair, or cause to be repaired, all damage resulti therefrom with reasonable wear and tear excepted. Tenant shall cause all Permitted Alterations, iglijabli, tN I T I t I i W i i mierei 9i 016733474 10 653 by Tenant must comply with Florida Building Code and the City of Boynton Beach Code of Ordinances (including its Land Development Regulations). 19. Holdover Rent. Tenant shall be liable to Landlord for all damages in the event Tenant holds over beyond the expiration of the Term that Landlord may suffer by reason of any holding over by Tenant. 20. Waiver,'of 'Iiury.Trial, THE PARTIES HERETO WAIVE TRIAL BY JURY IN CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH OR ARISING FROM THIS LEASE. 21. Broker. The parties each represent and warrant to the other that no real estate broker, salesman, finder or agent was involved in the procurement or negotiation of this Lease. 22. Rulesmmmmand _ReggLgtions. Tenant shall at all times abide by any rules and regulations ("Rules") for use of the Parking Garage, including the Parking Spaces, that Landlord or Landlord's garage operator reasonably establishes from time to time, so long as such rules and regulations do not unreasonably interfere with the Permitted Use of the parking spaces, and otherwise agrees to use the Parking Garage and the Parking Spaces in a safe and lawful manner that does not interfere with or diminish the Parking Garage by Landlord's other tenants. Landlord reserves the right to adopt, modify and enforce the Rules governing the use of the Parking Garage, including the Parking Spaces, from time to time including any key -card, sticker or other identification or entrance system; provided that, such adoption, modification, and enforcement does not materially and adversely affect Tenant's and the general public's access to the Parking Spaces and Access Areas, materially interfere with the Permitted Use of the Parking Spaces, or materially increase Tenant's Percentage Share unless such modification is required by an applicable law. If the Rules are reasonably posted at the Parking Garage, Landlord may refuse to permit any person who violates such Rules to park in the Parking Garage, including the Parking Spaces, and any violation of the Rules shall subject the car to removal from the Parking Garage and the Parking Spaces. If Tenant violates any of the Rules and such violation continues for or is not cured within five (5) days following notice from Landlord then, in addition to all other rights and remedies available to Landlord at law, in equity, and under this Lease, Landlord shall have the right to remove from the Parking Garage, including the Parking Spaces, any vehicles hereunder which shall have been involved or shall have been owned or driven by parties involved in causing such violation, without liability for any damages caused to such vehicle in connection with such removal. 23. Casualty -and Condemnation,. If, during the Term (as the same may be extended), the Parking Garage or any portion thereof, including, but not limited to, the Parking Spaces, shall be condemned, taken by eminent domain, materially damaged or destroyed by fire or other casualty, then Tenant shall have the option to terminate this Lease upon written notice to Landlord whereupon this Lease shall immediately terminate and be deemed of no further force and effect and Landlord and Tenant shall be released of all obligations and liabilities arising after such termination (except for such obligations and liabilities expressly identified herein as surviving the termination of this Lease); provided that, if this Lease is terminated under this provision, all Rent paid in advance by Tenant applicable to the period of the Term after the termination of the Lease shall be refunded upon a pro -rata basis based on the date of termination. In the event Tenant does not exercise the foregoing termination option, then Landlord shall forthwith commence to restore the Parking Garage, including the Parking Spaces, to working condition, and during such restoration period Rent shall be wholly abated; provided, however, Landlord shall only be obligated to restore the Parking Garage to the extent that Landlord actually receives insurance proceeds or condemnation awards sufficient to enable such restoration. Regardless of whether Landlord receives such insurance proceeds, if Landlord: (i) fails to restore the Parking Garage within two (2) years after the 01673347-4 11 654 1110111W, WIN 11WO Wille M111111116 WINNiiwiiiilmlliii.�w xlltny-�O the parcel of property upon which the Parking Garage is/was located to Tenant, or (iv) such oth compensation as the parties may mutually agree. If any portion of the Parking Garage (including fixtures, equipment and personal property therein) or any Parking Space is damaged or destroyed due ,?Jx -?zt o i R61116 iii w6w, "mill1i reqvwtsihle fo of restoratio Will demand. 24. B:1qftgEffqct. This Lease is binding on the parties and their heirs, legal representatives, successors and permitted assigns, subject to the limitations set forth herein. 25. Recitals. The Recitals at the beginning of this Lease are incorporated herein as true and correct statements and binding on the parties. 26. Reco ding. A memorandum of this Lease may be recorded in the public records of Palm Beach County, Florida. 27. Sales T4N.Exemplion. Notwithstanding anything to the contrary set forth in this Lease, so MWIMAM"O az� d-% N1 delivery of this Lease, Tenant shall be exempted from paying sales tax under this Lease. Tenant shall, not tie Lartilc)4-mi updated sales tax exemption certificate from the Florida Department of Revenue to establish Tenant's exemption from sales tax for the upcoming year. In the event that, at any time during the Term, Tenant no longer holds a valid sales tax exemption certificate from the Florida Department of Revenue or it is WON, SO 14 dic imn aypilluaric Limull't *,I, I M be obligated, to accept any request by Tenant to contest such taxes, assessments and/or other charges. In the event Landlord elects to accept Tenant's request, Tenant shall reimburse Landlord for all actual costs and expenses incurred by Landlord in connection with contesting such taxes, assessments and/or other charges on Tenant's behalf (including, without limitation, reasonable attorneys' fees) within thirty (30) days of Landlord's written demand therefor. Notwithstanding any pending tax or assessment contest, Tenant shall be obliL-ated to -tay. vhe-ri-m.� as,3.ue under this Lease. all taxes. assessments or other charEes, ROX"Mr-MMINEV41Mkin a W I rftWi . I extent applicable to Tenant's Percentage Share. 28. Entire.AZ_Teement and_5gypEghilitv. This Lease contains the entire agreement between the parties hereto regarding the Parking Garage and all previous negotiations leading thereto, and it may be modified only by an agreement in writing signed by Landlord and Tenant. This Lease shall be governed by and construed in accordance with the internal laws of the State of Florida. Venue for any action arising out 01673347-4 12 655 of, or in any way connected with this Lease shall be Palm Beach County, Florida. If any term or porovisicM wo i WAW"i Wiwi ar, 0 F LUIUJIM-1611-ILAIR111 LU Ur, 111TUIFE U1 1111U111L)rUUd#1O, Luc icindinucl 01 ux,6 we appilu=10n such term or provision to persons or circumstances other than those as to which it is held invalid unenforceable, shall not be affected thereby and each term or provision of this Lease shall be valid enforceable to the fullest extent permitted by law, This Lease may be executed in any number counterparts, each of which shall be deemed an original, but all of which together shall constitute o instrument. I 29. Force eure If by reason of Force Majeure, it is impossible for the Landlord or Ten in whole or in part, despite commercially reasonable efforts, to carry out any of its obligations contain herein (except for the payment of monies or Rent), the Landlord or Tenant shall not be deemed in brea 9" "M n T Ib t e a r1 en n I a The term "Force Majeure" as used herein means any of the following events or conditions or a combination thereof- acts of God, acts of the public enemy, riot, insurrection, war, act of terffroris [!.estilence, archaeological excavations required by law, unavailability of materials, epidemics (includin I without limitation, cases of illness or condition, communicable or non -communicable, caused in bioterrorism, pandemic influenza, or novel and highly infectious viruses, agents or biological toxins f . r I'l ey-idernic Vlandemics (such as COVID-19 and variations thereo disease uarrantine restrictions," fftreial ei- embargoes, fire or other casualty, lightning, hurricanes, earthquakes, tornadoes, floods, abnormal a highly unusual inclement weather (as indicated by the records of the local weather bureau for a five-yel 1!,eriod preceding the Effective Date), strikes or labor disturbances, restoration in connection with any the foregoing or any other cause beyond the reasonable control of the party performing the ob�gation question, including, without limitation, such causes as may arise from the act of the other pa to tj Lease; or acts, or failure to act, of any governmental authority. 30. Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building insufficient i,?uantities mkyiquxesent health risks to yersons who are exylosed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from Palm Beach County's public health unit. IL% �MIMMW__ - Mi 1cligivil, anucsu.7� 111UHLUI SLdMS,-5CA1_di ITIVIRULPF11, IT ;cimcf mcilffl` *r expression, be excluded ftom the benefits of, or be subjected to any form of discrimination under any ?ctivity carried out by the performance of this Lease. agreement. Thus, the terms of this Lease shall not be strictly construed against one party as opposed to t other party based upon who drafted it. 33. Exhibits. Exhibits attached hereto and referenced herein shall be deemed to be incorporat into this Lease by reference. 34. Publi ,FutJJy,,Crim S,. As provided in section 287.133, Florida Statutes, by entering in 44 knowledge, it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have n been placed on the convicted vendor list maintained by the State of Florida Department of Managern Services within the thirty-six (36) months immediately preceding the date hereof. This notice is requir by section 287.133 (3)(a), Florida Statutes. 01673347-4 13 35. Palm „Beach.,,Counly Inspector„Generah Palm Beach County has established the Office of Inspector General in PalBeach County Code, Section 2-421 - 2-440, as may be amended. The Inspector General's authority includes, but is not limited to, the power to review past, present and proposed Tenant contracts, transactions, accounts and records, to require the production of records, and to audit, investigate, monitor, and inspect the activities of the Tenant and its agents in order to ensure compliance with Lease requirements and detect corruption and fraud. Failure to cooperate to the extent required by applicable law with the reasonable requests of the Inspector General or intentionally interfering with or impeding any investigation may result in sanctions or penalties as set forth in the Palm Beach County Code. 36. Exclusion-of Third._Pa ,y Ben ef c Aries. No provision of this Lease is intended to, or shall be construed to, create any third party beneficiary or to provide any rights to any person or entity not a party to this Lease, including but not limited to any citizens, residents or employees of the Landlord or Tenant. 37. Counte 1”. This Lease shall be executed in counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 38. Time_of Essenc_e. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 39. Compliance. Each of the parties agrees to perform its responsibilities under this Lease in conformance with all applicable laws, regulations and administrative instructions that relate to the parties' performance of this Lease. Landlord shall at all times have the proper business licenses required of the City of Boynton Beach for the operation and leasing of the Parking Garage. Tenant warrants and covenants to Landlord that it shall not perform any act (or refrain from performing any act) within the Parking Garage that would jeopardize, rescind, or invalidate the validity of the applicable business licenses required for the operation and leasing of the Parking Garage. In furtherance of the foregoing, Tenant agrees that it shall promptly cooperate, assist and act in good faith with Landlord in order to facilitate Landlord's obtaining and maintaining all required business licenses requested by Landlord for the operation of the Parking Garage and shall not take any action or inaction to prevent such licenses from being issued, rescinded or revoked. Subject to Tenant's foregoing covenants, Landlord is solely responsible for obtaining all applicable governmental approvals related to the operation of the Parking Garage; provided, however, Tenant shall be responsible to obtain all permits and governmental approvals related to its use of the Parking Spaces and any permitted alterations or improvements undertaken by or on behalf of Tenant (including the Permitted Alterations). 40. Joinder. By its Joinder hereto, the City hereby acknowledges that upon the dissolution of the Boynton Beach Community Redevelopment Agency, the City shall automatically become the Tenant and shall have all rights and obligations as provided in this Lease as if City were the original Tenant in this Lease, which all Parties hereby expressly acknowledge, submit to, and agree. [SIGNATURES ON FOLLOWING PAGE] 01673347-0 14 657 IN WITNESS WHEREOF, the parties have executed this Lease as of this 2022. LANDLORD: BB QOZ, LLC, a Florida lifted iHtftycompany Print Name: ._ Its: Manager WITNESSES: 2�Ll �11- t1� Print Name: TENANT: WTTNESSES: fit day of e.� Print Name:.%ice St „„ . THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 Y Ty P: d Chair Witness: f i Print'NV Te ... _ .�! � ,.. ..... Approved fo egal ciency: B � �� /Z/— — — y , CRA Attorney 01673347-0 15 Approved for financial sufficiency- By: ufficiency By; financial Services Director 658 JOINDER „PARTY THE CITY OF BOYN By. ✓ By. ? "sPrint ..: .... _�.. ��. ....M�.. w Approved for legal suffici6cy: By 01673347.4 259421A 259421v4 ------ ------- - A\ , City Attorney Approved for financial sufficiency: Financial Services Director 659 Property Description p��pE�I�� 7paroebfu�herd�ai�dbo�w: Parcel 1: Physical Address: 508 E. Boynton Beach Blvd, Boynton Beach, FL Parcel #:Q8434528030D1006O Lots 6and 7\ Block l,OR|B|NALTOVVN OFBDYNTON' according tothe Plat thereof asrecorded in the Plat Book 1,Page 28,Public Records mfPalm Beach County, Florida, Parcel 2: Physical Address: NE4mSt, Boynton Beach, FL Parcel #: 08434528030010080 Lots 8 and 9, Block 1, "SUBDIVISION OF THE TOWN OF BOYNTON" in the Northeast one-quarter of the Northeas1onequarterof3ection28,Tuwnship45South,Range43East,accurdingiotheP|mt0|edby Birdie S. Dewey and Fred S. Dewey, September 26, 1898, and recorded in the Public Records of Dade and Palm Beach County, Florida, Plat Book 1,Page 23. Parcel 3: Physical Address: NE2zAve,Boynton Beach, FL Parcel #: 08434528030010180 Lots 10, 11 and West % of Lot 12, Block 1, ORIGINAL TOWN OF BOYNTON, a subdivision of the City of Boynton Beach, Florida, according to the plat thereof on file in the Office of the Circuit Court recorded in Plat Book 1,page 23,Public Records nfPalm Beach County, Florida. Parcel 4: Physical Address: ll5M.Federal Hwy,Boynton Beach, FL Parcel 08434528030060010 Lots 1, 2'3'4'5'5and 7'Block 6,ORIGINAL TOWN OF80YNTON,asubdivision ofthe City ofBoynton Beach, Florida, according to the plat thereof on file in the Office of the Clerk of the Circuit Court, recorded in Plat Book 1, Page 23 excepting therefrom the North 5' of Lots 5 and 7, and the West 5' of Lot 7, and existing right-of-way for U.S. Highway #1; together with buildings and improvements located thereon; and Parcel 5: Physical Address: 5IIEOcean /ve, Boynton Beach, FL Parcel #: 08434528030050I00 Lot 10and the West 7feet Binches ofLot I1, Less the South Bfeet (Ocean Avenue R/VV)^ Block 6'TOWN OF BOYNTON, according to the plat thereof as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida Parcel 6: Physical Address: 515E.Ocean Awe,Boynton Beach, FL Parcel #: 08434S280300601I1 Lot 11, Less the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue R/W), Block 6, TOWN OF 80YNTON,according tothe plat thereof asrecorded inPlat Book 1, Page 23'ofthe Public Records ofPalm Beach County, Florida Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL 01673347-4 259421w 660 Parcel#: 08434528030060120 Lot 12, Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 01673347-4 259421v3 259421v4 661 EXMBIT B Parking Garage Floor Plan 01673347-4 259421v3 259421v4 .. i M N4 ONINNV-Id xe MADIIIHOW4 V0180IJ 'HDVA NOINWH 'M 031VIIIJJV I N 3 h dO*IIv4Aa iIHOZ "a"'Sovoo 3�2i31d 3H1 VS kJ IIII A' s h "T=== IF,�� "A )k,I o 4, x ,j LIL fw ti, — w T'n 663 AFFILIATED D E V E L 0PMENT July 21, 2023 Ms Thuy Shutt, AIA, Executive Director Boynton Beach Community Redevelopment Agency 100 E Ocean Avenue, 4t" Floor Boynton Beach, FL 33435 Re: The Pierce Annual Performance Report Dear Thuy: Per the requirements of the Purchase & Sale Agreement (PDA) and Tax Increment Revenue Funding Agreement (TIRFA) with The Boynton Beach Community Redevelopment Agency (CRA), please find below updates related to our Annual Performance on The Pierce. All contractual obligations have been satisfied, please see below table for a list of our Development Deadlines along with their completion dates as outlined in our PDA and TIRFA. To date, we've timely submitted 4 quarterly reports to the CRA since our agreements' effective date (July 8, 2022). The last quarterly report was submitted to the CRA on June 6t" 2023. The next quarterly reports for this year are due on September 8 and December 8 respectively. At this time, our Major Master Plan and Site Plan applications have been unanimously approved by the P&D Board and following 2 readings with the City Commission, we obtained the final approval on March 9t" 2023. An entity related to F. Davis Camalier (FDC Associates, LLC), through his property entity 209 N Federal, LLC, filed a Petition for Writ of Certiorari against the City to challenge the abandonments necessary for the Project to go forward as designed and approved. The City filed its response on April 7, 2023. The panel that will determine the outcome of this challenge will likely not review and render a ruling until the end of the year. While we have final approval from the City, the challenge by Camalier prevents the developer from furthering design and submitting for permit. The abandonment of NE 1st Ave is integral to the overall site plan design. An unfavorable court ruling (preventing or reversing the abandonment of NE 1st Ave) would constitute a major redesign and if we kept moving forward could cause us to incur hundreds of thousands of dollars in sunk cost. It would be irresponsible for us to devote the resources necessary (and it would waste the City's time and resources) to further construction documents and submit for permit until such time that the panel renders a decision on the matter. 613 NW 3rd Avenue, Suite 104 • Fort Lauderdale, FL 33311 • 954-953-6733 368447v2 664 AA F F I L I ATIE"'I'D There are no updates on financing at this time. There are no leasing activities at this time. Development Deadlines (PDA/TIRFA Effective Date: July 8, 2022) Description.........M.........WWMµ.--........ PDAfTIRFA Deadlines ........��_.. �.�,._ Status ..w.w.w.w.w.w.w.._ww �. _...__.w_......._..... Submit Site Plan Approval ............ _www ....... __ ._....... January 4, 2023 M.ww._ ..... .mm________ ........... ........... ...� Complete -Submitted on Package ........ _..._.._....�,._. � w _ .......... ...__...._ww September 7, 2022 _www_.... ,._.._.__ .. _ _.ww._.._........... . Annual Performance On or before July 8, 2023 July 6, 2023 Report . _"n""t_wwwwwwwwwwwwwww_ �. _ —www.-wwwwwww........-.......l","""...........'_-..._..._.._._www_w_................_.__.._............... ....... _..__w_ Presentation Materials On or before Jul 25 2023 _._........--- --.__m�.–........... Date TBD .�-....�..ww.�..m_......_.'�,._�........_............... CRA Board Presentation .............�._.-..w.w–www........_ ....w_wwwww-8,2023, August 8, 2023 August 8, 2023 .........-_...� ........... ............. ... ......_ Quarterly Report – Q3 ................ _.................. .............. ..,........ On or before September 8, 2023 ....................... ........................... ....... Date TBD _wwwww_............. .......... Apply for Building Permit ........... Within 120 days post site plan ........... .... ..... _..._._. ..... Date TBD _... ._........... ........ a .............. _. approval ........w......._._._... ........ ..,...... .......................................... .... __ ._..........ww................. _... _.......... _._... Quarterly Report – Q4 On or before December 8, 2023 Date TBD .................. .... Commencement of w - ............... Within 2 years from Closing Date . . . . .. . .............. Date TBD............................... Construction Obtain TCO ........... ..... ........ ......�__.ww 36 months from Commencement of ... _M._.. Date TBD Construction ----------- ...... _......www_ww.. .........._.... w ... __. ..._......_....................................._............._. Final CO Within 9.5 years after Effective Date TBD Date Sincerely, w. Jeff Burns Authorized Signatory BB QOZ, LLC 613 NW 3rd Avenue, Suite 104 • Fort Lauderdale, FL 33311 • 954-953-6733 368447v2 665 AFFILIATED D E V E L 0 P M E N T The Pierce Property Tax Payment Receipt Taxes have been fully paid on the Ocean Food Mart. 613 NW 3rd Avenue, Suite 104 • Fort Lauderdale, FL 33311 • 954-953-6733 368447v2 666 Horn IF)roperty lilax 13usilness Fax f-angiiblle Fax Tourist Ii.)evellopment fax Checkout Property Control Number: 08-43-45-28-03-006-0130 Mailing Address: PO BOX 1140 Boynton Beach, FI 33425-1140 Owner of Record: RAJAS FAMILY INVESTMENTS INC Property Type: Real Property Property Address: 101FEDERAL BOYNTON BEACH, FL 33435 Second Owner: L $0.00 Status: Active Legal Description: TOWN OF BOYNTON LT 13 & LT 14 /LESS RD R/W/ BLK 6 Last updated: 7/06/2023 10:47:03 AM 2022 Real Estate and Tangible Personal Property Taxes will be delinquent as of April 1, 2023. Delinquent Property Tax cannot be paid online. Visit our Payment Options page to .v_iew del'I_nquent taxepaylTlent options. Interest and associated costs for delinquent taxes are determined by the date payment is received to the Tax Collector. A minimum charge of 3% is collected. Interest accrues up to 1.5% per month (18% annually). Add Tax Bills to the cart then select cart icon (L ) above to checkout. Total Payable: $0.00 EIRecently Paid Bibs ............................................................................................................................................................................................................ 2022 1 Bill Type: Original I Bill No: 101353234 1 Roll: Annual Paid I -"x view 1I100 ............................................................................................................................................................................................................ 2021 1 Bill Type: Original I Bill No: 101353554 1 Roll: Annual Pa i d 4 View (Info. 2020 1 Bill Type: Original I Bill No: 101353402 1 Roll: Annual 667 3 q Miew Info 2019 1 Bill Type: Original I Bill No: 101354340 1 Roll: Annual Paid I yew HOG Flayrr�,l it I ir"[`() - "",� I , ,C f"0 , , L" , ", , 'I b', -til' " Copyright 2023 Aumenturn Technologies Privacy Statement I E131 668 AFFILIATED D E V E L 0 P M E N T The Pierce Lease -Up No lease up activities have started 613 NW 3rd Avenue, Suite 104 • Fort Lauderdale, FL 33311 • 954-953-6733 368447v2 669 AFFILIATED D E V E L 0 P M E N T The Pierce Photos No construction activities have started on site. The project is still going through the entitlement process and construction building permits have not been obtained. 613 NW 3rd Avenue, Suite 104 • Fort Lauderdale, FL 33311 • 954-953-6733 368447v2 670 L U ma F F c N O cO N (D O O CN pco Q U coN N co O CO N 4) C6 N N W ON -0 N 00 N N pN O O O N C7 c� V) u � N U E 0 � O N O O N O O O N Lo O U N N N �O N N N 0� O N O O O Co OE L OQ O�0O� N �U�u o�� ' I O N N _ _ _ N m m m m m m _N _N N Q Q 0 D N N N 4) _N _N O O O O O O O O O u UQ 00 0 C) N O cO N (D O N CN pco Q U N co O CO N 4) C6 N N W ON -0 00 N N pN O O N C7 c� V) u � o N U E 0 � O N O O N O O O N O O U N N N N N 0� N O O O Q OE O OQ O�0O� �U�u o�� a--+ c.j N 0 i N. -; a -J CL Q � Q 0 N Q O; ox c N< - Q:tt V N v U N C' N a--+ OJ O . c6 c6 `v t +-+ tx c' U h1C N U' L (�i Q C u a.i U p a) 4--J L -C O Ln •�; > CL Q � Q O' N Q O; ox c - Q:tt V c CL Q � Q ti m ti m **** CASE NUMBER: 502023CA009318XXXXMB Div: AY **** Filing # 170590020 E -Filed 04/07/2023 09:07:28 PM IN THE CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA Case No. 23- 209 N. FEDERAL, LLC, a Florida limited liability corporation, Petitioner, vs. THE CITY OF BOYNTON BEACH, a unit of the local government in Palm Beach County, Florida, and political subdivision of the state of Florida, Respondent. PETITION FO�VRI7 OF CERTIORARI Petition for Reviev of Beach. City Commission Ordinance Beth -Ann. E. Krimsky, Esq. (FBN 968412) Aaron. Williams, Esq. (FBN 99224) GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Fort Lauderdale, Florida 33301 Direct Dial: 954-527-2427 Facsimile: 954-333-4027 Beth-ann.krimsky(a�gmlaw.com Aaron.williams(Lgmlaw.com Attorneys for Petitioner 676 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 04/07/2023 09:07:28 PM TABLE OF CONTENTS Page TABLEOF CONTENTS............................................................................................i TABLE OF AUTHORITIES.................................................................................... ii PREFACE................................................................................................... ............iv I. INTRODUCTION.................................................................... a,......... l r...... IL STATEMENT OF THE CASE AND FACTS .................... l 2 o/, r III. BASIS FOR INVOKING JURISDICTION AND ST,�1DA OF �. REVIEW.........................................................................�o ..........................13 IV. NATURE OF RELIEF SOUGHT . "'%,.... //ii% V. ARGUMENT .................................... ...........................................16 A. THE COMMISSION FAIT COMPLY WITH THE ESSENTIAL REQUIRE o N S/'OF THE LAW WHEN IT „ APPROVED THE APIC T'S APPLICATION .........................16 B. THE CITY CUM, AISION FAILED TO MAKE OR RECORD Ali "" tfibINGS IN VIOLATION OF THE ESSENTIAL' EQUIREMENTS OF THE LAW, ALSO Z, EVIDENCING SHE FAILURE TO APPLY ESTABLISHED ,�000� CRITERIA ��......................................................................................20 : C. T'��°� ECISION OF THE CITY COMMISSION IS NOT SPRTED BY SUBSTANTIAL COMPETENT DENCE......................................................................................... 22 VLCONCLUSION ................................................................................................ 24 CERTIFICATE OF SERVICE................................................................................25 CERTIFICATE OF COMPLIANCE.......................................................................26 -1- 677 TABLE OF AUTHORITIES Alun,K /-ix' ofNorth Miami Beach, 706 So. 3d 67 8PL, 3d DCA 2016) .................................................... 18, 14 ByevaD/Cw. K Snyder, % IF^ ��7«�0 7�z1�u/Fl� lQQ�\ �� 4 ~ . ~ . �~ .~~ (Fla. .~~~/------------------ ..�----- City qf'Apopka v. Orange Cty., '794Sn.7J657/FlD.4fhDCA }474\............. .��...........—'2| City qf'Jacksonville v. Taylor, 721 S0 2(j1212(Fk» } st DCA 1998) .................—.lQ De Groot v. Shef Me 95 S0 2(j912(Fka }957) ....................—.15 England v. Louisiana State BoardExaminers, 375 U.S. /111 (1964) -------------------13 Fields .. Sarasota ___'_.- _--'-r.'/, 14129 953 F.7d 1299 OlH` C' _________________________l3 876 S» 2(}3 ............................................................. 11,12 Gentry /ions, State Bd Exam 78 /F}&. lSt DCA 1973\ ...............................................................—.7l Haines City Cm/y. 0m/. v. Heggs, 658 So. 7d 573 (Fla. 1995) 18 Hayes \l Monroe Cn,., 337 So. 3J 447 /FL,. 3d DCA ?07?\.................................................................... 7| Hillsborough y`h,. Bd. of/`ty. 'Ky ll Longo, 505 So. 7J47O(Fl".7dDCA |487) .................................................................... 73 678 Irvine v. Duval Cty. Planning Comm'n, 466 So. 2d 357 (Fla. 1st DCA 1985) ................................................ 15,20,21,22 Ivey v. Allstate Ins. Co., 774 So. 2d (Fla. 2000) ......................................................................................... 18 Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. I st DCA 200 1) ................................................................... 14 Planning Com 'n of City of Jacksonville v. Brooks, 011 579 So. 2d 270 (Fla. 1st DCA 199 1) ............................................ 21 22 N�Q Promenade DIberville, LLC v. Sundy, 145 So. 3d 980 (Fla. 1st DCA 2014) ................................ ............... 1, 3,5 Wolk v. Bd. of *Cty. Comm'rs of Seminole Cty., /ir 117 So. 3d 1219 (Fla. 5th DCA 2013) ................. "/' �/' ................................... 19 "d R Statutes 1/d/k, N r°/ %%` Article V, 5(b), of the Florida Constitutio n 14 Rules 1/b/h c Florida Rule of Appellate Proc O(c)(2) .................................................... 14 679 PREFACE This Petition for Writ of Certiorari ("Petition") seeks review of an ordinance approving of three road abandonment applications by the City of Boynton Beach. Petitioner is 209 N. Federal, LLC and is referred herein as "209." Respondent is the City of Boynton Beach and will be referred throughout the Petition A',e "City." Citations to the Appendix to Petition for Writ of Certiorari, filed oraneously with this Petition are abbreviated as "A:" POW/1" Sh, K -iv- 680 I. INTRODUCTION' 209 owns the real property located at 209 North Federal Highway in the City of Boynton Beach (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC. The Pierce, a multimillion -dollar development project comprised of several different parcels in downtown Boynton. Aeach, has rio0i/ii received a blanket City staff recommendation of approval forlications of �,,«rrJroi/pO�I ��Gi�j, abandonment of roads located near the parcels. 209 is near or�°mot to each of the ,; roads to be abandoned. Abandonment of roads is vvFonec�'��y Section Boynton Beach, Part III Land Development Regulation�� '), Chapter 2, Article II, Planning and Zoning Division Services, S 2: .3. ll ;, ,/`4 ' On March 15, 2023, Pttlko e sent correspondence to the City seeking the record related to this pli a ion. Despite Petitioner continually following up, Petitioner received link 'those records just three hours before the close of the business day on t 1%1* of filing the Petition. (A:1.712; A:1.713-1.6). The City's delay in metng itd obligations to make the records available to Petitioner is wholly unids k4ble. See Promenade D'Iherville, LLC v. Sundy, 145 So. 3d 980, 983 (F�� DCA 2014); see id. ("Florida law doesn't allow public records custcd(play favorites on the basis of who is requesting records"; awarding ,,,,costs for unlawful refusal to provide public records). Indeed, the gamenanship engaged by the City is unacceptable and runs afoul of Petitioner's due process and the traditional notion of fair play. See A:1679-80 (commissioner accusing Petitioner of unspecified, nefarious conduct and remarking he does not appreciate Petitioner's opposition to the road abandonments). In any event, while Petitioner does have some materials, and those are cited here, it was lacking a complete record until the City belatedly produced it. Petitioner will amend its Petition and contemporaneously filed appendix as soon as it has a meaningful opportunity to review the materials sent by the City. 63911086v8 681 Road abandonment was not part of The Pierce's original plans submitted to the City. 209 opposed the road abandonment applications immediately at each stage of approval, pointing out that any approval would severely and detrimentally affect access to the 209 Property. The LDRs require the City to consider and determine i whether abandonment would result in "a permanent stoppage, interrg t,on, or an WKW unacceptable level of service for the subject lot or on ni or developments with respect to police, fire, or other waste removal." (LDR, Section 2.G.3.a.). Specifi road abandonment must consider if such access to the 209 Property should an substantial evidence presented to su factor. The evidence pres ordinance approving the visions, or solid " City's approval of any restrict emergency vehicle and there must be competent press factual finding on this necessary the quasi-judicial hearings on the proposed ent applications provided no such competent 'r000io substantial evidence t6/*,'� port the approval of any abandonment. Despite this, the City nevertl 'es��Q� assed an ordinance approving the applications for road abandon" the absence of such evidence, the ordinance simply cannot stand. II. STATEMENT OF THE CASE AND FACTS The Pierce is a $73 million mixed-use development project designed to include a complex of apartments, restaurants, and retail stores in downtown Boynton Beach. (A:523, 525, 621-23, 1611). The Project is comprised of several different 2 63911086v8 682 parcels of real property located from East Boynton Beach Blvd to East Ocean Ave. along Federal Highway. (A:891; see A:525). BB QOZ, LLC ("Applicant") is the applicant behind the Pierce and the abandonment at issue. (A:715). The record demonstrates that the City viewed the i Pierce as a development project "especially needed." (A:524-25). licant ultimately received City approval to proceed with the Project wit if any, real opposition from the City Commission. (A:1158). The original pl' ni� for the Project did not contemplate any road abandonment for any �"�� °� � aforementioned parcels. (A:1628-29). Site plans instead depict a bridge ,° �lst Avenue. (Id.). , ,, i In 2022, the Applicant applied fo '°d abandonments in the immediate vicinity of the 209 Property. (A:16b7'The road abandonments sought the vacation of a portion of an alle ,,�y (1 e "North Alley"), a portion of NE 1 st Avenue � o ("right-of-way"), and the,�full length of another alleyway (the "South Alley") (together with the Nortey, the "alleys"). (E.g., A:1398). P The N, th Vey forms the north boundary of the 209 Property. Northeast 1 st Avenue southern boundary of the 209 Property and contains the main driveway/finto the 209 Property. The abandonment area turns both of these into dead ends terminating at the west edge of the 209 Property and open only to Federal Highway southbound, such that drivers exiting the 209 Property will no longer be 3 63911086v8 683 able to turn west onto Northeast 1 st Avenue or the North Alley, and there will be no eastbound traffic at all. The impacted areas are illustrated below: 0 63911086v8 684 (E.g., A:705). An application for vacation and abandonment approval requires review and approval by the City Commission. LDR 2.G.4. To justify the issuance of an ordinance vacating a road, an application must meet criteria set forth in LDR i 2.G.3(a)-(d), which address issues regarding access, utilities, age and wastewater management, and conservation. To justify its Applic4r�he Applicant JJiii j0i / simply asserted, in summary fashion, that abandonment m th�''�riew criteria set forth in Section 2.G.3 of the LDR. (A:715-18; 'AA-" �"70-73). No evidence or substantive analysis was offered. The City readily accepted the App J c s Eonclusory recitation of the four �r �yi criteria as satisfaction of the criteria �th'out conducting its own independent analysis or determining if ther��11 `111�flll` w s6'identiary for each of the factors. Specifically, in January 2023, City staff pc'sedly reviewed the Application and determined that granting it "would nod"" /ersely impact traffic," other City functions, or adjacent property owrl„ rs( ,:704). City staff determined further that the right-of-way and alleys " rf�r serve a public purpose other than retention of necessary utility assessmers" and, therefore, recommended approval of the Application. (Id.). While it is clear from the Staff Report the City consulted with public utility companies and city departments addressing engineering, public works/utilities, and planning and zoning, there is no indication local government departments, such as police and fire, 5 63911086v8 685 assessed or otherwise opined on any implications arising from road abandonments to 209 or any of the adjacent properties. The City Staff Report is devoid of any evidence addressing whether or not the abandonment would cause or result in a permanent stoppage, interruption, or an unacceptable level of service with respect to i police, fire, or other emergency services. A:615-804 Upon learning about the Application, 209 immediately lots opposition and requested a denial of the Application. (A:891-93). As Pqtitioftbrxplained to the City, the Application fails to satisfy one of the foul//, ia, namely, access. The LDR raises these questions when assessing the Does the subject land provide a leg 'r ;ass of access to a lot of record, subdivision or development?�ti�,,,t vacation and abandonment cause or result in a perm", stoppage interruption or an w/M %„ > unacceptable level of servi too subject lot or on neighboring lots, `1/i;,,' subdivisions, or develo 1^11' nt with respect to police, fire, or other IN emergency services; off`°°s °tl aste removal? i' t r/ LDR 2.G.3.a.; A:891-rrlJ a letter dated February 21 2023 ahead of the hearing, t209 pointed out t granting the Application would not only increase traffic but also impair ir�d egress to the 209 Property, thereby creating public safety issues wpgand Bros"limiting the accessibility to the property by customers as well as first responders should emergency services be required. (A:891-93). This is illustrated simply by looking at the aerial photograph. Federal Highway at Northeast 1st Avenue has no median cut or traffic signal. Currently, 0 63911086v8 .:: northbound drivers on Federal Highway can easily access the 209 Property by turning left (west) at the signal at East Ocean Avenue and going one block to Northeast 4th Street and turning right, then east on Northeast 1 st Avenue to the 209 Property. Similarly, leaving the 209 Property to drive north on Federal Highway i simply requires turning right onto Northeast 1 st Avenue heading wes king north on Northeast 4th Street to East Boynton. Beach Boulevard, goin a then turning r riij �!a4 left (north) at the signal for Federal Highway. ��°�'��PO After the abandonment, this traffic p#ft, will be completely disrupted. Northbound drivers on. Federal Hight y�4e/lig to enter the 209 Property will be forced to make a U turn at East Moi ibn each Boulevard, then turn into poi%%/�i��iiii� what would be a dead-end street. Sinila' �,, ,drivers leaving the 209 Property to go 'k%A%,,,,,,,,,, north will be forced to make a"/t" st Ocean Avenue Federal Highway is only two lanes wide at these poets, /so'clearance for this dangerous maneuver would be r000ioa„ difficult, especially fodtger vehicles or elderly drivers. The potential for traffic conflict and oci,ts is significantly heightened, and ease of access to the 209 ,/o, I,fJ / "' al diminished. A:1630-36 1685-8$ Property'll � y ( ). �ioo/o�aco„ ,- Th�'first of two quasi-judicial hearings on the proposed ordinance granting the Application was held February 21, 2023. At the hearing, the City read the proposed ordinance. (A:1154-55). The Applicant recognized its obligation "to obtain the written consent of the nearby property owner" impacted by road abandonments 7 63911086v8 687 (A:1178), but nevertheless advocated against the necessity of that obligation and for road abandonment because "certain right of ways ... are certainly underutilized." (A:1165-66). The City staff, in response, pointed out that it "typically ask[s] for consent of the neighboring parcels," though it felt "comfortable" requiring the i Applicant merely to "work with the neighbors" on any abandorwe t issues. / ffr ".11 IF (A:1180-81). �,,«rrJroi/pO�I oijp, ,, At least two members of the public and one City 'In er expressed concern over abandonment, including the potential i' ,,ment of the provision of In critical City services such as trash collection. (El, ,�� 13; A:1154-84). For its part, 209 pointed out that the Applicant had n d'�ectl reached out to it to address the P PP �� ,,, y ,%O,� Project or the abandonments. (A:12(14fi�, n the little time it had to present its concerns at the hearing, 209 p 'nut that abandonment would limit access to its property and 209 urged th ';,C`ityI require the Applicant to cooperate with 209 and address 209's concern, ( X1205-07). City std f o*ed that if abandonment is not approved forjust one of the roads, �;d Nod I "consider,edesign of the project" would need to follow (even though Dion/aiaaoo„ abandonrrfent was not part of the original Plan). (A:1217). The Applicant opposed a re -design because doing so would "become[] very hard with all the code requirements that we have." (A:1221-23). The City Mayor recognized the Applicant re -designed the Project "way too many times" and affirmed: "We are not starting F 63911086v8 688 from scratch at the last hour." (A:1231). Following this affirmation, the City Mayor sought a motion to grant first reading approval to the proposed ordinance, with the condition that the Applicant "work[] with the adjacent property owners for the abandonment request." (A:1233-34). The motion passed unanimously. (A:1234). i There is no record evidence the Applicant ever "worked with [0 on] the r abandonment request."2 At no point during the 2/21 hearing was t y competent substantial evidence presented by the City or Applicant ad ress t�nng'whether or not police, fire or emergency services would be impacte(�//b' fie abandonment request. On March 9, 2023, 209 submitted a sec9AdJ&t'r reiterating its concerns in great detail. (A:1591-92). At the seconds judicial hearing held later that day, the Applicant sought final approval sof iation. (A:1603-1702). Prior to this hearing, City staff had alreadyrof�mended approval despite the fact that It still had not heard from the CiteJ rafc engineer on road abandonment nor received input 'r0000 from police, fire, ormergency services to address the implications arising from road ab,�da*ents. (A:1409). 2 This comes as no real surprise. A property owner nearby commended the City for requiring the Applicant to contact that owner regarding its concerns "[b]ecause prior to that, we were not contacted at all." (A:1207). That is in line with 209's own experience. The property owner urged the City not to remove the condition that the Applicant continue to cooperate with that property owner for fear that the Applicant would stop cooperating. (A:1207-08). 0 63911086v8 689 During the hearing, 209 presented testimony from a traffic engineer, Joaquin Vargas, to address road abandonment—the only witness who presented on the subject matter. The expert testified: (i) road abandonments are uncommon but when the issue arises, detailed traffic studies are usually performed; (ii) a traffic study had i not been undertaken for NE 1st Avenue in connection with the Project ii) a road r abandonment of NE 1st Avenue nevertheless "would cause soMiic concerns for the area," including exacerbating traffic backup in multipt`)) tai ins and limiting road access; (iv) a road abandonment would result in /4�`/0'� pificant impact to [209's] parcel from an access point of view to get to tl 66"p f c�/'and also to leave from the parcel"; and (v) increase in traffic will c u "s" of °ty concerns and safety hazards. A:1629-36 1685-88). 209 also cross-examine�t°staff, which put together the recommendation of approval of the Applic�$,/ion espite the absence of any analysis on the impact 'r000ioii r�l� abandonment has on safety as required by the LDR. (A:1636-38). Based on the evidence,�el"'es6qted at the hearing, 209 argued that abandoning the roads would create traf��rfd safety issues. (A:1638-41). 209 also pointed out there was no record evidence reflecting the assurance of the provision of local governmental services, such as fire and police, to properties near the alleys and right-of-way after abandonment. (A: 1640-41, 1688-89). Moreover, in the absence of an analysis on public safety or the undertaking of any traffic study assessing the effect of a road 10 63911086v8 690 abandonment on properties near the right-of-way and alleys, the Applicant failed to satisfy its burden to meet the criteria in the LRD regulations and failed to present competent substantial evidence to support its Application. (A:1640-41, 1688-89). In addition to 209's opposition, members of the public and local i businesspersons operating near the North Alley and elsewhere sought, d'lay of or otherwise opposed, the City's approval of the Application be the limited road access and adverse economic impact an abandonme walk create to local businesses. (A:1641-45). The Applicant itself rered road access issues, testified it was a complicated issue that warrant "f4 dgreater discussion" the future, and recognized there was no imme i I �SoI '°'%/, 10/1 would be needed to find one. $-49). commissioners, the Appli with just one businessown. ion in place and that more time When pressed by some City reed to enter into an access agreement ,ith that, the City pressed on as it clearly /oiaioiooi intended from the out r° A/ 111111)0/r/, 3 Ant to agree is tantamount to no agreement at all, e.g., Geico Cas. Ins. Cotey, 826 So. 2d 380, 382 (Fla. 3d DCA 2002) (statements of future intenttcins do not give rise to an enforceable contract), and one access agreement with one businessowner does not address concerns raised by 209 and others. The Applicant endeavored to shift the blame to 209 for not reaching out to it previously about 209's concerns. (A:1689-90). But the City placed the onus on the Applicant, not on 209, to "work[] with the adjacent property owners for the abandonment request." (A:1233-34). And, despite the City's directive to do so, there is no evidence the Applicant did that following the first reading of the proposed ordinance and before the City's final approval of the Application. 11 63911086v8 691 The City examined City staff, who testified that a traffic study was submitted along with the Master Plan and site plan and that police and fire departments reviewed these plans. (A:1645-46). However, that Master Plan was unconcerned about adjacent properties, such as 209 and there was no record evidence included i with the City's Staff Report that addressed whether the abandonmentuld cause or result in a permanent stoppage, interruption, or an unacceptab n el of service with respect to police, fire, or other emergency services. (��49). The record k�% • io available to 209 reflects that local government unit d '� reviewed the Project in master plan format, and not the abandonmentsr�.A:1006-09). The City Staff Report addressing the master plan reflects,-/ Police/Fire: The police and �, �e m rtme ,ts have reve ed the site plan and the appVrocam t '„ ' ssed all review comments du�urIing the T review prod T°Th#"F' e Department noires that they ill be able to, Dior provide �a to level of service for this project with current or eXPecteInfrtiructm.ure and/or staffing levels, Further plan review Icy Police a4l=06 will occur during the building permit process. (A:1009). The, s nogindication the local government units providing critical °piu)0/r/ services t e 2 9 Property and the area impacted by the Project reviewed anything other tii, tie site plan, and certainly no evidence that they reviewed and commented on the abandonment. Despite various suggestions to table the abandonment Application pending further review and despite 209 illustrating the absence of competent substantial evidence to support the grant of the Application, the City approved the Application 12 63911086v8 692 at the conclusion of the hearing, without competent substantial evidence to support this approval. (A:1697-99).4 Following the hearing on March 9, the City issued Ordinance No. 23-006 ("Ordinance"). (A:1704-11). The Ordinance provides City staff had determined the i re uested road abandonment would not adversel im act traffic ' o'her City q y P functions, or adjacent property owners and that the right -of way , fer served a public purpose other than retention of a utility easement. ( : f X704+,,, Based on these ��/�DODDlIDDDD�% staff determinations, the City Commission formally a>,&fWVned the North and South Alleys as well as the right-of-way on NE 1 st Av/q,,,ri°' "TI eOrdinance took immediate DD °rrD�o D�D'DD effect on March 13, 2023, upon its passa P "ition follows, seeking review of the Ordinance. 209 reserves the right to 1 js4in state or federal court to pursue all equitable 'DDD statutory and legal remedies afforded it under the law. See England v. Louisiana State Board of'Medie. xaminers, 375 U.S. 411, 420-422 (1964), and Fields v. 0�. Sarasota Maryteco.,lrportAuthority, 953 F.2d 1299 (11th Cir. 1992). This Petition arises from the City Commission's improper approval of the Applicant's Application. The Applicant's Application is required to meet all of the 4 As one public commentator astutely noted: "it seems like you know, the commission and the [C]ity, you kinda do — do what you wanna do." (A:1215). 13 63911086v8 693 applicable requirements of the City's Code. It does not. Following quasi-judicial hearings held by the City Commission in relation to the Application, the City Commission approved the Application even though it is uncontroverted that the Application failed to satisfy all of the criteria set forth in the Code and, in fact, was i completely lacking in competent substantial evidence to satisfy fie',, essential IF criteria. Indeed, the City's staff report failed even to mention; of the Code provisions that must be satisfied in order to approve an abagd6hfhem. Additionally, it is evident based on the discussion had by the CIII 9Cpmmission at the public meetings held on. February 21 and March 9, 20,2 ''' this Project was something desired by the City, and no matter we�ur there was competent substantial evidence to support it or not, the Cq NvAU6ing to approve the abandonment. The City improperly disregarded t �;od to achieve a pre -determined result, in a stark departure from the essentirequirements of the law. �000ioiooioi The jurisdiction f°fit is Court is therefore invoked pursuant to Article V, § D 5(b), of the cQa Constitution and Florida Rule of Appellate Procedure 9.030(c) iorari lies to review the exercise of quasi-judicial power exercised by a cityZ ommission. See, e.g., Brevard Cty. v. Snyder, 627 So. 2d 469, 476 (Fla. 1993). Proceedings conducted by a city council, which proceedings address rezoning applications, are quasi-judicial in nature. Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. 1st DCA 2001). 14 63911086v8 694 To sustain the decision, the City must establish that its decision was supported by substantial competent evidence, that the decision accords with the essential requirements of law, and that the City Commission provided for due process in relation to the quasi-judicial hearings. Irvine v. Duval Cty. Planning Conun'n, 466 '4 So. 2d 357, 362 (Fla. 1st DCA 1985), dissent approved by Irvine I cty. IF a Planning Conun'n, 495 So. 2d 167 (Fla. 1986). Substantial competent evidence in the context of ce#16r eedings has been defined as: AM/1111111 ... such evidence as will establis#ial basis of fact from which the fact at su&/,,.,, e reasonably inferred. We have stated it suc relevant evidence as a reasonable mind wou 4"a rt f s adequate to support a conclusion. In emplog"In' adjective "competent" to modify the word I we are aware of the familiar rule tadministrative proceedings the formalities in/Afte' uction of testimony common to the courts of im. stic"are not strictly employed. We are of 111/1'ri the view however, ' r, that the evidence relied upon to rg/�//, sustain l ,ultimate finding should be sufficiently re ; end material that a reasonable mind would ce )t as adequate to support the conclusion reached. T�this extent the "substantial" evidence should also be petent." De G Sheffield, 95 So. 2d 912, 916 (Fla. 1957) (citations omitted). Here, the only evidence in the record confirmed the Application failed to satisfy all of the applicable criteria set forth in the City's own code when considering an abandonment. There being no substantial competent evidence in the record to 15 S3911086v8 695 support its decision under the application of the correct law, or findings made by the City Commission, approval of the Application was incorrect and should be quashed. IV. NATURE OF RELIEF SOUGHT Petitioner seeks issuance of a Writ of Certiorari, quashing the City's March 9, i 2023 Ordinance approving the Applicant's Application because luxe is no substantial competent evidence to support the City's departs from the essential requirements of the law. V. ARGUMENT A. THE COMMISSION FAILED ESSENTIAL REQUIREME APPROVED THE APPLIC T. i. The Failt Based Depart 1Uh the r The abandonment dgteriI as r��ll �,,,,, pertinent part: /,,,,,,,r'° 63911086v8 ffr A,,,,,,, decision a Ythe decision I POW/1" i OMPLY WITH THE �J/J` THE LAW WHEN IT PPLICATION. h,City to Render a Decision lished Criteria Constitutes a the Essential Requirements of established in the City code is as follows in �'c�atan and Abandonment. General. The purpose of this subsection is to establish %uniform procedures for the vacation and abandonment of city z� rights-of-way (e.g. street, alley, etc.), special purpose easements, and other non -fee interests of the city. When approved for vacation and abandonment, the city relinquishes its interest in the above, based in part, on the finding that the subject right-of- way no longer serves a public purpose. For the purposes of this subsection, a "site plan" shall be construed to include either a new site plan or a major site plan modification. 2. Submittal Requirements. See Section I.D. above for the submittal requirements of this application. 16 696 3. Review Criteria. The vacation and abandonment of a right- of-way, special purpose easement, or other non -fee interest of the city shall be based on a demonstration that the above interest no longer serves a public purpose and there is no encumbrance which would prohibit the clear transfer of ownership of such land. The following review criteria shall be used to justify an application: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacatioiy,,,,, �jid abandonment cause or result in a permanent sq//PpaJ*.4 ,,4ubJect interruption, or an unacceptable level of servic( tte.01/ lot or on neighboring lots, subdivisions, or dev�el /,With i solid e n c y s q respect to police, fire, or other emerg e s; waste removal? b. Utilities. Does the subject land ( potable water, sanitary sewer, or any telephone, electricity, gas, etc.), whj stopped or interrupted, or cause an %des; to the subject lot or neieb,04,/ developments? i aj;g §1 ort, or allow V. er tility (e.g. cable, be permanently a le level of service , ots, subdivisions, or ',M�anagement. Does the subject C. Drainage and land contain, support,,//9r dll,�9//w' a legal means of drainage or wastewater man n�,',', such lot or on neighboring lots, age subdivisions, or di e o cnts, which would cause or result in a stoppage, inteiT/,ul n,//Or unacceptable level of service? d. Conseriqtioo.'Does the subject land contain, support, or allow the meai� the conservation or preservation of flora or fauna? ry, IN, LD '.G. 1-3. extensively above, the City Commission voted in favor of the Application despite the abandonment criteria, as specified in Section 2.G.3 of the City's Land Development Regulations not being met. This is a departure from the essential requirements of the law. The City failed to even review and analyze the evidence, or lack thereof, in the record to act in their quasi-judicial capacity to 17 S3911086v8 697 enforce the applicable law, opting instead to favor their own feelings and opinions as to a desired result. See Alvey v. City of North Miami Beach, 206 So. 3d 67 (Fla. 3d DCA 2016) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the i law). %IIIIIIIIIIII /i Under Florida law, a departure from the essential requirer } t of the law in this context means "an inherent illegality or irregularity, an,,��'bus&OfJudicial power, an act of judicial tyranny perpetrated with disregar/ rocedural requirements, resulting in a gross miscarriage of justice." Hai '� 1 ` Cmty. Dev. v. Heggs, 658 71, So. 2d 523, 527 (Fla. 1995) (internal i ns omitted). A departure from the XAJ essential requirements of the law is not"m�ely a disagreement with the interpretation of applicable law but insteairs*clude an application of incorrect law or a miscarriage of justice. Iveykk�. Allstate Ins. Co., 774 So. 2d 67, 683 (Fla. 2000). r000ioiooiii„ Florida courts fi#& onsistently determined that a municipality departs from the essential r uii� �.' �ments of the law by rendering decisions that are not based on the f establish'°°dryr ria or factors. See Alvey v. City of'N. Miami Beach, supra (quasi- judicial bMy must apply established criteria and not vote based on other factors) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the law); Wolk v. Bd. of Cty. Comm'rs ofSeminole Cty.,117 So. 3d 1219 (Fla. 5th DCA 2013) (holding W 63911086v8 698 that a miscarriage of justice results where wrong law is applied by a local governmental body); City of Jacksonville v. Taylor, 721 So. 2d 1212 (Fla. 1 st DCA 1998) (granting a variance because of others previously given and not based on code's criteria was improper). i Alvey is most instructive here and frankly mirrors the decisions ' e by the City Commission. There, the City of North Miami Beach approvJJ"rezoning not based on the established criteria in the city's code but council believed that the rezoning and proposed proj the city. Alvey, 206 So.3d at 72. The a e the city economically benefit held that decision was a / v departure from the essential requirements �fhe haw as the city council failed to %/ ' consideration of the zoning application apply the correct law in the city's code � g pp there. Id. at 73. Simply put a m*nicipality does not base its decisions on the %''�' application of the correct f4lw o criteria, then the decision rendered is a departure ftv/ ,,, from the essential req `�l dents of the law. Id. Here,,Ib,,, d 4§ion made by the City is akin to the invalid decision rendered in Alvey. Spy�ally, Section 2.G.3(a) of the City's Code addressing the necessary criteria to die satisfied for abandonments provides as follows: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring lots, subdivisions, or 19 63911086v8 699 developments with respect to police, fire, or other emergency services; or solid waste removal? The City did not address this criterion. Instead, personal views and opinions permeated into the City Commission's decision-making process and impermissibly tainted their votes on this quasi-judicial decision. The decision made by the City %11111111,111%x„ Commission was not made through application of the correct la �ncus this decision constitutes a departure from the essential requirementand must i be quashed. B. CITY OFINDINGS IO THE MS IONFIAI " ,,D Y' AKE OR RECORD ANY A dF THE ESSENTIAL REQUIREMENTS OF THE�,;�` LSO EVIDENCING THE FAILURE TO APPLY ES r .Is ED CRITERIA. In determining whether the esveal requirements of law were met upon a review of a quasi-judicial acn, ��iis Court must examine whether the City Commission made detailed1,ndins of fact supporting the denial of the Application. o, Irvine, 466 So. 2d atAll administrative agency orders must contain detailed findings of fat "�at are legally sufficient to support the decision ordered." Id. �f� b�ijD Furtherrly/iax�� It has been repeatedly held by the courts of this state that in order to Dion/aiaaoo„ assure du" process and equal protection of the laws, every final order entered by an administrative agency in the exercise of its quasi-judicial functions must contain specific findings of fact upon which its ultimate action is taken. An administrative order which fails to contain such findings is ineffectual as a predicate of the order 20 63911086v8 700 sought to be enforced." Gentry v. Dep't ofProf'l & Occupational Regulations, State Bd. of Med. Exam'rs, 283 So. 2d 386, 387 (Fla. 1st DCA 1973); see also Hayes v. Monroe Cty., 337 So. 3d 442, 445 (Fla. 3d DCA 2022). Findings that are merely general conclusions parroting the language of the i statute or ordinance are insufficient as a matter of law because succlusions provide no way for the appellate court to know on judicial rcQ,,Y�ether the llp a, ii�w„ �oiooi� � conclusions have sufficient foundation in findings of fact. Ivanc; 46 So. 2d at 366 (citing City of'Apopka v. Orange Cty., 299 So. 2d 65///'( .4th DCA 1974)). The failure to make specific findings constitute ""�°�„�darture from the essential , i requirements of the law in and of itself. P aI om n of City of Jacksonville v. Brooks, 579 So. 2d 270, 272 (Fla. 1st"D'��o,1'991) (citing Irvine, 466 So. 2d at 366- 367). Most significantly, Flo ra��rovides that regardless of which party bears the burden ofp roof a city i/Jfai'ur�r r � to make adequate findings of fact constitutes a r000io departure from the ess�iooioi � requirements of law. Irvine, 466 So. 2d at 366; see also Brooks at 273-274 (finding no error in circuit court's ruling that commisg' d to present any record evidence in support of its decision to deny application). While the City at the March 9, 2023 meeting attempted to argue in rebuttal that there was police and fire review of the Master Plan, this Plan did not contemplate abandonment. (A:1646). The City Staff Report as it related to the Master Plan only 21 63911086v8 701 addressed how fire and police approved of the impacts of the Project with its then current or expected infrastructure and/or staffing levels and ignored any impacts the abandonment may have as it pertains to neighboring lots. (A:759-63). Simply put, it's apples and oranges. While the police, fire and emergency services may have i provided review and input as to their services to the Project, the recor devoid of r any evidence as to what the impacts may or may not be to neighrty and specifically 209 that will be losing significant access based ,' th&' b ndonment. The complete lack of detailed findings requires this C/�t� find that the essential lol, requirements of the law were not met. See Broolo 2d at 273; Irvine, 466 So. 41 dh 2d at 366-367.% C. THE DECISION ,r THE CITY COMMISSION IS NOT SUPPORTE SUBSTANTIAL COMPETENT EVIDEN,,, i. 'le Ahcation is Not Justified as there is No C fff etent Substantial Evidence Supporting "0"%%, ll of the Relevant Review Criteria for an "PI Abandonment. Theit°q�ia(((" et forth in LDR section 2.G.3(a) is determinative of why the Applil ,: Id not have been granted in this case. It provides in relevant part as noted above: Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring 22 63911086v8 702 lots, subdivisions, or developments with respect to police, fire, or other emergency services; or solid waste removal? The Staff Reports are the City's only effort at entering substantial competent evidence into the record. (A:702-804, 1094-1110). Florida law recognizes that the staff reports prepared by the professional planning staffs are considered,ubstantial competent evidence and satisfy the standard of evidence a governing, dy' rely on to support its decision. Hillsborough Cty. Bd. of Cty. Comm Ads v I dngo, 505 So. 2d 470 (Fla. 2d DCA 1987). Here, however, the Staff Re""'' are devoid of any evidence addressing whether vacation or abandorn " day cause or result in a permanent stoppage, interruption, or an una5pf`Olevel of service for the subject lot or on neighboring lots, subdivisions ;16r/d"„0pments with respect to police, fire, or other emergency services. (A:7�� 1094-1110). The City certainly knows of Ale its obligations to satisfy fapf ri a abandonment and obtained input from City r Engineering, Public Worksi ties, Planning and Zoning, and Public Utilities. (A:1107-1110). fhe Stiff Report even addressed the traffic issues related to these ��Illlllllllllllp��j��, moi abandonm ,` is t said nothing as to the determination needed that the abandonment would insult in an interruption or unacceptable service level of police, fire, or other emergency services for 209 or any other neighboring lots. (A:1085-1110, 1398-1423, 1646). While the City attempted to provide evidence in response to the arguments presented, it fell short. Indeed, while it provided testimony asserting that there was 23 63911086v8 703 review of the master plan, there was no testimony on any police, fire, or other emergency services impacts on 209 or any neighboring properties as a result of the proposed abandonments. (A:1645-46, 1688-89). Additionally, the Staff report considering the Master Plan provided no input as to the abandonments. (A:1003- 1010) 1468-75). ,,,,,,,,,f This constitutes a total failure to provide any competent lal evidence %i satisfying LDR section 2.G.3(a), which is necessary to approve abandonment. This failure to have any evidence that supporting the s H ction of this LDR section i,,,,��p must result in the denial of the Applicationli0l�pplication was approved without competent substantial evidence f��ece9sary element, the approval must P %ka �,, be quashed. ° VL CONCLUSION For the foregoing r°4son , tis respectfully submitted that this Court should %ian�o�moo,%i quash the City Comm i� ,Ordinance approving the Application, and for such other reg, an further d'� � and relief as this Court may deem appropriate under the circumst 7, Respectfully submitted, /s/ Beth -Ann E. Krimskv Beth -Ann E. Krimsky, Esq. Aaron Williams, Esq. GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Ft. Lauderdale, Florida 33301 24 63911086v8 704 Telephone: 954.527.2427 beth- ann. krimskyk gmlaw. com aaron.williamskgmiaw.com Attorneys for Petitioner CERTIFICATE OF SERVICE I hereby certify that on this 7th day of April 2023, a copy of TeForegoing z/4". Petition was filed via the Florida Court E -Filing Portal on all coulal record and by email on all parties listed on the Service List below. POW/1", Service List: Michael D. Cirullo, Jr. Goren Cherof Doody & Ezrol P.A 3099 East Commercial Boulevard Suite 200 Fort Lauderdale, Florida 33308 Telephone: 954-771-4500 z/g/r" Facsimile: 954-771-4923 mcirulloLa)gorencherof.com)// Attorneyjbr Respondent 25 S3911086v8 705 CERTIFICATE OF COMPLIANCE Undersigned counsel certifies that TIMES NEW ROMAN, 14 pt., is used in this brief. By: /s/ Beth -Ann E. Krimsky Beth -Ann E. Krimsky, Esq. Florida Bar No. 968412 beth-ann.krimsky(r7,gmlaw.com clemencia.corzo(�)gmlaw.com r mor.avin &gmlaw.com Aaron. T. Williams, Esq. Florida Bar No. 99224 aaron. wi l l i ams(&gmllgw��,g ag ie.mctier &, mla,, 14 10 r r'° Dioopaiaaoo�� ,,,. 26 63911086v8 706 **** CASE NUMBER: 502023CA010518XXXXMB Div: AE **** Filing # 173704004 E -Filed 05/22/2023 03:46:48 PM BB QOZ, LLC, a Florida limited liability company, Plaintiff, u 209 N. FEDERAL, LLC, a foreign limited liability company, FDC ASSOCIATES, LLC, a Florida limited liability company, and F. DAVIS CAMALIER, Defendants. IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO.: /iaorrrrriioial,i//// r� �irrrroo�ro��o/% i r Plaintiff, BB QOZ, LLC, a Florida limi, d°t illty company, ("BB QOZ"), by and through its undersigned counsel, files this its Cor int *inst 209 N. FEDERAL LLC, a Florida limited liability company ("209 N. FEDI; r"),a°''DC ASSOCIATES, LLC ("FDC"), and F. DAVIS CAMALIER ("CAMALIER") end it support thereof allege as follows: ' »,R,JSD1CT10N, PARTIES AND VENUE 1. P1, B QOZ, LLC, is a Florida Limited Liability Company, engaged in '0�pppu»i�� substantial a4d nonisolated activity in Boynton Beach, Florida, maintains its principal place of busine9f Florida, and is operating, conducting, engaging in, or carrying on a business in Boynton Beach, Florida. 2. Defendant, 209 N. FEDERAL, LLC, is registered as a Foreign Limited Liability Company in the State of Florida, is engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Boynton Beach, Florida, and is Armstrong Teasdale LLP 1 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 707 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 05/22/2023 03:46:48 PM operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. Defendant, FDC ASSOCIATES, LLC, is a Florida Limited Liability Company, engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Miami, Florida, and is operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. i6 � 4. Defendant, F. DAVIS CAMALIER, is operating, condu ti a in in or g g carrying on a business in Boynton Beach, Florida and/or has an offices r in this state. 5. The amount in controversy in this case exceeds ,$5, /0,0 f (�0, and the acts subject to this Verified Complaint occurred in Boynton Beach, fori nd therefore jurisdiction and 101, venue are proper in Palm Beach County, Florida.%%, 91 6. All conditions necessary to t � ng�g of this action have been performed, T'o,- occurred, or have been waived. oirora/// 'h, N. 7. Plaintiff has agreed, y,,t k undersigned law firm its reasonable attorney's fees and costs. GENERAL ALLEGATIONS 8 Tl '��i an action by BB QOZ to hold 209 N. FEDERAL, FDC, and CAMALIER oo�iiaoo�rll/� l, accountable r thr tortious interference, abuse of process and extortionate behavior related to %,,%i/oaii BB QC f arts to redevelop and revitalize a section of the City of Boynton Beach pursuant to the terms of its Purchase & Sale Agreement ("PSA") with the Boynton Beach Community Redevelopment Agency (`BB CRA"). This is nothing but a shakedown effort by CAMALIER and his entities, 209 N. FEDERAL and FDC, to hold BB QOZ, the City of Boynton Beach, and its residents' hostage in an effort to force an inflated purchase price for his adjacent property or 2 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 708 receive a portion of the deal/project to which he has no right. As a result of these extortionate and tortious acts and abuse of process, BB QOZ's ability to proceed with the redevelopment and revitalization of City of Boynton Beach has been jeopardized and BB QOZ has incurred substantial damages in excess of $500,000.00. The redevelopment and revitalization of the City ofBoynton Beach 9. Pursuant to the Community Redevelopment Act of 1969, the�RA was i, IF established in 1982 by the City Commission to undertake activities a s that would iro eradicate conditions of slum and blight in the Boynton Beach commiity. amain objective of the BB CRA was and is to spearhead new development and redee�rriMefforts that accomplish beneficial revitalization within its boundaries through' la°hpifg, redevelopment, historic Ads preservation, economic development and affordable ouAp o that the tax base can be protected re ' and enhanced by these mutually supportive ac ',vi %,,%j , 10. BB CRA is responsible xeand implementing projects within the BB CRA area, which spans 1,650 ac r i"'t astern Boynton Beach. Its mission is dedicated to serving the community and strikes toreate a more vibrant community. The BB CRA Plan guides '�%ian�o�m�oo�c%�, the agency to strategica ly, ecute a variety of redevelopment projects and programs that G'� encourage the rey'i4ikiizatior of Boynton Beach. One of the redevelopment projects is The Pierce Project (the "rode ). QOZ is a single purpose entity created by Affiliated Development, LLC ("Affiliated"). Affiliated is a national real estate investment and development company headquartered in Fort Lauderdale, Florida. Affiliated was formed with the goal of building mixed- use multifamily developments, like The Pierce, which target unmet demand and underserved areas such as the BB CRA area. 3 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 709 12. 209 N. FEDERAL owns real property located at 209 North Federal Highway in the City of Boynton Beach, Florida (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC ("Boardwalk Ice Cream") 13. The Project is located at 115 N. Federal Highway in Downtown Boynton Beach, including the associated parking lots located at 501 NE 1st Avenue and NE 4th Street, which have long been recognized as important components in the future redevelopment of tom° Boynton 0� Beach area. The much needed and desired development to Boynton Beac"1111111111111111,,I'll, 11 g affordable housing to the area, restaurants, retail, office space, and public 14. As detailed below, this transformative Project �orok,]W cit' ns of Boynton Beach is // a mixed-use redevelopment Project that will include 300 Xd-;ime residential apartments, as well as approximately 17,000 square feet of resta��nt, eta , and office space, and 150 public 'bK ��K parking spaces. 15. The Project has consisted /earl' years of work, including countless hours spent meeting with residents, businesses �mf�nity stakeholders, as well as city staff, to bring about a Project that will be catalytic fr easy oynton Beach - - The Pierce. This Project will cost $100 1 /1,, million dollars, generate ''llion in annual tax revenues, and create an economic impact north of $9 million per to hefp support, attract and retain east Boynton Beach businesses. 16. ,lin rtantly, it will provide 150 much needed workforce housing units to provide %„ i%roar Boynt residents with a class A living experience at attainable rents, which will help ease the burden for working-class households in Boynton Beach. As part of the Tax Increment Revenue Financing Agreement ("TIRFA"), Affiliated will rent 50% of the units at 80% - 120% of the Area Median Income ("AMI") for a period of 15 years following the completion of the Project. At the end of the 15 -year term, 30% of the units will be rented at the same AMI percentages for an 4 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 710 additional 15 years. At the end of the 30 -year term of affordability, 10% of the units will remain subject to the affordability requirements in perpetuity. 17. In addition, it will provide 150 public parking spaces, which will help support convenient access to nearby businesses and lead to the relocation of Boynton Beach dining and drinking `establishment', Hurricane Alley, who is relocating from the southern portion of the site to Boynton Beach Boulevard, pursuant to a deal BB QOZ has made with them that^k4l4s,40p ensure that this business (and their employees) remain in Boynton Beach foi also lead to nearly half a million dollars in public art improvements future. It will as committed to by BB QOZ.10/00/10 '�" 18. Overall, the Project has garnered overwhel p/11/"diin sd, frt. Several City Commission Add %P meetings have been standing -room -only comprise f%, rters of the Project, including the °gi�oc,, owners of Boardwalk Ice Cream", i.e., the o��ds the business located at the 209 Property, who are on record at public meetings voo/),the°r'support for this Project. As an example of the BB QOZ's investment in the local', Beach community, the Project investors will be substantially comprised of Sout4 Flor�d'a police, fire and general employee pension plans who are committed to investing w,,, ey serve. BB CRA awa d the Iiiroiect to BB OOZ and not CAMALIER or his affiliated entities. o �0/0/0, 19. f In around, September 2020, BB QOZ began actively pursuing properties that surrourfd?8 CRA owned lots, including 115 N. Federal Highway. 20. In or around, December 2020, BB QOZ submitted a Letter of Intent ("LOI") to the BB CRA Board and Staff advising of its interest in pursuing the BB CRA owned site, 115 N. Federal Highway, for purposes of building a transformative redevelopment project. 5 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 711 21. In or around March -June 2021, BB QOZ was informed that CAMALIER was interested in selling his city block property, 114 N. Federal Highway, which is across from the BB CRA owned site and his contiguous property, 209 N. Federal Highway, which is the property that is the subject of the suit. 6 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 712 22. Affiliated and CAMALIER had multiple meetings and calls whereby CAMALIER expressed interest in either selling or contributing (as equity) the 209 Property for purposes of building a project together with the BB CRA owned lots. 23. At that time, in an attempt to negotiate in good faith and at the request of CAMALIER, BB QOZ shared with CAMALIER its proprietary information (via email) with a specific caveat that the proprietary information be kept confidential. Unfortu on CAMALIER's subsequent actions, it was clear that CAMALIER was just,' information to arm himself to try and gain a competitive advantage so that he coulcV BB CRA owned FINk lots with another development group, Hyperion Development TVP yperion") and beat BB �oW/ QOZ to the rights to pursue the Project. MI 24. On or about June 8, 2021, CAM"" yperion (a joint venture collaboration) attempted to jump the line andc ireft, ve"ht/the Request for Proposals and Developer !arands MI 4, Qualifications ("RFP/RFQ") by submi�A a L "requesting the BB CRA Board to work with I" CAMALIER and Hyperion exclus I', B CRA owned site, largely based on the fact that CAMALIER, who was part o��th�eroposing entity, owned the properties at 209 N. Federal Highway and 114 N. Fede t Irm, Pway, and could contribute those properties towards a larger scale 9 project. Acopy of/ III1correspondence sent by Hyperion to BB CRA dated June 8, 2021 is attached IIIIII )W/r/ hereto as Ex it B CRA Board held a meeting on June 9, 2021 and, in response to Hyperion's June 8, 2021 correspondence, elected not to issue the Staff prepared RFP/RFQ to solicit proposals for the BB CRA parcel located at 115 N. Federal Highway. The BB CRA wanted to further explore the LOI submitted by Hyperion and CAMALIER, as well as to allow other developers, including Affiliated, to participate. 7 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 713 26. Notwithstanding and despite CAMALIER's efforts, on or about July 13, 2021, the BB CRA Board voted unanimously to reject the LOI from CAMALIER and Hyperion, and instead appropriately moved forward with a competitive RFP/RFQ. 27. On July 23, 2021, the BB CRA issued a RFP/RFQ for the acquisition and redevelopment of the BB CRA owned parcels. The RFP/RFQ Submittal due date was October 21, 2021. BB QOZ made its Submittal within the stated time frame. �6 28. On November 4, 2021, BB QOZ presented its Submittal the BB CRA Advisory Board. Additional submitted RFPs were made availe BB CRA Board l/%//IOOroll�ro��G�� J Members for upcoming presentation on November 9, 2021. �000� off, 29. On November 30, 2021, BB QOZ/Affiliate w cted in a landslide vote by the /,,; BB CRA Board over five (5) other bidders includi C� I and Hyperion. BB QOZ then /( / i, �%, proceeded to commence negotiations on agree e fthe BB CRA owned site for the Project. � 30. Shortly thereafter, BB QC��ceid a call from CAMALIER and Hyperion stating that BB QOZ needed to buy tt "own everything around it" because 209 N. FEDERAL, FDC, and CAMALIER FEDERAL, FDC, and CAMALIER had the Mayor reach out to BBQOZ vi - specifically asking that BB QOZ consider purchasing the 209 Property. The in nce was simple: you need my property to successfully proceed with the Project. � iii/oa/ �4lyperion, who had an option with CAMALIER to purchase the 209 Property, indicated that the 209 Property would no longer be suitable for Hyperion because BB QOZ won the RFP. Instead, Hyperion asked BB QOZ if it wanted to assume Hyperion's option to purchase the 209 Property. A copy of the correspondence from Hyperion to BB QOZ dated December 23, 2021 is attached hereto as Exhibit `B". Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 714 32. In or around January 2022, after signing a Non -Disclosure Agreement with Hyperion, BB QOZ evaluated the Agreement of Purchase and Sale between Hyperion and CAMALIER for the 209 Property and determined that the price was excessive for the actual value of the Property. In addition, BB QOZ determined that by assuming the purchase option and buying the 209 Property, it overcomplicated the already very complicated Project and presented multiple timing challenges. This business decision was explained to CAMALIER and Hy' ii. Once CAMALIER became aware that BB QOZ was not going to purchase ,Jhq/%' property and Hyperion had no incentive, Hyperion dropped the option and CAM A,�LTER� Pains the owner of the 209 Property. 33. Beginning in or around December 2021 t o gh''° pfy 2022, BB QOZ negotiated with BB CRA Staff and BB CRA Board at significar bo�*iple agreements necessary to move forward with the Project. The RFP/RFQ and,V 's agreements with the BB CRA and the City of Boynton Beach related to the Prat inOWe language that the Project will be subject to City Code, the master plan, and thes,§itO,tipl' 'approval process. Therefore, it was clear, as is the case in all public/private partnehip such as this, that BB QOZ's initial proposal would change as may be necessary in orde h& ply with the City Code and meet the requirements of the City of Boynton Beach. � ti�,,iiiiiii 34. f�Ong ne 7, 2022, the BB CRA Board entered into three (3) agreements including a Purcha-111111111 �o.evelopment Agreement, TIRFA, and a Parking Lease Agreement with BB QOZ/Affiliated. 35. On July 5, 2022, at a City Commission Meeting, BB QOZ received approval on all three (3) BB CRA and City of Boynton Beach agreements memorializing the details of purchasing the BB CRA owned site. 9 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 715 36. In or around September 2022, BB QOZ submitted for site plan approvals and participated in the site plan approval process with City of Boynton Beach staff and the multiple authorities having jurisdiction of the BB CRA owned site property and the Project. Meetings, site plan approval comments and review, coordination with Florida Power & Light ("FPL"), City of Boynton Beach staff, and other related entities were continuous. 37. Approval of the Project by BB CRA includes approval for three (3�4tions of abandonment of roads located near the parcels. Abandonment of Roads is, gg, d by Section Boynton Beach, Part III Land Development Regulations ("LDR"), ChdOFIE,��.rticle II, Planning and ZoningDivision Services Section 2.G.3. �r �U,,,,� 38. At a Special Planning & Zoning Public Me"inn or about February 6, 2023, M.%, /,; °„t BB QOZ received unanimous approval of the Site n�Planning &Zoning Development Board. All notifications and postings were m� oWNJ'm`0ro°'Neither 209 N. FEDERAL, CAMALIER o iol,, nor their representatives attended this m�g to Voice an appropriate objection for consideration by the BB CRA before it approved e it�lan. 39. On or about Fe `�o�-uaryt 21, 2023, the first reading of BB QOZ's updated zoning '� development approvals /�ity Commission commenced and again received unanimous approval. Bonnier "skel, "sq., counsel on behalf of 209 N. FEDERAL, FDC, and CAMALIER, moi ., pppp�u„y� and who at ote po t also represented Hyperion, was present at the public meeting and spoke to objectriN the road abandonment. Ms. Miskel also sent an email and letter stating case law and threatening a lawsuit. A copy of the February 21, 2023 correspondence from Dunay, Miskel and Backman, LLP is attached hereto as Exhibit "C". ]0 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 716 40. On March 2, 2023, counsel for 209 N. FEDERAL, CAMALIER, and FDC requested and was granted additional time to present at the upcoming March 9, 20203 public meeting regarding the Project. 41. On or about March 9, 2023, counsel for 209 N. FEDERAL, FDC, and CAMALIER presented for thirty (30) minutes to the BB CRA Board and the City Commission to voice their objections to the Staff recommendation of approval of three (3) applications forl °"Att nment of /4 // the Northeast Is' Avenue right-of-way, the north alley, and the south alley or around the BB CRA properties. �'" tfi coi��J 42. BB QOZ and BB CRA, in compliance with �'nsiered and presented fir competent and substantial evidence to support an express al mg whether the abandonment would result in "a permanent stoppage, interruptioi'�or ufiacceptable level of service for the /, F subject lot or on neighboring lots, subdivisio Ude' lopments with respect to police, fire, or other emergency services; or solid waste,ova° . 43. Despite 209 N. FEEAM'FDC, and CAIVIALIER's objections, the second reading of BB QOZ's developnt a pfovals again received unanimous approval by the Planning & Zoning Development 1�1 44. C,)(,4//'/" 209 N. FEDERAL, and FDC challenged the approvals by objecting to the abandme% of NE 1st Street, which is necessary for the Project, and claiming that the abandoseverely and detrimentally affect access to Boardwalk Ice Cream's business. This has no basis in fact and is simply frivolous. In truth, BB QOZ has been in constant communication with Boardwalk Ice Cream who has repeatedly been present at public meetings and has publicly supported the Project. Moreover, BB QOZ and Boardwalk Ice Cream have made arrangements for Boardwalk Ice Cream to continue its business at the Project. 11 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 717 45. Having failed to jump the line with his LOI, failed to secure the Project through the RFP process, failed to get BB QOZ to buy the 209 Property at an inflated price and failed to stop the Project from moving forward based on a bogus abandonment argument, CAMALIER shifted gears in order to either get his payday or get a piece of the pie. 46. This is not surprising because CAMALIER has a history of frivolous challenges to development projects, like the Project, where he has not gotten his way. In fac 0 million dollar verdict against CAMALIER's entity, Camalier, LP was affirmed , / nd regarding CAMALIER's interference with a development project by the Penrosq;///Grod*.&e CR -RSC Tower 1, LLC, et al. v. RSC Tower 1, LLC, et al., 429 Md. 387 (Md. 2Q 2/ 6 And 170. 47. To that end, on April 7, 2023, 209 N.D-filed a Petition for Writ of E IOW Certiorari against the City of Boynton Beach argui°,,,tiakpY"substantial, competent evidence to q/ support the City's decision regarding the th A lications of abandonment of roads was presented and as such, it was a departurerop, the§sential requirements of the law. In its Petition, 209 N. FEDERAL is improperly 0 a*�' kIni ' re -litigate the application for abandonment. , 48. In its Petition, 29/9 N. F DERAL states that road abandonments were not part of the Project's original pla", itted to the City of Boynton Beach. However, that is simply a self-serving stateql,2 09 FEDERAL, FDC, and CAMALIER are very well aware of the LOI, '/nq . RFP/RFP, a oval process as they were involved in the same proves themselves. 209 N. FEDE C, and CAMALIER also are very well aware that preliminary submittals are as a matter of course regularly revised during the submittal process to address and resolve issues raised I Respondent, City of Boynton Beach, filed its Response to 209 N. FEDERAL's Petition for Writ of Certiorari on May 17, 2023. The Response is attached as Exhibit "D" and fully incorporated herein for reference. 12 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 718 by the City and other public/private entities involved in these public/private mixed-use developments. To say otherwise is disingenuous. 49. As the City of Boynton Beach states in its Response, 209 N. FEDERAL blatantly ignores the record supporting the City's decision and is improperly asking the Court to reweigh the evidence. 2 209 N. FEDERAL's unfounded accusations are clearly outside the record and are solely meant to delay, harass, pressure, and extort BB QOZ. j r 50. 209 N. FEDERAL in its Petition also falsely asserts that -4i gsed the road r abandonment applications immediately at each stage of approval. It Was ntil CAMALIER, 209 N. FEDERAL, and FDC were advised that BB QOZ was nere9id in purchasing the 209 Property that 209 N. FEDERAL, FDC, and CAMALIER/ ppos(Y4),JHe Project. 51. The true purpose of the Petition and jen stems from BB QOZ's decision to not purchase 209 N. FEDERAL's Property aah°Ad price and thereafter taking a page from oi, CAMALIER's playbook to bring frivol gclai�'knowing it will delay BB QOZ from moving forward causing it substantial dafte, ting to shake them down and force them to overpay, make himJ o of the Project, ect a iin money to not protest. This extortionate behavior cannot Y P be countenanced and is a ble. 52. A§ *o exult o"'209 N. FEDERAL, FDC, and CAMALIER's calculated extortionate behavior, torious interference, abuse of process, bad faith filing and unreasonable conduct, effectiu13, 2023 BB QOZ has been forced to cease all pre -development activity, including advising all the construction and design professionals and consultants involved and engaged in the Project that they are not able to advance any plans or work until the Petition for Writ of Certiorari is resolved. 2 See City of Boynton Beach Response pg. 2. 13 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 719 53. When BB QOZ was awarded the Project, it promised the community, potential tenants, and public and elected officials certain expectations regarding timeframes for completion. BB QOZ's forced inability to meet these expectations solely occasioned by the calculated acts of CAMALIER affects its reputation in the very community that it seeks to redevelop and revitalize. 54. The Project contains a large amount of commercial space (17,000 square feet). BB 4 QOZ has been contacted by potential tenants, but has been unable to provide' definitive '00 timeframes for delivery of the commercial space. There is no way for BB",/,,Q _,determine the effect this delay will have on the viability of the overall Project from �"c' &n'§ku,&ion and financing perspective. 55. In addition, BB QOZ secured a line of credit financing ", t in the of the pre - Id development activity of the Project. Every day the rot delayed forces BB QOZ to incur additional interest, costs and expenses that " "°1V/Z'//Would not have incurred but for 209 N. FEDERAL, FDC, and CAMALIER's cal /0, j�ted Oftortionate behavior, tortious interference, abuse J of process, bad faith and unreason ct. 56. There is no legi'll" Ibasis to the challenge that is being made by CAMALIER, 209 N. FEDERAL, and 1 t the public, properly noticed, City Commission meeting, where 209 N. FEDER4)L�//�&�,t DC, "d CAMALIER were allowed to present their objections, the City a Commission �;Petei*incd, based upon the competent and substantial evidence, that access is not A' VIA, obstrucf(Ed, ted unanimously to approve the abandonment. BB QOZ, along with its partnership with BB CRA and the City of Boynton Beach, has the right to develop and operate the Project. 14 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 720 COUNT I — TORTIOUS INTERFERENCE (CAMALIER) 57. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs 1 through 56 as if fully set forth herein. 58. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. Ai ffr %,, 59. CAMALIER knew of the business relationship as it was involve ikthe invest,,,,ment car i and development of building mixed-use multi -family developments that taet t%met demand and underserved areas within a specified market.�� 60. CAMALIER, by way of its business relation ip Mith 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably int`fe°f�tih BB QOZ's rights by, among ° 1, other things, proceeding with the development 0-1111, e t. 61. As a result of CAMALIER 'sou °ns, B QOZ has suffered damages. WHEREFORE, Plaintiff, BB requests that this Court enter a judgment in favor of BB QOZ for damage",�inding direct and consequential, costs, and interest, along with such other and further relic ed just, equitable, and proper. 'rooaioio,�oriooiooa„ 7UKT, 11— TORTIOUS INTERFERENCE a� (209 N. FEDERAL) 62.', Pla tiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragrd'J*, gh 56 as if fully set forth herein. 63. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. 15 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 721 64. 209 N. FEDERAL knew of the business relationship as it was involved in the investment and development of building mixed-use multi -family developments that target unmet demand and underserved areas within a specified market. 65. 209 N. FEDERAL, by way of filing the Petition for Writ of Certiorari, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 66. As a result of 209 N. FEDERAL's actions, BB QOZ has su ages. WHEREFORE, Plaintiff, BB QOZ, respectfully requests thatit is enter a judgment in favor of BB QOZ for damages, including direct and conseJIq qw, ji / 6sts, and interest, along with such other and further relief deemed just, equitable, 67. Plaintiff, BB QOZ, hereby gOand reasserts the allegations contained in paragraphs I through 56 as if fully seo k 11, herein. 68. BB QOZ has a lui,tnek ationship relating to the development, ownership, and operation of The Pierce. 69. FDC,*ne t'e business relationship as it was involved in the investment and 7/2/c///, development ildipg mixed-use multi -family developments that target unmet demand and a specified market. 70 ............. . �, FDC, by way of its business relationship with 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 71. As a result of FDC's actions, BB QOZ has suffered damages. 16 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 722 WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for damages, including direct and consequential, costs, and interest, along with such other and further relief deemed just, equitable, and proper. COUNT IV — ABUSE OF PROCESS (209 N. FEDERAL) 72. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations ogntained in /iaorrrrriioiaA 1h, paragraphs I through 56 as if fully set forth herein. 73. 209 N. FEDERAL made an illegal, improper, or perverte ocess when it filed the Petition for Writ of Certiorari against the City of Boynton B4h., 74. 209 N. FEDERAL had ulterior motives or os in exercising such illegal, ZJ/ ot i 209 N. FEDERAL failed to improper, or perverted use of process. Specifically, it , %all, 404� I// b sell its 209 Property at an inflated cost, either t9,' 4'BB CRA, or Hyperion or when BB "th 0/%,0 CRA did not award the Project to CAMALIWd perion, or when BB QOZ refused to partner t with CAMALIER, that 209 N. FEDE IRA n to assert frivolous and unfounded objections to the Project, including the filing pf""th6*0ion for Writ of Certiorari. 75. As a result of 20TMw/IFEDERAL's actions, BB QOZ has suffered damages. I,% w, WHEREFO/EPI rt i , BB QOZ, respectfully requests that this Court enter a judgment r/ in favor of BB OZ"Ifox damages, including direct and consequential, costs, and interest, along with such' 'fiW further relief deemed just, equitable, and proper. COUNT V — EXTORTION (CAMALIER) 76. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs I through 56 as if fully set forth herein. 17 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 723 77. Pursuant to Florida Statute Chapter 772 civil remedies exist for practices and actions that are considered criminal in nature. That Statute defines "criminal activity" as: a means to commit, to conspire to commit, or to solicit, coerce, or intimidate another person to commit: (a) Any crime that is chargeable by indictment of information under the following provisions. 78. One of the provisions referenced in Fla. Stat. 772.102(1)(a) is Section 836.05 4/41, relating to extortion. 79. Under Section 836.05, extortion is defined as: 66 11 Whoever, either verbally or by a written or printed communic410 i sly threatens tio maliciously threatens to accuse another of any crime or offense, or by such communkp..." �I "k an injury to the person, property or reputation of another,,,o)rp), aliab�" sly threatens to expose or to impute any deformity another to disgrace, or to expose any secret affecti or lack of chastity to another, with intent thereY' A money or any pecuniary advantage whatsoever, or with intent to compel 'on so threatened, or any other Ell person, to do any act or refrain from doing aha m,,a' " nst his or her will. 80. Pursuant to Section 772.104(1 evidence that he or she has been inj who proves by clear and convincing of any violation of 772.103 and the definition of criminal activity set forth in 772.t,',92'0,,cl'l.,S"ddssed above, is entitled to recover threefold the actual damages sustained as well as r44onabl" attorneys' fees and costs. khh./ 81. The actio AMALIER, as more particularly set forth in the incorporated paragraphs herei,51 pu efully and in a calculated fashion putting BB QOZ in a position that J11, �rlh 7,, if it did not a4ree its demands for an inflated purchase price of the 209 N. FEDERAL Property or let C01 IER have a piece of the pie, it would not allow BB QOZ to proceed with the development of the Project and cause immeasurable damage to BB QOZ, constitutes extortionate behavior as set forth under Section 836.05. 18 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 724 WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for treble damages flowing from its extortionate acts, reasonable attorney's fees and costs, along with such other and further relief deemed just, equitable, and proper. JURY TRIAL DEMAND Plaintiff hereby demands a trial by jury on all matters so triable. /iaorrrrriioia! ke r bring a claim tive damages JJiii,,,., 1= eRR BB QOZ reserves the right to amend its complaint to upon the proper showing. Dated: May 22, 2023. tted, NG TEASDALE LLP ►ra Circle, Suite 1250 Clrofral Gables, Florida 33134 telephone: (305) 371-8809 Telecopier: (305) 448-4155 By: /s/Nicole P. Planell Glen H. Waldman, Esq. Fla. Bar No. 618624 oiaioioiii iir% gwaldman(Leatllp.com '� Nicole P. Planell Esq. Fla. Bar No. 72325 ppppu/r nplanellL�atllp.com FOR SERVICE OF PLEADINGS: mialnief lingL&atllp.coin 19 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 725 01 EXHIBI pow" hm 726 8 June 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Attention: Mr. Michael Simon, Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 115 N Federal Highway Dear Mr. Simon, Hyperion Development Group (www.hypdcv.c0 m) is purchasing 114 N Federal Hi4h*a' a �9 N Federal Highway from long time property owner F Davis Camalier. In collaboration with to City�,,of Boynton Beach and local stakeholders we propose to combine the full blocks east and west of North Fe� Lighway into a cohesive sh master plan with a mix of uses including multifamily, office, hotel, retail, p " ift garage, restaurants with outdoor seating and ample green space (a preliminary indicative massing is attaclYP� To' ards this end we propose to purchase the City owned property at 115 North Federal Highway on/pt6 and seek to assemble the rest of the privately owned sites in a manner which is sensitive to the nee6calowners. of � As soon-to-be owners of both 114 N Federal Highway and 2p NN e�1Highway, we are well positioned to make this a reality. As developer of a broader master plan we a snot", �nstramed by making each site work financially on its own, and can allow for careful, thoughtful planning ' cora both sides in a way that will best shape and enhance the urban experience. We would seek to cotyou, the CRA and the City of Boynton Beach to optimize the plan so that the Boynton Beach comity g ,the project it deserves. As important, we have the experience andfi�6dnci�`Iq/f ability to execute this vision. The partnership of our firm includes Winter Properties (www.whiter . `Novy York real estate investor and developer with a 100 year track record, and a related company of Stand' rdies, a privately held global industrial company with in excess of $613 in annual revenue. (www.,Stancla hi(l irC .corn). Project execution is assured through our experience. For six years I was President of ResidentiI'll,�lopment at Silverstein Properties in New York City, a developer, owner and manager of over 40 millio,uare feet of office, residential and mixed-use properties, and the firm that redeveloped the World Trade ( "gipW,Our leadership team has worked with me for years at Silverstein and elsewhere. Recently H erion in development on a large-scale mixed use project in West Palm Beach and has won an RFP compete f i for a large mixed use master plan in New York. We would welc me a ,oplfi>rtunity in the near future to get to know one another. This would include demonstrating our fmanciaFrc ct ciabilities in a more private setting to provide the level of reassurance you require. In the v meantim we r�°C�fully request that you postpone issuance of the RFP pending your having had an opportunity to become bier accjtzainted with our proposition. Thank you for your consideration. Sincerely, Robert Vecsler Principal and CEO, Hyperion 727 Scenario 1 - Preliminary Indicative Project Massing — Controlled Sites + City Site /iaorrrrrioial Vale 6" 728 Scenario 2 - Preliminary Indicative Project Massing — Full Assemblage 729 EXI f00270403.DOCX 1 730 December 23, 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Ms. Thuy Shutt, Executive Director BBCRA 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 209 N Federal Highway Dear Ms. Shutt, //400,0011/dkg Hyperion Group ("Hyperion") is in contract to purchase 209 N Federal Highway��FH") from long ,, time property owner F Davis Camalier ("Seller") through a purchase and,, le ag eemt ('SA" ). 1. Hyperion is open to working with all parties to assign the PSA on 7` 9 NF to Affiliated Development, to the betterment of Affiliated's site pian and the Boeach community as a whole. We would endeavor to work expeditiously to elfect�w�psaction to the satisfaction of all. 0„%,IF / 2. We look forward to working with the Boynton Bea Ce City of Boynton Beach and the community on initiatives which can best positlo yoo successfully initiate and complete its development at 114/222 N. Federal Highw ;°��he benefit of the City of Boynton Beach and the community. Wishing you a Merry Christmas and loo kingwarworking collaboratively with you. %„l�% r Sincerely, ////'Zo7�� t Robert Vecsler Principal and CEOaerion�°� CC: %%O/%/////' Ms. LorirtVerriere, City Manager, Boynton Beach City Commission Mr. Andrew lack, Assistant City Manager Ms. Kathryn Matos, Assistant City Manager Mr. Jeff Burns, CEO, Affiliated Development Bonnie Miskel, Esq. 731 EXI A f00270403.DOCX 1 732 YUNAYGm y Dunay Hope cafficun chrWina Bkrfl6 M I S K 1010101 1111M 1111111. Biimn�e 04WM 5cou Backman Uwayinie Dickerson Cle Zachw ii ades Damll F. MiUpdge JeMey Schn6der BACKMAN EIA k Wfirian MaWifniv C scon �(I�pSwn woks Sara lhonnllncin February 21, 2023 Craig Pinder, Planner 11 City of Boynton Beach Planning and Zoning Division 100 East Ocean Avenue 4 Boynton Beach, FL 33435 oftl RE: The Pierce - Three Abandonment Applications Dear Mr. Pinder: EMERGE 11 M. M (0*vnetts, it tAtul� severely,?*4 ktrioe* ",,. ty-Ahea, -iii��!ct#* its tew 2 it's.* us it- ess—., t4liti**Al Slg*ific�-!*t i the abandonment criteria, as spe " p41 ction 2.G.3 of the City's Land Development Regulations ion 2,G.3 provides as follows: a. Access. Does the subj ct I d", vide a legal means of access to a lot of record, subdivision, or development? WoUl fj)j))Xn vacation of abandonment cause or result in a permanent stoppage, interruption, or an 14,20�ptable level of service for the subject lot or on neighboring lots, subclivision�/," devel'60ments with respect to police, fire, or other emergency services; or solid waste rem &va b. Util t, Qsubject land contain, support, or allow potable water, sanitary sew, or any other uti I able, telephone, electricity, gas, etc.), which would be permanently stopped or ......... . . . . . . I , or cause an unacceptable level of service to the subject lot or neighboring lots, su ivisions, or developments? c. Drai age and Wastewater Management. Does the subject land contain, support, or allow a legal means of drainage or wastewater management for such lot or on neighboring lots, subdivisions, or developments, which would cause or result in a stoppage, interruption, or unacceptable level of service? d. Conservation, Does the subject land contain, support, or allow the means for the conservation or 14 a, Ila. 4fl-p Stred, Suke,36, Uora VMton, FL 33432 IeL N61� 405-3300 [`ax: 1560 409-23411 wvvw drnbhlaw cuimrr 733 acceptable level of service for ... neighboring lots . . . with respect to police, fire, or other emergency services." Currently, ingress and egress to the Property is located on NE 1st Avenue, which may be acce.. e WWVMWb0*AAhA_1�14_#L that is immediately contiguous to our client's Property is not being abandoned, the balance of NE Ist Street will be, which currently serves my client's Property. Further, if emergency services are required, both East Ocean Avenue and East Boynton Beach Boulevard in order to access the property via NE 4th Street. Additionally, emergency responders may also travel southbound on Federal Highway. If the A lication is a roved and when con r i n f h Pr ............ ................ or other emergency services. 0enue, then immediately turn fi o e to access the Property. r WWI PF 0 KMAVMOM�&�PW� q"YT7:FM well in order to return in the direction they,,/,,/, to and from the Property. 10. onments, our client is entitled to several causes of action. 3A j 2. 'ev"No IIJ111 �1011111`1 Second, pursu4pt to iami v. Florida East Coast Ry. Co., the Florida Supreme Court held that an abutting owner will Wha se of action against another owner who is obstructing access or travel upon any 'Ibis cause of action allows the abutting owner to enforce its right of access for roadway vacatec1/r09,,,,dj%111T, purposes, /cifically, the Court stated that "the platting of land and the sale of lots pursuant thereto creates as between the grantor and the purchaser of the lots a private right to have the space marked upon the plat as streets, alleys, etc., remain open for ingress and egress and the uses indicated by the distinctively marks each roadway The Pierce seeks to abandon, roadways that have been servicing my client's Property for many years. Therefore, in addition to the City's obligation to compensate our client for the loss of a property right, our client may bring suit against the owner of The Pierce for deprivation of roadway access. TO,CSI W1405-33300 Fax�d56fl4019-2341 wwwAinbMaw.com 734 I a 17117m: I Tj- r # n1m., , -?pproval of these three abandonments, You may contact me at stho, or 561-405- 3363. Thank you and I look forward to hearing from you. �14 k-ara Thompson, Esq. cc: Ty Penserga, Mayor (by email) Angela Cruz, Vice Mayor (by email) Woodrow L. Hay, Commissioner (by email) Thomas Turkin, Commissioner (by email) Aimee Kelley, Commissioner (by email) Ovmu Amanda Radigan, Director, Planning and Zoning (by email) Michael D. Cirullo, Jr., Esq. (by email) Bonnie Miskel, Esq. (by email) % . ..... . . . (�)(CC, I4 S L 4flhi Suac '36, Roi,(:a Raton, 11- 1. 33432 Tel, � �56'� 1405-3300 -ax%fl 409-2341 wvvw dirnbWamcurn 735 736 1X4 737 1X4 738 1X4 739 1X4 740 1X4 741 1X4 742 1X4 743 1X4 744 1X4 745 1X4 746 1X4 747 1X4 748 1X4 749 1X4 750 1X4 751 1X4 752 1X4 753 1X4 754 1X4 755 1X4 756 1X4 757 1X4 758 1X4 759 1X4 760 1X4 761 1X4 762 1X4 763 1X4 764 1X4 765 1X4 766 1X4 767 1X4 768 1X4 769 1X4 770 1X4 771 1X4 772 1X4 773 1X4 774 1X4 775 1X4 776 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 OLD BUSINESS AGENDA ITEM 13.1) SUBJECT: Update on Status of Joint City/CRA Meeting regarding Draft Scope to Amend the 2016 Community Redevelopment Plan SUMMARY: At the July 11, 2023 CRA Board meeting, it was the consensus of the Board to have the joint meeting before the CRA Board's September 12th or October 10th meeting from 5:30 PM to 6:30 PM and reschedule the CRA Board meeting to 6:30 PM. The Board also directed staff to coordinate with the City staff and City Attorney for attendance and IT/technical support. City staff indicated that since the City's Budget adoption meeting has been rescheduled to September 14, 2023, the joint meeting to discuss the CRA Plan Amendment Scope of Work may be scheduled on September 12, 2023 at 5:30 PM. Final approval from the CRA Board is requested for CRA staff to finalize the meeting logistics with City staff and our vendors. Background: The CRA was established in 1981, and expanded in 1987 to 1,650 acres. This area met the "finding of necessity" with the existence of slum and blighted conditions, which include physical or economic conditions that threatens quality of life, such as but not limited to, aging and obsolete structures; lack of affordable housing; higher incidence of crime; and/or inadequate/substandard infrastructure which are too costly to redevelop and a disincentive to private investment (see Attachment 1). The current CRA Community Redevelopment Plan was adopted by the City Commission on October 4, 2016, and consolidated four existing plans: The Heart of Boynton Plan, Federal Highway Corridor Community Redevelopment Plan, Ocean District Community Redevelopment Plan, and Downtown Vision and Master Plan. The Plan organized the CRA area into six districts, providing specific recommendations for each, including future land use, urban design and streetscapes. Some of the site-specific future land use recommendations have already been implemented; the others will be implemented incrementally through private development and occasional preemptive, City -initiated actions (see Attachment 11). As part of the 2016 CRA Plan adoption, there were five public workshops and four public hearings starting in November 2015 and ending on October 2016. CRA Plans typically are updated every five years due to changed circumstances that align with statutory requirements, 777 local needs, development and economic conditions, and/or other factors. In the Boynton Beach CRA's case, the changes in the statutes in 2019, COVID-19 pandemic, and current economic conditions have played an important part in the implementation of the Plan and warrants an amendment to the 2016 Boynton Beach Community Redevelopment Plan. Since 2016, and in spite of the events described above, the BBCRA has successfully implemented seven major redevelopment projects within the CRA area. These include the successful completion of the Boynton Harbor Marina, the civic components of Town Square, the Ocean Breeze East Affordable Housing project, the on-going construction of the Heart of Boynton Village Apartments and Shops, and the fully executed agreements for the Cottage District Affordable Workforce Infill Housing Project and The Pierce Mixed -Use Project. Additionally, the Boynton Beach Boulevard Complete Street is currently being funded by $2.9 Million in state (FDOT) and federal (FLAP) funds and is scheduled for construction in FY 2024-2025. On February 13, 2023, the CRA Board directed staff to bring back a draft Scope of Work (SOW) that would encompass necessary visioning process for Downtown Boynton Beach and for the continued redevelopment of the properties within the CRA area. Proposed Amendment: CRA staff has prepared a preliminary SOW (see Attachment III) for the Board's consideration. Staff has the ability to do the work, but not in the most expeditious way given the current work load with upcoming projects. Additionally, there are also work load issues at the various City departments if this project is to be done in-house. The tasks described in the SOW will provide a format to procure the necessary consultant services to amend the CRA Plan. The goals and objectives of this project are as follows: • Update the Plan to reflect statutory requirements; • Provide a framework that would continue to leverage CRA resources with private investments; • Provide strategies to incorporate innovative growth management and development practices to foster a resilient economy while protecting natural resources; • Document completed, current and ongoing efforts, while identifying and prioritizing future projects that may be accomplished in the next 15 years; and, • Provide a plan that can accommodate a smooth transition of the management of the City's redevelopment activities when the CRA sunsets in 2044. CRA staff anticipates that the CRA Plan Amendment process will take approximately 12-15 months, including the Request for Proposal (RFP) and consultant selection process. A request for input was sent to various City Departments on April 14, 2023 (see Attachment IV). The May 4th and June 1 st CRAB meetings were cancelled due to lack of a quorum. It is anticipated that City Commission will be appointing new CRAB members to fill the five vacant seats after the adoption of the new ordinance that will streamline the application and operational procedures for all city advisory boards. Comments from City staff, along with input from the CRAB will be reviewed with the City and CRA legal counsels and will be incorporated into the final RFP draft for the CRA Board's consideration at the earliest available CRA Board agenda. At the June 13, 2023 CRA Board meeting, CRA staff was directed to coordinate with City 778 Manager and staff for a date to hold a joint City -CRA Board meeting in September to discuss the CRA Plan Amendment as it pertains to modification of the CRA boundaries. This would allow new CRAB members to be brought up to speed on the CRA in general and the assignment to review the Scope of Work for the CRA Plan Amendment. After initial discussion with City staff, the best time for a joint meeting in September would be before the September 12th CRA Board meeting or before the October 10th CRA Board meetings due to the pending budget meetings and other important meetings that needs to occur in the next couple of months. Please note of the upcoming conferences such as the IEDC (September 17-20), ICMA conference (September 30 -October 4), City Lab (October 18- 20), and FRA (October 24-27). FISCAL IMPACT: Staff anticipates that the project will cost approximately $300,000, including a 20% contingency, has been recommended in the FY 2023-2024 Budget. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRAB RECOMMENDATION: At their June 1, 2023 CRAB meeting, there was a lack of a quorum due to an emergency that was caused by the severe weather. The three board members who were present decided to have a discussion on the proposed Scope of Work. After the discussion, it was acknowledged that four new members may be appointed to replace the outgoing members and therefore more input from other board members would be needed. Chair Cobb volunteered to attend the June 13, 2023, CRA Board meeting to request for additional time for CRAB to review and provide comments on the proposed the Scope of Work. CRA BOARD OPTIONS: To be determined based on CRA Board discussion. ATTACHMENTS: Description • Attachment I - Florida Statutes Section 163.340, Definitions • Attachment II - 2016 Boynton Beach Community Redevelopment Plan • Attachment III - 2023 Preliminary CRA Plan Amendment Scope of Work • Attachment IV - April 14, 2023 Email Request for Input to City Departments for CRA Plan Amendment SOW 779 4/4/23, 3:25 PM Statutes & Constitution :View Statutes : Online Sunshine Select Year: 2022'v Go The 2022 Florida Statutes (including 2022 Special Session A and 2023 Special Session B) Title XI COUNTY ORGANIZATION AND INTERGOVERNMENTAL RELATIONS Chapter 163 View Entire INTERGOVERNMENTAL Chapter PROGRAMS 163.340 Definitions.—The following terms, wherever used or referred to in this part, have the following meanings: (1) "Agency" or "community redevelopment agency" means a public agency created by, or designated pursuant to, s. 163.356 or s. 163.357. (2) "Public body" means the state or any county, municipality, authority, special district as defined in s. 1 1(7), or other public body of the state, except a school district. (3) "Governing body" means the council, commission, or other legislative body charged with governing the county or municipality. (4) "Mayor" means the mayor of a municipality or, for a county, the chair of the board of county commissioners or such other officer as may be constituted by law to act as the executive head of such municipality or county. (5) "Clerk" means the clerk or other official of the county or municipality who is the custodian of the official records of such county or municipality. (6) "Federal Government" includes the United States or any agency or instrumentality, corporate or otherwise, of the United States. (7) "Slum area" means an area having physical or economic conditions conducive to disease, infant mortality, juvenile delinquency, poverty, or crime because there is a predominance of buildings or improvements, whether residential or nonresidential, which are impaired by reason of dilapidation, deterioration, age, or obsolescence, and exhibiting one or more of the following factors: (a) Inadequate provision for ventilation, light, air, sanitation, or open spaces; (b) High density of population, compared to the population density of adjacent areas within the county or municipality; and overcrowding, as indicated by government -maintained statistics or other studies and the requirements of the Florida Building Code; or (c) The existence of conditions that endanger life or property by fire or other causes. (8) "Blighted area" means an area in which there are a substantial number of deteriorated or deteriorating structures; in which conditions, as indicated by government -maintained statistics or other studies, endanger life or property or are leading to economic distress; and in which two or more of the following factors are present: (a) Predominance of defective or inadequate street layout, parking facilities, roadways, bridges, or public transportation facilities. (b) Aggregate assessed values of real property in the area for ad valorem tax purposes have failed to show any appreciable increase over the 5 years prior to the finding of such conditions. (c) Faulty lot layout in relation to size, adequacy, accessibility, or usefulness. (d) Unsanitary or unsafe conditions. (e) Deterioration of site or other improvements. (f) Inadequate and outdated building density patterns. (g) Falling lease rates per square foot of office, commercial, or industrial space compared to the remainder of the county or municipality. 780 www. Ieg. state.I us/Statutes/index.cfm?App_mode=Displ ay_Statute&Search_String=&U RL=0100-0199/0163/Sections/0163.340. htmI 4/4/23, 3:25 PM Statutes & Constitution :View Statutes : Online Sunshine (h) Tax or special assessment delinquency exceeding the fair value of the land. (i) Residential and commercial vacancy rates higher in the area than in the remainder of the county or municipality. (j) Incidence of crime in the area higher than in the remainder of the county or municipality. (k) Fire and emergency medical service calls to the area proportionately higher than in the remainder of the county or municipality. (l) A greater number of violations of the Florida Building Code in the area than the number of violations recorded in the remainder of the county or municipality. (m) Diversity of ownership or defective or unusual conditions of title which prevent the free alienability of land within the deteriorated or hazardous area. (n) Governmentally owned property with adverse environmental conditions caused by a public or private entity. (o) A substantial number or percentage of properties damaged by sinkhole activity which have not been adequately repaired or stabilized. However, the term "blighted area" also means any area in which at least one of the factors identified in paragraphs (a) through (o) is present and all taxing authorities subject to s. 163.387(2)(a) agree, either by interlocal agreement with the agency or by resolution, that the area is blighted. Such agreement or resolution must be limited to a determination that the area is blighted. For purposes of qualifying for the tax credits authorized in chapter 220, "blighted area" means an area as defined in this subsection. (9) "Community redevelopment" or "redevelopment" means undertakings, activities, or projects of a county, municipality, or community redevelopment agency in a community redevelopment area for the elimination and prevention of the development or spread of slums and blight, or for the reduction or prevention of crime, or for the provision of affordable housing, whether for rent or for sale, to residents of low or moderate income, including the elderly, and may include slum clearance and redevelopment in a community redevelopment area or rehabilitation and revitalization of coastal resort and tourist areas that are deteriorating and economically distressed, or rehabilitation or conservation in a community redevelopment area, or any combination or part thereof, in accordance with a community redevelopment plan and may include the preparation of such a plan. (10) "Community redevelopment area" means a slum area, a blighted area, or an area in which there is a shortage of housing that is affordable to residents of low or moderate income, including the elderly, or a coastal and tourist area that is deteriorating and economically distressed due to outdated building density patterns, inadequate transportation and parking facilities, faulty lot layout or inadequate street layout, or a combination thereof which the governing body designates as appropriate for community redevelopment. For community redevelopment agencies created after July 1, 2006, a community redevelopment area may not consist of more than 80 percent of a municipality. (11) "Community redevelopment plan" means a plan, as it exists from time to time, for a community redevelopment area. (12) "Related activities" means: (a) Planning work for the preparation of a general neighborhood redevelopment plan or for the preparation or completion of a communitywide plan or program pursuant to s. 163.365. (b) The functions related to the acquisition and disposal of real property pursuant to s. 163.370(4). (c) The development of affordable housing for residents of the area. (d) The development of community policing innovations. (13) "Real property" means all lands, including improvements and fixtures thereon, and property of any nature appurtenant thereto or used in connection therewith and every estate, interest, right, and use, legal or equitable, therein, including but not limited to terms for years and liens by way of judgment, mortgage, or otherwise. (14) "Bonds" means any bonds (including refunding bonds), notes, interim certificates, certificates of indebtedness, debentures, or other obligations. (15) "Obligee" means and includes any bondholder, agents or trustees for any bondholders, or lessor demising to the county or municipality property used in connection with community redevelopment, or any assignee or 81 www. Ieg. state.I us/Statutes/index.cfm?App_mode=Displ ay_Statute&Search_String=&U RL=0100-0199/0163/Sections/0163.340. htmI 4/4/23, 3:25 PM Statutes & Constitution :View Statutes : Online Sunshine assignees of such lessor's interest or any part thereof, and the Federal Government when it is a party to any contract with the county or municipality. (16) "Person" means any individual, firm, partnership, corporation, company, association, joint stock association, or body politic and includes any trustee, receiver, assignee, or other person acting in a similar representative capacity. (17) "Area of operation" means, for a county, the area within the boundaries of the county, and for a municipality, the area within the corporate limits of the municipality. (18) "Housing authority" means a housing authority created by and established pursuant to chapter 421. (19) "Board" or "commission" means a board, commission, department, division, office, body or other unit of the county or municipality. (20) "Public officer" means any officer who is in charge of any department or branch of the government of the county or municipality relating to health, fire, building regulations, or other activities concerning dwellings in the county or municipality. (21) "Debt service millage" means any millage levied pursuant to s. 12, Art. VII of the State Constitution. (22) "Increment revenue" means the amount calculated pursuant to s. 163.387(1). (23) "Community policing innovation" means a policing technique or strategy designed to reduce crime by reducing opportunities for, and increasing the perceived risks of engaging in, criminal activity through visible presence of police in the community, including, but not limited to, community mobilization, neighborhood block watch, citizen patrol, citizen contact patrol, foot patrol, neighborhood storefront police stations, field interrogation, or intensified motorized patrol. (24) "Taxing authority" means a public body that levies or is authorized to levy an ad valorem tax on real property located in a community redevelopment area. History.—s. 3, ch. 69-305; s. 1, ch. 77-391; s. 1, ch. 81-44; s. 3, ch. 83-231; ss. 2, 22, ch. 84-356; s. 83, ch. 85-180; s. 72, ch. 87-243; s. 33, ch. 91-45; s. 1, ch. 93-286; s. 1, ch. 94-236; s. 1447, ch. 95-147; s. 2, ch. 98-201; s. 1, ch. 98-314; s. 2, ch. 2002-294; s. 7, ch. 2006-11; s. 1, ch. 2006-307; s. 20, ch. 2013-15; s. 7, ch. 2015-30. Copyright © 1995-2023 The Florida Legislature • Privacy Statement • Contact Us 782 www. Ieg. state.I us/Statutes/index.cfm?App_mode=Displ ay_Statute&Search_String=&U RL=0100-0199/0163/Sections/0163.340. htmI .......... 1 t ��JJJ�rJ�J��JJJJ �ff��JJJ "I ��oiaaaaaaaa��aaaia��iaa iJ�iaaaail Min 3 784 Boynton Beach Community Redevelo ent Plan PM on", dAow / T01 B EAC H 'C 'A Steven B. Grant, Mayor Mack Mcray, Vice Mayor Justin Katz, Commissioner Joe Casello, Commissioner Christina Romelus, Commissioner CRA ADVISORY BOARD Linda Cross, Chair Robert Pollock, Vice Chair Paula Melley, Board Member CRA BOARD Steven B. Grant, Chair Mack Mcray, Vice Chair fustin Katz, Board Member WILIMMI 0TWWWROTIJ.'"1107001 I Lori LaVerriere, City Manager Vivian Brooks, Executive Director Michael Simon, Assistant Director Rick Maharajh, Board Member Andrew Mack, Development Director James DeVoursney, Board Member Michael Ruf Planning and Zoning Director Thomas Murphy, Jr., our Member Amanda Bassiely, Senior Planner/Urban Designer Allan Hendricks, Board Member Hanna Matras, Senior Planner Adoption Date.- October 4, 2016 3 785 Executive The City of Boynton Beach created the Boynton Beach Community Redevelopment Area and Agency in 1982 as a tool for the redevelopment of the downtown area. Through several expansions, the area has grown to its current size of 1,650 acres. Until now, the redevelopment activities were guided by four different plans that overlapped and did not provide a focused vision for the entire CRA area. In August 2014, the City Commission and CRA Board held a Strategic Planning Initiative work session, out of which came a high priority recommendation to consolidate the existing plans with a comprehensive update that would reflect the changes in economic environment, the objectives, as well as the achievements of the previous efforts. There has been a consensus that, in spite of these significant achievements, the vision of a vibrant downtown with revitalized corridors has yet to be realized. The first phase of the consolidation—the analysis of the current conditions—confirmed this assessment and provided a base for the Plan's recommendations. The overarching goal of creating this comprehensive CRA Plan is to provide a clear and consistent vision for the CRA District and therefore predictability for new development and investment in the area. It effectively and clearly communicates the direction of the Community Redevelopment Agency and key redevelopment opportunities. It also covers areas of the CRA District that have not, in the past, had formally adopted plans. KEY FINDINGS OF THE EXISTING CONDITION ANALYSIS The Existing Condition Report and the related research yielded the following findings: Population: • A significant population growth is projected for the area by 2035: the current population of 12,000 is projected to grow by 52%, to about 18,200; • There is a significant racial and ethnic diversity: the area's profile shows approximately 52% Whites, 42% Blacks/African Americans and 12% Hispanics; • There is a high share of the elderly: nearly one-fifth of all residents are 65 or older; • The level of education is generally low: in most areas, less than 20% of population has a Bachelors' degree; • Median household income is low: below $33,000 in much of the area, as compared to about 4 786 $44,000 for the City as a whole and $52,000 for the Palm Beach County. Housing: • Housing stock is old: some 60% of homes were built prior to 1971. • Median values of homes in all categories are low: 78% of single-family homes and condominiums and 48% of townhomes have a taxable value below $100 K. • Housing ownership is low: at 56.1 %, compared to 64% for the City as a whole and 70% for the Plam Beach County. • Some 17% of homes are used only for seasonal, recreational or occasional purposes. KEY RECOMMENDATIONS The CRA Plan is organized into six districts, identified according to their character, history, location and land use make-up: the Industrial Craft District, the Heart of Boynton District, the Cultural District, the Boynton Beach Boulevard District, the Downtown District and the Federal Highway District. Each district plan reflects a unique vision based on its role in the CRA. Achieving the vision and ultimate role of each district is facilitated by both general and specific recommendations involving topics ranging from the structure of the City's Future Land Use Classifications to the undergrounding of public utilities. Below are the three key recommendations that will have the greatest benefit to the redevelopment of the CRA. Change in the Future Land Use Structure of the Comprehensive Plan The Plan proposes changes to the existing future land use (FLU) and zoning structures. For example, the Mixed Use Core future land use classification currently allows a maximum density of 80 dus/acre, and the Mixed Use classification allows a maximum density of 40 dus/acre. The Plan proposes to establish a third mixed-use classification to fill this intensity gap. This action will facilitate a more appropriate transition in land use densities and intensities characteristic of the newly recognized Districts, and allow the establishment of secondary activity centers called nodes, to support redevelopment of Town Square, property at the future rail station and at Woolbright Road and Federal Highway. Application of the Complete Streets design principles The Plan proposes the redesign of most major streets within the CRA according to the Complete Streets design principles in order to implement the connectivity and walkability objectives of the Plan. Achieving this objective is critical to the Plan's success which depends on the interconnection of planning districts in a CRA that occupies over 1,600 acres consisting of all types of land uses and varying land use densities and intensities. By building complete streets throughout the CRA, the ideal circulation system will be established to accommodate residents, workers, commuters and visitors traveling within the downtown. These principles will be applied to both public improvements as well as private development to ensure that adequate space is secured to accommodate all components of a complete street including vehicle travel lanes at appropriate widths for the downtown, parking, bike lanes, the "pedestrian zone" and beautification. 5 787 Urban Design Guidelines The Plan recommends adoption of a comprehensive urban design framework to ensure that the built environment achieves the intended physical vision for the CRA— high quality buildings and vibrant, rich public realm, creating the places in which people will want to live, work and relax. The design guidelines will foster sustainable and predictable development in all districts while helping to realize the Plan's vision for each. For example, to achieve the desired image and function of Ocean Avenue within the Cultural District, which will built upon its unique scale and ability to accommodate special events, the regulatory standards will address building heights, massing, setbacks and uses. MOVING FORWARD The 2016 Boynton Beach Community Redevelopment Plan will guide the community through the redevelopment of the CRA District for another twenty years. The Plan will be relied upon by staff and elected officials to guide policy recommendations and decisions regarding private development, public improvements and in formulating the annual CRA budget. 788 789 790 Updating the Vision 12 Public Participation Process 17 Planning Considerations and Strategies 19 Organization of the Plan 25 VISDN & Mission Statement 30 The Vision 31 Goals and Principles 32 ,A "J/'��1"V Connectivity Plan 37 Land Use & Zoning 49 VIII VIII I VIII VIII I D.mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm .mm ..w )3 Boynton each Boulevard District 55 Cultural District 71 Downtown District 81 Federal Highway District 93 Heart of Boynton District 105 Industrial Craft District 119 E. IMPLEMENTATION . .. . ..... 127 Introduction 128 Planning & Policy 129 Development Projects 130 Initiatives & Programs 131 Appendix 1: Existing Future Land Use Map 134 Appendix 2: Recommended Future Land Use Map 136 Appendix 3: Recommended Connectivity Map 138 Appendix 4: Workshop Polling Results 140 Appendix 5: Exisiting Conditions Analysis 144 9 791 The Boynton Beach Community Redevelopment Area and Community Redevelopment Agency (both commonly referred to as the "CRA") were established in 1982, and the area was incrementally expanded over a 16 -year period to ultimately envelop approximately 1,650 acres (see location map on opposite page). With the incremental establishment of the CRA came the incremental preparation of redevelopment plans required to guide private development and support the funding and construction of public infrastructure improvements. Chapter 163 Part III of the Florida Statute enables local governments to designate parts of their jurisdictions as Community Redevelopment Areas after a determination that "slum and blight" criteria have been met. Examples of conditions that can support the designation include, but are not limited to, the presence of substandard or inadequate structures, a shortage of affordable housing, inadequate infrastructure, insufficient roadways, and inadequate parking. To document that the required conditions exist, the local government must survey the proposed redevelopment area and prepare a Finding of Necessity. If the Finding of Necessity confirms the existence of such conditions, the local government may create a Community Redevelopment Area where the tools would be applied intended to foster and support redevelopment. Pursuant to state law, the City of Boynton Beach approved Resolution 81 -SS and therefore established the Community Redevelopment Agency to administer its programs and activities, and subsequently, through Resolution 82 -KK, declared the downtown area to be "blighted" and created the Community Redevelopment Area. The boundaries of the originally -designated area, generally encompassing the Central Business District zoning district within the original downtown, were expanded in October of 1982, by Resolution 82 -BBB. As per state requirement, the first redevelopment plan for "Downtown Boynton Beach" was adopted in 1984 by Ordinance 84-32. Three more expansions were made to the CRA between 1984 and 1998, beginning with a small extension of the boundary in April of 1984 by approval of Resolution 84 -II. More sizeable expansions of the CRA followed in 1987 and 1998. By Resolution No. 87-QQQ, the 1987 expansion included a 518 -acre area bounded by the Boynton (C-16) Canal to the north, the Florida East Coast Railroad to the east, Ocean Avenue to the south and Interstate 95 to the west. The Plan for this area was adopted in December of 1989 by Ordinance 89-49. This area subsequently became referred to as the "Heart of Boynton". The 1998, and last significant expansion was approved by Ordinance 98-33 and extended the CRA area along Federal Highway (east of the FEC Railroad corridor) to both the north and south city limits. This 794 expansion also included the industrial area located on the northwest corner of Boynton Beach Boulevard and Interstate 95. These expansions were recommended by the "Boynton Beach 20/20 Redevelopment Master Plan." This plan was completed in 1998 as a product of an American Assembly forum held to "chart a positive course for the City". The scope of the plan included the entire area east of 1-95; however, it emphasized the CRA, recognized the existing CRA plans, and recommended the expansion of the CRA to include the industrial area west of 1-95, the Federal Highway corridor, and that portion of the municipal campus located south of Ocean Avenue. Subsequent to 1998, the land area of the CRA has only been increased as a result of the City annexing unincorporated parcels and enclaves located at the south end of Federal Highway. 13 795 Previous Redevelopment Plans There were four adopted plans guiding redevelopment within the CRA and a draft plan for the Boynton Beach Boulevard corridor. The adopted plans included the Heart of Boynton Community Redevelopment Plan, the Federal Highway Corridor Community Redevelopment Plan, the Ocean District Community Redevelopment Plan and the Downtown Vision and Master Plan. The original downtown area that was evaluated in the 1984 Plan was first revisited in 1998 as part of the Visions 20/20 Master Plan and again by the Downtown Master Plan in 2009. Below is a brief overview of each plan. h m,uXurrms�uu li'''°�:JU..m iin was adopted in 2001, and represented the first update of the original 1989 Plan. The 2001 Plan was prepared by a consultant team and involved extensive public participation, including five charrettes. In June of 2014 a City -CRA staff team completed an update of this Plan which was adopted by Ordinance 14-008. The staff team held a meeting with community stakeholders to obtain input on proposed redevelopment options. The plan included eleven recommendations, and emphasized the preservation of residential neighborhoods west of Seacrest Boulevard, and an increase in the intensity of development in selected areas east of Seacrest Boulevard. Recommendations relative to building form and design were minimal with attention limited to traditional design for commercial structures, and the architectural style adopted by the stakeholders, "Floribbean", to recognize the historic style present in the area as well as the increase in Caribbean residents. • ""'III""'llinr 20Ji"� III'°.uielll Ili°°°III Iiiwsui ui liidrw�uim oui°ui°uiui,uimliit t'mwclllo uicuit III°'"'Illoui Plan was the first version of [g.......................2..................................................................111,1.....................................y.......................................................1........................................................... a Plan completed for a portion of the1998 expansion to the CRA. This Plan was also originally prepared by a consultant, and was updated in June 2006 with a Plan completed by City staff. The plan divided the corridor into five planning areas and provides land use recommendations and strategies for each. The update made few changes to the original recommendations. Additionally, the original plan included market analyses supporting a convention hotel and additional retail and office space in the downtown area; however, the update did not readdress these topics to confirm feasibility. Although the updated plan did not include an urban design and architecture section, the general recommendations called for the creation of development standards and design guidelines for bulk and building massing as well as for architectural themes. It should be noted that the plan generated the recommendations for mixed use zoning for redevelopment purposes, which culminated in the codification of the four mixed use zoning districts that are in effect today. • ;;III he Pearn Distil Coirm,lrnuunlity Ill edevelllol. meat Ill"llllain was created in-house by an urban designer -led planning team and adopted in February 2004. The plan features two alternative redevelopment scenarios for the District with corresponding detailed design recommendations. The plan's main focus is the City - owned land which represents 40% of the Ocean District's total area. This area is referred to as "Town Square". The plan also includes design concepts for the areas along Boynton Beach Boulevard, Seacrest Boulevard and Ocean Avenue, as well as the area adjacent to the FEC Railroad tracks and the single - and multi -family neighborhoods situated north and south of Ocean Avenue. The planning process included two in-house workshops and two public workshops for community stakeholders. Aside from the alternative designs, the plan includes four broad recommendations suggesting changes in land development regulations emphasizing signage, building design, and street furniture. • adopted in January 2009, included in its scope the original CRA as studied under the 1984 Plan. The planning process, led by a team of consultants, City and CRA staff, involved stakeholders and City residents and a series of public meetings and visioning charrettes. The Master Plan provides a strategic framework for implementation of goals through five priority action items named "Big Moves". These include the Transit Oriented Development district, cultural and civic campuses anchored by government offices and services, neighborhood centers along Martin Luther 1796 King, Jr. Boulevard and the Federal Highway gateway and linear park. The Plan emphasized urban design, but also considered regulatory assessment and economic and market factors. The Boynton Beach Boulevard Corridor Redevelopment Plan was drafted by a consultant team in 2004. Until 2004, the corridor only received attention as a subordinate part of the plan for the large 1987 CRA expansion, which understandably placed most emphasis on the extensive residential neighborhoods of this area, and the historic commercial corridor of Martin Luther King Jr. Boulevard. However, the draft plan closely examined existing land use patterns, development constraints of the corridor, recommended zoning, and urban design recommendations for optimal streetscape and residential compatibility. Redevelopment efforts have also been guided by three additional documents: the Urban Design Guidelines manual, adopted by the CRA Board in 2006, the 2005 Boynton Beach Community Redevelopment Agency Economic Development Plan and the 2006 CRA Housing Needs Assessment. The CRA planning efforts have achieved notable improvements over the past 30 years. However, the outdated status of the redevelopment plans, and the incremental methodology that was used in the individual updates, reinforces the need for the Plans' consolidation and comprehensive revision. The previous approach, applied to consecutive expansions of the CRA, is being replaced with a methodology that facilitates the evaluation of the CRA as a whole. The new, comprehensive approach will use consistent framework, emphasizing interconnectivity and the relationship to focal points and nodes throughout the CRA. It will be based on common land use characteristics and unique attributes, tailoring land use intensities and densities accordingly. This effort is intended to represent the vision for the entire area through a user-friendly plan, effectively and clearly communicating the direction of the Community Redevelopment Agency and key redevelopment opportunities. Figure 1: Previous CRA Plans Areas S 797 798 In October of 2015, the effort to consolidate and update the existing Community Redevelopment Agency Plans commenced with a single draft land use plan ready to be presented to the public for input, questions and comments. Since November of 2015, CRA and City staff held four (4) public workshops, of which the first three targeted the general public; the forth one, while open to the public at large, was specifically tailored for the audience of stakeholders, including developers, real estate professionals and business leaders. While Workshop #1, held on November 7th, 2015, covered only two CRA districts (Cultural and Industrial) out of the six identified within the consolidated plan, the remaining three, held in 2016 on March 3rd, June 11th, and June 21st, presented an overview of all districts. The proposed consolidated plan was also presented to the CRAAdvisory Board on July 7th, and to the CRA Board on July 12th and July 21st. During the workshops, "clicker" polling was used to provide instant feedback on a variety of questions. The participants were asked to respond to the proposed land use and zoning structure changes, connectivity and streetscape improvements, and scale and type of redevelopment. For further detailed polling results, see Appendix 4. The following is a record of attendees and their affiliations with the City. • WORKSHOP #1: Attendance: 6 (polling of audience was not part of workshop itinerary) • WORKSHOP #2: Attendance: 45, of which Live in City: 58%; Work in City: 8%; Work and Live in City: 21% • WORKSHOP #3: Attendance: 115, of which Live in City: 56%; Work in City: 23%; Work and Live in City: 17% • WORKSHOP #4: Attendance: 40, of which 38% Live or Work in City; 31% identify themselves as developers; 10% as planners or architects; 10% represent financial institutions; the remaining 21 % are on the "other" category. The proposed consolidated plan was also presented to the CRAAdvisory Board on July 7th, July 21st, August 4th, and to CRA Board on July 12th and August 9th. 799 800 The process used for the preparation of this Plan considered The Analysis of Existing Conditions (see Appendix No. 5), public input, existing redevelopment plans for the CRA, and growth characteristics. It also considered physical, market, and policy -related factors that have affected (or will affect) land use patterns and development characteristics, and land availability and real estate costs. A brief description of those factors, as well as corresponding strategies, is described below. The principal physical factors affecting historical development patterns or limitations have been identified and include the linear configuration of the CRA; the emphasis on the automobile as indicated by the existence and capacity of two intersecting state roadways; confining and bifurcating boundaries to downtown growth including the F.E.C. Railroad right- of-way, the Intracoastal Waterway; and large tracts of land occupied by mangroves. Boynton Beach originally had only a small downtown represented by low -intensity, minimal commercial land uses, constricted by abutting single-family neighborhoods, railroad right-of-way and heavy commercial uses. Additionally, the early demographics and historical role of the City in the region was a factor of it being predominantly a bedroom community for the working class, particularly those workers who built the early estates and hotels on the barrier island. A community of this nature did not support or warrant the development of a prominent commercial center and, particularly, the establishment of a notable main street necessary to support the natural evolution and growth or redevelopment of a downtown challenged to survive during periods of recession and suburban flight. Without a substantial and notable built environment, the downtown lacked influential elements to anchor and guide future expansions. Just beyond the immediate downtown area, as documented by The Federal Highway Corridor Community Redevelopment Plan, the impact of traffic characteristics of Federal Highway and shallow lot configuration has supported marginal commercial development including small "mom and pop" hotels. Particularly in the north end of the corridor, there has been a predominance of service businesses including automobile sales and repair, a car wash, and truck and trailer rental. Until recently, the Amerigas' propane gas distribution facility was located in the downtown. 801 20 802 Two policy related factors considered while evaluating development opportunities and challenges in the downtown are the planned return of commuter rail service to the F.E.C. Railroad right-of-way and the approval by the County of the Transportation Concurrency Exception Area (TCEA) for a portion of the CRA. The future Tri -Rail "Coastal Link" train system is planned to begin operating on the F.E.C. Railroad with passenger rail service between Miami and West Palm Beach. This program has the potential for significant benefits for Boynton Beach as it provides convenient access to the tri -county area through the coastal communities. Boynton Beach can offer the region another option for waterfront living - with marina facilities and oceanfront recreation amenities - in a small-scale environment without the congestion that is characteristic of Dade County, Ft. Lauderdale and West Palm Beach. A significant portion of the CRA is under the Transportation Concurrency Exception Area (TCEA) designation. While the establishment of aTCEAexempts projects within the delineated area from the requirement of meeting the County traffic concurrency requirements, it also sets limits on the amount of development that will be allowed. In addition, there are requirements for periodic monitoring and specific actions to correct any negative effects the TCEA designation may have on mobility, such as establishing a local circulator system to augment the County's public transit service. The designation overlays the Coastal Residential Exception area, which exempts all residential development east of 1-95 from traffic concurrency. The TCEA policies, as incorporated into the City's and Palm Beach County's Comprehensive Plans, set up 2025 development caps for a number of residential units as well as non-residential square footage. The maximum number of residential units was set at 8,050 units. As of the end of February 2016, the numberof units within TCEA was 4,912. The 2004 TCEA Justification Report provided the analysis of the development impacts on roadway links and intersections. Moreover, the Transportation Element's Policy 2.1.6 states that "any project utilizing the TCEA and significantly impacting the Florida Interstate Highway System (FIHS) shall be required to address these impacts as required by Palm Beach County." Pursuant to Comprehensive Plan policies, the City will monitor the number of approved dwelling units and comply with all the TCEA caps. Consequently, the CRA Plan must consider the proper allocation of land uses and densities to maintain the development allowance under the TCEA. II 803 Various factors related to consumer behavior must be considered and strategized to maximize the successful implementation of this Plan, including the establishment of appropriate and effective Land Development Regulations. The commercial core located along the Congress Avenue corridor consists of a significant number of retail and restaurant uses, anchored by a long- standing urban shopping mall and multi -screen movie complex. This area of Boynton Beach is the resource for most consumer shopping needs of locals as well as unincorporated residents and residents in nearby communities. The strongest business market is food service with extensive selection of restaurants, but also includes clothing, groceries, electronics, appliances, and sporting goods. With another one currently under construction, there will soon be 4 hotels either along or in close proximity to Congress Avenue. The vision and strategy for the Redevelopment Plan must acknowledge the value of, but not attempt to compete with the commercial resource along Congress Avenue. The chief market factor is an ongoing shift of purchase from brick -and -mortar stores to the internet, which means a change in demand for retail space. Many of the retail players, including the brands traditionally established on Main Street, are facing increasing online competition and are being forced to downsize their footprints. At the same time, many are strengthening their internet capability, changing location and making adjustments to their inventory. These changing consumer demand patters must be considered when creating a vision for accommodating retail businesses in the downtown. Forcing excessive commercial space and/or forcing commercial space in the wrong locations can have a negative effect on the successful redevelopment of downtown. 804 The target strategies must address the limited supply of developable land, relatively high land costs, pedestrian - unfriendly corridors, potentially incompatible land uses, the lack of available quality space for retail and office uses necessary to support the establishment of a vibrant downtown and insufficient densities to support mass transit. Therefore, specific strategies to guide the development of this Plan include the following: • Establish districts with common characteristics to promote identity and the creation of a sense of place; • Identify potential activity centers (or "nodes"), and support appropriate densities and intensities of development including the necessary height provisions and incentives applicable to areas both inside and outside the TCEA in order to offset the lack of easily available land and high land costs in the immediate downtown area. • Establish a retail land use base through the appropriate and limited concentration of such uses through the strategic allocation of mixed- use zoning districts and applicable regulations. • Implement a complete street program to shift from an automobile -oriented environment to a multimodal network. • Continue conversion of the downtown to a more livable place through greenways and ecotrails, and optimal buffering of residential areas from commercial redevelopment. • Implement Zoning and Land Development Regulations that capitalize on the planned operation of passenger rail service along the F.E.C. Railroad right-of-way including expansion of development incentives within the Downtown Transit Oriented Development District. • Accentuate the valuable and unique resources along the eastern fringe of the City to create a complimentary environment that is inviting to both residents and visitors. • Reduce dependence on the automobile by accommodating basic goods and services, providing walkable streets and neighborhoods, and achieving efficient interconnectivity between the waterfront, activity nodes, and other places of interest. 23 805 24 806 The Plan's roadmap for implementing these strategies and meeting the challenges described above is set up in four sections: Vision and Goals, Frameworks, District Plans, and Implementation Guide. The Framework section of the Plan is further divided into two parts, Connectivity and Structure of Future Land Use and Zoning. Connectivity. This section presents a comprehensive system of "complete streets" and other pathways that will unify the CRA area, improve multi -modal transportation, and support intensification of development. A "complete street", one of the main concepts driving the connectivity system, is a street designed to safely and efficiently accommodate access and travel for all users, including pedestrians, bicyclists, motorists, and transit riders of all ages and abilities. In addition to complete streets, the Plan's recommended connectivity system covers greenways, ecotrails and parks, and bicycle facilities. For each, there is a general description, a list of benefits they offer, and an indication of where they are being proposed. The transit considerations emphasize the future commuter service on the FEC tracks and redevelopment within the Downtown Transit Oriented Development District. Structure of future land use and zonina. This section describes recommended adjustments to both Future Land Use (FLU) classifications and the corresponding zoning districts for residential and mixed uses. These amendments are specifically tailored to address the land use recommendations and target zoning districts for each of the six proposed CRA districts. Six individual districts were identified based, in part, on their character, history, location, and land use make- up. These include: Boynton Beach Boulevard District, located along Boynton Beach Boulevard from 1-95 to the FEC railroad tracks, bordered by West Ocean Avenue and NE 1 st Avenue on its south side and NW/NE 3rd Avenue on its north; • Cultural District, located along the Ocean Avenue Promenade from the FEC tracks west to S. Seacrest Boulevard, bordered by NE 1st Avenue to the north and SE 2nd Avenue to the south; 5 807 • Downtown District, located between NE 7th Avenue on the north, SE 12th Avenue + on the south, the FEC tracks on the west; The Implementation Guide is divided into three the slightly jagged eastern boundary sections: Planning &Policy, Development &Capital includes the Intracoastal Waterway and Projects, and Initiatives &Programs. The first section, � S. Federal Highway connected roughly Planning &Policy, is focused on regulatory matters (e.g. incentives, fees and permitting), the audit of the Land in the center by Ocean Avenue, SE 6th • Street, and SE 2nd Avenue; Development Regulations (LDR) and corresponding amendments to the LDR. Next, the Development & • Federal Highway Corridor District (North Capital Projects section emphasizes site-specific land and South), located along the corridor, assembly and streetscape improvements. Lastly, the with the Downtown District as a divider, Initiatives & Programs section involves marketing, the District extends to the northernmost branding and signage as well as programmed events and southernmost sections of the CRA and promotions. area. The south district contains two county -owned enclaves; • Heart of Boynton District, located north of the Boynton Beach Boulevard District, between the FEC tracks and Interstate 95, with the C. Stanley Weaver (C-16) Canal as its northern border; and • Industrial Crafts District, located west of 1-95, extending from West Boynton Beach Boulevard north to the C. Stanley Weaver Canal. The six self-contained plans created for the districts have uniform format. After the introductory section, which includesthe progress update (i.e. recent redevelopment projects and infrastructure upgrades), the plan proceeds to present the recommended streetscape improvements and land use changes (no land use or zoning changes are envisioned for the Industrial Crafts District), as well as infill and development/redevelopment opportunities. Each plan closes with a description of applicable, recommended design guidelines. 26 808 Figure 3: CRA Districts 1OBoynton Beach Boulevard District @Cultural District @Downtown District ®Federal Highway District @Heart of Boynton District ©Industrial Craft District 7 809 ® Milssilan The mission of the Boynton Beach Community Redevelopment Agency (CRA) is to guide and stimulate redevelopment activities, support affordable housing, foster a stronger economy through small business funding programs and provide free special events that contribute to enhanced quality of life for all residents. 30 812 u Viisiian The Vision of the Boynton Beach CRA Redevelopment Plan is to create a thriving city with a vibrant downtown and distinct districts. The vision includes unifying, connecting, and investing in sustainable, diverse neighborhoods that support strong local economy and enhance the quality of life for residents. SII 813 Goals and Principles The CRA has identified a set of Goals which serve as the Planning Principles: • Create a unique identity for the Districts drawing on elements such as its historic commercial marine industries, recreational amenities and cultural and public arts through special events, programs, projects and marketing. • Create a balance of sustainable and functional land uses for each District as a base for District plans. • Protect and enhance existing single-family neighborhoods. • Encourage the expansion of existing businesses and seek to attract new ones through the use of incentives and technical assistance. • Develop a coordinated signage program, including welcome signage, way -finding signage and street banners, that will identify and and promote each District. • Program and promote special events through available financial, staffing, marketing or other mechanisms. • Create a comfortable, walkable and safe pedestrian -scale environment connecting residents and visitors to the commercial, social/cultural and recreational areas within each District. • Create zoning and land use development regulations that support a diversity of mixed uses in the downtown area and adjacent planning areas including but not limited to residential, destination commercial, retail, restaurants, hotels, office, civic and recreational uses. • Develop policies and strategies for providing adequate public parking areas within each District to support commercial and residential redevelopment such as but not limited to financial incentives, land acquisition and construction. 32814 • Create/encourage/support land development regulations that provide alternatives to parking requirements. • Encourage and assist existing development and redevelopment projects that provide employment and economic opportunities. • Create programs, projects and funding which supports existing and new commercial development and act as a catalyst to leverage additional investment by private sector enterprise such as, but not limited to, economic incentives for rehabilitation or construction activities, development costs or infrastructure improvements. • Provide programs that market and promote the businesses, activities, special events, development and redevelopment opportunities and projects within each District. • Pursue development and redevelopment projects, actively engage in land acquisition and disposal, environmental and economic viability studies, building demolition and construction, site and infrastructure improvements, and project design and construction. • Create, improve and promote the public waterfront areas and public open spaces, parks, greenways, blueways and bikeways. • Encourage and incentivize the improvement, development and implementation of streetscape enhancements within the Districts, including landscaping, street furniture and hardscape features, signage, pedestrian safety and walkability/connectivity, crosswalk treatments and lighting elements. • Encourage the preservation of existing affordable housing and the development of new affordable housing by providing technical assistance, incentives and land. • Encourage the preservation of the commercial and recreational marine industries operating within the CRA, such as, but not limited to, the Boynton Harbor Marina District, by financial investment, physical improvements, special events, marketing and promotional activities. • Encourage the preservation of the existing public waterfront access areas and—wherever feasible— provide for the addition of new public waterfront access through acquisition, easements or other means available to the Agency. • Encourage and initiate various innovative community policing techniques and programs, code enforcement, "clean and safe" programs and policies, and other means deemed feasible and appropriate in order to stabilize and enhance neighborhoods and commercial areas. 33 815 36 818 The CRA is directly accessed by Interstate 95 via Boynton Beach Boulevard and a US -1 (a.k.a. Federal Highway). Being dissected by these two State roads, and situated generally between a major freeway and popular marina and oceanfront recreation amenities, the downtown has considerable exposure from local and regional traffic. However, the historic emphasis on accommodating the automobile still prevails today, as does the environment commonly associated with road rights-of-way devoted to wide travel lanes, extensive center turn lanes, minimal sidewalk widths, landscaping, and a deficient and segmented bikeway system. Using the Complete Streets design concept as a guide, this Plan will support existing efforts to promote alternative modes of travel within the downtown area, as well as fill voids in the system which, in part, may be the result of the previous incremental redevelopment efforts. What have been individual plans and unrelated planning areas throughout the CRA, will become one document unified with a mobility plan comprised of Complete Streets and a planned -out bicycle and pedestrian network. This plan will ensure optimal linkages for residents, employees and visitors, to existing and future activity nodes consisting of the train station and transit area, business and shopping centers, event venues, and recreation amenities interspersed throughout the area. The "Complete Streets" program originated from The National Complete Streets Coalition, a program of Smart Growth America, during a collaborative effort in 2003 to expand a transportation planning initiative beyond bicycle integration. The non-profit alliance of public interest organizations and transportation professionals started this official nationwide movement to integrate people and place in the planning, design, construction, operation, and maintenance of transportation networks. The program promotes policies for various agencies that are responsible for the transportation planning to ensure that streets are routinely designed and operated to enable safe access for all users, regardless of age, ability, or mode of transportation. This means that every transportation project will contribute toward making a city a better place to live. The Complete Streets initiative for the downtown area is a critical component of the plan that connects a large and linear CRA, involves greater emphasis on densities, intensities, and land uses that support mass transit and, in particular, the commuter rail service on the F.E.0 Railroad. To encourage people to get out of their vehicles and use alternative modes of travel such as walking, biking, and transit, there must be safe and esthetic routes. The following streets represent the principal elements of the roadway network within the CRA and are therefore recommended to ultimately be designed as Complete Streets: 37 819 Boynton Beach Ilf oulllevaird consists of maximized vehicle travel lane widths, minimal bike lane width, narrow sidewalks, minimal separation between the travel lanes and the pedestrian way, and frequent intersections and driveway openings without design and markings for pedestrian safety. This road is the main entrance into the downtown area connecting the CRA to the greater region and the western communities. As indicated above, it is the link for local and regional patrons to ocean amenities whether for active recreation and sport such as fishing, diving and snorkeling, or for passive use of the miles of beachfront parks. Furthermore, the vision for the corridor includes greater retail intensity combined with residential land uses in low-rise mixed-use developments. Traffic speeds should be calmed, and pedestrians better accommodated. Wide sidewalks and greater separation from the vehicle travel lanes should be a priority. Separation can be accomplished by landscaping, on -street parking and wider bike lanes along this roadway. Plant selection and landscaping design should emphasize canopy trees where feasible to maximize shading for the pedestrian. Also, the ultimate redesign of this road should include one of more cross -walks to facilitate safe north -south movement west and east of Seacrest Boulevard. To achieve the ideal complete street, dedication of private property may be necessary, which would be timed with private redevelopment projects. Federal III°liilhway is the main north -south entry into the CRA, providing access to the downtown and future passenger rail station. Although it is unlikely that the entire length would be traversed on foot on a regular basis, it is a rather short distance to bike. Federal Highway currently has three different retail hubs, and waterfront parks that should be easily accessible by the pedestrian and bicyclist originating from either the east or west sides of Federal Highway. Federal Highway is also one of the main bus routes in the County, with numerous bus stops scattered throughout the CRA. "Walkability" should be the priority in both public and private improvements to maximize access to these bus stops, as well as local resources such as the Walmart grocery store at Gulfstream Boulevard, the shopping node located at the Woolbright Road intersection, and the downtown area at the intersection with Boynton Beach Boulevard. The valuable waterfront parks are conveniently located at the northern middle and southern sections of the corridor, thereby minimizing travel distances for local residents and facilitating the opportunity to bike or walk to these amenities or corresponding special events. Similar to the recommendation for Boynton Beach Boulevard, wide sidewalks and greater separation from the vehicle travel lanes should be a priority. Separation should be accomplished by landscaping, on -street parking and bike lanes along this roadway. Plant selection and landscaping design should emphasize canopy trees where feasible to maximize shading for the pedestrian. Again, to achieve the ideal complete street, dedication of private property may be necessary, which would be timed with private redevelopment projects. 3`! 820 Figure 4: Complete Street Example Ocean Avenue is unique to the downtown roadway network as it has segments designated with different classifications and under different jurisdictions. One segment (located west of the F.E.C. Railroad tracks) is primarily used by local residents and patrons of the civic uses such as the Children's Museum, Civic Center, Library and the Arts Center. This segment has a 25 mph speed limit, frequent 4 -way intersections, on -street parking, and relatively low -scale development. The segment east of Federal Highway changes in purpose, becoming an access route to, and emergency evacuation route from, the barrier island. This segment of Ocean Avenue is under State jurisdiction and provides access to a downtown node consisting of the CRA's marina and waterfront park, the Marina Village development, and waterfront restaurants. Also adjacent to this commercial center is the City's Boynton Beach Promenade and Mangrove Park with its boardwalk path through the mangroves to the Intracoastal Waterway. This area is anticipated to grow in popularity by the natural attraction to the waterfront, the waterfront restaurants and businesses and the park amenities. Ocean Avenue has an important role in the CRA plan given its quaint charm and connection between the Cultural District and Town Square (civic campus), and the Downtown District. Given its characteristics and relationship to the civic uses, it will continue to serve as a venue for existing and future special events which use the entire right-of-way in street -festival fashion to accommodate the patrons. 39 821 Seacirest Boulevard is a north -south county collector street that dissects the Heart of Boynton District and MLK Jr. Boulevard, represents the western border of Town Square, and separates the large single-family neighborhoods from the civic campus, recreation areas, and the downtown. This road is flanked by, and connects, various public, private and institutional uses such as churches, Poinciana Elementary School, Sara Sims Park and nearby Wilson Park/ Denson Pool, one of the City's largest employers (Bethesda Hospital) and City Hall. Historically, the role of this road in the area's roadway network has been a collector street extending south into the City of Delray Beach and north into the Town of Lantana. The design places a greater priority on the motor vehicle and the terminating destinations, than on the pedestrian, bicyclist, and abutting residential neighborhoods. Although streetscape improvements to a portion of the northern segment of Seacreast Boulevard were completed in 2015, the improvements excluded an increase in the sidewalk widths and the expansion of bike lanes, mostly due to the limits of the existing right-of-way and the County's design standards. Given the location within the redevelopment area the abutting land uses including substantial single- family neighborhoods, traffic calming and pedestrian circulation should be a priority in future public infrastructure improvements and in the design of private development. oollllbriiglht, IRoad is a county collector street serving as a second major linkage between 1-95 and Seacrest Boulevard, the activity node at the intersection with Federal Highway, and waterfront land uses and amenities. Although mostly located outside of the CRA, it is a principal connector road within the network, a second entrance into the CRA and the downtown. Similar to segments of Boynton Beach Boulevard, Woolbright Road consists of wide vehicle lanes, an uninterrupted center turn lane, minimal landscaping and no shading for the pedestrian. Despite the fact that the road separates a large single-family neighborhood to the north from a recreation area to the south, it has no direct pedestrian crossings or bike paths, and there is much room for improving the aesthetics of this second access into the CRA. Gateway Boulevard is the last of the streets recommended to ultimately become a "Complete Street", and is included given its proximity to the CRA and role in the circulation system in the City. Although only a short segment of it is within the CRA, it serves as a main access route from 1-95 to the north end of the CRA, and connects residential neighborhoods in this northern area to a potential future hub of convenience stores to serve local needs. The F.E.C. Railroad crossing represents a challenge to providing optimal pedestrian access along this short segment of Gateway Boulevard. 40 822 1 t a t m� MEn Of Figure 5: Recommended Complete Streets ry EM 4 19 a LL LL t ewav Blvd.! I 823 Greenways and ecotraiIs represent enhanced public walkways intended to serve as a buffer (or transition) between land use categories, or provide a connection for the pedestrian between parks and conservation areas within the CRA. Depending on the purpose, such walkways could be defined by decorative buffer walls, natural landscaping and dense tree canopies, meandering paths, accentuated cross -walks, way - finding signage, and other public amenities such as covered areas and benches. Many of the City's natural areas and parks are "off the beaten path" and therefore may not be realized by residents and visitors. Such a walkway or trail system raises awareness of, and increases accessibility to these attractions within the CRA. As described above, they are also used to simultaneously provide a buffer or transition from commercial areas or areas of higher density residential land uses to abutting low density residential neighborhoods. Consistent with the City's Greenways, Blueways, and Trails Plan completed in 2015, this Plan highlights and recommends segments from this city-wide trails plan to increase access to and through the Mangrove Park, the Boynton Beach Marina and waterfront area, Pence Park, Sara Simms Park, Wilson Park, Palmetto Greens Park, and Barton Greenway. A pedestrian greenway is recommended for the north side of Northwest 1st Avenue, to promote redevelopment of the full block along the south side of Boynton Beach Boulevard while buffering the single-family neighborhood to the south. 42 824 Figure 7: Recommended Greenways & EcoTrails K Legend 0 r— r 825 With the convenience and low cost of using a bicycle, the increasing availability of bike accommodations throughout the area, the bike accident data and reputation of our streets for being unsafe to bicyclists, bike paths and lanes are basic components of most transportation planning systems and an important part of the connectivity element of this Plan. Most all of the County's Palm Tran system accommodates bikes, and the local commuter train Tri -Rail has dedicated bike storage systems both on the trains and at the stations (most areas are covered or even include enclosed lockers). Bike accommodations can take the form of on -street bike lanes or shared paths within rights-of-way, or dedicated or shared paths located apart from the public roadway network. As referenced above under Greenways, Ecotrails & Parks, components from the City's Greenways, Blueways and Trails Plan have been emphasized in this Plan to further the connectivity objective, while supporting a more sustainable mode of travel and promoting recreation and healthier living. In addition to providing direct access to or within the points of interest shown on the corresponding exhibit, bike lanes or paths should be added to and/or maintained or improved on Federal Highway, Boynton Beach Boulevard, Seacrest Boulevard, Woolbright Road, Ocean Avenue, NW 2nd Street, SE 4th Street, and NW 4th Avenue. 41 826 Figure 9: Recommended Bike Lanes - - --- - - - - — wl M R I 4—k - Ip I wA ff IMPUS1 827 Legend &U*vft Slft,lft Jill= 827 The CRA is currently served directly by the Palm Tran System, providing bus transit services with both a fixed route program and a door-to-door paratransit program for the disadvantaged resident and guest. Palm Tran Route #70 follows Seacrest Boulevard with numerous bus stops in the Heart of Boynton; it is an important link between the downtown and the Tri Rail Station located just west of 1-95 near Gateway Boulevard. Palm Tran Route #73 primarily traverses Boynton Beach Boulevard from downtown west to Bethesda Hospital West at SR 441 and includes a direct stop at the Boynton Beach Mall. Lastly, Route #1 extends along Federal Highway and terminates at the Gardens Mall in Palm Beach Gardens, and south of Palmetto Park Road in Boca Raton. All three (3) bus routes travel through the City's Downtown Transit Oriented Development (TOD) District and would provide direct access to, or are located within a short walking distance to the planned passenger rail station near Boynton Beach Boulevard and NE 4th Street. As indicated above, Route #70 provides the link for the downtown to regional commuter rail transit provided by Tri -Rail, which operates on a shared railroad that parallels 1-95 through the tri -county area; provides stops within Palm Beach, Broward and Dade Counties; and connects with Amtrak and Metro Rail in Miami. Tri -Rail provides access to major employment centers and educational institutions within the tri -county area as well as all three major airports within the region. There are future changes on the horizon in transit options for downtown Boynton Beach, which the City has been planning for since it became certain that Tri -Rail services would be expanded to the F.E.C. Railroad. The F.E.C. Railroad is a historic rail line originally built and operated for passenger service until discontinued in 1968. It traverses the coastal communities along the coast of Florida, closely paralleling Federal Highway within the region. This new service is currently planned to be phased in, starting with service in Miami, followed by phasing in the additional northern stops as justified by demand. Based on demand being a factor of population density and employment, the City began planning for a downtown station with the Transit Oriented Development (TOD) Study; establishment of the Downtown Transit Oriented Development District; and adoption of the initial TOD zoning provisions with density bonus incentives and a minimum density standard. These provisions apply within the Downtown TOD District (a.k.a. "Station Area"), which is defined as the area within a one-half mile radius around the future station stop planned for the intersection of Boynton Beach Boulevard and NE 4th Street. It is important to prioritize the need to improve land development patterns in advance of station development for several reasons: (1) transit -oriented development (TOD) improves ridership for transit service, thereby increasing efficiency; (2) transit service increases access to station areas, thereby increasing potential for higher intensity and density land development; (3) TOD equally accommodates all modes of transportation (car as well as pedestrian, bicycle, and transit), further increasing access to station areas and potential for increased development capacity; and (4) TOD encourages a park -once environment, which reduces vehicular demand on the roadway network and carbon emissions. Furthermore, federal funding for transit projects such as the Tri -Rail Coastal Link are highly contingent upon existing and projected TOD patterns around station areas such as the City's planned rail station. Cities that adopt TOD plans and codes ahead of the planned service help improve the competitiveness of the City for a train stop. 4 828 The most significant features of a TOD are (1) increased density and intensity of development, with minimum levels of development recommended by FDOT, (2) walkability and interconnectivity throughout the area; and (3) mix of uses appropriate to the service and area. In July of 2013, the City adopted provisions for TOD and the corresponding standards within the mixed use zoning regulations, including the minimum density standards for mixed use districts within the Transit Core, defined as a'/4 mile radius around the future station. • Prepare a Complete Streets program for the targeted streets within the CRA to guide the ultimate redesign and / or incremental improvements to implement the connectivity and walkability objectives of the plan. • Require the completion of all missing sidewalk segments within the CRA and adjoining areas in conjunction with private development or redevelopment, and public improvements. • Require that development design establish a pedestrian zone along the rights-of-way, tailored per roadway type and anticipated land use. • Require that streetscape landscape design and species selection emphasize the pedestrian way with optimal location and maximized shading. • Ensure the completion of greenways through necessary dedications and physical improvements required in conjunction with private and public development. • Consider the opportunity to promote downtown events in appropriate areas through the use of Festive Street design. • Consider LDRs that will ensure the installment of the greenway as a condition of rezoning for full block commercial/mixed-use redevelopment of the Boynton Beach Boulevard Corridor. • To ensure optimal bus stop locations and design, coordinate with Palm Tran as part of the development review process, and consider additional LDRs that require related improvements concurrent with development and redevelopment throughout the CRA. 7 829 4,' 830 //rr// Z VIII ��ano�/�� J»»u��(�� 1 du�up;, ///rnq /� 1/ ��/dirii /r��ii��f I/oi�((��g.....aU IIII "liiiiiiilrffffl l////%�� i i ` mn111Ii/f �1/�ai��ry , "rlrimiii�� r VIII r VIII umc «``fir411t�f1� r U /�/,,'P�b r r»I;,IIr�l, `,�uuu�f tfIII�� I r IIC�I�,;,frfI�DII°„��I ®� The land use recommendations constitute the bedrock of a community redevelopment plan. The Plan proposes to initiate changes to the existing future land use (FLU) and zoning patterns as currently depicted on the City's official Future Land Use and Zoning Maps. Site specific changes will be facilitated and supported by significant adjustment to the future land use and zoning structure, through modifications of both FLU classifications and the corresponding zoning districts for residential and mixed uses. As shown in Table 1 and 2 below, the Plan recommends elimination of several categories and creation of new ones for both future land use and zoning, as well as modifications of the density caps: EXISTING FLU DENSITYDENSITYREC�71� MENDEDFL'U DENSITY DUJA DUIa�CRI�E CHANGE RESIDENTIAL CLASSIFICATIONS; Low Density (LCR) a Low ICDensity (LDR) 7.5 Merged into one category Moderate Density 7.5 M'OUR Me6ulrn Density (ME R,) 15 Medium Density (MEDR) 11 Merged into one category High Density (HDlR) 11 High Density (HDR) 15 Create a new Special High Density SHC R ( ) 20HDR; SI -IR Speciall High Density (SHDR) 20 remains URBAN MIXED USE CLASSIFICATIONS n1a Mixed Use Low 25 NEWFLU Mixed Use (M) 0 Mlixed Use Medium 50 Increased Density Renamed. Mixed Use Core (M. -C) 80 Mixed Use High 80 Corresponds with previous Mixed Use Core Table 1: Proposed Changes to the Future Land Use (FLU) Classifications 49 831 The recommended changes to the existing future land use classifications include a corresponding set of proposed changes to the zoning structure, shown in Table 2. RECOMMENDED DENsrry ZONING DENSrrY IMAX CHANGE TO ZONING LAND USE DLiACRE DISTRICTSr A S HEIGHT DISTRICTS AAER1-AA 30" Merged zoning distracts Low Density (LDR), 7..5 n R -1A, R-1stories 5 TO 7.5 corresponding to existing LDR and PUD MODR FLU categories, R2 10 30' (2' Corr+esprrn+di;ng to, the existing Medium Density stories) MEDR (MEDR) R3 PUD 45° (4 VPUD11 stones Previously cinder the HDR FLU High, Density (HDR) 15 R 4, [PUD, 15 45 (4 NE district R-4 PUD stones Special High 20I PUD, PUD 20 45 (4 No change Density (SHDR) stories) Density and height same as; the Mixed Use Low 2'0 MU --1- 2'0 45' (4 MUL-1 zoning distriict under the stones) existing M:X FLU' 05, (5 Increased densi existing MUL- MU-2 40 stories) 2 under M FLU at 30 du acre Mixed' Use 50 Medium MUI-3 50 75 (7 NEW district stories) MU -4 00 100' (110 NEW distract stories) Mixed Use Hh 30 MU Care 80 150' (115 Renamed district. Corresponds stories) with previous MU -H. Table 2: Land Use Structure and Corresponding Zoning The recommendations emphasize mixed use for development and redevelopment, which are intended to play a major role in the ongoing revitalization of the CRA area, encouraging high quality design by providing both greater flexibility and more control. Ca11 �i'rie hic d,.� � r1 ��(,e f ! th( I � �� r a f:` � „(I� �1I�-1 , ail I �„ / II �II�� Transition from two to three Future Land Use classifications. and from four to five urban mixed use zoning districts. A steep increase in density and height caps between the Mixed Use and the Mixed Use Core classifications within the existing structure—from 40 DU/Acre to 80 DU/Acre and from 75 feet to 150 feet—makes for a gap that hinders future creation of a desired urban form and urban identity for the Downtown and adjacent districts of the CRA. There is no zoning district within the Mixed Use Core classification that would bridge the 40 DU/Acre density gap, and the existing so 832 supplemental regulations created to address the vast difference in scale for potential proximity of developments under the Mixed Use and Mixed Use Core classifications are inadequate. Replacing of the Mixed Use Future Land Use classification with Mixed Use Medium land use classification and introducing new zoning district. MU -4 (under the Mixed Use High category) with intermediate density thresholds. The density caps for the new FLU classification and the new zoning district -50 DU/Acre and 60 DU/Acre, respectively—have been established specifically to support the appropriate continuum of scale, addressing the described above density gap. i C c Li <I i c � r °tlfItaf o i I ic" I d , • Merging of the two lowest density residential classifications into a single classification named Low Density Residential Future Land Use Classification (LDR), with the maximum allowable density of 7.5 dwelling units per acre. The existing zoning designations remain and will act to limit densities in neighborhoods developed with densities below 7.5 DU/Acre. This change contributes to "house cleaning," eliminating a City-wide inconsistency whereby a significant number of residential areas classified as Low Density Residential—for example, areas west of Seacrest Boulevard in the Heart of Boynton district—carry zoning designations corresponding to the Moderate Density future land use category. • Merging of the Medium Density Residential and High Density Residential Future Land Use classifications into a single classification named Medium Density Residential Classification with a maximum allowable density of 11 dwelling units per acre. The corresponding zoning designations are also merged and now include R-2, R-3, IPUD and PUD will remain unchanged. It is currently under the High Density Residential category. Simply stated, this change merges two land use classifications with closely matching density caps (10 units per acre and 11 units per acre). • Creation of a new High Density Residential Future Land Use classification with a maximum density of 15 dwellingper acre. A new multifamily zoning district, R-4, is proposed for this category. The Special High Density (SHDR) classification remains as is. This classification, limited to the CRA area, does not allow commercial uses except for marine -oriented and water -dependent uses in conjunction with the Palm Beach County Manatee Protection Plan. Its maximum density of 20 DU/Acre is the same as the maximum residential density of the new Mixed Use Low future land use classification. Even though the latter does not necessarily require inclusion of commercial uses, maintaining a SHDR as a residential -only classification (except as stated above) is important as it may be more appropriate than Mixed Use Low for certain locations. Further, significant amount of land within the CRA has already been developed under SHDR classification with the IPUD zoning. Aside from the CRA area, for which they are intended, the changes will eventually have a City-wide benefit for future redevelopment. 833 836 Boynton Beach/ Boulevard District IIID t ID 'iiiii IIID .IIID IIIn ri g '°""" a e g e s �.......... I VII�II � VII IIID IIID IIID"°" "°'ieridabIans 55 837 IIII ui��tui��„��d �ctlii o urs ................................................................... Currently there is no adopted plan for the Boynton Beach Boulevard corridor. There were public workshops held in 2005 to discuss the vision for the corridor, and many of the recommendations from those workshops are incorporated into this plan. There has been little redevelopment progress along the corridor at the scale envisioned by this Plan due to lack of developable parcels, no clear development vision and little to no public investment. The CRA invested in a public parking lot in 2015 to serve the future downtown growth. The Agency is currently in the planning phase for improvements to Boynton Beach Boulevard. The Boynton Beach Boulevard District consists of the Boynton Beach Boulevard corridor between 1-95 and the FEC Railway. The District extends north to N.E. 3rd Avenue and south to W. Ocean Avenue (west of Seacreast Boulevard) and N.E. 1st Avenue (East of Seacrest Boulevard). This area is the main entry into the downtown from the 1-95 exit and will therefore establish the first impression that visitors and many residents have of the City. The district also provides easy access to the City's public beach, the Boynton Harbor Marina, City Hall, the Children's Schoolhouse Museum and the Library. The areas directly north and south of the District are predominately large single-family neighborhoods. There is no buffer between the commercial uses fronting the corridor and residential uses which has held back property values in these neighborhoods. Figure 10: Boynton Beach District Location Map As the City's population grew, Boynton Beach Boulevard was widened to five lanes thereby accommodating higher traffic speeds and higher traffic volume, while lowering the aesthetic quality of the corridor. Additionally, commercial zoning only extends one-half block deep from Boynton Beach Boulevard which represents insufficient land necessary to support the land assembly and redevelopment for viable commercial uses. As a consequence, business activity along the corridor has primarily consisted of minimal conversion of single-family houses to commercial uses rather than redevelopment at the scale envisioned for this Plan. Nearly all of the parking for the businesses along the Boulevard is 5 838 in front of the buildings meaning that in many cases, cars have to back out into traffic. There are numerous curb cuts for each commercial use along the corridor leaving little room for landscape improvements and the pedestrian zone. Due to the widening of the Boynton Beach Boulevard overthe years, vehicular use has been emphasized over pedestrian or bike use. Under the current configuration of the roadway, there is insufficient right-of-way for landscaping, wider sidewalks, bike lanes, bus shelters and street furniture. Recently large utility poles were installed on the south side of the Boulevard adding to the visual blight of the corridor. There are only three signalized intersections that have formal pedestrian crossing zones. Pedestrians must walk several blocks in order to cross the Boulevard. There are no destinations along the corridor to attract the interest of visitors or residents other than City Hall and the Post Office. The majority of the businesses belong to the small service industry with few employees. The buildings are outdated, being constructed from the 1930's to the 1970's. The majority of the buildings are for single -tenant or single -use with no cross -access for pedestrian or vehicular circulation purposes or for sharing of parking resources. Additionally, there are no large parcels ready for redevelopment thereby requiring land assemblage and willing sellers. City Hall is located along Boynton Beach Boulevard but is envisioned to be relocated into the Cultural District as part of the Town Square project. City Hall and the other civic uses occupy 3.71 acres and offer an opportunity for a public-private partnership to facilitate a catalyst for redevelopment within the District. Figure 11: Examples of Districts Planning Challenges 57 839 58 840 2aii::s.ii..J.Ipra,Uii.ol in:L Several factors were considered in determining the land use designations for the Boynton Beach Boulevard District. Just east along the District is the location of the future site of the Tri -Rail Coastal Link commuter service on the FEC Rail line, which will serve the South Florida metropolitan region. To improve land development patterns in advance of station development, the City adopted a Downtown Transit Oriented Development District (DTOD), covering a '/z mile radius around the planned station. The DTOD district regulations support increased intensity of development through a 25% density bonus. The Boynton Beach Boulevard District and DTOD district overlap; only the area from 1-95 to (approximately) N.W. 2nd Street is not included within the DTOD District. A second consideration is that the Boynton Beach Boulevard District is entirely enclosed within the Transportation Concurrency Exception Area (TCEA) which, in addition to the residential exception area applicable east of 1-95, exempts all development from the Palm Beach County traffic concurrency thus allowing denser development. The Plan recommends that the higher density and height occur within this District where both the TCEA and the TOD overlap. NW 1st Avenue Historic District: The potential NW 1st Avenue historic district contains thirteen properties, seven of which would be considered "contributing properties". The designation process was applied but failed to produce a positive result (although the outcome of the vote was very close). It is recommended that the designation of a historic district be again explored in the future if there isn't any assemblage of the properties on the north side of NW 1st Avenue for commercial development. In the meantime, the owners of the "contributing" sites will be contacted to determine their interest in applying for individual designation of their properties. Figure 12: Historic Property on First Avenue 59 841 Vliisliiouim .................................. The Boynton Beach Boulevard District is envisioned to serve as a welcoming and beautiful entry into the Downtown District. Pedestrians will be encouraged to walk along the broad sidewalks in the shade of mature trees to visit the various stores and restaurants along the corridor. Bicyclists will safely travel along the corridor and will be able to park their bikes at one of the local shops where they'll meet a friend for a cup of coffee. Visitors will be able to find their way to the marina, the Children's Schoolhouse Museum and the Public Library using the various way finding signs along the corridor. Investors will see the value of developing in downtown Boynton Beach based on the public improvements and will begin to assemble land for development of mixed-use projects. ..:'.....StiiireetB.LL.P.L. Streetscape enhancements are recommended for the Boynton Beach Boulevard District. The space for these enhancements may be obtained through either right-of-way dedications or public easements and should include: • Implement a Complete Streets program for Boynton Beach Boulevard including the addition of: • On -street parking • Bike lanes • Enhanced median with mature tree canopy (at time of planting) and landscape lighting • Minimum 8' wide active use area abutting the building • Decorative light poles at both the vehicular and pedestrian scales • Enhanced street furniture, bus shelters, bike racks and receptacles • Active uses along the first floor of development • Marking of major intersections with • Create a greenway along the north side of NW 1 st materials such as pavers, paint, etc. Avenue per the Connectivity Plan • Narrowing of travel lanes to create space . Create way finding signage to mark the entry into for landscaping and wider sidewalks and the City and brand the district to make the street safer for bicyclists and pedestrians. • Install public art in key locations • Create a Pedestrian Zone adjacent to the right- Provide additional pedestrian crossings where of -ways that is inviting, safe and includes: needed • Addition of canopy street trees Underground overhead utilities • Minimum 8' wide clear sidewalk Figure 13: Boynton Beach Blvd. District Streetscape Recommendations Area 60 842 Entrance enhancements • Signage / Gateway t t t t t t t t t t t t t t t t Intersection enhancements • Directional signage • Pavement / material • Landscaping • Public art location • Safe pedestrian crossing Intersection enhancements • Entry to Downtown • Directional signage • Pavement / material • Landscaping • Public art location • Safe pedestrian crossing Figure 14: Intersection enhancements on Boynton Beach Blvd. 11 843 Boynton Beach Boulevard Design: West of Seacrest Boulevard I L TL '41 MID T I- TL S u IX.1------I V'r ---- 1)0 ff 4JO ] 'I Figure 17: Boynton Beach Blvd. Section from 1-95 to Seacrest Blvd. 62 844 n MID T I- TL S u IX.1------I V'r ---- 1)0 ff 4JO ] 'I Figure 17: Boynton Beach Blvd. Section from 1-95 to Seacrest Blvd. 62 844 Boynton Beach Boulevard Design: East of Seacrest Boulevard Figure 18:Boynton Beach Blvd. Plan from Seaoreo Blvd. toFederal Hwy HZEIIIIIIIIM ,low "M ... . ...... .. AlQ 59 | AlQ 59 ~ KA,� Figure 18:Boynton Beach Blvd. Section from Soaormg Blvd. 0oFederal Hwy. The predominant existing future land use designation along the Boynton Beach Boulevard corridor is Local Retail Commercial. Other future land use designations are Public and Private and Governmental/ Institutional (where City Hall is located) and Office Commercial. The Local Retail Commercial designation only extends one-half block to the north and south of Boynton Beach Boulevard. The lack of depth has prevented successful projects from being developed along the corridor. In order to encourage a vibrant corridor with the desired private development and public spaces, it is recommended that the following future land use changes be made: • From 1-95 east to N.W. 1 st Street, change Local Retail Commercial and Low Density Residential to Mixed -Use Low. The Mixed -Use Low land use designation should extend the depth of the block north and south of Boynton Beach Boulevard. • From N.W. 1st Street east to N.E. 3rd Street, change Local Retail Commercial, Public and Private Governmental/Institutional, Medium Density Residential, General Commercial to Mixed -Use Medium Future Land Use. The Mixed -Use Medium land use designation should extend the depth of the block north and south of Boynton Beach Boulevard. • From N. E. 3rd Street east to the FEC Railroad, change General Commercial, Industrial, Local Retail Commercial to Mixed -Use High future land use designation. The Mixed -Use High future land use designation should extend the depth of the block north and south of Boynton Beach Boulevard. Below is a table showing the proposed land use and zoning designations that will apply along the Boynton Beach Boulevard corridor: Table 3: Recommended Future Land Use (FLU) Classifications within the Boynton Beach Blvd District LAND USE DENSITY CORRESPONDING ZONING DENSITY I+1A AP HEIGHT ..._._. .................. Low Density Residential 5 R1 AB., PUD, MHPD 5 0' m Mixed -Use e Low 20 MU -1 20 . .... ..... M i edl-Us,e ................. MU �� 5' Medium 5g �.,.,-..,- ...............��. „......_""""""" , �„.........., ...... „ MU -3 5,0 75' MU -4 ..,..,..,..,..,..,..,..,..,..,..,..,.. ,, 60 ,,..,..,..,..,..,..,..,..,..,..,..,,. 100, Mixed -Use Hugh 8 _ MU Core 1, * . ......... ......... ......... ..... ......... ......... ......... ................................................. Properties located within the TOD may recieve a 25% density bonus _. 64 846 Figure 20: Recommended Future Land Use for the Boynton Beach Blvd. District MU Low • 20 du/ac (incentivized units), • 'ax height 45' • Redevelopment / infill • Commercial uses required • Parking at rear • Public greenway to buffer SFR • Two story max at street • Buildings set back to allow for pedestrian zone Town squaire * 40- 50 du/ac * Max height: 65'-75' * TOD Bonuses (height / density) * Commercial uses required MU- Med • 40-50 du/ac • Mlax height: 65'-75' • TOD Bonuses (height / density) • Commercial uses required • Max 4 stories on street MU- High * 60 — 80 du/ac �Max height 150' * TOD Density, Bonus * Commercial uses required * Max 4 stories on street Figure 21: Boynton Beach Blvd. Example Projects 65 847 848 I ee il111'°uuuineuimdatliioui s Quidit IIII':'�esliirI urm Create an overlay district for Boynton Beach Boulevard to control height at street frontage, building setback, design, uses, and overal character. • The building shall be setback to accommodate the pedestrian zone. • Active commercial uses shall be required on the street frontage of Boynton Beach Boulevard. Automobile oriented uses, such as, gas stations and car washes, are prohibited. Drive-thrus are only permitted when not visible from right-of-ways and completely behind a structure. • Buildings fronting Boynton Beach Boulevard shall have maximized glazing on first floors. • Approximately 75% of the lot frontage must be occupied by structure and adjacent to the pedestrian zone. • Buildings fronting Boynton Beach Boulevard shall have a minimum height of 30' • Buildings fronting Boynton Beach Boulevard shall be a maximum of 45' in height, any additional height permitted by the zoning districts must be stepped back proportionately to the overall height, a minimum of 10' deep. • Parking shall be located to the rear or side of the property. MU -L Land Uses are permitted to have one (single loaded) row of parking in front of the structure. • Only when access is not possible from the rear or side shall curb cuts be permitted on Boynton Beach Blvd. • All buildings along Boynton Beach Blvd shall have pedestrian access from the right-of-way/ sidewalks. • The main pedestrian entry, or front door, must be fronting Boynton Beach Blvd. • Mixed use projects adjacent to single-family areas shall include greenways for proper buffering Staff will review architectural styles and make recommendations regarding Architectural Guidelines that may enhance the character of the District. This process will include public input. Figure 22: Example Greenway Recommended on First Avenue 67 849 Figure 23: Example of Mixed Use Low Project on Boynton Beach Blvd. Figure 25: Boynton Beach Blvd. District Master Plan 68 850 Figure 24: Example of Mixed Use Medium Project on Boynton Beach Blvd. 69 851 852 IIIatrod uctIri IIID IIID 'lull IIID g C"°°°a eIIID"°°°° IIII IIID VIII IIII IIID s .......... I '']��ie IIIII§IIIaIII 853 IIII ui��tui��„��d �ctlii o urs ................................................................... The most recent planning effort that targeted this area was the Downtown Vision and Master Plan adopted in 2009. Prior to that, the Ocean District Plan was adopted in 2004 to guide redevelopment of Ocean Avenue between Seacrest Boulevard and the F.E.C. Railroad tracks, and the properties surrounding this corridor including "Town Square". The common vision of both plans was to create a cultural district anchored by the Children's Schoolhouse Museum, library and civic uses, and to maintain and reuse the historic structures. The City invested in a streetscape project along Ocean Avenue in the late 1990's. The CRA purchased a historic structure at 211 Ocean Avenue that is in the planning process to be converted to a bar/restaurant, and moved another historic structure onto Ocean Avenue from N.E. 1 st Avenue to create a cafe. In 2011, the CRA developed the amphitheater where most of the CRA events are held. The goal of these projects has been to activate Ocean Avenue as a quaint gathering place and link to downtown and marina. The Cultural District, at 28 acres, is the smallest of the six planning districts. Its boundaries are Seacrest Boulevard to the west, N.E. 1 st Avenue to the north, the FEC Railway to the east and S. E. 2nd Avenue to the south; it is adjacent to the Boynton Beach Boulevard District and the Downtown District. The western section of the District (west of SE 1st Street) is almost completely occupied by civic uses. The remaining part of the district has a significant number of single-family homes, and several small, older multifamily condo and apartment buildings. North of Ocean Avenue, several vacant parcels are part of a land assemblage targeted for redevelopment. 12 854 The Cultural District has some unique redevelopment challenges. First, the ownership pattern (seven condominium buildings) makes assemblage of developable parcels difficult. The cost and difficulty of assembling these condominium sites make the redevelopment of sections of the District a long term prospect. A disconnect between the current future land use classifications within the Districtand recommendations of the redevelopment plans has been a source of confusion for both residents and investors. A lack of active uses such as cultural venues, restaurants or galleries, discourages visitors from venturing into this area of downtown. Narrow sidewalks or no sidewalks on some streets exacerbate the problem. While the civic campus, including City Hall, the library, the Civic Center and the Art Center attract people during the day, they have no reason to stay in the District. Several factors were considered in determining the land use designations for the Cultural District. First, located directly east of the District is the future site of the station for the planned Tri -Rail Coastal Link commuterservice on the FEC Rail line, which will serve the South Florida metropolitan region. To improve land development patterns in advance of station development, the City adopted a Downtown Transit Oriented Development District (DTOD), covering a'/2 mile radius around the station's location. The DTOD district regulations support increased intensity of development through a 25% density bonus. A second consideration is that the Cultural District is entirely enclosed within the Transportation Concurrency Exception Area (TCEA) which, in addition to the residential exception area applicable east of 1-95, exempts all development from the Palm Beach County traffic concurrency thus allowing denser development. The existence of these transportation -oriented designations is a factor in considering where increased height and density will occur within the CRA district. The Cultural District, while not an area appropriate for the height recommended in the Downtown District, is located within both the DTODD and the TCEA, supporting the move to higher densities. A third consideration is the public-private partnership opportunity for the 16 plus acre civic campus, a major potential catalyst for redevelopment at the western end of the downtown core. The relocation of City Hall within this area would make land available at a prominent intersection along Boynton Beach Boulevard. A charrette was held and study prepared yielding various design options supporting higher densities and a mixed of civic, residential and retail uses. Figure 27: Example of District Planning Challenges 73 855 Iii sliiioui�� The Cultural District is envisioned to be the principal hub for the City's civic uses, public spaces and events. The concentration of public art and other cultural amenities will foster a sense of community. Public events such as the Kinetic Art Expo and the Haunted Pirate Fest are already anchored within the District and attract residents and visitors to experience Boynton Beach's unique character. Ocean Avenue will maintain its character through the creation of an overlay district. IIID'�"�ccoui�imururuueuirm�tatlii�ui�s Si°ui�e�t.�cs . c Streetscape enhancements are recommended for both Ocean Avenue and Seacrest Boulevard. The space for these enhancements may be obtained through either right-of-way dedications or public easements and should include: Ocean Avenue • Implement a Complete Streets program for Ocean Avenue to accommodate bike lanes and bike racks, safe pedestrian crossing at the FEC Railway and on -street parking where possible. • Create a curbless festival area between Seacrest Boulevard and S. E. 1st Street • Enhance the intersection of Ocean Avenue and Seacrest Boulevard with a vertical entry feature, with changes in surface materials such pavers and paints. • Add signage at the FEC Railway announcing entry into the Downtown area. • Create a Pedestrian Zone adjacent to the right-of-ways that is inviting, safe and includes: • Addition of canopy street trees • Minimum 8' wide clear sidewalk • Minimum 8' wide active use area abutting the building • Decorative light poles at both the vehicular and pedestrian scales Streetscape Enhancements • Oft -street parking • Designated bike lanes & facilities Landscaping/street tree 1 tnproverne nts • Sidewalk expansions and repairs - Publ art a longi Memo Curbless'festival street section Material and pattern enhancements Figure 28: Ocean Ave. Streetscape Recommendations 14 Streetscape Enhancements On street parking DeWqnated bke lanes p Reduce lane width Enhance cr ssmAk , Figure 29: Seacrest Blvd. Streetscape Recommendations 856 • Enhanced street furniture, bus shelters, bike racks and receptacles • Active uses along the first floor of development Seacrest Boulevard • Implement a Complete Streets program for Seacrest Boulevard to accommodate bike lanes and bike racks, safe pedestrian crossings, required on -street parking, and consideration for rotary intersection design at Ocean Avenue • Install public art in key locations • Provide additional pedestrian crossings where needed • Underground overhead utilities Figure 30: Example Entry Features to the Cultural District Figure 31: Location of Entry Features to the Cultural District Figure 32: Ocean Ave. Festival Street Section 857 The predominant existing future land use designation within the Cultural District is Public & Private Governmental/ Institutional. This designation covers 16.5 acres and includes the blocks of City Hall, the library, etc. Other future land use designations are High -Density Residential, Local Retail Commercial and Low Density Residential. In order to encourage redevelopment of this district into an active, economically viable area, the proposed land use designation and zoning changes are proposed: • Change entire district to Mixed -Use Medium land use designation Table 4: Recommended Future Land Use (FLU) Classifications within the Cultural District Figure 33: Cultural District Example Projects • Create an overlay district for Ocean Avenue to control height at street frontage, building setback, uses, etc. L i U DENSITY' l�EVOII VIN NIN N� t� l � Gx CA HEIGHT U Core 80 15or MU -4 100,, mixed-ulse MU 510 75' Medium MU 2 40 55 .....� *Properties located within the TOD may recieve a 25% density bonus 16 858 " c ° „ ui nui°°ur°uucui datliioui a ui llbauim IIII'aaalii ui Create/ modify an overlay district for Ocean Avenue, which encompasses the entire Cultural District, to control height at street frontage, building setback, design, uses and overall character. • Ocean Ave will be designed to have a streetwall (building faces) abutting the pedestrian zone. • Active commercial uses shall be required on the street frontage of Ocean Ave. Automobile oriented uses, such as gas stations, car washes, and drive-thrus, are prohibited. • Structures along Ocean Avenue shall be designed to the pedestrian scale and have a maximum height of 35', consistent for a depth of a minimum of 30'. • Maximize glazing on first floors • Require street canopy trees • Public spaces such as plazas or greens shall be created as part of each project. Staff will review architectural styles and make recommendations regarding Architectural Guidelines that may enhance the character of the District. This process will include public input. Streetwali Design • 35" max fronting Ocean Ave. • Additional height mint be stepped back 3g,. Commercial uses required along Ocean • Public spaces such as plazas or green areas required along Ocean • Maximize glazing on first floor • Pedestrian shade Figure 35: Ocean Ave. Streetwall Design MBr�ha%w�rr�u�aq.�'tt`q�"M�s,ur° tl:rtesvakl i R:wr..rvrct1f PvJ"V60 "f'm! Figure 36: Ocean Ave. Design Diagram 0 77 859 Figure 37: Example of Mixed Use Medium Project on Ocean Ave. 18 860 ,,,,��,,�.,,,,�, '%;,;; �� ice✓;; ,,,,,,,,,,,,,.. ..�%.. oi,,,,,, Figure 39: Example of entry and streetscape in the Cultural District 861 �,(IINdt� III 0 �'wrvv Roll, II �V I"l V �4p f f ra.. 5 1 1J 4 N jj WWW ME o-, Roll, ra.. mm 862 111111111111 ,Downtown DistrictArl, ilii tii 'hili hili .......... I iiiii hili ilii 863 IIII ui��tui��„��d �ctlii o urs ................................................................... The Downtown District has been included in several planning efforts including the Federal Highway Corridor Plan, the Downtown Vision and Master Plan, and the original CRA plan adopted in 1984. It has long been the desire of the City to reinvigorate the historic center of Boynton Beach. Some progress has been made toward this goal with the development of the Casa Costa, Marina Village condominiums, and the soon to be completed 500 Ocean mixed-use development. The CRA has invested in the redevelopment of the Boynton Harbor Marina to create a tourism destination, preserve a working waterfront and support the boating community. The Agency planned and constructed the Boynton Beach Promenade that extends from Federal Highway to the Intracoastal Waterway; the Promenade also connects to the City's Mangrove Walk Park and the Marina. The Downtown District is bound to the north by N.E. 7th Avenue, to the south by S.E. 12th Avenue, to the east by Federal Highway and the Intracoastal Waterway, and to the west by the FEC Railway. The District connects via Federal Highway and S.E. 4th Street to the secondary development node at Woolbright and Federal Highway. Downtown Boynton Beach is easily accessed via 1-95 and Boynton Beach Boulevard: the distance from 1-95 to Federal Highway is less than one mile. The City's beach at Oceanfront Park is only 1.7 miles from 1-95 or, for residents of one of the new downtown developments, a quick walk over the Ocean Avenue Bridge. The Tri -Rail Coastal Link commuter rail station is planned for the downtown at N.E. 4th Street between Ocean Avenue and Boynton Beach Boulevard. This led the City to adopt the Downtown Transit Oriented Development District, allowing for a 25% density bonus within '/2 mile of the future station. 32 864 Unlike Delray Beach or West Palm Beach, Boynton Beach historically has only had a very small downtown area. It extended from just east of Federal Highway to west of Federal Highway at Ocean Avenue. There have been very few commercial buildings that could be repurposed into restaurants and stores as Delray Beach has done. Consequently, the first CRA Plan adopted in 1984 concentrated on the downtown area (smaller than proposed in this plan) as a redevelopment priority. Some of the planning challenges are: • Lack of developable parcels — assemblage is required • Property owners have unrealistic expectations of the value of their property • Not pedestrian friendly • No shade trees • No public parking areas and little on -street parking • Lack of wayfinding signage • No design theme to create an identity • Limited space on Ocean Avenue to locate retail and restaurant uses .2.n:2.ICL .�,w,m.!!!r.a:tJ oi!!i i Several factors were considered in determining the land use designations for the Downtown District. First, the downtown will be the future site of the station for the planned Tri -Rail Coastal Link commuter service on the FEC Rail line, which will serve the South Florida metropolitan region. To improve land development patterns in advance of station development, the City adopted a Downtown Transit Oriented Development District (DTOD), covering a '/2 mile radius around the station's location. The DTOD district regulations support increased intensity of development through a 25% density bonus. A second consideration is that the Downtown District is entirely enclosed within the Transportation Concurrency Exception Area (TCEA) which, in addition to the residential exception area applicable east of 1-95, exempts all development from the Palm Beach County traffic concurrency thus allowing denser development. The existence of both of these transportation - oriented designations is a factor in considering where increased height and density will occur within the CRA district. The Downtown District's location in the center of both the DTODD and the TCEA supports the highest density and height within this district. Figure 41: Example of District Planning Challenges 3 865 81 866 sliiioui m Downtown Boynton Beach will be where people live, work and play in an environment that provides bikeable and walkable access to the beach, restaurants, transit, parks and cultural experiences. There will be areas to gather and socialize. Entrepreneurs will open new restaurants and businesses creating financial benefits to the local economy. Attractive new buildings will provide housing for people of all ages and incomes, and accommodate new shops and restaurants. : iii eetsc4.P.q Streetscape enhancements are recommended for the Federal Highway corridor. The space for these enhancements may be obtained through either right-of-way dedications or public easements. The enhancements should include: • Create a Complete Street design for Federal Highway including the addition of: • On -street parking • Bike lanes • Enhance median with mature tree canopy (at time of planting) and landscape lighting • Marking of major intersections with materials such as pavers, paint, etc. • Create a Pedestrian Zone adjacent to the right-of-ways that is inviting, safe and includes: • Addition of canopy street trees • Minimum 8' wide clear sidewalk • Minimum 8' wide active use area abutting the building • Decorative light poles at both the vehicular and pedestrian scales • Enhanced street furniture, bus shelters, bike racks and receptacles • Active uses along the first floor of development • Canopy trees that provide immediate shading at time of construction • Bus shelters with unique design for the downtown district • Underground overhead utilities • Public art in key locations • Additional pedestrian crossings where needed • A greenway along SE 4th Street and Ocean Avenue connecting Pence Park and the Marina, per the Connectivity Plan • An eco -trail connecting the pedestrian zone to Mangrove Park, per the Connectivity Plan. 85 867 To attract new residents and businesses, the area must present a unified vision for the future. Therefore, it is recommended that the changes to the Future Land Use map be made using the new future land use/ zoning structure as shown: Table 5: Recommended Future Land Use (FLU) Classifications within the Downtown District HU USE DENSITY CORRESPONDING ZONING DIEN ITS' MAX CAIS WEIGHT High lDensity 1 4, IP'UD, PUD 15 45" Residential Mixed -Use MU -2' 40 Medium MU -3 50 7° Mixed -Use High 80 I IU -4** 60 100, 11U Care 80 1150, General -4 Commercialm��a n1a 45' lndurstrial IVa I'-11 n/a 4' Recreation) Iva recreation; n/a 4' Properties located within the TOD may recieve a 25% density bonus MIU- High 80 dulac (zoning W -Cor ) Max 'height, 150" TOO Density, Bonus Cornnierc'iam uses, required to ron't Federal Hw 50° Base Maximum U-- Med 40- g dLdac Max height: 65'-75' TOD Eonuses (height I deins,ilty') Commercial Arses required to front; Federal Hwy Building frontage required on SE. 40, Street Max 4 stories on SE 4111 street Figure 42: Cultural District Example Projects 36868 ME P, ofj & JWY�A�pl� 6aPXO�,p e w ubirmwaa PNh DymmOy Ho,i,AN & W J WHO 15 &I'm * ,wpll Cmowpq I VPpAqlmyw 4,S4 10P) 20xljw�x, raWOVIO GPPW�� Rtlka, U:ImmiumM d ftr� �.M q A—w-M LN" 4 QW OX"Rf p ',TN "AAWC Lk"W, A'Awke'r, AM AM V 10 ruva! JAN II d &Kpu JiN 0 9 wQ Figure 43: Recommended Land Use for the Downtown District M 869 IIII"�'c�°:��„��ui�r�ui°°ur°uueuidatlii'�ui� s ui�llhaui� IIII'aem�Iii ui In order to promote an active and walkable built environment in the Downtown District, the following recommendations apply: • Active commercial uses shall be required on the street frontage of Ocean Ave. Automobile oriented uses, such as gas stations, car washes, and drive-thrus, are prohibited. • The build -to line shall accommodate a ten foot sidewalk, mature shade trees (at install), street lights and street furniture • Buildings fronting Federal Highway, Boynton Beach Boulevard and S.E. 4th Street shall have a 60-90% window to wall ratio on the first floor. • Approximately 75% of the lot frontage must be occupied by structure and adjacent to the pedestrian zone • Buildings fronting Boynton Beach Boulevard or Federal Highway shall have a minimum height of 30' • Buildings fronting Boynton Beach Boulevard and/or Federal Highway shall be a maximum of 45' in height, any additional height permitted by the zoning districts must be stepped back proportionately to the overall height, a minimum of 10' deep. • Parking shall be located to the rear or side of the property. • Only when access is not possible from the rear or side shall curb cuts be permitted on Boynton beach Blvd or Federal Highway. • All buildings along Federal Highway must have pedestrian access from the right-of-way/ sidewalks. • The main pedestrian entry, or front door, must be fronting Federal Highway. • Where mixed use development is proposed adjacent residential areas, the residential areas shall be protected through the residential compatibility standards and the use of landscape buffers and/ or walls as appropriate. Staff will review architectural styles and make recommendations regarding Architectural Guidelines that may enhance the character of the District. This process will include public input. Figure 44: SE 4th St. Example Mixed Use Medium Project 88 870 -IRv.5idenl4,fl/Cl,ff me ��-' L Lfl i:'" r� ` a ��a��/�r l#.e'4'ka 0IV C)gi ige a Wrycle Path Vara#,&fl On site Parking } ede,gvian ?'one iPV.,deShiann cooir 1, i� ji -Pdl'drgt. 9iGJn Zra, Parallel P4mking Un- ^ ,lo a INN" lIg ERR Figure 45: SE 4th St. Design Diagram 89 871 Figure 46: Example of Mixed Use High Project in the Downtown District 0 872 Figure 47: Downtown District Master Plan 873 92 874 Federal Highway D IIIatrod u , VIII IIID IIID Illl i VIII IIII °°a e ln g e s .......... I°°°° VIII VIII IIID °°° '� IIID IIII""'� IIID � "' VIII Illli 93 875 IIII ui��tui��:�d �ctlii o urs ................................................................... The Federal Highway Corridor is approximately 2.5 miles long and runs from the north to the south City boundaries. Corridor redevelopment has been difficult, given the glut of outdated commercial buildings as well as land use and zoning generally out -of -step with the changing economic environment and current vision. In 2001, to address the blight along the Federal Highway corridor, the CRA and City adopted the Federal Highway Corridor Community Redevelopment Plan. The Plan was updated in June of 2006. The Federal Highway Corridor District benefited from redevelopment activity more than any other district. The land use changes recommended by the 2001 Plan and its update resulted in the development of 2,358 new residential units in the five new projects at the north end of Federal Highway and eight projects along the south end of the District. The CRA recently completed a capital improvement project in the area of the FEC right-of-way, on the west side of Federal Highway between the Stanley Weaver (C-16) Canal and N.E. 15th Avenue. As part of this project, new landscaping, irrigation, lighting and a new entry sign for the City were installed. This District consists of two sections, North and South. Each section extends north and south from the Downtown District, ending at the City's boundary. On the west, they are mostly bounded by the F.E.C. Railroad right-of-way; on the east, both border on the Intracoastal Waterway. The South and North sections of the District represent the main entries into the City from US Highway 1. There are two major arterial roadways in the district: Gateway Boulevard, an east -west arterial between 1-95 and Federal Highway, and Federal Highway, which runs north/south through the entire CRA district. The district is home to two City parks: the Harvey Oyer, Jr. Park with 8.79 acres and the Intracoastal Park with 8.97 acres. Both parks provide residents with access to the Intracoastal Waterway. 91 876 Figure 48: Federal Highway District (North) District Location Map 95 Figure 49: Federal Highway District (South) District Location Map 877 IIII'tl'.IIIL�.!!I�.III�.iii..I!!.2.... �.,III.g.11ll.11ll.aq�..gm. One of the most challenging aspects of the north section of the District is the geographic layout imposed by the location of the FEC Rail line and the Intracoastal Waterway. The insufficient depth of land on the west side of Federal Highway makes certain areas undevelopable or at least difficult to develop. On the east side of Federal Highway, the depth of commercial lots is also inadequate to build anything that is responsive to the market. Land assemblage is required to create a developable site; moreover, there are only a few vacant parcels. Among numerous outdated commercial buildings, some are vacant and many under maintained. Additionally, many of the uses are not compatible with the vision of the Plan or with the adjacent residential neighborhoods. Another predominant feature that is creating visual blight is the abundance of overhead utilities. Old utility poles often remain after new poles are installed, taking up precious sidewalk space. The sidewalks are too narrow to allow two people to walk side-by-side or to accommodate the installation of mature shade trees and decorative streetlights. j There are insufficient bus shelters along Federal Highway, even though Route 1 is one of the most used of all the Palm Tran routes. Due to the scale of Federal Highway, the buildings and uses have been oriented to the automobile. There is little in the design of the road, sidewalks or buildings that would encourage biking or walking as an alternative to driving. The drive lanes of Federal Highway are 12' wide, encouraging speeding adjacent to the sidewalk. A major challenge to redevelopment in the area of Federal Highway is the lack of developable parcels. Figure 50: Example of District Planning Challenges 96 878 iiii::i:s.ii. , .!!1ra,Ul olin s There are several additional factors to consider for redevelopment recommendations along the corridor. The first one is a close proximity to the waterfront, including direct access to the barrier island and oceanfront recreation areas as well as direct access to the Intracoastal Waterway through three public parks located at each end of the corridor. However, it also makes the District vulnerable to flooding from high -tide events, storm surge, stormwater runoff and, eventually, the related impacts of sea level rise. Areas along the east side of the corridor are especially susceptible to flood damage, with large sections both north and south under FEMA -designated Special Flood Hazard Area (SFHA) and storm surge zones extending west past Federal Highway. Portions of these areas are also within evacuation zones for category 3 and 4 hurricanes. Both the north and south parts of the District overlap with the Comprehensive Plan's Coastal Management area, and therefore are subject of all its policies. The main focus of these policies is flood prevention and mitigation, including policies regarding certain uses, development intensity increases and public infrastructure improvements in areas most prone to flooding. All have to be taken into consideration in redevelopment decisions, striking a balance between people's desire to live on the water and the need to reduce threat to life and property from natural hazards. At the same time, the policies strongly encourage that public waterfront access be a part of all waterfront development. The return of passenger service to the F.E.C. Railroad as part of the Coastal Link project will also serve as an attraction to downtown living and working as the City redevelops. A portion of both segments of the corridor is within the Downtown Transit Oriented Development District. The entire corridor, future train station and the existing Tri -Rail Station is accessible via a short bus ride on one of the County's most ridden Route #1. 97 879 98 880 liisliiioui�m� The Federal Highway Corridor shall serve as a major point of entry into the City and the downtown from both the north and south direction. There shall be a mix of uses that front the road, improve and activate the area. The streetscape will encourage biking and walking by providing shade, attractive lighting and a sense of safety. The single-family neighborhoods will experience an increase in value and become more attractive to buyers. IIII°fcc�°��uimui°m°uueuirm�`�a�:lii�mmui�s Stui�cetsca e Streetscape enhancements are recommended for the Federal Highway corridor. The space for these enhancements may be obtained through either right-of-way dedications or public easements and should include: • Create a Complete Street design for Federal Highway including the addition of: • On -street parking • Bike lanes • Enhance median with mature tree canopy (at time of planting) and landscape lighting • Marking of major intersections with materials such as pavers, paint, etc. • Create a Pedestrian Zone adjacent to the right-of-ways that is inviting, safe and includes: • Addition of canopy street trees • Minimum 8' wide clear sidewalk • Decorative light poles at both the vehicular and pedestrian scales • Require installation of canopy trees that provide immediate shading at time of construction • Underground overhead utilities • Provide additional pedestrian crossings where needed • Create a greenway along SE 4th Street per the Connectivity Plan 99 881 To encourage land assemblage for redevelopment of the corridor, the Plan recommends the application of the newly created future land use classification (Mixed -Use Low with a density of 20 units per acre) and zoning district (Mixed -Use 1 zoning with a 45' height limitation).This new land use designation will allow flexibility to develop retail and residential or retail and office uses, allowing the market to determine the best mix. The Mixed -Use Low would apply to the Federal Highway frontage and to Gateway Boulevard at the Federal Highway Intersection. Currently there is commercial land use at this location; however, it is in need of upgrading. Compatibility ordinances will be utilized to minimize impacts of commercial uses on adjacent residential neighborhoods. To allow for growth within the CRA and the City, it is recommended that the new mixed-use zoning category—Mixed-Use 4 with a density of 60 units per acre and 100' height limitation—be applied at the four corners of Woolbright and Federal Highway. Below is a table of the proposed land use and zoning designations that will apply along the Federal Highway corridor: Tahla R- Rarnmmanriarl Fiihira I nnrl I Ica (FI I Il ('laccifirntinnc Within tha Fariaal nktrirt LAND USE DENSITY CORRESPONDING ZONING DENSITY MAX GAP* HEIGHT (Mixed -Use High 88 MU -4, IMU Gore 60-80 180'-158' Mixed -Use 50 MU-2,.IMU-3 46-58 65'-75' (Medium Mixed -Use Low 20 MU -1 20 45' Special High Density 20 IPUD 20 45' Residential High Density 15 R4, Infill -Planned Unit 15 45" Residential Develo ment (Medium Density 11 R3, Infill Planned Unit 10-11 45' Residential Development Low Density 7.5 RI -AAA, IRI -AAS, IRI -AA, 5-7.5 30' Residential R -1A, R-1, IPUID Recreation n/a Recreation n/a 45' Properties located within the TOD may recieve a 25% density bonus Figure 51: Federal Highway (North) District Example Projects Mixed Use _ High GO Wat. (?rnfawfag MU,4) M@X 11p94�V, 10' CoMmile ° W u ueg requ vr(4t to tw nl F(Agufa# Hwy ��i"r�,h5�^Nutiar.dcrta�n7c� �� W- (vow C fgg11IlA�p'Y& M�ruIN Figure 5 Projects 100 882 Figure 53: Recommended Land Use for the Federal Highway (North) District Figure 54: Recommended Land Use for the Federal Highway (South) District II 883 The following urban design guidelines are recommended for the Federal Highway north district: • The buildings shall be set back to accommodate on -street parking and the Pedestrian Zone. • All overhead utilities shall be installed underground. • For buildings incorporating commercial uses, these uses must front Federal Highway and shall maximize glazing facades visible from rights -of -ways. • Approximately 75% of the lot frontage must be occupied by structure and be adjacent to the pedestrian zone. • Buildings fronting Federal Highway shall have a minimum height of 30' • Buildings fronting Federal Highway shall be a maximum of 45' in height, any additional height permitted by the zoning districts must be stepped back proportionately to the overall height, a minimum of 10' deep. • Parking shall be located to the rear or side of the property. MU -L Land Uses are permitted to have one (single loaded) row of parking in front of the structure. • Curb cuts shall be permitted on Federal Highway only when access is not possible from the rear or side. • Adjacent single-family areas shall be protected through the use of landscape buffers and/or walls as appropriate. • Building roofs shall have vertical breaks to prevent long unbroken spans. • Building facades shall be articulated with plane changes at least one foot deep with changes in color texture and material. • All buildings along Federal Highway must have pedestrian access from the right-of-way/ sidewalks. • The main pedestrian entry, or front door, must be fronting Federal Highway. I 02 884 Figure 55: Example High Density Residential Project Figure 56: Example Mixed Use Low Project I 03 885 I ol 886 District VIII IIID a ID riVIII IIID g C°""a e ID IIID IIID IIII IIID �� IIID 'iiiii ' IIID 'illll IIII �� .......... I '']��ie ii 'ii IIID 05 887 IIII ui��tui��:�d �ctlii o urs ................................................................... The Heart of Boynton District is a 380 -acre neighborhood developed predominantly with single-family homes. The neighborhood has several parks, two public schools and numerous churches. Unfortunately, it has been the victim of disinvestment over the last 50 years. The two Census blocks of Tract 61 which encompasses this District have the median household income of $20,848, the lowest in the City. To counterthe decline of the neighborhood, in 2001 the CRA and City adopted the Heart of Boynton Community Redevelopment Plan. The Plan was updated in 2014 to reflect the achievements of the original plan and add new projects to reflect the current market conditions. A number of recommendations of the original CRA Plan have been implemented, including: • The demolition of the Cherry Hill public housing project • The redevelopment of the Boynton Terrace site – Ocean Breeze West – into 21 single- family homes Redevelopment of Wilson Park and into Carolyn Sims Community Center • Expansion of the Palmetto Greens Park • Redevelopment of Sara Sims Park – Master Plan created, property acquired • Streetscape Improvements on Seacrest Boulevard • Redevelopment of Martin Luther King, Jr. Boulevard – Property acquired and Family Dollar developed • Development of new housing – 60 new single family homes developed In partnership with nonprofits, the City and CRA. C. Stanley Weaver (C -Canal) canal to the north, 1-95 to the west, N.E. 3rd Avenue to the south and the FEC rail line to the east. The area is within walking distance of the Cultural and Downtown Districts. A major arterial road—Seacrest Boulevard—runs through the neighborhood north/south. Martin Luther King, Jr. Boulevard, once lined with locally -owned businesses, runs east/west. There are two public elementary schools in the neighborhood, Poinciana and Galaxy. Both schools are STEM schools (Science, Technology, Engineering and Math). There are a number of parks and special use areas within the neighborhood, such as, Carolyn Sims Community Center, Galaxy Park and Scrub and Sara Sims Park. The Heart of Boynton District is bounded by the 1 06 888 Figure 57: Heart of Boynton District Location Map I 0 1 889 IIII'tl'.IIIL�.!!I�.III�.iii..I!!.9.... �.,III.g.11ll.11ll.paq�..3.mf. The Heart of Boynton area suffers from an aging the neighborhood; clearly, the road is not presently and poorly maintained housing stock. The CRA designed at a neighborhood scale. and City, in partnership with local non -profits, continue to develop single-family homes, but Both Seacrest Boulevard and Martin Luther King, Jr. there is a need for quality affordable multi -family Boulevard have older, ill -maintained power poles with rental housing. The problem is that—given low overhead utilities, causing a "visual blight." median household incomes—it cost more to build even modest apartments than many of the families can afford. This gap will has to be filled through some form of a subsidy. Another major deterrent to private investment is the visible blight and crime. There are still a number of small convenience stores that allow loitering and illegal activities for all to see, discouraging people to buy homes or invest in businesses within the area. The District is comprised of small parcels platted in the 1920's – 1930's, during Florida's land boom. The parcels are owned by many different people making assembly of a developable site very difficult and expensive. Moreover, many owners have an unrealistic sense of the value of their property. Over the years, the neighborhood has lost most of their retailers and service providers. There is no full service grocery store and only one take- out restaurant. The majority of commercial use ti is represented by convenience stores. A new Family Dollar store at the corner of Martin Luther King, Jr. Boulevard and Seacrest Boulevard has been a welcome addition, but there is a need for more retail services. The neighborhood is bifurcated by a four - lane Seacrest Boulevard, which has only one signalized pedestrian crossing even though there are two elementary schools in the neighborhood. The width of the road and drive aisles encourage speeding through Figure 58: Example of District Planning Challenges I 08 890 „.oiiii::i:s.ii. ,e ra,Ul olin s Several factors were considered in determining the land use designations for the Heart of Boynton District. A future commuter rail station for the planned Tri - Rail Coastal Link service, which will serve the South Florida metropolitan region, is planned for downtown at N.E. 4th between Ocean Avenue and Boynton Beach Boulevard. To improve land development patterns in advance of station development, the City adopted a Downtown Transit Oriented Development District (DTOD), covering a'h mile radius around the station's location, including a portion of the Heart of Boynton. The DTOD district regulations support increased intensity of development through a 25% density bonus. A second consideration is the Transportation Concurrency Exception Area (TCEA) which, in addition to the residential exception area applicable east of 1-95, exempts all development from the Palm Beach County traffic concurrency requirements thus allowing denser development. The Plan recommends increasing density within the area where the TCEA and TOD designations overlap. However, because this District is a low - scale neighborhood, no increase in height over 45' is recommended. Historic District. There are a significant number of historic cottages located along both sides of NE 3rd Avenue and the south side of NE 4th Avenue between N. Seacrest Boulevard and NE 1 st Street. In order to protect these cottages while allowing commercial redevelopment of the south side of NE 3rd Avenue, the Plan recommends that: • The historic cottages from the south side of NE 3rd Avenue be relocated to the vacant lots on the north side of NE 3rd Avenue. • On completion of the relocations, a historic district, tentatively called Shepard Funk Addition Historic Cottage District, be created within the block enclosed by N. Seacrest Boulevard, NE 1st Street, NE 3rd Avenue, and NE 4th Avenue. I09 891 Iii sliiioui�� The Heart of Boynton area will become a model neighborhood, with its unique character and history preserved. The vision includes enriching the original vernacular architecture of the neighborhood, investing in housing and commercial uses, and connecting both through the pedestrian and vehicular networks. ccuii°mur°m°uu. un';atliiouis Stuff cetsca p,g Streetscape enhancements are recommended for the Seacrest Blvd and Martin Luther King Jr. Blvd. The space for these enhancements may be obtained through either right-of-way dedications or public easements. The enhancements should include: • Implement a Complete Streets program for Seacrest Boulevard and ML K Jr. Boulevard to accommodate bike lanes and bike racks, widening of sidewalks, decorative street lights, street furniture, and on -street parking. • Marking of major intersections with materials such as pavers, paint, etc. • Enhanced median landscaping • Bus shelters (will be required as part of new construction) • Additional signalized pedestrian crossings (including mid -block) along Seacrest BoulevardAddition of canopy street trees • Creation of a Pedestrian Zone adjacent to the right-of-ways that is inviting, safe and includes: • Minimum 8' wide clear sidewalk • Decorative light poles at both the vehicular and pedestrian scales • Require installation of canopy trees that provide immediate shading at time of construction • Undergrounding of overhead utilities • Creation of a greenway to connect the greenway proposed along NW 1st Avenue, Sara Sims Park, and Wilson Park per the Connectivity Plan • Creation of an eco -trail to connect the existing scrub and linear parks per the Connectivity Plan I G 892 Figure 60:GeaorestBlvd StrootsoapoArea 4�Max. Figure 62: MLK JR. Blvd. Street Section 893 The existing land use designations within the Heart of Boynton District are: • Low Density Residential — 5 units per acre (all of this land use designation is concentrated on the west side of Seacrest Boulevard. • Medium Density Residential — 10 units per acre (this land use designation is concentrated on the east side of Seacrest Boulevard) • High Density Residential — 11 units per acre (currently over the Ocean Breeze West development and along W. Seacrest from N.W. 8th to N.W. 9th) • Mixed -Use — 40 units per acre (this land use designation is placed on the CRA -owned Ocean Breeze East block and on CRA -owned property along MLK, Jr. Boulevard) • Local Retail Commercial, General Commercial, Industrial, Recreational, and Public & Private Govern mental/I nstitutional Below is a table of the proposed land use and zoning designations that will apply within the Federal Highway Corridor District: Table 7: Recommended Future Land Use (FLU) Classifications within the Heart of Boynton District LAND USE DENSITY CORRIESPGNDIIINGZONING DEINSI * MAX CAP HEIGHT Mixed -Use Mediiu m 54 MU -2, MU -3 50 75' Mixed -Use Low 20 MU -1 20 4" IHi h Density Residential 1;5 R4, IPiUD 15 45' Medium Density 11 R, (PUD Residential 11 45' Low Density 75 R -1 -AAA, R -1 -AAD, R -1 -AA, IR -1-A, R-1, Residential PUD 7.5 45' (Local Retail Com mercial n/a C-2, C-, PCD n/a 45' General n/a C-4 Commercial n1a 45' Industrial n/a M-1' n/a 45' PPGI; n1a Public Usage n/a 45' Recreation nJa Recreation n/a 45' Properties located within the TOD may recieve a 25% density bonus I 1894 Figure 63: Recommended Land Use for the Heart of Boynton District LEGEND 5abto'llA WI u Waw wN�!°e�✓k1r Gf�,',�nbA*ud Ali i��a a o.�ieM h�W,m,�rv�r4'��i+��err d&�u �a,�waA�M��l�tld'mtlaB wli ��aw��: wp C'"4nnip'e bjaA: )A Muwi P OlJWW' ffWux ar ®! !Fw6A,u rrPo Hqr, DOM, sig Y;immu),,c W S&I'dAlt ��/��i///��/�// uktiBO'Aw,AA."O flMj ,� , �'01111ffiijy�9. N uo,. ti$gl WOoruufe Wuififf VIIy"IM,i. b W40,))V O(MI o'l uki Sol Q, � E�xruxR wl, 11,11N Mh IN b.:1�'9,.Ww.= emAuorrrtiuir WIM.OdOWww�AA�cw,W�laWe a„ w� : eWne I I 3 895 IIII"�'e�°:��„��ui�r�ui°°ur°uucuidatliioui� s ui�llhaui� IIII':fem�'Iii ui • There are three architectural styles of historic structures in the Heart of Boynton: Mission, Frame Vernacular, and Mediterranean Revival. When building in this District, new development shall attempt to utilize one of these architectural styles. • A Historic Cottage District should be considered adjacent to the proposed Cottage District; where feasible, historically contributing cottages in the area shall be relocated in the Historic Cottage District. • Commercial buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall maximize the amount of glazing. • Residential buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall be designed to have pedestrian access from the main road and have front door facing the main road. • All buildings along MLK Jr., Boulevard and/or Seacrest Boulevard shall be set back to allow for a pedestrian zone. • Approximately 75% of the lot frontage must be occupied by structure and be adjacent to the pedestrian zone. • Buildings fronting MLK Jr., Boulevard shall be a maximum of two story and stepped back to continue to the maximum allowed height in the designated Zoning District. • Parking shall be located to the rear or side of the buildings • Curb cuts shall be permitted on Boynton Beach Blvd only when access is not possible from the rear or side. • When adjacent to commercial uses, single-family areas shall be protected through the use of landscape buffers and/or walls as appropriate. ..K, CoMroe ci Ib Model Slock rear Breeze, !East Gc)ttage District— Proposed 1is ork off.age District Figure 64: Heart of Boynton Projects I 1896 Sara Sims Park Expansion Working with residents of the community, the CRAand its consultant created a master plan for the expansion and improvement of Sara Sims Park. The CRA has also purchased seven properties and deeded them to the City in preparation for the eventual expansion of the park. Staff will review the feasibility of converting a portion of Sara Sims Park Master Plan, along the western boundary, from Recreational Land Use to Single Family. This process shall include a public meeting, the Parks and Recreation Board review and recommendation, and City Commision approval. Ocean Breeze East The CRA owns 4.5 acres of vacant land east of Seacrest Boulevard between N.E. 6th and 7th Avenues. The CRA is seeking a private development partner to build a multi -family project on the site. Cottage District The CRA owns approximately 5 acres on the block between N.E. 4th and 5th Avenue. The CRA's goal for this site is to attract a private development partner to build single-family for -sale homes in the style of the surrounding historic cottages. MLK Commercial Leveraging CRA -owned land and economic development grants, the CRA was able to bring a Family Dollar store to the Martin Luther King, Jr. Boulevard corridor in 2015. The CRA owns additional land on the corridor and continues to work with developers to attract new and needed neighborhood retail. MLK Multi Family Utilizing CRA -owned land, the CRA is seeking to attract a private development partner to build a multi- family development along the Martin Luther King, Jr. Boulevard corridor. The development may include commercial uses. Figure 66: Ocean Breeze East Figure 67: Cottage District 115 897 Figure 68: Example of a Commercial Project on MLK Jr. Blvd. I I 6 898 Figure 69: Example of Multi Family Project on MLK Jr. Blvd. 899 I 1900 In dLIS tria I Craft D ilri t ro d i 'hili hili iiin ri'iiiii iiiiiiaa e ia .......... I `]��ie hili ilii in 901 IIII ui��tui��„��d �ctlii o urs ................................................................... Prior to this Plan, the Industrial Craft District has never been included as part of a Community Redevelopment Plan. The 49 acre area is entirely comprised of industrial uses; however, there is a burgeoning arts scene utilizing some of the existing warehouses for art studios. It is the goal of the CRA and City to make necessary investments to the Industrial District to ensure its economic sustainability. The Industrial Craft District is located in the westernmost area of the CRA district, bordered to the east by 1-95, to the south by Boynton Beach Boulevard, to the west by West Industrial Avenue, and to the north by the C. Stanley Weaver canal. The area directly to the west of the District is a single-family neighborhood, with minimal buffering against the industrial uses of the District. Figure 70: Industrial Craft District Location Map I0 902 While there are some newer buildings interspersed throughout the District, it is an area of older warehouses build in the 1960'— 1970's. Many of the buildings have not been upgraded and are not well maintained. The area has easy access from both 1-95 and Boynton Beach Boulevard, yet there is little visibility from either roadway; there is no signage identifying the District. Some of the business use the public right -of way along the roads to store broken equipment, causing the area to appear uncared for. As the businesses lack parking, the right-of-ways are also used for staff and customer parking, and vehicles storage. Also, most of the area has no sidewalks, forcing pedestrians to walk in the street. Moreover, there is insufficient street lighting, making the area feel unsafe in the evening. The emerging art district, while being an opportunity, is also a challenge. Current Zoning Regulations allow for artists' studios in industrial areas, but do not permit art galleries, which would enable the District to evolve into a unique industrial crafts hub. Additionally, as described above, the area lacks infrastructure necessary to safely accommodate the public events. Lastly, although the art production (i.e. involving industrial materials and processes) may qualify as industrial use by current Zoning Regulations, the art district represents competition for space that the City may intend to reserve for the more traditional industrial businesses that would support the tax base, employment and other economic objectives of the City's Economic Development Program. The City's plan for preserving and expanding lands available for such uses may warrant the establishment of a boundary intended to limit the expansion of the arts district. Principal considerations in evaluating the redevelopment potential and vision for this District include its location, the relatively new art district, and the types of businesses that would represent a successful symbiotic relationship between the industrial and art worlds. The location of this District is an important consideration given its partial visibility from 1-95 and ideal access from all directions. (High traffic counts on Boynton Beach Boulevard and 1-95 interchange have warranted the State DOT to plan for a major expansion.) There is the opportunity for very visible wayfinding signage and branding. As indicated above, an arts district has emerged in this industrial area; this happened in many other cities where local artists sought affordable rent in older warehouse neighborhoods. Negative aspects notwithstanding, an arts district can contribute toward the City's image and local cultural tourism, as well as motivate investment in public infrastructure that the area needs. Figure 71: Examples of District Planning Challenges 903 Iii sliiioui�� The goal of this Plan is to ensure the development of the Industrial Craft District as a viable, modern industrial crafts district that will accommodate a range of uses and businesses while providing economic benefits for the City. IIII°fcc��ui�i°mui°m°uucui��''�atliioui�s Ill....aui�d ��IIVse ................................................................................................................................................................. The existing Future Land Use Classification within the District is Industrial; no changes to the Land Use are recommended. The existing permitted uses shall be expanded to include new uses that would complement and promote the unique character of the district. Introducing flexibility into the City code relative to permitted uses will help to attract young entrepreneurs. Figurew72 Use Iii 904 Streetscape enhancements: • Create branding elements including entry and wayfinding signage • Review LDRs for revisions to the sign code to allow for signage to be visible from 1-95 • Installation of public art at Boynton Beach Boulevard • Landscaping enhancements • Installation and repair of sidewalks • Addition of on -street parking • Installation and enhancement of vehicular and pedestrian lighting • Construction of buffer wall between the single-family neighborhood and industrial area Protect adjacent VM - JIW • • • d Enhance buffer & visibilitylandscaping ------------------------------------------------------------------------- Enhance 1-95 0 Review signage regulations 6 Allow additional heig Entrance enhancements Signage Unique bus stopi Public bi • Figure 73: District Enhancements I 23 905 5'Sidewalk 1 5'- 1 O'Swafe I f O'Pa ral le [ Parkin�g 1 12' One -Way • Figure 74: Example West Industrial Ave. Section 21 906 Figure 75: Example of buffer wall and pedestrian improvements on West Industrial Ave. I5 907 E. Implementation Guide Introduction Planning & Policy Development & Capital Projects Initiatives & Programs Introduction The Implementation Guide, covering actions critical to the implementation of this plan, includes three sections: Planning & Policy, Development and Capital Projects, and Initiatives & Programs: • The "Planning and Policy" section covers the amendments to the City's Comprehensive Plan and Land Development Regulations, which constitute the regulatory framework for the implementation of the Plan. In addition, this section includes (i) actions aimed at enhancing readiness of selective sites for private investment by changing their land use and zoning to reflect the Plan's recommendations; (ii) Complete Street program; and (iii) the parking study. • The "Development and Capital Projects" section focuses on the specific on -the -ground actions, including the preparation work for the Town Square Project, property acquisition for parking structures and streetscape improvements, signage and entry features as well as establishment of CRA incentives for bringing in desirable development. • The "Initiatives and Programs" list other actions to be undertaken by the CRA as a City's economic development organization, such as marketing, business development and special events. Taken as a whole, the tasks identified within this Guide provide actions and mechanisms intended to directly and indirectly spur new investment and development within CRA. I28 910 Planning & Policy Table 8: Planninq and Policv Implementation Steps 'Consultant maybe N red by CRA to c o m p lete th is task Proposed Responsib Funding Highest ID Project Name Project Description le Party Source Priority Amend Comprehensive Plan's Future Land Use P-1, Comprehensive Element to �rnplement the Future Land Use City City Plan Update classificafion, structure recommended by the CRA Plan, Land Review Land Development Regulations and generate P-2 Development recornmendafions, to ensure consistency with the CRA Staff,/CRA' CRA Regulations, Audit Plan Amendments, to R-3 Land 1: m ptement rec o,m,m,en,,d ati:lo n s, p rod uced by the LD R's, StaffVCRA' CRA Development audit Regulations, Review of Height Exception Adoptinn of R-4 Zonng District Priority Land Ado tion of MU-4Zoniing Distr[ct Adoption: / revision of Ocean Ave. Overlay P-4 Development Staff Staff,/CRA Adoption of the Boynton, Beach Blvd Overlay Regulations, Adoptibn / revisiDns, of'Sustainable Development Amendments regulations Review of Resicentiali Compatibility standards P-5, Transition Work Establish district -by -district work plan, prioritize Staff/CRA City Plan redevelopment sites City -initiated FLU E xec ute FLU amendments and rezon.i,j.,],,gs.. for sites P-6 and Zoning for deemed to be a priority for redevelopment Cry City Key Sites, Create and adopt a Complete Streets program that, P-7 Complete Streets will provide roadway and pedestrian, area design Staff/CRA CRA requirements f o r major ro adways within the CRA Conduct, a study of current and future parking needs R-8 CRA Diist6ct within; identified areas of the CRA District and make CRA' CRA Parking Study recommendations of how and where to, create public or shared parking. Staff will review architectural styles and make Architectural; Style recommendations regarding Architectural Guidelines Staf f1C RA CRA Review that may enhance the character of the applicable Districts. This, processwill include public input.. 'Consultant maybe N red by CRA to c o m p lete th is task Table 0:Development and Capitol Projects Implementation Steps Proposed Responsible Funding Highest ID Project Name Project Description Party Source Priority A publiciprivate partnership to redevelop the City - D-1 Town Square owned 16.5, acres at the western end of the Cultural . City/CRA713D City�CRAITBD District area. The proi -ect willl include new civic and private uses. Development Create and adopt financial incentive programs, to D-2, Incentives attract lhi�her paying jobs,, lhotel�s, public parking and CRA CRA full-servibe grocery stores: to the CRA District D-3 Land Acquisition. Continue to acquire land in strategic locations to CRA CRA implement the goals, of the CRA Pl'an, Parks, Plan, for and implement parks:, greenways and eco D-4 Greenways and trails within the CRA to enfianc,e quality of life for CRA CRA Eco trail's residents D-5 Public Parking ACqUire property, anal[yze financing options and Issue CRA CRA Structures, Request for Proposals for development Streetscape Acquire easements, and ROW where needed for D-6 Easement and streetscape improvements, CRA CRA ROW Acqui�sitio,n D-7 Affordable Create programs and policies: to support the CRA CRA H o us,i ng development of affordable housing D-8 CRA Wayfinciing Design and construct a uniquely branded wayfincing CRA CRA Signage Design, program for the CRA and each District D-9, Critica[ Street, Target, design, and build critical street crossings CRA CRA Crossings, throughout the CRA Boynton Beach, D-10 Entry Feature at, Design and build a;. unique entry feature at 1-95, CRA CRA Table 0:Development and Capitol Projects Implementation Steps Initiatives & Programs Table 1O:Initiatives and Programs Implementation Steps Proposed Responsible Funding Highest ID Project Name Project Description Party Source Priority Workforce Review/amend the City's, Workforce HOUSing City City l-2 Land Assembly Create programs that remove barriers to land CRA CRA Assistance assembly Clean and Safe Imp[ement projects, that, i1n,c1bde Neighborhood Po,liciing, l�-3 Program Code Enforcement and Litter Reductibn to �mprove the CRA CRA appearance of the CRA Di,stribt. Business SUpport CRA Economic Development Programs to l�-4 Development provide incenbves, to, expand emsti,ng businesses and CRA CRA Program to recruit new businesses to the CRA Di�,stnct. Marketing media outlets to market the CRA District and its Initiatives assets, to, showcase redevelopment effo,rts, programs CRA CRA redevelopment opportunities. Small Business Marketing and promotion; of exi�.sting and new or l�-6 Marketing emerging bUsinesses within the CRA District utiffizimg CRA CRA Program various media outlets to encourage long range Create and �mplement unique special events and l-7 Special Events, COMMUnity activities that, showcase redevelopment CRA CRA Programs, efforts and opportunities as well as, exi'sfing businesses within, the CRA District. Boynto,n, Harbor Conti�,nue to provide finanici'al investment to improve l-8, Manna maintain and promote this, unique asset,, to ensure its CRA CRA Table 1O:Initiatives and Programs Implementation Steps mio mill mill 00000000 moi moo mio irig0000000 m o0 000000i0 000000 airid Use IlMa��p 00000000 uuuuuui0 1 31 916 Legend 9 my D� rmi @u-&;tlGkl;W c ' 'dRtialSW.' V��M��uu�aa'o'U p�r�upr,uy, 10 (r,pemn,aV K.o n Diermlyr )Q duv ao YIYI YIY f9 �pNINf�V'w Rel a0tl y.uem,wall y Xrraa no,ar W MuaaW L m SGV; ckOat,: 11)5 Federal Hwy < Blvd Anton Beach Blvd )an Ave. olbright Rd 917 0000ii IIIIIII I 0000000 of 000000 m 1° nnn� a iii d U s e 000000.0 1 36 918 LEGEND IM�cmxvafiogloll (R) A Low Density Resdonlial �LDR) 5 dt'Voc "RIWIlUm Oonsoy RosAdential (M�M4,) 'I'l du;aG IMI-lighi Derisily Rr.,isidembal (H DR) 15 ghiVoc amspoOol [tigh (XmMy Rosidentiol (SHDR) 1206,Oac, Rolail M(e*!oiorul p"Imoo Uso LOW (IMIA, � A) don MR1,111mm"i LNI menji'l 1111, (NIL AI) N50 dl,gla c mWel kjso P11oh WWI) W duloc. TOD orth Federal Hwy MILK Blvd ,l Boynton Beach Blvd I I L . jOcean Ave. Woolbright Rd �I 1) 1 919 u110 111111 nnni 111111 38 920 CoiiipkAe, Streets Streets Eco'rrw�s Bike LMIPS (CWSlklrg� Bike Danes c1reenways Parks Pd,rilof lrttei esl �I 39 921 111111 4:: Workshop Polling Results 1 40 922 9E91 �esiiir1[Ir taiii,riiimClf ,, l,„,,,,,illm„ii�„ 1. Do you think the CRA should fund connectivity improvements? The participants were presented with a list of proposed connectivity improvements, including: (i) complete street design for selected facilities; (ii) greenways connecting parks and acting as buffers between land use categories; (iii) ecotrails connecting conservation and pedestrian areas; and (iv) bike lanes. Workshop # 3: The majority(90%) said "yes” Workshop # 4: The majority (85%) said "yes" 2. Which do you feel needs the most improvements: pedestrian (sidewalks); bike/ park facilities; vehicular (streets); none; all of the above? Workshop # 3: The majority(56%) felt that "all of the above" need improvements; 26% felt that pedestrian infrastructure need them most and 10% thought street do. Workshop # 4: The majority (56%) felt that "all of the above" need improvements; 26% felt that pedestrian infrastructure need them most and 10% thought street do. 3. Do you agree with the new land use structure? Participants were shown a table with the proposed changes to the current future land use classification structure Workshop # 3: Some 49% of the participants agreed; the remaining responses were equally divided between those who did not and those unsure. Workshop # 4: The majority (83%) agreed 4. Do you think that the new zoning districts are beneficial? Participants were shown a table with the modified future land use classifications and the corresponding changes to zoning districts. Workshop # 3: Some 49% of the participants thought they were, while 41 % thought that they were not. Workshop # 4: The majority (74%) thought they were beneficial. IBo3Litoiri IlE-3caclh IBoulllevaurd Ilf liisturliict 5. Do you think Boynton Beach Boulevard should be a Complete Street? The participants were shown a rendering of the eastern section of Boynton Boulevard (between Seacrest Boulevard and US -1), improved with a landscaped median, bike lanes and a wide landscaped sidewalk with benches. Workshop # 3: The majority (90%) said "yes." Workshop # 4: All of the respondents said "yes." 6. Is this type of transition between commercial and residential uses appropriate for this portion of Boynton Beach Boulevard? The participants were asked to respond to a rendering showing a wall and a landscape buffer separating the proposed commercial redevelopment fronting on Boynton Beach Boulevard from the single family neighborhood to the north. Workshop # 2: The majority (78%) said "yes." 7. Would you like to see improved commercial spaces on Boynton Beach Boulevard, west of Seacrest Boulevard, and is the example shown appropriate design for Boynton Beach Boulevard, west of Seacrest Boulevard, and is this scale and type of redevelopment appropriate for this portion of Boynton Beach Boulevard? Before responding to questions #7,#8 #9, the participants were shown: • slides assigning density, height, uses and selected design features for different sections of the area; • a rendering of the subject section of Boynton Beach Boulevard lined with one -to -two story retail/ commercial buildings, with a setback allowing for a sidewalk, landscape buffer and public space fronting the buildings to accommodate outdoor seating for restaurants. Workshop # 3: The majority (84%) would like to see improved commercial spaces and 79% thought the design was appropriate. I 4 II 923 Workshop # 4: The majority (89%) would like to see improved commercial spaces and 57% thought the design was appropriate, while 27% disagreed. ...as worded above was only asked at Workshop #2; the majority (70%) of agreed that both the scale and type of redevelopment were appropriate. u.11.1 uii[211 Ilf;liisturliict 8. Would you like to see more restaurants and retail on Ocean Avenue? Workshop # 3: The majority (81 %) said "yes." Workshop # 4: All of the respondents said "yes." 9. What do you think is an appropriate building height fronting Ocean Ave — 35 feet, 45 feet, 65 feet, or 100 feet or over? Workshop # 3: The majority (62%) thought that 35 feet was an appropriate height, while 24% supported a height of 45 feet; 8% and 6%, respectively, favored the last two choices. Workshop # 4: Some 30% of respondents thought 35 feet to be appropriate, an equal percentage of respondents (32%) chose a height of 45 feet and 65 feet, and 5% favored a height of 100 feet or over. 1.2 owurmtowurm Ilf;; liisturliict 10. Do you support improving the connectivity between Boynton Beach Boulevard and Woolbright Boulevard, along Federal Hwy and SE 4th Street? The participants were presented with a list of improvements benefiting connectivity and enhancing the streetscape along both streets. Workshop # 3: The majority (88%) said "yes." Workshop # 4: The majority (83%) said "yes." 11. Is ensuring a superior environment on 4th Street and Pence Park Important? The rendering showed to the participants depicted three-story townhomes fronting SE 4th Street, responding to a concern that the residential components of mixed-use development fronting US -1 would back onto 4th Street. Workshop # 2: The majority (61 %) said "yes,"while the remaining responses were equally divided between "no" and "not sure" (both at 19%). 12. Do you think this building scale is appropriate for a Downtown? The participants were shown a rendering depicting one- and two story retail uses lining a street corner, with outdoor restaurant seating, and two tall (over 10 story) residential buildings placed at a significant setback from the commercial component facing the street. Workshop # 3: The majority (51%) disapproved of the proposed scale while 45% thought it was appropriate. Workshop # 4: The overwhelming majority (96%) found the scale appropriate. III; edgiir ;,Ill,lll�,'iil, Ihwa lf; liisturliict 13. Do you think efforts should be made to improve the walkability of Federal Hwy? The participants were presented with a list of potential streetscape improvements, including widened sidewalks, enhanced lighting, an addition of street trees and of safe street crossings. Workshop # 3: The majority (88%) said "yes." Workshop # 4: The majority (93%) said "yes." 14. Would you like to see more community commercial on South Federal Hwy? The participants were shown a rendering picturing one - and two story commercial buildings along the South Federal Highway, placed at a significant set back from the street, with on -street parallel parking and enhanced landscaping. Workshop # 3: The majority (53%) supported additional commercial uses, while 46% opposed the idea. Workshop # 4: The overwhelming majority (93%) would like tosee more commercial uses. 924 15. Do you want commercial uses fronting the entire length of North Federal Hwy? (In addition to "yes," "no," and "I am not sure," the fourth option was "only at the Gateway Boulevard intersection.") Workshop # 3: Some 42% of participants responded positively, 21 % rejected the idea and 28% selected the Gateway Boulevard option. 16. Do you think commercial uses should be optional as a part of a Mixed Use Low project? Workshop # 3: The majority (69%) thought so, while 27% opposed the idea. III,,,,1e..ai...tf.II ,y1!212li,,,,......l[.... 17. Is this Scale and Type of Infill Appropriate for Martin Luther King Jr. Boulevard in the Heart of Boynton District? The rendering showed two -to -three story townhomes facing the street, with a sidewalk, on -street parking and landscaped islands. The majority (72%) said yes. Workshop # 2: The majority (72%) said "yes." 18. Would you like to see more community retail in the HOB? The participants were shown a rendering of the Seacrest Boulevard/ Martin Luther King, Jr. Boulevard intersection featuring a grocery store/ retail uses with outdoor restaurant seating on the north east corner, across the street from the existing Family Dollar. Workshop # 3: The majority (88%) said "yes." IiJigdusturiiialll raft Ilf; liisturct 19. Is this type of transition between industrial and residential uses appropriate for this portion of the Industrial/Craft district? The participants were asked to respond to a rendering picturing a multicolor wall separating the district from a residential neighborhood to the west. Workshop # 2: The majority (78%) said "yes." 20. Do you support the CRA funding the proposed streetscape improvements? The participants were presented with images of the proposed improvements, including on -street parking, utilities placed underground, and sidewalk repair/additions. Workshop # 2: The majority (85%) said "yes." Workshop # 3: The majority (86%) said "yes." 21. Do you support the addition of new industrial craft uses? Workshop # 3: The majority (89%) said "yes." 22. Do you support encouraging arts uses in the Industrial Craft District? Workshop # 2: The majority (74%) said "yes." 13 925 111111 111111 inn 111111 IIIIIIIIIIIIIIII 111111 III II1111111 1111111II II1111111 IIIIIIIIIIIIIII IIIIIIIIIIIIIIII I 41 926 IJ llllll�llflli///' III i1D1111JJ1,u;��J11 iiiiiiiuuuui ��/ /�+� S JJII///�i�� lll�in,, // %i »�� illloir�1 rrrrrrr/i/ooa//f 1111%/oiiiii//llrrrrrrr uiu % 9710 ��edeiirc o 33435 �io0% ( 111) 73/ 3256 927 � N��)NN��N�� ____ _ _____________________________________ About the Boynton Beach(��A______________________________-f3 Existing redeve|DprOeDt�|�OSL________________________________� The____________________________________-7 ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ....... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... .... �� POPULATION AND HOUSING Population Estimates and �� '54 Population Characteristics Race andEihni�tv 11 Age and Household _6O Education and Income 17 HoUsing24 Horne{�wv��r�hi�________________________________________�4 Age of stock ,.25 Residential Pm0pedu��|U��___________________________________�� Single -Family .-..... 25 Town ...... 26 CoDdODliOiUOOs aOd(��im��______________________________�� Rental Apartment SELECTED ECONOMIC INDICATORS Employment by|DdUstry--------------------------------------------------------------------��O ��-----------------------------------------------------------------------------------------_31 HOUseho|d Effective Buying Worker Commuting ...... ...... ...... ....... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ..... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... '7' FUtWn8 Land Use aOd��DiD�___________________________________________________________________�� TCEAand Coastal Residential ��xD��ti�DL____________________________________________________3� 43 Current �__________________________________�c� (}UrrentUse _..... 45 City- and CRA owned Inventories Historic '54 PUb|icAJt________________________________________�� _6O ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ....... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... 8,5 Water, Wastewater and sewer iRlprOve[DeDts_.88 Identified substandard �r�@S�87 Red@iOOedVV��______________________________________�7 Roads 92 PaveRleDL��Odih�U_____________________________________9� Street Lighting 92 Median Landscaping 92 93 928 L 0 ist of Figures � VIII IIID IIII VIIIr IIII } c VIII VIII IIID VIII „„ IIID IIII VIII „w( IIID VIII VIII IIII VIII IIID .........mm.. ......, .. "°} i ure 1: 2010 Census lock rou s ........................ g Land Uses Downtown Section.............................mm.............................6 Figure: Transportation Analysis Zones.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.13 Figure 14a: Figure3: Percent lacks.........mm.....................................mm.............................1 7 Figure: Percent isanics.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.15 Land Uses Northern Section.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm. Figure: Median Age.-,__mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm....... 1 Figure 6: Population Over 6....mm.................................................................. 1 Figure 7: One -Person Households................................................................. Land Uses Southern Section..........................................................5 Figure : Population withBachelor's Degree or iher................mm, ........................... 1 Figure 9: Median Household Income............................................................... 2 Figure 10: Home Ownership ate................................................................. 2 Figure 11: Commute of 30 Minutes or ore...........................mm..............................33 Figure 1: VIII'°°° 11111IIII„ }IIII'°° IIIIIIIIIIIIIII VIII IIII IIII 111111 IIID (IIII' IIID VIII IIID IIID VIII' VIII """11111""" 11111 IIID ...................................................................................... ...... Figure12: Future Land Use mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm._. 0 Figure13: Zoning.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm,mm.mm.mm.mm.mm 1 V VIII D VIII VIII IIID "°} Figure 1: Land Uses Downtown Section.............................mm.............................6 Figure 14a: Commercial Uses Downtown ection._,_,___ .............................. . . . . . . . . . . ..... 7 Figure 15: Land Uses Northern Section.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm. 48 Figure 15a: Commercial Uses Northern Section 9 Figure 16: Land Uses Southern Section..........................................................5 Figure16a: Commercial Uses Southern Section.mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm...... 51 Figure 17: Vacant City & CRA Parcels-,_.- 53. Figure 1: Historic Properties Inventory............................................................ Figure 1 arks Inventory._._._._._.......................................mm........................ , .... Figure20: Public Art Inventory.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm,mm.mm.mm.mm.7 Diagram 1: Structures Inventory- Federal (North} mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm mm mm mm mm mm mm mm mm mm mm mm ..mm .... 6 Diagram 2: Structures Inventory- Federal (South}mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.71 Diagram 3: Structures Inventory- owntown..........................mm.................................. 7 Diagram : Structures Inventory-Cultural.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm...mm.... 7 Diagram : Structures Inventory- Industrial...........................mm............................. 77 iagram 6: Structures Inventory- Boynton Beach Ivd................mm, .............. , , , , , , , , , , .... 7 Diagram6: Structures Inventory- Heart of oynton.mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm.mm.mm.mm.mm1 VIII VIII IIID IIII°°°° VIII'° (IIII'° ( VIII'°^ 'IIIIIIIII IIID IIII (11111 5 Figure 1: Utilities Improvements Northern Section............................................................................................................................................88... Figure 2: Utilities Improvements Downtown Section.mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm,mm.mm.mm.mm..89 Figure 2: Utilities Improvements Southern Section 1 Figure 24: RoadClassifications..mm.................................................................. Figure25: Alleys................mm......................................mm............................. Figure26: Sidewalk Inventory.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm 6 Figure7: Bus Routemm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm 97 929 r' 1 lig, lir l 931 I= Aboi it tl�iie (.)p�itan Under Florida Statute Chapter 163 Part III, local governments are able to designate parts of their after a determination that "slum and blight" criteria have been met. Examples of conditions that can upport the desiQnation include but are not limited to, the presence of substandard or inadequate equate infrastructure, insufficient roadways, and inadequate parking. To document that the required conditions exist, the local government must survey the proposed redevelopment area and prepare a Finding of Necessity. If the Finding of Necessity determines that the required conditions exist, the local government may create a Community Re- development Area to provide the tools needed to foster and support redevelopment of the targeted area. Consistent with state law, in May of 1982 the City of Boynton Beach declared the downtown area, generally encompassing the Central Business zoning district, to be "blighted," and subsequent- ly created the Community Redevelopment Area (CRA), and the Community Redevelopment Agency to administer its programs and activities (Resolution 82 -KK). The boundaries of the orig- inally designated area were expanded shortly thereafter, in October of 1982, by Resolution 82 -BBB. As per state requirement, the redevelop- ment plan for the "Downtown Boynton Beach" was adopted in 1984 (Ordinance 84-32). Following the same "slum and blight" determina- tion process, the City implemented another small expansion of the CRA in April of 1984 (Resolution 84-11). Two other significant expansions of the CRA followed in 1987 and in 1998. - The 1987 expansion included a 519-acrl-u, area bounded by the C-16 canal to the north, the Florida East Coast Railroad to the east, Ocean Avenue to the south and Interstate 95 to the west (Resolution No. 87-QQQ). The updated CRA , The 1998 expansion was approved by Ordinance 98-33. It includes areas along the Federal Highway south and north of the downtown, and a small industrial area west of the Interstate 95. Concurrently, the City adopted a re- development plan for the expanded area, named "Boynton Beach 20/20 Redevelopment Master Plan." This plan was superseded by several plans developed after the `r0 0.. Today, the CRA encompasses 1,650 acres. During the years following the last expansion, more land has been added as the City approved redevelop - parcels on the south end of Federal Highway. e d eve o p nne �it Currently, there are four adopted plans guiding re- ,i.evelopment within the CRA area and a never-ad- #ipted draft plan for the Boynton Beach Boulevard Corridor. The adopted plans include the Heart *f Boynton Plan, the Federal Highway Corridor Community Redevelopment Plan, the Ocean District Community Redevelopment Plan and the Downtown Vision and Master Plan. There is some geographic overlap among the plans, and they differ slightly in terms of the scope ?.nd focus. Below is the short overview of each plan: - The Heart of Boynton Plan was updated in June of 2014 (Ordinance 14-008). The planning area consists of the area updated by the 1989 plan. The original plan for this area was adopted in December of 2001, under the community selected name Heart of Boynton. The planning process involved extensive public participation, including five charrettes. Strategic Planning Group, Inc. (SPG) led the effort, in partnership with the RMPK Group and JEG Associates. The 2014 update was completed in-house by th City -CRA planning team. The team held a meeti with community stakeholders to obtain input on proposed redevelopment options. The plan r generated eleven recommendations, including land use and land development recommendatioln changes allowing for an increase in intensity of development in selected areas east of Seacrest Boulevard. There is a minimal design and archi- tecture section included within the plan. 932 - The Federal Highway Corridor Community Redevelopment Plan is a June 2006 update to the original 2001 plan, which was developed to include the Federal Highway Corridor's CRA expansion areas referred to as the North Subarea and the South Subarea. The plan divides the corridor into five planning areas, and delivers analyses and subsequent redevelopment strategies for each area. The plan update does not revisit two original market analyses, the first one supporting a potential for a convention hotel, and the second additional retail ame office space in the downtown area. It also makes few changes to the original recommendations. Although the plan does not include an urban design and architecture section, the recommendations call for the creation of development standards and design guidelines for bulk and building massing as well as for architectural themes. - The Ocean District Community Redevelop- ment Plan was created in-house by an urban design- er -led planning team and was adopted in February 2004. The plan features two alternative redevelop- ment scenarios for the District with detailed design recommendations for each. The plan's main focus is #:rip_449_%i 41Nt_#f #ec%) District's total area. This area is referred to as the Town Square -Public Campus. The plan also includes design concepts the areas along Boynton Beach Boulevard, Seacrest Boulevard and Ocean Avenue, as well as for the area adjacent to the FEC and the single -and multi -family areas. workshops and two public workshops for community stakeholders. Aside from the alternative subsection designs, the plan includes four broad recommenda- tions suggesting changes of land development regu- lations as well as creation of signage and of design - The Downtown Vision and Master Plan, adopted in January 2009, is an update of the origina' 1984 Boynton Beach Community Redevelopment Plan. The planning process was headed by EDAW, Inc. consulting group in partnership with AECOM, Inc. and ERA, Inc. It involved stakeholders and City residents though a series of public meetings and visioning charrettes. The Master Plan provides a strategic framework for implementation of goals through five priority action items named "Big Moves". These include the Transit Oriented Development district around the future transit station, cultural and civic camQuses anchored bv—povernment services neighborhood centers along Martin Luther King, Jr. Boulevard and the Federal Highway linear park an4 gateway. The plan analyses focus on urban design, but comprise also regulatory assessment and economil and market considerations for the overall area as w IN= Aside from the plans reviewed above, the CRA has a never -adopted draft Boynton Beach Boulevard Corridor Plan, and two additional documents to support redevelopment efforts; the Urban Design Guidelines manual, adopted by the CRA Board in 2006, the 2005 Boynton Beach Community Redevel- I he God�� The goal of this effort is to amend, restate and con- solidate all CRA plans into a single document. While separate "districts" have been identified and may warrant individual attention because of their specific character and unique issues, staff aims to create a consistent, comprehensive urban design framework for redevelopment strategies in the CRA area. The consolidated plan will therefore present clear overall on for the entire area, easy to understand by the reader and the end user seeking to determine oppor- tunities for successful projects. 933 934 i l / I Population Estimates and Projections Population Characteristics Race and Ethnicity Age and Household Composition Educ-ztion znd Income ija2mwu Home Ownership Age of stock Residential Property values Single -Family Homes Townhomes Condominiums and Cooperatives Rental Apartment Properties SELECTED ECONOMIC INDICATORS Employment by Industry Sales Household Effective Buying Incomv. Worker Commuting Patterns 935 Methodology. Current population numbers and projections for the study area covered by the CRA Con solidated Redevelopment Plan are based on two sources: the U.S. Census and the 2013 Palm Beach County's Population Allocation Model. Whereas for the U.S. Census, the geographical units are Block I Groups, the Population Allocation Model employs Transportation Analysis Zones JAZs). Some of the geographical units are only partially enclosed within the CRA boundary (see Figures 1 and 2 on the following pages). Unless otherwise specified, the term "extended" CRA or a study area is used through- out the report to indicate that the information includes data for those parts of Census tracts, Census blocks or TAZs which are located outside of the CRA. Population characteristics data draws on the Census'American Community Survey 5 -year (2009-2013) estimates, or, in cases of large margins of error for small samples in that dataset, on the Census 2010 figures if available. Since Traffic Analysis Zones No. 402, 403, 509, and 520 (bolded and italicized in Table 1) are only partly located within the CRA area, the total current and projected population figures include a signif- icant number of people residing outside of the CRA boundaries. For example, using 2013 estimates of CRA -only population for the aforementioned zones (based on the Census block group population Source: 2O13Population Allocation Model. Note: TAZNo. 4O4has nnpopulation and thus isnot included. 18,734 19,125 19,833 21,315 23,916 26,380 28,520 Source: 2O13Population Allocation Model. Note: TAZNo. 4O4has nnpopulation and thus isnot included. jlii�11111111 III 111 111111111 w a 0. .0 1 11111 11 I)SIMOU1111110 W-16-141 9 - P . SM ilii ilii °l IRace iiia ul Illlllll The extended study area has a significantly lower percentage of White residents (51.9%) and a higher per- centage of Black/ African American residents (41.6%) than the City as a whole, but a similar share of Hispanic population. As Table 2 shows, Block groups 61.002 and 61.003 (the Heart of Boynton community) are predominantly Black/ African American, with 91 % and 89.4% of Black population, respectively (see also Figures 3 and 4). Areas located east of Federal Highway are predominantly white. BLOCK GROUP POPULAMON Percent White Percent Black/African American Perce nt Hisp,anicl La-tino 57..014 557 34..5% 57.3% 18.7% 57.022 2., 44 32.4% 59.7% 12.5% 57..0 24 1,043 89..0% 5.7% 10..9% 16 1..0 01 978 88..8% 6.7 % &.6% 161..96 2 1,607 5.1% 91..0% 4.7% 16 1..0 03 1,141 6.4% BRA% 6A% 62.011 2.,384 38.8% 52.4% 17.2% 62.012 1.,0 69 50.7% 41.9 18.0% 62..021 1,236 80..8% 12..0% 17..4% 16 2..0 2 2 874 96..1 % 1..6 % 3..2% 162..931 1,002 57..9% 302% 16..5% 61001 861 79..8% 14..5% 14..9% 63.004 949 94.0% 2.8% 3.8% Tota I A re a 16,245 51.9% 41.6% 11.9% Citywi`de Census 2010 68,217 62.4% 30.3% 12.8% Gotywode A CS 2008-2013 69,257 62.2% 1 31.5% 1 12.0�% I Swarm 11,413,401 R-KNII M 41 VARWORI WITO XMIRM UPP, 5-.RMM'PJZV"nnqMVq AFY 9 MW 9W have residential uses.v 937 Im EM CENSUS 2010 BLOCK GROUPS wholly or partially enclosed within the CRA boundary 938 TRANSPORTATION ANALYSIS ZONES wholly or partially enclosed within the CRA boundary I 939 POPULATION OF ONE RACE - BLACKS/AFRICAN AMERICANS as percentage of population, by Census Block Groups, Census 2010 Legend 1.6%-6.7% 6.8%-21.0% 21.1% - 30.2 30.3% - 41.9 42.0% -59.7% = 59.8%-91.0% dIMEEMIN 11111 CRA Boundary Blvd �� Note: Citywide percentage of SII III1I �i, Blacks/African Americans is 30.3%. A 0 437.5 875 1,750 2,625 3,500 Feet Figure 3 940 HISPANIC/LATINO POPULATION IN NUMBERS AND AS PERCENTAGE OF TOTAL POPULATION by Census Block Groups, Census 2010 Legend 0.032000 - 0.047000 €m 0.047001 - 0.086000 0.086001 - 0.149000 0.149001 - 0.187000 CRA Boundary Note: Citywide percentage Al�Pl Hispanic/Latino population w was 12.8%. N 0 437.5 875 1,750 2,625 3,500 Feet Figure 4 11 941 Im ME= MEE Age and TABLE 3. Median age and selected age categories as percent of total population by Census block groups, Census 2010 BLOCK GROUP POPULAMON Percent underMedian 18 vea rs of age Percent 6 5 ears and oer yv age 57..014 557 29..4% 3..4% 31.8 57.022 2.,544 2 2. 8 9/6 16.9 % 41.5 57..024 1,043 14..9% 2 0_6 O/o 4 7_6 6 1.. 0 01 978 10..9% 16..8'% 47..S 6 "1..002 1,607 24..7% 1 F5.. 7 O/o 37 61..0 0 3 1,141 29..2% 8.7% 32.7 62.011 2.,384 26.5% 6.2% 32.5 62.012 1.,069 21.4% 7.1% 35.6 6 2..0 21 1,236 117% 12.2% 38A 62.0 2 2 874 2..9% 6 9_5 % 72..2 6 2..0 31 1,002 15.6% 3 6.7 O/o 50..4 61001 861 14..5% 12..3% 35..9 63.004 949 3.5% 53.1% 66.3 "Tot,a I Area 16,245 19.1% 19.3% X Cftywi'de Census 2010 68,217 19.3 % 21.4% 41.9 CiWif ACS 12008-2013 1 69,257 18.7% 22.2% 43.3 1 A review of Table 3 and Figures 5 and 6, depicting population age characteristics, shows that area -wide numbers are likely skewed by numbers for four block groups only partly located in the CRA. The recal- culation of percentages for the CRA area without these block groups lowers the percentage of youth under 18 from 19.1 % to 17.5%, and increases the percentage of population 65 years and older from 19.3% to 21.3%. Generally, residents with the highest median age and the highest share of people 65 years of age and older occupy areas east of Federal Highway. Block groups in these areas also have a lower share of youth under 18, between 3% and 16%. Areas with the highest percentage of population under 18 include the eastern part of the Heart of Boynton district (29.2%) and the northernmost block group of 7.64. Block iroWl) J2.J22 hij jhl hi�hj re of oldir iw*wliigna�.n�d �71 . �Most of the area of [IN I sm PI LOIRI ag I Leif IVA 61LOIN-mil 191 rg 0 UZI I rml'! 1= 11g.1 I I Lffilras_ lumim 1111 KTA 11 r, L6!. I - Figure 7 shows the percentage of 1 -person households in the total number of households for block groups in the (extended) area under study. By and large, the highest share of 1 -person households coincides with areas with a highest percentage of population age 65 and over. For example, in the block group 62.022, persons living alone constitute 55% of all households, and 42% of these persons are 9ged 65 or older. at, This section draws on data from the 5 -year pooling (2009-2013) of the American Community Survey's sam- ples. Because of the small sample size and significant margins of error, individual numbers should be interpret- ed with caution. BLOCK GROUP Percent 13ol3ulladjon POPULATION 25 and older with a ba ch elors o r h igb er degree Nledian household incame 57..014 557 2 6.. 0 Ozo $22-262 5 7.02`2 2,544 6.1%$3'0,82, 1 57..024 1.0,43 4 T 1 °r,o $38.897 61..0,01 978 24_71�1,lo $63,229 61..0,02 1-6,07 119"zo S22-0,09 61..0,03 1-141 10.. 1 OZO S20,714 6-7.011 _',384 18.8% $44,955 6-7.01.2 1069 11.3% $3-7,958 62.021 1,236, 14.30zo S46,318 62..022 874 212,1�1�o S32,875 62..031 1-002 1 S.. 3 Ozo S29.517 61.0,01 861 62_411zo S49,861 6.x'.004 949 28.7% $46JP3181 'Total Area 16,245 23.2% X Cityidle 69,257 25.2% 44,390 Even though the educational attainment of Boynton Beach residents has improved since 2000, the City lags behind in the "Bachelor's Degree or Higher" category with respect to the County's level overall as well as with respect to some of its neighbors. The data suggests that education level as measured by this category may b4 even lower within the (extended) CRA area: in 7 out of 13 area block groups, less than 20% of the population has a bachelor's or a higher degree. As Table 4 indicates, block groups 61.002 and 61.003, encompassing the Heart of Boynton District, are two of the three block groups with the lowest median household income. As expected, their residents have low level of educational achievement, with 13% and 10%, respectively, of population 25 years of age and over holding a bachelor's degree or higher. (See also Figures 8 and 9.) The relationship between education and income implied by the data is more complex for block groups with high median age and high percentage of one-per- son households. For example, one of the block groups in the second highest median household income (block group 63.001 with an income of $49,861) has the highest share of population with a college or an advanced degree; however, that is not true for a block group of 61.00, which has the highest income, but where only about one-fourth of residents hold a bachelor's or higher degree. at, �,rrrrrrrr� MEDIAN AGE by Census Block Groups, Census 2010 Legend 31.8-33.4 33.5-37.1 37.2-45.4 45.5-63.9 64.0-72.2 CRA Boundary '''f ''°'11111111IIIIIIIIIIIIII1 .... A 0 437.5 875 1,750 2,625 3,500 Feet Figure 5 944 CRA AREA POPULATION 65 YEARS AND OVER by Census Block Groups, Census 2010 <n 27th Av NE 26th Ave U in Z � O can Dr �– Inter agos °' o c m .. m 21 Lu �....� N J N SW 5t Ave Quantum Blvd P 6th e E - - SW 6th e Sly 5 N SW 7th Av a way Blvd v 2 [Catalin Dr ^ Park _a m o C r4na Blv NW 13th Ave U Z 2 o n41 U) o w N W a w ,,o Ve ti SW 2th A e m Z N W th Av y SW 3th A to v W Woolh R (brig t Rd ~ 0 Old B ynton R CF N rth Ivd Z V laire r oy �o Gondola C ra i <n 27th Av NE 26th Ave U in Z � NE 9th Legend 3.4% 3.4%-9.3% ® 9.3%1 -12.3% 12.3% - 20.6% ® 20.6% - 36.7% - 36.7% - 69.5% CRA Boundary Note: Citywide percentage of population 65 years or older was 21.4%. N 0 437.5 875 1,750 2,625 3,500 Feet Figure 6 945 O can Dr H by bra ve o� E .. �....� SW 4t Ave Co SE SW 5t Ave t �. w P 6th e E - - SW 6th e Sly 5 N SW 7th Av a v 2 8th A e i6 ^ 9th e m o, �/� di SW 10thA e m W U U) o �v Ve ti SW 2th A e m v, th Av y SW 3th A to v W Woolh R (brig t Rd ~ a a Wo (bright Rd CF N rth Ivd w 1 Main Blvd d 0 out Blvd � SW 19thA N. o W m W S 21 t) U 2 d v w 23rd P.ve 2 r o Rd 0 W 2 rd Avcn 24t v L SW 24th' v 25th A e �a o SW 25th Ave N�. .. N N h SE 25 hAve s S 25th PI w �°' SE 26t Ave N g o s N 3 ��m SE 27th ve 6t u: .., �; N a SE 27th Ct ve 5 ^ 6 SE m SW 27th ve to Ter ^ W SW 27th PI s 27th I SW th 2co n W 28th Av SW 2 th Ave 2 th c V Sun et Rd > f v m i SE 31s A e r th A e IDI -11 o- IS_ n h t Missi n Hill d i Oi c P SW 35th Ave � m � rn N ulf 3 3grh t®®n Neptune Dr ,� NE 9th Legend 3.4% 3.4%-9.3% ® 9.3%1 -12.3% 12.3% - 20.6% ® 20.6% - 36.7% - 36.7% - 69.5% CRA Boundary Note: Citywide percentage of population 65 years or older was 21.4%. N 0 437.5 875 1,750 2,625 3,500 Feet Figure 6 945 ONE-PERSON HOUSEHOLDS percentage of all households, by Census Block Groups, Census 2010 ............... iaa°un III W IUUl�rirriipglJl% r .I lu mtl �� rrwrwrUrrm UWrrrrrrttyU � ..n iUllllll//IIIIU! Legend 17.5%-19.6% 19.7%-22.4% 22.5% - 31.4% 31.5%-39.2% 39.3% - 48.1% - 48.2%-55.4% CRA Boundary Blvd Note: Citywide percentage of Blvd 1 -person households was 34.3%. IN 0 437.5 875 1,750 2,625 3,500 Feet Figure 7 POPULATION WITH BACHELOR'S DEGREE OR HIGHER as percentage of population 25 years or older by Census Block Groups, 2009-2013 ACS 5 -Year Estimates Legend 6.1 6.2%-11.3% 11.4%-14.9% 15.0% -21.2% 21.3% - 28.7 - 28.8% -62.4% ®®®� �®®®� CRA Boundary A�6111111 Note: Citywide percentage of population with Bachelor's degree = or higher is 25.2 A 0 435 870 1,740 2,610 3,480 Feet Figure 8 947 MEDIAN HOUSEHOLD INCOME by Census Block Groups, 2009-2013 ACS 5 -Year Estimates ............... >1\j gffjj »» ;.. w �11111111C,i ��»tt>ffl, Wavuve��0 »»aoora�» r�rrrrrrrrrrr�, «„ �o(�»»l>lllllllll L N Blvd Legend $20,714 - $22,262 $22,263 - $30,821 $30,822 - $32,958 rM$329959 - $38,897 EM $38,898 - $49,861 $49,862 - $63,626 CRA Boundary Note: Citywide median household income is $44,390. 0 437.5 875 1,750 2,625 3,500 Feet Figure 9 948 ' '� IIII IIII .11111'°��: """" IIII'°°° IIIIIIIIIIIIIIIIIII IIII'°°° VIII IIID VIII' VIII IIID �' I°°" Ile 20°"1the QI""ZA IIIIIIII° Illlliii i°°mt6III„ w1 I Ile IIII° rated ��Iea&h County Poputation II VIII sIllow a 'Yo Illpllll"` ted IIID IIID VIII °iiiigIII`owflh iiii ID the exWliided QIRA mII°va °h II° IIII 12 2035 pe�rlbdiii liiis 52% 1111 IIII°Iz, 42 111111 VIII IIII ° Illl iiii IIID Ilrliii IIID &rid ' Illlh°°° iiii (IIII' IIID iiii D °Viii°IIII" IIID �° VIIIVIII IIII siiii IIII°°r s Ire IIID VIII IIII; IIII Ilr°°ea IIIIeIIII°°° w� iiiiII II °° IIIAe hiiiglhost IllrlleIIIIIIII°°i age mII bted east of Illh°iI, Federal IIII Illh°°°l liii IIID ay. of eldi as IllreaSLVlllmm IIII' .. Illr°° ... Illrv°[[ of IIpeqpVIb W[flhIllk llll lllbllr' 'IIII IIID iiii IIID Iree iiii IgeneraHy VIII II II°i 71' ot it qps, VIIIess flhmc,i o" IIID IIII' VIII °iiii lllr°a6hliieved lii i iiii ID IIII° i a IIII o °Il IIID a IIII ' liii l IIID � � �,„� IIII IIID '�I""IIII IIII m„ '"tr °f °"1 � � Illi lllll &IID gIIIlrolups, Me lnco�°ve liii s lb6bw $33,000,1111 23 Mv IIII°°°iOl Ii IIIA IIID home- ownership than the City as a whole.- r- for a few block• • be lower as more rental developments were built in recent years. City-wide, the home ownership rate was 72.8% in the year 111 increased during the housing boom,. • then proceeded • • •• following the • . • the ensuing lending restrictions. The block group 62.021 had, at 31.07%, the lowest share of owner -occupied housing in the area. The chief • relatively recent contributorto this tenancy profile of the area is the Lascommunity with .•. rental units. Homes• more often designated f+r •nal, recreationalor occasional - share of such homesr - -,- of -•- r for example, in the•* •r • 62.022, the percentage of such homes was nearly 61 %. Since this means that they are only occupied part of _.r, it lowers the potential pedestrian traffic, an important• r a vibrantdown- town—one BLOCK GROUP TOTAL NUMBER OF HOUSING UNITS OCCUPIED UNITS Percent owner- occupied occupied Percent units for seasonal, recreaional or use 57..10'14 283 225 60.4% 01.9% 57.022 I.,190 921 47.3'% 13.4 57 0'24 6:01 500' 58..7% 0 0% 61 0,01 751 520 5,63% 1..6% 61 002 5,87 521 64.5% 01. 0% 61 003 454 095 38.2% 0.5% 62.011 910 710 62.8% 0.7 62.1012 524 441 66.7% 4.3' 62.0,21 1,049 635, 31.7% 15.1% 62.0,22 1.„0 8 576 82.43% 610.6% 62.0,31 747 504 37.5% 27.9% 63.0,01 43 0, 480, 52.5° 12.7% 63.004 9., 024 624 72.9% 36.4 Total Area 9,807 7,1610 66.1 % 16.8% iid«e Census 2010 36,289 2^61,1 D4 66.4% 9.2% Grids AC S 2IlUI {- 2013 36,993• 26,646, 66.1 % 11.7% Age of Stol6k The 5 -year (2009-2013) ACS survey indicates that about 60% of all area units were built prior to 1971. The highest share of older housing stock was in the block group 62.022; it was also very high in the Heart of Boyn- ton district, at 86% and 78%, respectively, in the areas west and east of Seacrest Boulevard. Vd�kles This section draws on data provided by the Palm Beach County Property Appraiser's Office (see the Curren Land Use Profile section elsewhere in this report for information on parcel -based use distribution). Sliii iiiagVIIIIilii iii liii VIII Illh°°° nes There are 1,287 single-family homes within the CRA, with the median market value of $76,400 and an average (mean) market value of $157,636 (the significant difference is due to the fact that the values of the 97 high- est -value homes are much higher than most of the values in the set, with 16 homes assessed at more than $1 million.) 11 - I , I a i 0 . 0 - mow -I - . - a . . - . - 9 M — M-1111 Q 4 1 'Ili , TAXABLE ITALUE Number Peircentage of Cumulaidvie percentage MVAd ARKET of SIF total nUmb,eir of CLIIMLI[ate _UE homes SF homes percentage Less than $50 208 116.1% 116.1% $ 5 0 or rn o re, but less than $100 I1 16416 50.2% 166.4% $100oirmore, but less tlhan$200V 190 14.8% 81.2% $200 or moire, but less than $300 70 5.4% 86.16% $300 or moire, but less than $500 716 5.9% 92.5% Moire than $500 97 7.5% 100.0°.x, M-1111 Q 4 1 'Ili , TAXABLE ITALUE N11mbler ofPerc, S.Fhomies, etaF. o,f total number of SF the acne s, Cumulaidvie percentage Leas, than $50 K 720 9 „.0 $ 50 K or more., but les than $100 K 286 22.2% 78..l% $ 100 or more. but less than $ ;200 K 1.16.P..101% 87..l% $ 200 K or m orle. . but le ss, than $300 K 44 3..4% X0.6% $3,00 K or more, but less, than $500 K 81 631' Q,6,.. 8 % 11 ore than $ 5 N K 40 1. 1 11 10 0_01,1� 701 WM_IM 13 09 49 1 MI• 25 951 EM ME= MEE Roughly 50% of 670 townhomes in the CRA area are homesteaded. Overall, a median taxable val- ue of a townhome is $101,383, and the average $130,621. These values—especially median—are significantly higher than those of single-family homes, a result of both lower rate of SOH (homestead) program participation and a significant percent (about 38%) of stock built since the year 2000. These developments include Waterside, Estancia, The Harbors, Coastal Bay Colony and Murano Bay. As Table 8 shows, only about one-fourth of all townhomes have a taxable value below $50,000, whM- 56% of single-family homes do. I TABLE 8. Townhorne taxable value distribution, 2014 TAXABLE 1,7ALUE Number o,f tovmhornes P �ff centage e to,tal numbef oT to,i,�,mho,mes, Cumuiadve. percentar. Les than $ 5 K 166 24_8'�-`� 244.8 6 $ 50, K or more, but leas, than $1 0,0 K 157 23 OV6 =48 21�16 $ 10,O or m ore . but leas, than $ ;20 K 207 3 O.. 9 OV6 79..1',,6 $ 20, O K or m ore., but le ss, than $ 30O K 99 1 4..8O`6 93 9'x16 $ 300 K or more. but le. ss, than $ 30O K 32 4..8''6 98.7',6 X1 ore than $ 5 DO K 9 13% 10,0:0% I a�"W Coc)�perat4es There are 4,485 condominium units and 245 cooperative units in the CRA multifamily buildings. The lat- ter are all it of Hampshire Gardens, an i•`` `• community built in the 1960s (median taxable value $27,500). The median taxable value for all the condominiums is $58,300. Most of the condo stock consists of older buildin�b�s develojoted in the 1970's and earl-kTA 1980's with a median taxable value of $38,500. Newer condos, built since the year 2000, include Bayfront, Marina Village, Tuscany on the Intracoastal and Casa Costa. The median taxable value for these developments is $143,000. 26 952 ]Percentage]Percentageof total Number o,f Cumulative TAXABLE 1,,,I ALUE number of Condominiums piffcentage- cand orniniums, Les than $ 50 K 2.,229, 47..12% 47..12% $ 50 K or more., but less, than $ 1,00 K 1., 4 -5 3 341.721011 7T84 11� $ 100 or more, but less, than $200 K 725 1.3.330''6 9,3..171' $ 20 K or more. but less than $ 300 K 241 3.. 101% Q, S.. 27`% $ 3,0 K or mons. but les, than $ 5,00 K SO 1..69'0`6 9,9..96% 3»1 orie. than $ :50 O K 2 0.04�-6 10'0 o 0% 26 952 There are 197 parcels developed with small rental buildings containing less than 10 units; the majority of the properties consist of older duplexes, built in 1950's, 1960's and 1970's. I Among the rental properties with 10 or more units (26 parcels, 12 owners), one-half were developed betwem 1957 and 1974 and include between 10 and 24 units. The only larger apartment development in this group Hatterras, with 6 buildings and a total of 72 units. I LaflgUr ant METTEr I 11.1111s, fecen F Ms. M71=6 Seaview Apartments (80 units), Peninsula (70 units), and Seabourn Cove (2 properties with a total of 456 units). Within the Preserve at Boynton Beach, 114 units in 9 buildings are included in an income -restricted apartment community, while units in the remaining 6 buildings sell as condominium townhomes. Of the first three developments, Peninsula is the most expensive, with 3 -bedroom waterfront units renting for as high as $3,275 as of February 2015, compared to the $2,800 rent for a 3 -bedroom unit in Seabourn Cove. 953 HOMEOWNERSHIP RATE by Census Block Groups, 2009-2013 ACS 5 -Year Estimates M Legend 31.7% - 38.2% 38.3% -52.5% 52.6% -62.8% 62.9% -72.9% 73.0% -82.6% LOM "0a CRA Boundary Note: Citywide homeownership rate is 66.1 % 0 437.5 875 1,750 2,625 3,500 Feet Figure 10 954 SUVEVIAIIIRY w IIII'°°°° IIII IIIIIIIIIIIIIII IIII'°°°°VIII IIII VIII X VIII IIID "° ' So inie 60% of II��'mlii e lire bUH�[t Milli"Iliblir �� o 19 ° ' 5 II lir IIII,° � ilius o � � uu�� I� , �,Illh,°� � iiii�� Illh,°� �� Viii iiia liil° °Viii iiii�� lull � �. �� Illl Viii IIII,'ilii i es thain the Qii 1 "1 VIII e(Ceinsus 20 °°'1 11111 IIID 2015 ii�° t ilii°°iiu,i �xVIII iiia °iii VIII VIII ilii ,IIII ( Illi mr'tr iii °iiia iiii.r is IIID i jViiI[t sVhnce20 1 Is oi� e ��1 7%, of IIID cirries weiire used�� iiii��w seascxiii�' VIII, iiirecii�� a� liibiiii�� VIII oiir ccasViii ciiliir4III IIIpt iirIIII OSe �I Of a� iiii�� iiii��iiii� Iii IIID � IIIDiiii��, °I i ilii �Illh IIIhoim eViii �� IIII into iii &rea east cisf IIII"""�" ediir4� 111 Illlh°°° Viii Illh way, oweVilliri g III .. IIIpot iii °Ali4VIII cvf a6IID Viii Viii iii e s Viii iiia IIII VIIb IIIpe les VledViiAn vaIIIhii is of lhio chi s ilii iii aIIIIIIIIII categcmrli es mill IIIb % o° Viii iiia °VIII IIII s ilii ° �iiir�u°ilii Viii iiia Viii iiia iiia %, °I �� . �� i ilii iiia Viii VIII � � �� . Illh'iave a talxaIbVIb vaVIbe b&Ibw $1,11010Kiiiii 29 955 111111 VIII VIII """11111"""IIIIIIIIIIIIIII VIII IIIIIIII IIID-" IIII VIIIA VIII IIID IIII' VIII""" VIII .......... The geographic unit for data in this section is a Census Tract. However, only two tracts -61.00 and 62.02 -are completely enclosed within the study area. All of the remaining tracks transect the CRA boundary, extending west to Interstate 95; track 60.12 extends even further west, past the City bound- ary. The part of 60.12 enclosed within the CRA is a self-contained industrial area with a small but grow- ing arts "district." At the southernmost section of the CRA/City boundary, a 5 -acre section of Tract 65.01 is developed with three commercial properties; its remaining portion lies outside of the City. by �h�,,idt,istry As Table 10 shows, the (extended) study area is dominated by small businesses, employing 20 or few- er people; on average, businesses employed about 7 workers. Tract 62.03, with two commercial nodes on the southeast and southwest corners of Woolbright Road and Federal Highway, has, at 16.4%, the ","N 111111111.11,411/1111 TABLE 10. Establishment -based employment in the extended study area C E N SUS TRACT 57.01 5T.02 6 G.1 6 1,.00 62.01 62.02 62.03 63.00 65.01 TOTAL Numb,erof Firms* 35 11,19 X 296 436 1178 129 367 X 1,560 Employment 259 502 1,951 3,390 917 '1,030 3,203 1'1,252. EmplVvirnent Dens ity 0,obs;acre) 0.77 0.751 3.111 7.12 4.3,41 2.95 3.87 X 3.21 F iirm s w120 air More EmpIby&es* 5.7% 5.9% X 7.6% 5.5% 5.1 %, 16.4 %1 4.1 % 7.80%, %-Emp-loymentin X X 2.7% '1 1.8% X 19.5% 5.1 % 5.1% 10.1 %, 11.7 % X 22.4%, Retail Trade Healthcare; sc,cial 1.9% 4.6% 4.7% 24.1%, 22.7%, 72.6% 20.5%, Assistance X X Ac cc m m o dat i o n1 F o o 0.0% 26.3% 16.3% 1.9% 7.7%, 25.8%, 0.6% dl-Seroices X X - - - - - - C onstrUction 4.2% 4.6% X 11.8% 14.3% 2.9%, 1.3%, 2.2% X 7.7%, P _r 6 -f-i ; 's I o _n a I _1S `c _ie n- t -if 3.1 % '14.3 % X 9.1% 3.5% 22.7%, 9.6%, 2.3% X 5.4%, icJ Technical I Real - E -S Ta feTWEn fTi 7.8% 3.6% 6.5,%, 1.4% 1.4% 3.1%1 Leasing X X 0.0% 1.6% X 3.0% 1.7% 7.6%, 4.5%, 0.6% X 3.0%, Financellinsurance ------------ E dlu catio nal 57.9% 0.0% 8.7% 5.2% 0.7%, 0.4%, 0.8% 3.1%, Serdces X X - - - - - - - - - - - Admi nJS LIPP orLNVas to 5.4% 6.2% 2.0% 2.4% 5,.9%, 0.1 %, 9.8.x® 2.3%, M ana gm.lRe med iati o n X X .Ade, ninn stration 1 0.01%1 0.0%1 X 1 2.1% 147.4% 0.0% 15.51% 1 0.01%1 X 1 8.41% % EMPLOYED IN OTHER INDUSTRIES 6.6% 9.4% X 19.3% 1i."'1% 16.7%, 8.6%, 7.1% X '12.1%, *Except Public Administration. Note: No data for tracts 60.12 and 65.01 were included. The out -of -CRA part of tract 60.12 covers large commercial job centers around Congress Avenue and Old Boynton Road. With the tota- employment of 8,811, it would have skewed the summary statistics. IN M-� Generally, employment densities as measured by number of jobs per acre are low. This is especially signifi- cant since most of the area within Census tracts 61.0, 62.01 and 62.02 is part of the Downtown Transit -Ori- ented Development District. The employment densities in these tracts are 3.11, 7.12 and 4.34 jobs per acre while the Community Center station, a model for the Boynton Beach Downtown TOD District, stipulates densities between 45 and 65 jobs per acre (see the 2012 Florida Department of Transportation's Florida TOD Guidebook). The industry with by far the highest share of total employment in 2014 was retail trade at 22.4%, closely followed by healthcare/social assistance at 20.5%. The share of the next two industries, accommodation/ food services and construction, was much lower at 11.9% and 7.7%, respectively. Of the two Census tracts fully enclosed wn the CRA area, tract 62.02 has a relatively high concentration of the healthcare and social assistance jobs, and the highest share of professional/scientific and technical assistance jobs. (Tract 63.00 clearly dominates in healthcare employment due to the location of the Bethesda Hospital within its borders, but the facility is outside of the CRA.) Retail trade dominates in tract 61.00. 2 UXIOBA M-11110,051FIMINI IINTIMM 110 Sd�es Since tract 60.12 has both the highest job number and sales per acre (see Table 6), and its major commer- cial section is outside of the CRA area it was ain omitted from the table as was tract 65.01 located most TRACT 5:7;01 5:7.02 61 62.;01 6:2.0 6 2.0 3 63 AREA Area in Acres 338 671 628 47,6 c11 350 828 3,502 Jobs per Acre 0.77 Q0;76 3.11 7.1 �2 4.34 2.95 3. Sales per 1 1 1 Acre in $, 57,923 120,295 594,4 7 33 ,1�28 984,141 3 T2,1 8 '6 780,885 530,461 3 �II 957 EM Elm MEE representsEffective Buying Income (EBI), also referred to as disposable income, is defined as income after taxes; as such, it area'spurchasing !♦ " Buying Power Index(BPI),4' . .i studyis based on a formula which includes effective buying income as well as population and retail sales.) Table 12 shows EBI density—aggregated household effective buying income per acre—for Census tracts in the extended area. TRACT 57.011 5T.02 6"x.'001 6.2.011 62..'C12' 62.. 3- 6.3,68 A re a in A c re s 3.3.3- 6711 6.2 8 4'7'6- 211 3.60 23- 828, N N u ber �of IHI ous,eNh,olds 1,6-6-4 2,2 3 G 1,73.6 1X532 1,624 1 M3o'0� 2 ,6- -' N u be r of IHI ou se lh o Ild s. per acre (occupiied dwe111iing uAunits per acre)- 4.92' 332' 276 3,22' T.,21 372' 3,22'. Aggregate A nnuna11 H ou s a h o lid E BI, inm 11li urcn � 6'T „5 '�0„'6- T'T„ 6-T„1 -TT ..3 52 „5 155 Average 116ouaseholld E1511 $34,555 $40,B26- �6 43,Z04 $50,722 $40,3TI 56-,404 EB[ per acre $x'69,926 136,'g44 12'3,34o $140,966 $366,6'65 $150,140 $166,262'. There are no workers in the "Workers over 16 Commuting 30 minutes or over” category for block grou-,# 62.022. This can be explained by the age distribution: 62.022 has the highest percentage of people 65 and over (69.5%) and a highest median resident age of 72.2; thus, it also has a very low labor force participation. TABLE 13. Selected commuting indicators BLOC KGR OULUP 57.014 57.022 67.824 61.001 61.0482 61.883 62.011 ®%,woMier sover16,idrove aVonme 91.8% 67.2% 93.8% 81.5% 77.8% 81.8% 86.0% 1%, woMier s over 16, coram rlmutling 30, rtrmiircnuuitiesofovier 24.6% 24.0 37.4% 22.7% 7.8% �13.4 24.5% BLOCKGR OULU19 62.812 62.821 62.822 62.831 63.001 63.884 Cii ywi4e 1%, wo Mier sovier16,i6rove ailomne, 73.9% 69.6% 02A 86.8% 94.7 96.4% 8.2.3'8% 1%, orkieers ovier 16, eorn rrm-utling 30, mi�Mtesofovier 16.7% 2:5.6% 0.0% 14.8* 66.3% 32.9 34„301%, 958 CRA AREA WORKERS WITH A COMMUTE OF 30 MINUTES OR MOR by Census Block Groups, 2012 5 -Year Estimates I I I d 9 a w w d m '01 z o Old Boynton EG a u m m rn W Boynt n Beach Blvd z I I I d a w w d '01 z o Old Boynton z W Boynt n Beach Blvd Z � -I 2 N_ > Woolbright Rd w w d r 0 V Golf Rd SW 23rd Ave N h� Rd 33 N A* 0 437.5 875 1,750 2,625 3,500 Feet Legend 0.0%-7.8% 7.8001%- 16.7% ME 16.7001% - 22.7% 22.7001% - 25.6% 25.6001% - 38.1% -38.1001% - 55.3% CRA Boundary ....................................................................................... Figure 11 959 1= mm ENEM mm 34 U IIII IIII VIII :Y """' IIII'°°°° IIIIIIIIIIIIIIIIIIC IIII''°°°° VIII IIID VIII' VIII IIID As of the IiA qt mite iiia°f 2014, „5 Illf iiia liii t °hili iiii�iiir�i Ilii iiii,.� ° Illl e mPo iiia iiir. a l,)f ll d 2 VIII iirr � dill' � it° IIID& IIID,°' IIII .�� ilii s Illl�� iiir IIIIRetaIHIII I rade doiiir.iirflhnated iiia IIID VIII , n iiia t 22 111% of °I IIID e totaVIII, Vf6Ilbwed by Illlh°°° VIII°IIID ilii Ilii VIIIAssIlistince °l % r�� IIII'IIIII �� iliideiiiaEdty Jibs IIpeiiii, s a Ibw II iiir i Ilii li iii areas ear VIIIocat the III' o iiit iii I CIdentedVIII' w VIII 1114 iiia° ° IIII'' Ilii s° ilii,° liii c iiir 'iiied iiiironi II I 12, n t 1IIID b6km 45 5 iiiiv ii yvr,,imnded Che C ilia i'TIWI Ilii °ty StatIbin ir. d6IIII 35 Mm. 36 iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliillillilliillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillilI M-O� Zoning Conditions AV Future Land Use & Zoning IIII........... X*II' � LJ VIII&,Z'QIVII IIIDG N A 0 1 -ffille I UNN WN, I , I The maximum densities of the Special Hi• ! ! owntown Transit -Oriented D- !• 1 ][44901 •Ly I .0 Z stations on the FEC in Pal Beac , Broward, and Miami -Dade Counties, including a new Boynton Beach station just south of Boynton Beach Boulevard. The increased allowable density aims to eventually bridge the gap between the current 11 -to-1 6 units per acre range recommended for the Community Center station, a model used for the Boynton Beach district. #Jstricts are limited to the CRA area, and have As per the City's Comprehensive Plan, the Con- servation Overlay on 27 acres at the center of downtown restricts development of affected prop- erties, requiring preservation of 25% of the native habitat (federal, state and county laws may addi- tionally apply if mangroves occur.) The downtown Conservation Overlay spans over one-half of wa- terfront properties located east of Federal Highway between NE 6th Court and NE 2nd Avenue. Among the zoning districts applicable to the CRA (see Figure 13), Mixed Use Low (MU -L) has beer �T-*Ket Mixed Use Low 1, 2, and 3. The Central Business District will eventually be replaced by the Mixed Use High (MU -H) District, corresponding to the Mixed Use -Core Future Land Use classification which has already been preemptively applied 38 actes o s MTV# in FIT !11w/1-2,re2i. I 0I111111111111A & as VIII VIII liii °liii VIII Xcqption Future development in the downtown and sur- rounding neighborhoods will continue to be facili- Concurrency Exception Area (TCEA, see Figure 12) designation, established in 2005. The TCEA designation constitutes a flexible transportation concurrency option approach, aimed at reducing the adverse impact transportation concurrency may have on urban infill development and redevel- opment. Within the pre -established TCEA devel- o�ifment thresholds individual •xo'ects are exem%t from the requirements of the Palm Beach County Traffic Performance Standards. The exceptions apply to all land uses and development within the TCEAarea. In addition to the TCEA provisions, the CRA area is also subject to the Coastal Resi- dential Exception. 964 DESIGNATION Maximum Densityllintensity ESTIMATED ACREAGE RESIDENTIAL, in which: Law Density 5 dual/acre 110 Maderate Density 7.5 dual/acre 1 Miediiu�m Density 10 dui/acre 107 Hii.qh, Density 11 du/acre 263 Speciiall Hilgh, Density 20 dui/acre' 103 COMMERCIAL,, in which: Office 0.4 FAR 5 Locall Retaiilll 0.5 FAR 209 General 0.5 FAR 24 INDUSTRIAL 0.5 FAR 63 MIXED USE 40 dui/acre/ 3.0 FAR 75 MIXED USE-CORE 80 duJacre"I 4.0 FAR 64 RECREATIONAL 0.5 FAR 87 PU BLI C & PRIVATE GOVERNMENT/INSTITUTIONAL 1.0 FAR 90 TOTAL x 11,2011 CONSERVATION OVERLAY X 69 ' See explanation below 39 965 CRA FUTURE LAND USE MAP X- South CRA ZONING MAP 1E LEGEND Zoning Districts: R1AAA Single Family R1AAB Single Family R1AA Single Family R1A Single Family R1 Single Family ii R2 Duplex R3 Multi Family PUD Planned Unit Development ® IPUD Infill Planned Unit Development C1 Office Professional 0 C2 Neighborhood Commercial ® C3 Community Commercial ® C4 General Commercial CBD Central Business District M1 Light Industrial 0 MU -L Mixed Use Low 1 MU -L Mixed Use Low 2 MU -L Mixed Use Low 3 MU -L Mixed Use Low - MU -H Mixed Use High REC Recreation ® PU Public Usage ®®® CRA boundary 0 5001,000 2,000 3,000 4,000 Feet Figure 13 967 i iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliillillilliillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillilI .:I RR row M-Mra-milo-ff"Um Public Art ol. W 43 44 r This section describes current land uses on the 3,210 parcels located within the CRA. These are land uses "on the ground," reported by the Palm Beach County Property Appraiser's Office and based on the Florida Department of Revenue (DOR) land use codes. They usually—but not always—correspond to the general categories of the City's Future Land Use classifications or zoning districts, as reviewed in this. Future Land Use and Zoning section above. I UITHM4111M." I FN'o.. of LAND USE par Is parcels LAND USE No. of parcels 11..VACAN'T* 28 3. IMPROVED Industrial 75 Residential 244 Light In 5 Colminnercial 90WarehoL1sesfclist6bution/storage 70 Industrial 4 4.. IIF "T'IT'U"T'IONF ,ALJO"T'HER 206 2.. IMPROVED residiential 2,222' Religious 50 Single-family cletached 11,289 Park/rec /private rec 55 Townhoirnes X23 Lakefwater 22 Rental,, imore than 10 units 26 Private schools 6 -in which income -restricted 9, Public schools (PBC SB) 3 Rental,, less than 10 units 197 Soc�ial services 5 Concloirniniums" 87 Nursing hoirnes 3 I IMPROVED commercial 240 Fraternal Clubsiorganizations 3 Stores 67 Funeral homes 2 Dept. stores/ SUpermarket/shoppin 9 6 centers Utility 3 Stores/office/resiciential 33 Buffer/R-O-21other 54 Office. one 53 storyfIML]Itistorylprofessional TOTAL NO.OF PARCELS 3,210 Restaurants 18 Auto repair/seraice/nnachinery 34 sales/seraice SELECTED OWNERS Financial/insurance 5 GftylCRA III Motel 91 j FEC rari`road (centrally assessed) 11 Service station 6 PBC Housrng Authonty [Working waterfront 2 —.45 JDOT 14 10then 7 ISFWMD 15 * Vacant category includes unbuilt parcels with valid development orders. Vacant City -and CRA owned parce may be coded "Vacant" (in a specific category), but also "Municipal" or "District." ** There are 87 parcels developed with residential condominiums or cooperatives in the CRA, with 4,485 con1d. minium units and 245 cooperative units. The table above shows land use -based CRA parcel distribution (see Figures 14 and 14A, 15 and 15A, and 16 and 16A for geographic distribution of land uses in the CRA:s central (downtown), northern, and southern sections). The majority (71 %) of the parcels within the CRA are developed with residential uses. About 10% of the parcels within the CRA are vacant, a majority of them residential. Most are small, less than an acre in size; only nine are larger, ranging in size from 1 to 3.2 acres. 45 971 LAND USES IN THE DOWNTOWN SECTION � r U v m N 74th Ct NW 74th Ave � Z NW 4th Ave 3 2 3th i57 ■� "%18N1111 'ff- 1 1 ff1111� � N, >Lnr Lia to 1.,..0, mail0 111■111 W II U, M [Bill M NJ 9th A e U�111NE 9 W 8th Ave ®'. rrrrrr R A ? o% �NOR NE 7th s y ■ �� 1� iii R �i Z « W 6th Ave NE IWlllffll .. ..� y IIIIIIIIII 2 1�r Mh Ave _ NW 5th Av Q m ®�� iiiilii 11111111111116 � N r NN JI�I�I�I c TANW', Ave v fXABI ®»U NJ[fU i f UUIffffff I'm 3rd Av ]111 NW 3rd Av RM Std NE 3 d ll1 Boy vd .... Ing 0 � A woman ■ 1 QUI1 VVI11� 1I1I1I1I1I1I I NW 1st Ave y P NW let Av 11L llll)4 jlj W Ocean Ave z v ;....I CRA Boundary Note: Vacant City -and CRA properties are included in both "Institutional" and "Vacant." "Vacant" may include parcels with valid development orders. kh Blvd 4 y as v C Ocean Inlet Or WfiP I NE 9th AveEll l� Legend 70th Ave a= SW 2nd Ave Land Uses (DOT codes) Morton W MO IN�M)), NE 7th Ave vacant SE 3rd Ave water bodies single-family homes R rec/parking )townhomes m SE St / N institutional Q multifamily u m TSE 6th Ave 4 .y. SE 7th Ave r vffe[. Ke psbur commercial W I� industrial y SE 8th A A parks/rec M SE 9th A% ;....I CRA Boundary Note: Vacant City -and CRA properties are included in both "Institutional" and "Vacant." "Vacant" may include parcels with valid development orders. kh Blvd 4 y as v C Ocean Inlet Or WfiP I NE 9th AveEll l� utilities 70th Ave SE 10th AV 11MVV Morton W MO IN�M)), NE 7th Ave ISI" 0......................row -buffer SE 11th Ave water bodies rec/parking E 13th Ave S SE 14th Ave N institutional N � � ht Rd E W ;....I CRA Boundary Note: Vacant City -and CRA properties are included in both "Institutional" and "Vacant." "Vacant" may include parcels with valid development orders. kh Blvd 4 y as v C Ocean Inlet Or WfiP I NE 9th AveEll l� II 1 NE 8!h AveW 11MVV BE IIS MO IN�M)), NE 7th Ave I ddA -.. reenona�r. JJ�� O B ookdale Dr Ynntlll uuuuuu�nnnnum MMMMW Figure 14 972 THE DOWNTOWN SECTION COMMERCIAL USES Legend Vacant Commercial Stores/ Mixed Use Restaurants Office Auto Repair Service Stations Warehouse/Distr. Light Manufacturing CRA Boundary Note: "Vacant Commercial" includes some CRA -owned properties. It may also include parcels with valid development orders. N 11th N Ave S 14A 973 LAND USES IN THE NORTHERN SECTION Legend Land Uses (DOT codes) ® vacant single-family homes townhomes �I multifamily commercial industrial institutional CRA -owned parks/rec utilities ......................II� r/w - buffer U lakes rec/parking MONONA %0 CRA Boundary Note: "Vacant" may include parcels with valid development orders Figure 15 974 THE NORTHERN SECTION COMMERCIAL USES 49 975 LAND USES IN THE SOUTHERN SECTION Blvd South Blvd Point Blvd h N 087.51]5 350 525 700 ®Feet Legend Land Uses (DOT codes) vacant single-family homes townhomes ��Illlllllll ( multifamily commercial industrial institutional CRA -owned parks/rec utilities �.......................� r/w - buffer lakes rec/parking MENEM 0�� CRA Boundary Note: "Vacant" may include parcels with valid development orders. FiF ure 16 THE SOUTHERN SECTION COMMERCIAL USES N4 N ain Blvd South Blvd High Point Blvd ° .i Ca a, , 1 , : virq is Gardenjfj� I Legend 511 N 0 87.Y 75 350 525 700 ®Feet Vacant Commercial Stores/ Mixed Use Office Restaurants Warehouse/Distr. Light Manufacturing Auto Repair Service Stations ■ ■ CRA Boundary 0111 01111 City Boundary 977 As Figure 17 shows, the 46 undeveloped CRA -owned parcels are concentrated in the downtown f largestsurrounding neighborhoods, mostly in the Heart of Boynton area east of N. Seacreast Boulevard. The three . include two groups of • one located between NE 4th w • NE 5th Ave- nues, consolidated into a property with an area exceeding 4 acres. Most of the lots in the first group face Martin Luther King, Jr., Boulevard on the north and south sides. The second group is clustered around a centrally located green space, and tentatively designated for the future Cottage District project. The large Not, 4 -acre property is a future site of the Ocean Breeze East project (Ocean Breeze West on the west side of N. Seacrest Boulevard has recently been developed with 21 single-family homes). While the Cottage District project is currently envisaged to be a low density development, the Ocean Breeze East and any potential projects on the Martin Luther King, Jr., Boulevard can avail themselves of higher density options of 30 to 40 units per acre approved as part of the 2014 update of the Heart of Boynton Community Redevelopment Plan. In addition to vacant parcels owned by the CRA, the area contains some City -owned vacant land. On the west side of N. Seacrest Boulevard and directly south of the Poinciana Elementary STEM Magnet School, City -owned vacant lots will be utilized for building for -sale single-family homes as part of the "Model lock" development. 978 CITY- AND CRA -OWNED VACANT PARCELS 53 979 Table 16: FMSF Inventory Sites within the CRA m 980 Sites Within'the CRA IBoundary IListed in the 1996, FMSF Survey No. Namie Address ?CN Buiiillt Style Significance I Uil All Projpertlies, Ilnc. 11205. Federall Hwil. c.1935 Bull Arcliftecture, recreaton (tourlisil 2 Mary Lall House 625 S. Federall Hwy. 1018-43-45-29-017-0103-010,91 c.1914 Frail Vernacular ArclifteLture 3 Joseph C. Rebs House 421 SE 5th Ave. 1018-43-45-29-017-0102-0113 c.1930 Frail Vernacular ArclifteLture 4 Jean Carnahan House 425 SE 5th Ave. 1018-43-45-28-017-0102-0112 c.1920 Frail Vernacular ArchiteLture 5 lora L. Sweat House 421 SE 4th St. c.1935 Frarne Vernacular Architecture 6 Denis D,. &.Cheryll J. Meadows House 429 SE 4th St. c.1930 Frarne Vernacu Ilar Architecture 7 Michaell W. Bovdiden House 4017 SE 4th St. 1018-43-45-29-017-0102-010,510 c.1920 Frame Vernacular Architecture 9 Micheline Many House 227 SE 3rd St. c.1913 Frame Vernacular Architecture 9 K. &. Helen Lyman House 2215SE 3rd St. 1019-43-45-28-013-0112-010,72 c.1926 Frame Vernacular Architecture 10 Edith Ancreves House 3065,E Ist Ave. 1019-43-45-28-013-0112-010,40 2907 Frame Vernacular Architecture, le K13 11 o,ratii o settll e in le i 11 , Harvey E. OyerBulilldling 521 E. Gcean Ave. 1018-43-45-28-013-0106-01013 c.1949 C,cInrnercliall Architecture, cc I rn e rce 12 R. &. A n n e E. G e 1111 e - B u 1111 d ii il 110,45. Fecerall Hwy. 1018-43 -45 - 2 7 -014-010,01- 01012 1 c.1920 C c In rn e r,c ii a 11 Architecture, cc I rn e rce 13 Furst Uil Methodost Church 11011 N. Seacrest Blvd. c.1945 G oth Gc R evh1a 11 Arcliftecture, re 11 g ii o n 14 Gen. Daliinell O'Connell House 21013 NVV 3rd St. 08-43-45-28-10-001-0071 c.1925 WssGoin Arcliftecture 15 Susan J. Wze House 330 NVV 1st A:ve. 0E-43-45-29-10-0106-010130 c.1924 Wsslioin Arcliftecture 16 Teresa L. WHIHs House 324 NO) 1st Aare. OS 43 45 28 1O 006 0050 c.1925 Medfterrainean RevWa Arcliftecture 17 KhadeV House 326 NO) 1st Aare. OS 43 45 28 1O 006 0100 c.1925 Medfterrainean ReqWa Arcliftecture 19 Susan Murray House 320, NO) 1st Ave. 1018-43-45-29-10-0106-0130 c.1926 Wsstin ArclifteLture 19 Herilaball Ilo House 21014 NO) 2nd St. 1018-43-45-29-10-0103-010,12 c.1926 Wsstin ArclifteLture 20 Sullus Computel-Corla. House 221 NOI 3rd St. c.1925 Mission Architecture 21 Gordon Crawley House 323 NE 1st St. 2045 Frame Vernacular Architecture 22 LucyW. Cavanaugh House 4017 NE 1st St. 1018-43-45-21-30-0102-0232 c.1930 Frame Vernacular Architecture 23 Sunshine Events, IInc. House 130, NE 3rd Ave. c.1935 Frame Vernacular Architecture 24 Teresa Leiija House 126 NE 3rd Ave. 1019-43-45-21-30-0102-010,62 c.1947 Frame Vernacular Architecture 25 lCal-11 H. Arnold House 126 NE 3rd Ave.10,49-43-45-21-30-0102-01019,13 c.1935 Frame Vernacular Architecture 26 Jacqueline M. Jacobson House 120, NE 3rd Ave. 1018-43-45-21-30-0102-01013 19,35 Frame Vernacular Architecture 27 Vctcr H. Trevmo House 121 NE 3rd Ave. 1018-43-45-21-30-0102-01710 c.1940 Frame Vernacular Architecture 28 Davld Euil House Ill NE 3rd Ave. 1019-43-45-21-30-0102-0150 c.1940 Frame Vernacular Arcliftecture 29 Alberto F. & Gwendolyn Busey Hous E 130, NE 4th Ave. OE -43-45-21-30-0102-010,50 c.1940 Frame Vernacular Arcliftecture 30 Joseph A.G. Jean House 124 NE 4th Ave. O,E-43-45-21-30-0102-010,61 c.1940 Frame Vernacular Arcliftecture 31 Henry Roberson House 124 NE 4th Ave. 1018-43-45-21-30-0102-010,90 c.1935 Frame Vernacular Arcliftecture 32 Foster and Deall House 122 NE 4th Ave. 1018-43-45-21-30-0102-01010 1935 Frame Vernacular Arcliftecture 33 Henry Roberson House 11016 NE 4th Ave 1018-43-45-21-30-0102-01110 c.1925 Frail Vernacular ArclifteLture 34 Mchard B. Hollines House 120, NO) 4th Ave. 1018-43-45-21-017-0102-15010 c.1925 Wsslioin ArclifteLture 35 Orabefla McIver Nelson House 124 NW 4th Ave. 101,E-43-45-21-017-0102-15110 c.1935 Mission ArchiteLture 36 Tillman Barachell House 5015 N. Seacrest Blvd. 1018-43-45-21-017-0102-246,13 c.1925 Mission Architecture 37 Lillian F. Oyer House 522 N. Seacrest Blvd. 1018-43-45-21-29,-0103-010,54 c.1925 Frail Vernacular Architecture 38 Lillian F. Oyer House 526 N. Seacrest Blvd. 1018-43-45-21-29,-0103-010,54 c.1935 Frame Vernacular Architecture 39 Carlos A. and Lenor Perez House 125 NE 4th Ave. 101,9-43-45-21-29,-0103-010,52 c.1930 Frame Vernacular Architecture 40 B. Bailey and Cecilia Derlle House 122 NVV 5th Ave. 1019-43-45-21-017-0102-243,0 c.1920 Mission Architecture 41 Carnmer House 11014 NVV 5th Ave. 1019-43-45-21-017-0102-24510 c.1928 Mission Architecture 42 H.L. and Ilona L. Smith House 527 NE 1st St. 1018-43-45-21-29-0103-010,11 c.1935 Frame Vernacular Architecture 43 B.T. and Geneva WflIkins House 133 NVV 6th Ave. 10,19-43-45-21-017-0103-110,60 c.1946 Masonry Vernacular Architecture 44 Mascolo House 9,012 N. Federall Hwy. 0E-43-45-22-013-0102-0241 1946 Masonry Vernacular Arcliftecture 45 Harold E. and Marjo,rle Gchste�in Hou 6'36 NE Sth Ave. O,E-43-45-21-32-0105-0171 194,01 Frame Vernacular Arcliftecture 46 E.O. Proper6es III House 110,10 NE 7th St. 1018-43-45-21-32-0107-010,21 c.1945 Frame Vernacular Arcliftecture 47 011d Dutch W111 110,22 N. Federall Hwy. 1018-43-45-21-32-0103-02010 c.1945 Frame Vernacular Arcliftecture, commerce 49 Beil Restaurant 1730 N. Federall Hwy. OS 43 45 15 03 000 01.60 c.1925 Medfterrainean ReOva ArclifteLture 49 James P'. Foil House 626 LakesWe Harbor OS 43 45 15 03 000 0036 c.1920 Frail Vernacular ArclifteLture 50 Duncan and Flora Coutts House 626 Potter Rd. OS 43-45-15-01'2:-000-11S+0 c.1928 Frail Vernacular ArchiteLture 51 Peter and Michaell Flloo,d House 644 Potter Rd. 1018-43-45-15-012-01001-21210 c.1925 Frame Vernacular Architecture 52 FII. Islander IInverstrment Co. Ill Hou l 628 Dill Rd. Ic.1940 Frame Vernacular Architecture m 980 significance (and the possible eligibility for the registers) starts with its inclusion in the Florida Master Site File (FMSF); the only requirement for a site to be entered into the FMSF is that it be over 50 years old. The FMSF is an inventory only and does not offer any form of protection for the sites included. See Figure 18 for location of Wistoric sites. I he �hnve�itary the G�RA The sites listed in Table 16 are located within the CRA boundary; these were included in the original survey un- dertaken in 1996. The majority of these sites will likely be eligible for inclusion in the Boynton Beach Register of Historic Places (Local Register). Some may also be eligible for inclusion in the National Register of Historic Places; however, a thorough inspection is required before a decision on eligibility can be made. The FMSF is currently being updated through an ongoing survey which will include all sites in the city built before 1965. As Boynton Beach expanded greatly in the post-war years, an estimated 1,500 sites need to be surveyed. This survey will update the current entries in the FMSF and will add a large number of new sites. Many of the newly surveyed sites will be eligible for inclusion in the Local Register and some may meet Nation- al Register requirements. Table 17: Known siqnificant sites within the CRA not on the FMSF Survev Table 17 on the following page lists known sites within the CRA area that will most likely be eligible for inclu- sion in the Local Register. As this survey is ongoing, further properties will be found that will also meet the requirements for local and national designation. It should be noted that Table 2 includes three sites which are not yet fifty years old. They have been included due to their special architectural and historical significance a ] their uniqueness within the city. The Land Development Regulations state "Individual buildings shall normally be at least 50 years old thus allowing younger buildings to be designated if appropriate. 55 � -a Known Significant Sites Within the CRA Boundary not Listed in the 1996 FMSF Survey No. Narne Address Buitt style S; wnifkance 1 3804 N. Sunset Rd. 3804 N. Sunset Rd. z1942 Frame Ve',,acula, Aicl)AettUle 2 390P9 Penwinkle Ln. 3909 Penwmlkle Ln. c.1942 Masonry Vernacular AFCll possilblyAgnCUItUre 3 1000 S. Federall Hwy. 100D S. Federall Hwy. 1974 Nauticall Moderne AFCll art 4 915 S. Federall Hwy. 915 S. Federall Hwy. c.1924 Frame Vernacular AFCll 5 915 SE 3rd St. 915 SE 3rd St. c.1926 Misswn AFCll 6 425 SE 5th Ave. 425 SE 5th Ave. C193D Frame Vernacular AFCll 7 115 SE 4th St. 115 SE 4th St. Pre -1335 Frame Vernacular AFCll Soball History 8 Ruth Jones House 480 E. Ocean Ave. c.1924 Frame Vernacular AFCll 9 Harvey Over Budding 529 E. Ocean Ave. C1919 Commemall AFCll 10 Arcade Building 515 E. Ocean Ave. 19611 Commerciiall Ardl 11 The Blossom Shoppe 402 E. Ocean Ave. CA951 CommeroaJ AFCll 12 30�3 NW 1st Ave. 30�3 NW 1st Ave. c195D Masonry Vernacular AFCll 13 First Baptist Church 301 N. Seacrest Blvd. 1947 Necolasskall Remal AFCll Refipon 14 411 E BoynInn Beach B1,vd 411 E B.Vntn Beach B1,vd c 1959 C.mmeroll Ardl 15 518 NE 4th St. A 518 NE 4th St. A c.1925 Misswn AFCll 16 617 NE 3rd St. 617 NE 3rd St. c.197D Commeroall AFCll 17 240 NE 6th Ave. 240 NE 6th Ave. c.1972 C.mm.m.11 Ardl 18 Sara Sims Memonall Gardens 201 NW 9th Ct. 1959 Cemetery A roll a e o 11 op V, Art, Ethnic Hentage, Small History 19 1001 W Railroad Ave. 1001 N. PaHroad Ave. C193D Frame Vernacular AFCll 2D 10Q7 W Railroad Ave. 1047 N. R.fl,s.cl Ave. c195D Frame Vernacular Ardl 21 True Defiverance By Faith Church 428 E. Martin Luther (mg Jr. BIN c.1942 Commeroall AFCll Small History 22 St. Paull AME Church of Boynton Bea 315 E. Martin Luther (mg Jr. BIN c.1954 Gotll Revivall AFCll Refipon 23 114 NE 11th Ave. 114 NE 11th Ave. c.1949 Frame Vernacular Ardl 24 12D NE 11th Ave. 120 NE 11th Ave. c.1946 Frame Vernacular AFCll 25 227 NE 11th Ave. 227 NE 11th Ave. c.1941 Frame Vernacular AFCll 26 329 NE 12th Ave. 329 NE 12th Ave. c.1949 Wood Sidling Ardl 27 33D NE 12th Ave. 33O NE 12th Ave. ¢.1945 Frame Vernacular AFCll 28 335 NE 12th Ave. 335 NE 12th Ave. c.194D Masonry Vernacular AFCll re 29 Daise Temple Church of God m Cll 34C NE 12th Ave. c195D VemaCUllal Ardl Refipon 3DB 413 NE 12th Ave. 413 NE 12th Ave. ¢.1946 Frame Vernacular AFCll 31 416 NE 12th Ave. 416 NE 12th Ave. C1939 Frame Vernacular ArchueltUre 32 418 NE 13fl, Ave. 418 NE 13th Ave. E1939 ,r Frame Ve,,acL: a Soball ll 33 416 NE 13th Ave. 416 NE 13th Ave. c.1946 Masonry Vernacular AFCll 34 240 NE 13th Ave. 240 NE 13th Ave. c.1943 Frame Vernacular AFCll 35 123 NW 13th Ave. 123 NW 13th Ave. c.1945 Frame Vernacular AFCll 36 119 NW 13th Ave. 119 NW 13th Ave. c.1945 Frame Vernacular AFCll 37 125 NW 13th Ave. 125 NW 13th Ave. c.1945 Frame Vernacular AFCll 38 2611 N. Lake Dr. 2611 N. Lake Dr. 1941 Frame Vernacular AFCll Table 17 on the following page lists known sites within the CRA area that will most likely be eligible for inclu- sion in the Local Register. As this survey is ongoing, further properties will be found that will also meet the requirements for local and national designation. It should be noted that Table 2 includes three sites which are not yet fifty years old. They have been included due to their special architectural and historical significance a ] their uniqueness within the city. The Land Development Regulations state "Individual buildings shall normally be at least 50 years old thus allowing younger buildings to be designated if appropriate. 55 � -a HISTORIC PROPERTIES WITHIN THE CRA °w 982 HAVE MEE ®®®®®& MI R 90 C .. LA I APARKBGUR 2 ; O �.. 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WAY 2 BE 25TH GT U 28TH AVE SW 28 H AVE SUNSET RD SE 287 A 00 ES 29TH A 30TH A 2 OLD ..N.,RO F y » SE 3+ST AV ER NO 0 250500 1.000 1,500 2,000 ®Feel MISSI N ILL RD K D O 3 2 O C < P Figure 18 pF W O 2 y _ O GU FS REAM O GOLFVIEW DR S 36 F O T T N O GULFSTREAM ORCHID LN O NW 25TH ST h Y BE CARIE ST INDIGO pT °w 982 0��RA Stes W�tar Natiaaii ilii iliiiiii Boynton Woman's Club, 1010 S. Federal Hwy National & Local Registers Significance: architecture and social history Built in 1926, the Boynton Woman's Club building is a fine example of a Mediterranean Revival structure from the Florida Land Boom era. It was designed by the renowned architect Addison Mizner and its construction was partly funded by the estate of Major Nathan S. Boynton after whom the city is named. The Boynton Woman's Club, incorporated in 1911, was established to support the welfare and civic growth of Boynton. The building housed the city's first library until 1961, provided refuge for victims of the 1928 hurricane, serve,4 as a U.S.O. center during World war 11, and has been provided free of charge to host events held by numerous civic organizations. The Woman's Club has sponsored many groups and offers annual scholarships to students who reside in the city and plan to attend a Florida college or university. Boynton School, 141 E. Ocean Ave. National Register Significance: architecture and education The Boynton School (Elementary School) was built in 1913 and is an excellent example of Masonry Vernacular architecture. It is one of the last works of William W. Maughlin, a prominent local architect who was known in Palm Beach County for his designs of several public and private buildings, including the 1908 West Palm Beach High School. The building operated as a school until 1990, after which it was used for special programs. In 1994 the site was added ferred to the City of Boynton Beach. The Schoolhouse Children's Museum and Learning Center was opened in 2001. The school is built from rusticated concrete blocks, which was a huge step for- ward for the city as all previous school buildings were built from wood. The site has been associated with education since 1900, when classes were held there in a one -room wood frame school. Audrey D. Gerger House, 331 NW Ist Ave. Local Register •',, architecture of the Mission style from the Florida Land Boom era. It is the only example in the city of a Mission style two-story duplex. The building retains many of its original architectural features, including shaped parapets, scuppers, moldings, and exposed rafter tails on the exteri- 57 *r, and wood flooring, decorative fire surrounds, stairs, and doors in the interior. Previous owners of the property include Minnie Paulle, who paid off the mortgage on the Boynton Woman's Club building; Leslie B. Crane, principal of the Boynton High School; ?.nd Clyde and Margaret Harris. Clyde Harris was the principal the Boynton High School and the Elementary School, principal of Palm Beach High School, director of the 8th District of the Florida Education Association and a founder of the Orchid Soc'et of the 11111111111 111 MENU Oscar Magnuson House, 211 E. Ocean Ave. Local Register Significance: architecture The Oscar Magnuson House is a two-story Frame Vernacular structure that was built c.1919. It is one of the oldest structures the city. The building retains many of its original external featur including the double -hung wood frame windows and wood sidin• Internally, the original wood floor remains and almost every wall viii surface is finished with wood beading which runs vertically, horii zontally, and diagonally. Oscar Sten Magnuson was born in Sw den in 1875. It is not known when he moved to Boynton or whe he bought this property although we know he lived in a shed on the site prior to building the house. An early Boynton pioneer, 11 (fill he earned a living as a farmer by growing ferns at his fernery o High Ridge Road, The ferns were packed in ice and shipped by rail to northern markets. Oscar also grew and grafted mango an avocado trees. Boynton High School, 125 E. Ocean Ave. Local Register Significance: architecture and education Built in 1927, the Boynton High School was the first high school in the city. It is an excellent example of the Mediterranean Revival style of architecture. Moreover, the two front corner towers incor- porate elements of the up and coming Art Deco style which was introduced in the 1920s. As a hybrid of the two styles, the building is also significant in the history of Art Deco, especially as so few examples of this style can be found in the city. The school was '0.06&MOi. oosis#n- er of many Palm Beach County Schools and other notable build- ings. One year after construction, the structure was badly dam- 9.ged by the 1928 hurricane when the second floor walls of the 9.uditoriurn collapsed. Many people who were seeking refuge from the storm were injured. The school board retained King to over- see the repairs. The school retains many of its original internal ?.nd external features. The building, which operated as a school until 1990, has lain vacant for a number of years and is in need of repair. It is currently included on the Florida Trust's list of 11 Most Endangered Historic Sites for 2015". 58 a -VI Boynton Hills Lights, NW 1st Str. Local Register Significance: architecture and streetscape design The four Boynton Hills lights are located in the circular landscaped traffic islands in a north/south direction along NW 1st Street between Boynton Beach Boulevard and NW 10th Avenue. The lights and landscaped areas are an integral decorative element of the ornate street layout pattern of the Boynton Hills Subdivision which was platted in 1925. The lights, man- ufactured by Westinghouse Electric, were once common throughout the city; however, only five are known to remain. The fifth light is located at the Boynton High School. A 1925 Westinghouse catalogue identifies the lights poles as the "Sheridan" model. The "hollowspun" concrete poles were manufactured by pouring concrete into a mold containing steel reinforce- ment. The mold was rotated at high speed and the centrifugal force pro- 4MWi pole into which the wiring could be inserted. Barton Memorial Park Cemetery Local Register Significance: archaeology, art, ethnic heritage, and social history The Barton Memorial Park Cemetery (historically known as Cherry Hill Cemetery) was started as an unofficial burial place for the city's Afri- can-American community. As it was not a "official" cemetery, there are very few burial records. The earliest legible grave marker dates to 1926; however, it is likely the cemetery dates to c. 1900. During the initial planning stages for the construction of Interstate 95, the proposed route of the high - tion of burials. However, research indicates that the route of the highway was altered to bypass much of the site. By the late 1970s, the cemetery had fallen into disrepair. Mary Barton, after whom the cemetery is named, successfully petitioned the city to have the site cleaned up. Although only twenty grave markers remain, in 2012 a Ground Penetrating Radar Sur- vey—part of a successful archeology program undertaken by the City in conjunction with students from local colleges and universities—identified many underground anomalies which are most likely unmarked burials. The Historic Preservation Education Program was initiated in 2013 by a non-matching CLG grant of $18,250 from the Florida Division of Historical Resources. This funding allowed for the creation of a Downtown Heritage Trail and Cemetery Heritage Trail with informational boards, an online interactive website, and trail brochures. The following year, an application for a second CLG grant for $27,200 was ranked first in the state. This funding is being used to create a city-wide mobile application including information on 170 sites of interest. As well as providing educational benefits, both projects encourage heritage tourism and contribute to economic development and city revitalization. The Historic Preserva- tion Education Program was awarded first place in the Florida League of Cities 2013 Florida Municipal Achievement Awards in the "Teaching Your City's History and Heritage" category. 59 d -P VIII IIID 111111 IIID"""1111"""' IIII'°��.IIIII IIIIIIIII � � ' VIII r .11111'°�� IIIII� 1111"'� IIII' IIII'° IIIIIIIIIIIIIII VIII'°�IIIIIIIIIIIIIII 1111111111 IIID Park, open space and recreation facilities are classified according to a number of characteristics, including size, service area, population served, facility development, and general function. (See Table 18 and Figure 19 for location, acreage and a general description of equipment in each facility.) Community Parks munity parks are the most comprehensive in terms of recreation activities provided. These parks are the most expensive to build and maintain. The optimum service area of the community park is three miles. Although the optimal size of a community park in Boynton Beach is 15 acres, its actual size should be based on the land area needed to accommodate the desired uses and ease of access from Wilson Park is the only community it within the CRA boundary. Completed in February 2008, the park has two basketball courts, two play areas, picnic shelters, and a multipurpose field. It also includes the Carolyn Sims Center, a two-story, 14,000 square foot recreation center that houses a game room, iiiiclass rooms, multipurpose event room, and offices and catering kitchens. The refurbished John H. Denson Pool features a new triple water slide, water features, lanes for swimming and dressing rooms. Neighborhood Parks Neighborhood parks are the it unit of the Boynton Beach park system and serve as the recreation- al and social focus of each neighborhood. These parks should accommodate a wide variety of user 1111111111111 11 ININ groups, including children, adults, seniors, family groups, and special populations and be centrally lo- cated within each service area, encompassing a Y2mile distance (if possible, uninterrupted by non-res- idential streets or other physical barriers). The CRA area includes two neighborhood !r P` Park and Galaxy Park. The Civic Center has, aside from a recreation facility, play equipment and a maze made of shrubs. Galaxy Park has recently been relocated in conjunction with construction of a new Galaxy Elementary school; re -opened in 2013, it is now located north of the school. Pence Park is the oldest park in the City system. Urban/Open Civic Spaces it parks provide civic open space in the City for the enjoyment of all residents and visitors. Some will serve as elegant public spaces that are designed to complement the urban patterns of downtown Boynton Beach and will become urban oases amongst the bustle of downtown activity. The CRA includes four parks in this category: Veterans Memorial Park (previously Bicentennial Park), renamed after a memorial to the Veterans was installed there in 2008; Heritage Park, a popular gathering place if *rmmO,. ? W"t"tr. erra Club Park, a small grassy area located on Northeast 22nd Avenue; and Veterans Park, a passive park located in the downtown core of the City. GreenwayslBikeways Greenways serve several functions: • They tie park components together to form a cohesive park, recreation and open space system. • They emphasize harmony with the natural environment. • They allow for uninterrupted and safe pedestrian movement throughout the community. 60 nt- They provide residents with a resource-based outdoor recreation opportunity and experience. Since greenways are the preferred way to get people from their homes and into parks, adjacency to develop- ment areas and parks is important. Bikeways are urban trails that are paved segments of roadways that serve to safely separate cyclists and pe- destrians from traffic. Bikeways are those trails through the City that connect significant pedestrian destinations such as schools, parks, neighborhoods, libraries, shopping, etc. Palmetto Green Linear Park is located within the CRA on the south side of the SFWMID C-1 6 Canal. The path- way turns into several overlooks that can serve as fishing piers; however, a great amount of trash and refuse has been tossed off the platforms making fishing difficult. Barton Greenway connects the west terminus of the Palmetto Green Linear Park Extension south through Bal ton Memorial Park to the north side of Galaxy Elementary School. 0 Special Use Parks Citywide, parks that have a unique use include Little League Park, Kids Kingdom and the cemeteries. CRA has three special use parks: Barton Memorial Park, Sara Sims Park and the Kids Kingdom Playground. Barton Memorial Park contains gravesites of early African American residents dating back to the early 1900's. It is currently closed for burials. Boynton Beach Memorial Park is the primary public cemetery in Boynton Beach; there are several hundred gravesites remaining (the property was replatted to identify over 300 more sites). Sara Sims Park and Cemetery is an older park, with a plan for a redesign and expansion. The adopted Master Plan calls for preservation and enhancement of the historic graveyard and for creation of areas for community and family events. The CRA purchased properties to implement the plan, and additional ones are targeted for acquisition. Kids Kingdom Playground is a Leathers -designed wooden and concrete play structure, an extremely popular destination for residents, schools, camps and visitors. The structure was built in 1996, involving a volunteer effort by residents. WaterlBeach Access Parks The CRA parks with access to the Atlantic Ocean or Intracoastal Waterway include Harvey E. Oyer Jr. Park (formerly Boat Club Park), Intracoastal Park, Jaycee Park and Mangrove Park. Harvey E. Oyer Jr. Park provides boat access to the Intracoastal Waterway and Atlantic Ocean. The fishing pier was replaced in 2004. The restrooms inside the community center were renovated, the playground equip- ment replaced, and the canal dredged in 2008. Intracoastal Park is the newest, and an extremely popular park in the system. A two story, 7,200 square of building is available for rent for meetings, weddings, recreation programs and activities, etc. Jaycee Park's construction was completed in 2008. In addition to the facilities listed in Table 1, it has a walking path, open playfield, three pavilions, and two (2) bocce ball courts. Mangrove Park contains a 1/4 mile aluminum walkway through 10 acres of mangroves on the Intracoastal Waterway and includes educational kiosks and an observation deck. Trash accumulation in the mangroves has been a problem. it 987 Aside from parks that are spread throughout the City, all of the community/recreation centers are locat- ed within the CRA. These include: Art Center, built in 1992. Operates at capacity, offering classes in arts and crafts, teen and adult fine art, pottery, painting, afternoon recreation, summer camp, specialty camps, pre-school programs and classes. Harvey E. Oyer Jr. Park's Clubhouse, a 2,500 square foot building that offers painting and bridge programs. It is used by community groups and neighborhood associations for meetings and is also used as a rental facility. Carolyn Sims Center, a 14,000 square foot two-story building completed in 2008. Programming includes pre-school, afterschool, teen recreation, sports clinic, social groups, summer camps, specialty camps and the Youth Violence Prevention Programs. Civic Center, opened since 1962. Programming opportunities include youth and adult dance, summer camps, pre-school programs, Jazzercise, language classes, piano and keyboard classes, bridge, music concerts and Outlook Club for the sight impaired. John H. Denson Pool, refurbished and improved in 2008. It includes a triple water slide, "tumble buckets" water play features, teaching area, deck chairs, large umbrellas and dressing rooms. Programs include junior lifeguard training, water fitness, adult swim classes and youth swimming lessons. 1111111111111111 11 (fill f Senior Center, purchased in 19911 and renovated thrice, Programming includes computer classes, card games, dances, live music, association and group meetings, health screenings, music lessons, lunch program, driving classes, group outings, safety courses and various special events. Local groups that provide a variety of services that include AARP, R.S.V.P, Delray Medical Center, Aker Kasten Community Outreach Program, Shopper Hopper transportation service, Mental Health Association of PBC and Mae Volen. 62 a -L-1 PARKS AND RECREATIONAL FACILITIES rk -71 9',v, Wilon Park Sa Sims PIPIII��/ Carolyn Sims Center w and Denson Pool Barton Greenway and Barton Memorial Park a Kids Kirypp'''nlhgdom Playground I a Gal axy Park I Library/ Civic Center Kiwannis Sierra Park Intracoastal Park and Clubhouse Harvey Oyer's ISL ODRgR _., ......and ClubhousePark Pg Palmetto Green Linear Park East Her' Park Heritage .... Mangrove Park llll�_Lg04* i �I��I� LLllll ll �'" "rc tll Veterans Memorial Park I II IIII a 8 Art Center/ Madsen Center 6TH A d'ff (Stage Left Theater) 1 l ,. illll Iri�III, IIII' ,---------------- _______________PencePark Pence Park .... W ,. I i9 Till 11 1111fpiql��lIlI�::I�I �Ilflllill� E400 Dight NTH VD �"" /pr/ M IN BLVD to ;; 6TY1,�1 II -------------------------- I Senior Center 2¢ D E I 1. 17 RDINALy�DR SW�j Ill �y ®® Ei -EW AVE Legend RF RD `egend C _��' f 8 AIR DR ay I ® CRA Boundary MillN FI 11 1 #FI PP II� III I T LD SCHOOL RD Jaycee Park D.C. D D p 9 A� I II.L.L. 3 z a d p y y D 315 63D 1,260 1,090 2,520 Feet V ply CIDP II w � GOLFVIEW DR H D ORCXID LN i GULFSTREAM D 25TH ST m DE CARIE ST INDIGO 989 Parks District T, YP e S'I ze Descilption/Conditioll Barton lMemurial Heart of Special Use 16.216 The picnic equipaient atthe park is in good Park Boynton acres condition. This is a passive park. Vetemns Urban Open ID. 59 The eq uipment at the park is in very, good (Biocentennial) Downtown Sp a ce a cres condition. This is a passive park primarily Mem,&riallPark used fo r s p eci a I events related to veterans. 0 e Park I Boat Federal Hwy, "Nateri Beach 8'.T The park has a picnic area and a playground. 'ClIulb: Pau tk Access acres The equipaient is in good condition. The park has a picnic area, a youth ba s eba I Us oftba I I 'field, two tennis courts a n d a Boynton playground. The equipaient is i n good Gal,axy Park Beach Blvdl Neighborhood 3.95 condition, butuse ofthe park has decreased HOB' acres when it was relocated d ue to the reconstruction ofthe school and the lights on the ball -field and tennis courts were not replaced. Re,ritage Parlk Heart of Urban Open D.29 The equipaient at the park is in good Boynton Space acres condition. This is a passive park. The park has 4 picnic areas and a playground. A Veterans Mieaiorial is located at the entrance. A unique feature of this park Intra,coastal Feder Federal Hwy, "Nateri Beach 9.43 i s a n a cces s 'fo r n o n - ni oto rized'v es s el Pam acres launching,,, AV3-niile concrete path winds around a small lake with a floating fountain. The equipment is in good condition and is h ea:v i I V used. "NaterY Beach 5.49 The park has 3 picnic areas and a Jaycee PainFederal Hvvy Access acres playground. it iV@1L very popular and heavily used.'The equipment is in good condition. Kids Kiingdom Cultural Special Use D.44 The play,groundis heavily used. It is currently, Pl,ay,gimund acres in poor condition. The equipment at the park is in good condition. Itis a passive park, lout the Mangimve Park Downtovin "Nateri Beach Access 11D.72 boardwalk through the mangroves and the a cres viewing area on the intracoastal water way, is Mier' y popular. palimefto Heart of .3 The park has a picnic area and a play'gound. Grp acres The equipment is in poor condition. The park is very, popular; it has a basketball 2. 84 court, a niultipurpose-field and a playground. Penfoe Park Doviintown Neighborhood The eq uipaient is in good condition, butthe acres heavy use of the m ulti -purpose field causes a I of o fvvea r tens on the turf. 64 65 991 T h e perk is adj a cent to Sar; Si inns M� ein o ri a I Cemetery'. It has 2 picnic areas and a Sara Sims Park Heart of Special Use 16.9-5 basketball court.The equipment is in poor Boynton acres conclitionfrom general wear and tear. The park is used frequently Io y the neighboring coinmunities. Dewey Pam Downtown Urban Open 2.8,6 This is a passiveparkvi,ith a picnic area.The (Veteran`�s Park,), Space acres equipment is in good condition. The park has two basketball courts, a multipurpose field and a playground. It is Wi4son Park, Heart of Coinmuniby 5.44 heavily used, end the sod suffers a lotofwear 'T Boynton sores an d tea r. h e o utd o o rfurn iture n eed s to be painted or replaced. Playground equipment in good condition. Kwanrem iii Sierm Federal Hwy Urban Open 0.19 'The equipinent at the park is in good 'This Space acres condition. is a passive park. Building has been leased to the Stage Left Recreation Theater C o m p an y and conwd erted into a lMa,dn Center Cultural Facility, 2, FF sf coinmunitytheater. The coinpany allows local shuffle boarders to use the outside courts as a courtesy. B,oynto,n Beach Recreation Auditorium with stage, classroom, dance Civiic Center Cultural Facility, 9,771 sf stud i o, kitchen, I o Ioloy, 'four offices, ces, sto ra g e closet, copier rooin Activity,11-unch rooin, Lobloy,?Coffee room, Computer rooin, fAiulti-purposeroom, 'Stage Seniia,r Center Downtown Recreation 9,8'91 s f room, Fitness room, Classroom 1107, Facility, Conference room"1106, Arts & Crafts room, G a m e ro o in, Kitchen, Offi ce A, Offi ce B, 1 - Office C Recreation Three classrooins, pottery rooin, kiln room, Art Center Cultural Facility, 16,1642 sf toio sink rooins, six offices, closets, lololoy, restrooinns 5oat lube Federal Hwy Recreation 2710N sf Multi-purposeroonn, kitchen, storage, 15,uildiing Facility, restro o in s , co ast g ua rd Denn Poo4 Heart of Recreation 2 909 s,f Office; locker ro o in s;restro o in s, n,i a i n pool Boynton Facility, 7 751.x 367 kiddie poo1, 31,x all" I Carolyn Sims Heart of Recreation 13,8116 Multipurposeroom (two-sided),,gameroom, Ctnter Boynton Facility sf tvio cl as s ro o iii s -1 th ree offi ces Intiracoastal Federal Hwy Recreation 77303 sf Tvio offices, event ro o in, two cl a s s ro o in s, tvio Park Cliulbh,o(u�se Facility, kitchens, restrooms, storage 65 991 VIII IIID VIII IIID """11111""" IIII° VIII IIIIIIIII IIII IIIIIII VIII JIIIC NR I Art in Public Places Program Art in Public Places' mission is to integrate the arts into the greater community. The program's purpo is to stimulate cultural interaction, education and economic development by selecting, siting, install- ing and maintaining public art. Its vision is to connect the cultural environment in Boynton Beach with the global community. The program is funded through the City's Public Art ordinance that collects on percent of construction value of development and redevelopment projects. As development occurs, public art is integrated into the architecture, infrastructure, landscape and greenways throughout Boy ton Beach. To date, 49 public art projects have been sited in Boynton Beach. (See Figure 20 for all t locations of public art throughout the CRA.) Avenue of the Arts The Avenue of the Arts is a year-long outdoor artwork exhibit designed to stimulate cultural interac- tion, education and economic development. The program, initiated by the City of Boynton Beach Art Commission, is implemented by the Public Art Manager. Visitors and tour groups travel through seve blocks in east Boynton Beach to experience twelve inspiring artworks. Along the way, they learn abou the City's amenities shops, restaurants, fishing and diving establishments. The Art Commission may recommend the purchase of one or more of the artworks for permanent placement in the City. To date, nine artworks were purchased, with many participating artists awarde additional commissions. International Kinetic Art Exhibit & Symposium Kinetic art is art that moves physically or optically. Held in 2013 and again in 2015, the biennial Inter- national Kinetic Art Exhibit and Symposium was created by the Boynton Beach Arts Commission and produced by the City of Boynton Beach through its Art in Public Places program. Its vision is to connect the global community to one -of -a kind kinetic art experiences. The free -to -the -public event features both indoor and outdoor kinetic art, educational presentations, (Science -Technology -Engineering -Art and Math (S.T.E.A.M)-based learning displays and the opportunity to meet world-renowned kinetic artists. The event positively impacts Boynton Beach's economic development, branding it as a cultural destination. Boynton Beach Art District (BBAD) YR trial Avenue in the industrial enclave west of Interstate 1-95, off Boynton Beach Boulevard. Created by artists attracted to the area due to the City's Art in Public Places program, BBAD hosts visitors, artists and tour groups from inside and outside the Boynton Beach Community. The industrial warehouse area, once an unsafe dump site, was transformed into a thriving arts community to promote cultural ex- change. Monthly Art walks, voted #1 in Palm Beach County, ever changing murals and interaction with artists create an environment where art comes alive. 66 PUBLIC ART LOCATIONS WITHIN THE CRA 0 Um 311111111111111 a p Industrial Art District 0 Avenue of the Arts Legend Art in Public Places ® Art on Ave. of Art Art Eco Walk Avenue of Art Area M Industrial Art District ®®®®®®EM ® I CRA Boundary w�®®®®®® Parcel 2014 selection N Figure 20 993 VIII IIID 111111 IIID """1111"""' IIII° VIII IIIIIIIIIIIIIS I 111'°Iuc I The following is a comprehensive look at the built form throughout the Boynton Beach CRA. A survey was conducted of a general sample of a variety of buildings and land uses within the CRA. The section begins with a graphic analysis that links the footprints of the selected structures with a street view pho- tograph. Information about each structure including the year built, type of construction, architecture, and square footage follows the images and is referenced by the corresponding map reference number assigned to that structure. This study will act as the basis for design, architectural, and site planning recommendations made in the subsequent redevelopment plan. Federal Highway District 1. Truck Rental This commercial lot was built in 1955. The building has a red brick fagade and areas of stucco that are painted orange. There is a pitched green roof and red brick columns. It is set back from the street but still visible from the right-of-way. There is on street parking and public lighting. 2. Mixed Use This commercial building was built in 1948. It is a concrete block painted yellow with wooden trims that are painted white. The structure has white awnings on the original windows and a barrel tile roof. There is a patio located at the front of the structure containing white wooden fencing and simple wooden col- umns. The building has a shallow setback on a corner lot with driveway and parking access in the front and sides of the structure. 3. Office This office was built in 2011. It is a one (1) story structure made of concrete block and painted off-white ii with white trims. On the front fagade there are white and blue striped awnings with lighting installed above. The windows are rectangular and darkly tinted. There is a crown molding along the flat roof. The building has a shallow set back from the street allowing for landscaping along the public sidewalks. Two driveways provide access to parking on the sides and rear of the structure. ii. Storage This parcel was developed in 1957, including two above ground storage tanks for storage and distri- bution of petroleum gas. This use is currently nonconforming in this location. There are currently two (2) concrete structures on the property. The property has chain link fencing along the perimeter with barbed wire. There is minimal landscaping and/or buffering from the right-of-way. 5. Retail This commercial lot was developed in 1960. This two-story building is concrete block construction with stucco painted yellow. The existing mansard roof is black with a slight overhang. The original windows are long vertical with cast iron rods. The building is slightly set back from the street with landscaping along the right-of-way. 047 -4T*TM N &I I V Tat 1010, Kell 6 Some *T ineIrTint T nalr'eirl 15 15n ! - ___ - I owers na,Tre ai,iiiiiiab H TTZ dow line. The structure has mechanical equipment on the roof and at the rear which is all visible and minimally screened from the rights -of -ways. 68 994 Built Conditions Inventory: Federal Highway (North) 1. Truck Rental. 1955 NTS B®© rrrrrrr + 4444444 000 4 r 000= Q QE • nnnnn�� 6. Retail, 1938 R Ratnil 1 g52a 995 This commercial lot was developed in 1957. It is a one story, concrete block structure with stucco painted orange with white trims. The roof is flat and has a roof sign that protrudes above the roof line. The lot's primary use is for the storage and sale of vehicles. A chain link fence runs along the perimeter of the storage area and the vehicles are stored along the street frontage with no buffering of screening along rights -of -ways. 8. Retail- Fishing Tackle This commercial building was built in 1984. The elevation facing Federal Highway has r• fagade, pedestrian doors and an overhead door. The structure has a mansard roof which overhangs the struc- ture and screens the roof top mechanical equipment. The structure has original windows. It is set back from the street. The pedestrian portions of the building are shaded by a green awning that stretches from the flat roof. There is public lighting coming from the building. There is a bike lane and street park- ing. This use is currently nonconforming in this location. 9. Multi -Family Residential This Mixed-use (commercial and residential) parcel was built in 2009. It has a concrete block structure that is painted red, orange and brown. The roof is tilted with red tile. There are balconies with columns and arches. The pedestrian path is shaded. 10. Big box retail This commercial structure was built in 2011. It has a concrete block frame painted brown and orange. There are dark brown awnings over the openings and white grates on the windows. IN Built Conditions Inventory: Federal Highway (South) NTS III III III L I� T■.� W9 in 0 o �OC�2M0® �Q'111r�C 997 Downtown 11. Restaurant This professional services parcel was built in 1955. It is used as a commercial unit. It has a wood structure with a gazebo and food truck parked on the site. There is a large wooden gate. The gate frame is metal and painted black. There is no sidewalk at this location and there is on-site parking] 12. Mixed Use This apartment complex was built in 2010. It has a brick frame structure that is painted beige and light brown. The glass doors and windows have grates that are painted white. The driveway is made of cob- blestone and has vegetation. 13. Single Family Residence This single family home was built in 1979. It has a cement block frame with stucco painted white and beige. The roof is pitched and has brown tiles. There are window shutters that are painted beige. 14. Single Family Residence This single family home was built in 1952. It has a cement block frame with stucco painted orange. There are brick columns painted white. The original windows are still present and have white grates. The roof is pitched with gray tile. The walls are partially covered by rust and dirt. Some openings are blocked off by wooden boards. 15. Mixed Use This multi -family housing structure was built in 2006. It has a brick frame with stucco painted pastel or- ange. The structure faces a boat dock on the north side. The roof is tilted and painted light green. The window grates and handrails are painted white. The sidewalks on the property are paved with red brick. 16. Restaurant This restaurant was built in 1948 on a boat dock overlooking the intracoastal. It has a cement block frame with painted stucco. 17. fflotel This motel was built in 1954. It is a brick structure painted sky blue. The roof is slightly pitched and painted white. The windows have white grates. There are large ornaments attached to the facade of the building. Outdoor seating is provided within the property's perimeter. 18. Senior Center This community center was built in 1947. It has a cement block structure with stucco painted pink. The roof is pitched with red tiles and white finishing at the base. The windows are shaded by blue-green awnings. 72 Built Conditions Inventory: Downtown 15. Multifamily, 2006 16. Restaurant, 1948 12. M milv, 2010 13. Single Familv, 1979 NTS noyni oe cn �ry ❑ can Ave << v ;4 v ' III � III `• � III ■ i . i III III III 18. Senior Center, 1947 999 19. Historic High I.♦ The school was built in 1928. The frame is composed of concrete and clay tile blocks. It has a histor- ic designation and is vacant. The exterior has stucco painted beige with dark pink outlines. There are arched windows with detailed columns painted red. 20. Children's Schoolhouse The school was built in 1920. The structure's frame is cement block and brick painted white. The roof is pitched with light gray tiles. There is a large arch on the entrance to the building over the main staircase. There is a brick gazebo painted white. A short bell tower painted white and pink with pointed roof painted blue faces the eastern portion of the building. The driveway is paved with brick. There is a water founta,�Q next to the • 21. Municipal Library The municipal structure was orginaly built in 1962 and underwent a major renovation and expantion in 2009. The entrance features a curved series of walls arranged. The frame is made of cement block and is painted yellow. The windows have a wide frame made of cement and painted red. There is a short gazebo on top of the building adding connectivity to the school house nearby. The gazebo has dark dows with a low pointed roof and grey tile. 22. Single Family Residence This single family home was built in 1959. It has concrete block frame with stucco painted light beige - brown. Some of the openings have a dark brown trim. The porch roof is supported by two poles painted dark brown. The structure has a flat roof with a frame painted dark brown. There is a white brick struc- ture extending out from the center portion of the west facade wall. There a dark brown awning above the mechanical equipment on the fagade. 23. Civic Center The municipal structure was built in 1962 on the same parcel as the library. It has a brick frame structure with stucco painted white. Structural red brick is exposed around the main entry point. The roof is flat. The entryway includes a roof that is supported by a detailed cement wall that is painted white. There is black signage on the upper portion • the entryway and public art by the sidewalk. 24. Multi -Family Residential - These Multi Family condos were built in 1972. It is a two (2) story "Ll" shaped building with a ce- ment block frame. The frame has stucco over it which is painted white and beige. The roof is flat. There are screened patios extending out from the sides and rear of the building. The residential circulation corridors are on the outside. The staircases and two floors have detailed cement railings painted white. Columns made of naturally cut rock protrude from the exterior walls facing Ocean Ave. - This multi -family housing building was built in 1973. It has a cement block frame with stucco painted light beige. It is two story building with a flat roof. There is an exterior corridor for resident circu- lation on the building's east side, facing Ocean Ave. The corridor is covered by an extension of the roof. There are detailed cement railings painted white. !MEWIT.TNT, This parcel was developed in 1953. The frame is made • cement block and painted ♦. The roof is flat and extends slightly out to provide minimal coverage below. It is immediately west of the Florida East Coast Railway Corridor. There is seating on a red brick sidewalk facing Ocean Ave. The east side of the building has storage units with large doors painted white with white framing. III 1000 Built Conditions Inventory: Cultural 19. Historic High School, 1928 23. Civic Center, 1962 20. Childrens School House, 1920 24. Multi Family Housing, 1973 21. Municipal Library, 1962 25. Retial & Restaurant, 1953 NTS 22. Single Family Residence, 1959 1001 Industrial Craft District 26. Auto Service This warehouse was built in 1972. Its frame is made of metal wall panels painted light grey, and the building appears to be prefabricated. The building is used for auto services. 27. Storage This warehouse was built in 1980. It has as CMU frame painted light grey. The building appear to con - mm• • =� 28. Warehouse and Tractor Storage This warehouse was built in 1972. It has a CIVILI frame painted beige. It is partially used for auto servic- ing. There are many tractors stored in the parking lot and on the opposite side next to the right of way. 29. Auto Service Center This building was constructed in 1974. It has a CMU frame painted light green. The garage doors are located on the southern fagade. White awnings extend out from the garage doors. 30. Truck Parking / Storage This light industrial lot has no buildings and has vehicles stored on the property. 31. Industrial Art Warehouse oc, This warehouse was built in 1977. It has a frame made of concrete masonry units. The walls are cov- ered with art that advertises the work of local artists. 76 1002 Built Conditions Inventory: Industrial Craft 26. Atuo Service, 1972 29. Green Auto Service Center, 1974 I L N NTS 1003 Boynton Beach Blvd District 32. Strip all This commercial retail structure was built in 1962. It has a brick frame that is partially exposed, partially painted. The roof is flat and extends over a walkway facing the store entrances. The vertical portion of the roof extension is painted pastel pink. 33. Place of Worship This unit was originally built in 1947. It has a brick frame painted white. The pitched roof is green and there is a pediment supported by 4 Doric columns at the entrance. 34. Convenience store This commercial unit was built in 1971. It has an exposed red brick frame. The roof is flat with a green awning providing some shade at the building's entrance. 35 ' Single Family Residence This two-story residential unit was built in 1932 and fronts on Ocean Avenue. The structure is wooden frame construction with stucco and a flat roof. The property is lined with a four foot fence that has con- crete columns and cast iron rods. This corner lot has its driveway on NW 3rd Street. 36. Single Family Residence This single family unit was built in 1953. It has a concrete block structure with stucco painted light green, The structure has a pitched roof with light brown shingles, The windows and door have white trims and the decorative shutters are grey. This property does not have a driveway of a garage facing Ocean Avenue; instead, the corner lot has a driveway coming from the corss street of NW 3rd Street. 37. Post Office The post office was originally built as a commercial unit in 1963 and is located at a prominent intersec- tion of the boulevard. It has an exposed brick frame on one section, with glass windows wrapping the rest of the north and east facades. The roof is flat with exposed mechanical equipment. The roof and window grates are painted beige and pastel yellow. 38. Municipal- City all This structure was originally built in 1958 and had a major renovation and expansion completed in 1989. It has a concrete block frame with stucco painted pastel green and beige. There are arches ex- tending from the fagade walls. 78 1004 Built Conditions Inventory: Boynton Beach Blvd. 35. Si le Family Residence, 1932 ui III 36. Single Family Residence, 1957 N NTS 1005 `;,� 1005 Heart of Boynton District 39. Single Family Residence This residential unit was built in 1956. It has concrete block frame with stucco painted beige. The win- dows have brown grates. The roof is pitched with brown tiles. There are detailed columns supporting a patio by the front door. 40. Single Family Residence This single family unit was built in 1975. It has a concrete block frame and stucco painted dark yellow. The pitched roof has red tiles. The grates in the windows and on the roof are painted white. The proper- ty is set back from the street and adjacent properties. This commercial unit was built in 1964. It has a brick frame which has been painted red. It is a 1 story structure with a flat roof outlined in white paint. 42. Multi -Family Residential The year that this unit was built is presently unknown. It is two stories with a concrete block frame. There is stucco on the exterior that is painted white. The doors are a salmon color and the rails to the second floor are metal and painted black. 43. Single Family Residence UMMMMI This single family home was originally built in 1931. This mission style home has had two additions to the original house footprint. 44. Single Family Residence This single family home was built in 1946 and is a typical example of the existing frame vernacular ar- chitecture that is in the area. This house is wood frame with wood siding on all sides of the structures. The front fagade has a prominent stone chimney that extends past the pitched roof. so 1006 Built Conditions Inventory: Heart of Boynton Residencej 956 C r jr i/°99d!'F1�1'111�11�1%%�"' �Ill�e��lh�e e�.�:�t:�e�e � r� "'�YJY3'�� ■11119■171�IS1119'0!�IllelllGI�III■ � MM'IeMU1l h7.1.'.:��:I ��onv �■.u� �mieao er■n�. ❑ 71■.■■ G 5 GI'd❑C:W ■■aa0;❑■■ I- ■1MIT IM11%� eno�o :rn ara��aeeo Q IIEIE��1la �119111S7L8 Ilslsil]`r im ee�e�e��ei®1: m�li�pla ee�e eoe o1®illl�l�i! I�G�i�� 1 �Yr1Y1 11pipilloil L� 120,12111111=3 o■�hFVU 1111PO T-01!!■10111 11!�I� MOAN e■ I�I�IG!��IIII�JI�II�I��r X1211131; vBGGO o ' o. e ® A11'7 0000Qeeeoco c ease a 4P• �i r,� � � r- ■ � ii o�:1 �ono�lir�U� � o ODGGO a s �50: `:LAL�■ e ©� "�W^_�0 oe Gadd eCec� oco:ov��7o:. 01� © v0� wo ameo R&K. G■�c��o� x[000^ a�p�'r!•�• .�0000�� o v i 0�1'GS u� � '� �iv�C►�"t�or � crLF]I ' ; , � �. ,� u ,�, G�GG�o va 1�a Offil o�Q,ae ,? p� _ .w Ea 111■� = �� 40. Single Family Residence, 1975 N NTS 44. Single Family Residence, 1946 ■ 1007 11 1008 8iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliillillilliillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillilI 1010 Egli, I wou, offoR."o-offro-Wo; Sidewalks 1011 VIII VIII VIII VIII VIII VIII .......... While the City provides municipal services to its citizens within the City limits, Boynton Beach Utilities also provides water, wastewater, and reclaimed water services outside the City limits. Le The utility system includes two (2) wellfields, two (2) water treatment plants, two (2) aquifer stora_ae and recoven�JASR) welts, a wastewatL collection an d tran smission system with approx - Ow9, - A" WWW"" - "_9 main v piping, reclaimed water distribution syste and stormwater swales, exfiltration trenches, piping, catch basins, ponds, and outfalls. The s s ht ee KI South Central Regional Wastewater Treatment Plant is co -owned by Boynton Beach and Delra Beach, and the plant is governed by a board th is comprised of the Mayors and Commissioner from each city. Boynton Beach Utilities has identified several • -77#1717177FIMST73 within the six (6) CRA districts. and Casa del Mar (see Figure 22). The 500 Ocean site is located on Ocean Avenue between Federal Highway and SE 4th Street. The project includes new water mains to serve the project and future redevelopment to the north. The Casa del Mar site, located east of Federal Highway and north of Dimick Road, includes new water mains on site and the replacement of an existing substandard 4 -inch water main on Dimick Road 8kPW#ok.g water main on Federal Highway. This will result in improved water pressure, water quality, and fire protection in the area. In terms of wastewa- ter improvements, work in connection with 500 to serve the project and connect to adjacent piping. The Casa del Mar includes new gravity sewer mains on site and connection to an existing qouth on North Lake Drive. Ocean's will include re-routing of a large stormwa- ter line that currently bisects the project site and connection to an existing pipe on the west side of Federal Highway that leads to the downtown stormwater pond. The Casa del Mar project includes new stormwater piping on site and along Dimick Road with outfalls to the Intracoastal �UlllWate��, V%hlstewater w��'id Sta�� n�iwater, Waterway. Water main and stormwater improvements are currently being constructed as part of the Central Seacrest Corridor Neighborhood Improvements and west of Seacrest Boulevard (see Figure 22). This project is replacing existing substandard water mains within roadways and rear easements with new 6 -inch and 8 -inch water mains within the roadway rights-of-way. This will result in improved water pressure, water quality, and fire protection for the neighborhood. The stormwater project involves removing unpermitted parking improve- ments within the rights-of-way and installing swales, exfiltration trench, and catch basins. New curb and gutter is being installed along Ocean Avenue to replace the existing curb and gutter, and all roadways within the project area will be resurfaced. This will result in improved drainage within the neig hbo rhood and reduced flooding. WIS Valul I * 14 0 10 a "-- 4 1 a . A I a I ITITLOR N I R kX, Ism ] 01 orgas its- , 0 0 - 8 6 LICTS-Cr I VW9 project located west of SE 4th Street and north of SE 6th Avenue (see Figure 22). This new sub -master lift station will receive a large portion of the wastewater flow from south of the station and east of 195 and pump into the new regional force main in the eastern part of the City to the South Central Regional Wastewater Treatment Plant. Upon completion, the Pence Park Lift Station will divert a significant amount of flow from Lift Station No. 356 located east of Federal Highway on the Boynton Beach Boulevard extension. This will relieve capacity at LS 356 and make provision to handle futur`d `•! in the downtown area such as 500 Ocean. Improvements may be required for the Heart of Boynton's Ocean Breeze East site located on Seacrest Boulevard, south of NE 7th Ave, will coordinate with the CRA and the future 1012 developer of the site regarding the existing water and sanitary sewer mains as well as stormwater infra- structure. Areas Utilities staff has identified additional areas with substandard water mains, water mains 4 -inches in size or smaller, and/or inadequate fire protection. Three projects have been identified within the Federal Highway district: Potter Road & North Lake Drive, Lakeside Harbor, and North & South Roads (see Figures 21 and 22). Additional water main improve- ments are planned for NW 11 th Avenue, and Central Seacrest Corridor Phase III (see Figure 22). Improve- ments may be necessary in the Heart of Boynton and Ocean Breeze East depending on the type of devel- opments undertaken. Utilities has also identified areas where there is substandard drainage and flooding associated with certain rain events. Two projects have been identified within the Federal Highway district: North & South Roads and Potter Road & North Lake Drive (see Figure 21 and 22). The Utilities will be commission- ing a study to review potential stormwater improve- ments for the Heart of Boynton area east of Seacrest Boulevard and Central Seacrest Corridor Phase III EMOMMEMM II �dlhimed Water Boynton Beach Utilities is planning an extension of the existing reclaimed water main infrastructure at SW 23rd Avenue (Golf Road) and Seacrest Boulevard. Reclaimed water main piping will be constructed along SW 23rd Avenue east to connect to large gation users along Federal Highway (see Figure 23). The extension will continue south to Jaycee Park and Waterway to serve the St. Andrews Club and Little Club golf courses for irrigation. a 1013 UTILITY IMPROVEMENTS IN NORTHERN SECTION (98 1014 UTILITY IMPROVEMENTS IN DOWNTOWN SECTION 89 1015 0 1016 UTILITY IMPROVEMENTS IN SOUTHERN SECTION 1017 VIII � IIID 4°' VIII ipii� � � VIII „IIID ��Roads Based on the Functio•'.. l of roads, the CRA area includes one Principal Arterial Urb (interstate 95), three roadways classified Urban MinorArterial (Federal Highway, Boynton Beach Boulevard and Woolbright Road), and six Urban Minor Coll ectors—Seacrest Boulevard, Gate- way Boulevard, Martin Luther King Jr. Boulevard, Ocean Avenue, SE 23rd Avenue and Gulfstream I fication may or may not apply to its entire lengthl 7 within the CRA boundary: see Figure 24). All re- maining streets are classified "Local Urban." The roadway is assigned a class through the Fed- eral Functional Classification process, according to the character of service it provides in the year of analysis. The process takes into account the _,St2te Transportation Improvement Program (STIP). The pal purpose of roadway classcation is to 1,;stablish the relative importance of a roadway in the overall hierarchy of roadways. ��Wavement Carid[t�an Pavements within the study area are in generally good to very good condition. Arterial Highways are well maintained by both the State of Florida and Palm Beach County with the use of asphalt over- lays. City streets, typically 22 feet in width within a 50 feet wide right of way, have been adequately maintained as well over the last ten years and are thus also in good condition. In addition, the City has embarked on aggressive utility restoration projects; these projects, supporting the "complete street" design in portions of the study area, result- ed in recent street resurfacing. Other pavements have been maintained with Micro -Surfacing, an effective preventive maintenance technique that seals and waterproofs the surface while correcting minor defects, filling non -working ruts and improv- ing skid resistance and appearance. The City has an annual planned expenditure of $500,000 beginning October 1, 2015, to continue pavement surface maintenance and the Utility Department 92 continues its "complete streets" efforts in portions #f the study area. The City evaluates pavement upii.q.tes t�ese items ?s xec- itssary. Thermoplastic markings, highly reflective itripings with long-term performance, were recently placed on Gateway Boulevard, Martin Luther King Jr. Boulevard, and Ocean Avenue. A�I�eys ff ral 101 Wo MAN 1 MR-3XV-0 1. may be improved thus providing vehicle access to properties. However, the vast majority of alleys are unimproved and not utilized for access to property and instead may serve utility functions (i.e. Florida Power and Light, City water, etc.). Lastly, a number of alleys may simply be platted land that is neither used for access nor provision of utilities. Each al- ley is truly unique in purpose, function and physical dimension. Many alleys have been abandoned in the past and the City is generally supportive of such abandon- ments, a practice based solely on the objective to reduce maintenance cost. Street .......... Street illumination in the study area is good and meets traffic safety needs. Arterial highways hays - a uniform lighting pattern; lighting is also uniform throughout the Central Business District. Light- ing in residential areas is more sporadic, with no uniformity. However, street lights are placed at nearlo all street intersections and other locations where vehicular and/or pedestrian traffic warrants mid -block lighting. The City receives street light requests periodically in the study area and has placed new lighting where enhanced lighting is warranted. I'll hancement of the sidewalk areas are not included in the improvements. There have been numerous g.ccidents that have caused damage to trees and 0rubs. These are being replaced. As of this year 9.11 medians will be mulched. Medians with irrigation 1018 &Aewd��ks As shown in Figure 26, the existing sidewalk network has many significant gaps in connectivity throughout the CRA, including downtown and adjacent neigh- borhoods. Since the year 2000, the City made some progress reducing these gaps. As a result of the sidewalk construction program implemented in the past 15 years, focused on making walking safer for grade school students, the current sidewalk network in residential areas close to schools requires minimal walking upon paved street surfaces, substantial- ly reducing students' exposure to vehicular traffic. Sidewalk construction in locations that experience the highest pedestrian volume along arterial routes and/ or those near pedestrian generators such as parks and commercial areas is nearly 100% complete. The sidewalk condition is adequate as well; the City has capital funds available for annual sidewalk repairs as needed based upon priority. Furthermore, improve- ments planned as a part of the All Aboard Florida rail project will bring forth sidewalk/pedestrian enhance- ments at the FEC grade crossings located at Gateway Boulevard, NE 15th Avenue, Martin Luther King Jr. Boulevard, SE 5th Avenue and SE 12th Avenue. Three PalmTran bus routes transect the CRA area (see Exhibit 27): #1, #70 and #73. Route 70 provides direct connection to the TriRail commuter station. 93 1019 Park Ridge Blvd I m Z uuu=um N t po Z � S Z S N THOROUGHFARE SYSTEM FUNCTIONAL CLASSIFICATION OF ROADS w' 9th Ave St uuuuuuumm I Legend 1111111111111, 11 - Principal Arterial -Interstate URBAN mmmmuuuuuuuuuuuuuuu 16. Minor Arterial URBAN 18 - Minor Collector (Fed Aid) URBAN 19- Local URBAN CRA Boundary N 0 435 870 1,740 2,610 3,480 Feet 94 iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliillillilliillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliilI 1020 NNG Vnd mmffim i Legend 1111111111111, 11 - Principal Arterial -Interstate URBAN mmmmuuuuuuuuuuuuuuu 16. Minor Arterial URBAN 18 - Minor Collector (Fed Aid) URBAN 19- Local URBAN CRA Boundary N 0 435 870 1,740 2,610 3,480 Feet 94 iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliillillilliillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliilI 1020 CONCENTRATION OF ALLEYS IN THE DOWNTOWN SECTION 95 1021 Community Redevelopment Agency Sidewalk Map 96 1022 TRANSIT: PALMTRAN BUS ROUTES 97 1023 urian � a �� ri jO' f IIU1IUIIIV BOYNTO, B E A C Jr A 1024 2023 Preliminary CRA Plan Amendment Scope of Services (4/4/2023 Draft) Project Description The City of Boynton Beach Community Redevelopment Agency (BBCRA)is seeking responses from qualified and experienced firms to provide professional services related to the modification of the BBCRA Community Redevelopment Plan (BBCRA Plan) which includes an in-depth analysis of potential boundary expansions and/or modifications, review and evaluate past redevelopment efforts, current redevelopment projects, and provide recommendations to incentives and implement strategies for redevelopment efforts, and an economic development analysis. Since 1990's, the BBCRA has played an integral role in the removal of blight and adding value to the downtown area and surrounding community. Today, the CRA encompasses approximately 20% of the city's land area, has approximately 20% of the residential population, and contains over _% of all businesses in the City of Boynton Beach. The CRA fulfills its goals by investing tax increment financing (TIF) revenues into capital improvements, incentive programs, and offing numerous initiatives to meet the needs of the community that it serves. The Agency receives increment revenue from both the city and the county for the area is encompasses. While the Agency has experienced tremendous successes during its tenure, independent forces such as the late 2000's recession, the COVID-19 pandemic and recent inflation have significantly affected the CRA's ability to execute its projects within its prescribed timeline. The BBCRA also desires to address subsequent elements of blight within the City and CRA that may not have been addressed in its 2016 consolidated Plan update. For further information about the BBCRA, please visit https://www.boyintoinlbeaclhcira,.com/. Scope of Work Professional services to modify the BBCRA Community Redevelopment Plan (Exhibit A). In general, Task 1 and Task 2 reference the potential for boundary modification while Tasks 3, 4, 5, and 6 reference plan modifications. In detail, they are as follows: Task 1: Prepare a review of adjacent areas to the existing CRA boundary for potential inclusion into the CRA plan update and modification request. Task 2: Draft a finding of necessity study for any boundary modification based upon said review in Task 1. The City and the CRA acknowledge pursuit of boundary modifications and a plan update are two requests that run parallel, but each have their own process and due diligence. Any proposal's work plan should include an accommodation in the event boundary modifications are not agreeable based on an evaluation or discussions amongst CRA partners and therefore Task 2, no longer becomes a pertinent element of the scope. Task 3: Develop a gap analysis or comparable resource to narrate the following: • Completion of the BBCRA plan, goals, and objectives to date o Review of staff information including data, infographics, annual reports, delegation of authority, completed projects, ongoing projects, and spending to date. 1025 • Articulate successful impacts of the CRA to date. • Overlaying elements of the Palm Beach County and City of Boynton Beach Comprehensive Plan with specific references to housing, transportation, and economic development) • Demonstrate external factors (such as inflation, COVID-19, recession, etc.) that may have limited the CRA's ability to successfully execute the CRA Plan within its existing timeline. Task 4: Propose a CRA Plan Update for a fifteen -year period within which public and private resources may be used to accomplish redevelopment activities. The analysis and effort under which the Plan update will consider must include, but not be limited to: • Review tax base and ownership data, property lines and right-of-way boundaries. • Evaluate current land uses, future land use/zoning designations and recommend changes, as necessary, to facilitate redevelopment of properties within the BBCRA area. • Evaluate what makes the BBCRA unique and propose steps that the Agency can take to preserve, nurture and promote these features. • Review and analyze real estate market trends and property values including a provision for projections for TIF revenues within the CRA area. • Evaluate vacant and underutilized properties within the CRA and determine a strategy for encouraging and facilitating (re)development or revitalization. • Development of a vision and goals, objectives and policies to support the elimination of the blighting conditions outlined in the Finding of Necessities Report(s). • Evaluate existing infrastructure, and assess opportunities and constraints to complete CRA capital projects. • Identify strategies to work with Palm Beach County and other partnership agencies to complete requisite CRA capital projects. Said projects could include; but may not be limited to new infrastructure, housing, neighborhood revitalization, sustainability, energizing of business districts, business retention/expansion/attraction, economic growth/diversification/resilience, and others. • Identify various grant opportunities to support other CRA capital projects within the six districts. • Review of other Florida cities' CRA grant programs, as well as those of Palm Beach County, the State of Florida, and federal appropriations and programs, and recommendations for inclusion/adoption, which might include business incentives, housing, infrastructure or financial assistance in response to economic impact from storm events, pandemic, quality of life, or other hazards. • Development of a fifteen -year work program and capital improvement timeline. • Development of a transition plan from the Agency to the City from 2039 until the CRA sunset in 2044. • Development of implementation strategies that outline immediate, short-term, and long-term priorities. 1026 Task 5: Outline and coordinate regulatory process required to complete update and/or modification of the CRA and CRA Community Redevelopment Plan: • Citizen Participation Process including; but not limited to, o CRA Districts community and public o Development and Industry Stakeholders o City Advisory Boards (to be determined by the CRA Board) o CRAB Board o City Commission o Palm Beach County o City of Boynton Beach Land Planning Agency (Planning and Development Board) Notification Requirements to Taxing Authorities, Agencies and Counties, and Land Planning Agency as required by Chapter 163 Part III, Florida Statute. An update of Delegation of Authority Resolution with Palm Beach County Government. Other Public hearings as required including briefings to the City Commission, County Commission, and presentations as needed. Task 6: Coordinate with CRA staff, CRA legal counsel, and City attorney on relevant drafting of resolutions and ordinances consistent with F.S. 163. Location The BBCRA is predominately located within the boundaries as indicated in Exhibit B (to be inserted or referenced legal description or website boundaries) Fee Proposal The CRA looks to the Consultant to present a cost-effective fee with a not to exceed cost for each task proposal to complete the Scope of Work. If the Response intends to omit any tasks or requirement listed in the Scope of Work said omission must be described in this Statement of Proposed Services. Exhibit Exhibit C (map to be inserted) includes a review of potential zones to consider for CRA expansion or special Business Improvement Districts. While these zones have yet to be vetted for compliance with a finding of necessity, they represent areas of interest for review. These zones also do not reflect a comprehensive list of all areas of study, nor final representations of specific boundary modification areas. The selected consultant will review and recommend areas of further exploration. For example, additional discussions have included areas such as the Boynton Beach Mall, (insert other areas such as south of SE 2r'd Avenue, west of FEC and Seacrest Boulevard along Woolbright Road, etc.). These exploratory areas are evidenced as part of the exhibit map. 1027 From: Shutt, Thuv To: Radigan. Amanda; Dunmyer. Gary; Roschek, Christopher Cc: Adam Temple (TemnleACcJ)bbfl.us); Mack. Andrew; Kalkat, Poonam; Guzman. Mario; Matos. Kathryn; laugger, Daniel; Kuntzman, John; Stone, Candice; Cirullo, Michael; Swanson, Lynn; Kathryn Rossmell; Young, Kacv; DeGiulio, Joseph; Bruder. Hugh Subject: RE: CRA Plan Amendment SOW Date: Friday, April 28, 2023 12:40:00 PM Attachments: 23 0411 CRA Plan Amendment SOW CRA Board (Attachment III).docx Good morning, Just a friendly reminder to forward your comments (via email) to us by Monday, May 1, 2023, 5pm. This will allow us to update any information that will be reviewed by the CRAB at their May 4th meeting and our agenda cover for the May 9th CRA Board meeting. Thank you and have a great weekend! From: Shutt, Thuy Sent: Friday, April 14, 2023 2:56 PM To: Radigan, Amanda <RadiganA@bbfl.us>; Dunmyer, Gary <DunmyerG@bbfl.us>; Roschek, Christopher <roschekc@bbfl.us> Cc: Adam Temple (TempleA@bbfl.us) <TempleA@bbfl.us>; Mack, Andrew <MackA@bbfl.us>; Kalkat, Poonam <KalkatP@bbfl.us>, Guzman, Mario <GuzmanM@bbfl.us>; Matos, Kathryn <MatosK@bbfl.us>; Dugger, Daniel <DuggerD@bbfl.us>; Kuntzman, John <KuntzmanJ@bbfl.us>; Stone, Candice <StoneC@bbfl.us>; Michael D. Cirullo, Jr. <mciruIlo@gorencherof.com>; Swanson, Lynn <SwansonL@bbfl.us>; Kathryn Rossmell <krossmell@llw-law.com>; Young, Kacy <YoungK@bbfl.us>, DeGiulio, Joseph <DeGiulioJ@bbfl.us>; Bruder, Hugh <BruderH@bbfl.us> Subject: CRA Plan Amendment SOW At the April 11, 2023 CRA Board meeting, the CRA staff presented a draft SOW based on the Board's previous direction. The Board reviewed the attached SOW and assigned CRAB to review and provide their report in person at the May 9th CRA Board meeting. As part of the process, we would like to have your assistance in reviewing and providing comments to the SOW prior to incorporating this into a draft RFP for consultant services. Please feel free to share with other departments or staff I may have missed. The link to the agenda item below will provide more details about the project: boynVon beach .novusendapublic/Cover.Sheet.as 1.2.:1:7. ...Ii..n IB.l D:::::. 4 Comments are requested by Monday, May 1, 2023 so that the SOW can be updated for the May 9th CRA Board agenda. Thank you and have a great weekend! 1028 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 OLD BUSINESS AGENDA ITEM 13.E SUBJECT: Continued Discussion and Consideration of Fiscal Year 2023-2024 Project Fund Budget SUMMARY: The Boynton Beach CRA is a quasi -governmental, Special District operating under Title XI, Chapter 163, Part III of the Florida Statutes. The agency's annual financial operations run on a fiscal calendar beginning on October 1st and ending on September 30th of each year. The CRA does not obtain its revenue from charging an additional tax. The CRA receives its annual funding based on a percentage share of the existing ad -valorem property taxes paid to the City of Boynton Beach and Palm Beach County. The CRA's annual budget is comprised of three accounting funds: 1. The General Fund which contains the administrative, general operation, insurances, property maintenance and CRA/CRAAB and marina related items; 2. The Debt Service Fund which contains the CRA's financial debt obligations and encumbrances such as bond repayments and developer's tax increment funding agreements; and, 3. The Project Fund which contains all of the capital projects, development projects or initiatives, property acquisitions, local business grant programs or promotional initiatives, as well as eligible innovative policing activities such as the Neighborhood Officer Program. At the first CRA budget meeting, the Board's FY 2023-2024 Project Fund budget allocation discussion identified the priority projects for the upcoming fiscal year as well as deciding what funding amounts to provide to each proposed Project (see Attachment 1). The Project Fund and overall budget breakdown will identify bond debt obligations, existing tax increment revenue funding agreements obligations and available funding for priority projects, programs or funding requests, such as but not limited to, the Neighborhood Officer Police Program, District Improvement Projects, Business Development and Promotional Initiatives and Marketing. The CRA's FY 2023-2024 Budget discussion will occur again at the CRA Advisory Board (CRAAB) meetings if necessary, as well as, the CRA Board's September 12th meeting. Final approval and adoption of the CRA's annual budget for Fiscal Year 2023-2024 by the Boynton Beach City Commission is anticipated to occur at their September 14, 2023 meeting. 1029 FISCAL IMPACT: To be determined based on Board discussion and action. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined by CRA Board based on discussion and direction. ATTACHMENTS: Description • Attachment I Fiscal Year 2023-2024 Draft Project Fund Budget 1030 00 LO o I o mo 0) O eY — ALI m c y Wil (n 06 0 a o_ W m to m LL c CU m m Z Zc m LL � o x y, U cu m0 w Lf) LO tf^! N N m H N d m N(00)0 r- 0) U) 0 to r�caMo todto r M M O L r N M In N M d A A A A 0 0) UD tfi L M M M C', m m m a)�-�-r N a U. a W V c6 oNW N Qt It � O N oZS ,Q = CO L as ° E y- 0 c o Q > U c0 � LL o —LOC) N = LO 0. , m n " a U) > is o ° L U. c wVUvG� ©0 u) 0 w a v c E ° " m c x 2o IL U) a n t° h�- LO 43 b' N CO c 649, 0 u L c >+ U N o o a F° M N b N CO izzV u m Epp 4�Y y^ a► a� c _ oma°-' L a m CD L L M w a) m w ea M� o h CO Im z g U Z£O6 rz- Misc. Equipment - As needed Segway (Maintenance) 2,500 1,000 Category FY 20273 QTY Unit Cbst FY 2024 Dotes Personnel 1 1 $ 3,000 Officer Salaries & Incentives 259,384 4 87,728 350,913 Salary, Education Incentive Officer Benefits -Pension 100,997 4 49,187 196,747 Pension Officer Benefits 50,011 4 16,726 66,905 Healthcare, Dental, Vision, FICA Officer Overtime - 4 10,000 40,000 Police Service Aide (Civilian) Salary & Incentive 36,513 0 - Salary, Education Incentive (AVG) Police Service Aide (Civilian) Benefits -Pension 10,978 0 Pension (AVG) Police Service Aide (Civilian) Benefits 12,883 0 - Healthcare, Dental, Vision, FICA (AVG) Total Personnel Costs $ 470,766 $ 654,565 Cell Phones Service Plan 2,700 4 750 3,000 Cell Phones for CRA Officers Office Supplies / Misc Supplies 2,000 2,500 2,500 Office Supplies (incl printer/ copier) Office Electric, Cable/ Internet, water/sewage 6,180 12 1,000 12,000 Monthly Operating Cost Office Space Monthly Maintenance - 12 167 2,000 AC Filters/Repairs etc. Office Cleaning 1,500 12 167 2,000 City Cleaning Crew Computer equipment 1,000 4 - Misc, Cameras Uniform 2,000 4 563 2,250 uniforms,belts Community Events/Promotions 4,000 1 5,000 5,000 Youth Programs Training 4,000 4 2,000 8,000 CPTED, STEP academy Total Operating Expense $ 23,3801 1 1$ 36,750 rz- Misc. Equipment - As needed Segway (Maintenance) 2,500 1,000 1 3 3,000 3,000 - Misc. Equipment Preventative maintenance Total Equipment Costs 1 $ 3,5001 1 1 $ 3,000 NOTE: All amounts provided by Police Department with exception of Contingency and ILA amount for FY 2023-2024 1033 BOYNTON BEACH CRA FY 2023-2024 BUSINESS PROMOTIONS BUDGET - 02-58500-480 2023/2024 BUSINESS PROMOTIONS TENATIVE DATES BUDGET DEWEY PARK/HEART OF BOYNTON VILLAGE HOLIDAY LIGHT INSTALLATION December 2023 Ocean Plaza - 640 East Ocean Avenue Saturday, February 24, 2024 $30,000 100 NE 4th Street & 118 E. MLK Blvd. Total Holiday Light Installation $20,000 HOLIDAY BOAT PARADE Friday, December 8, 2023 735 Casa Loma Boulevard Total Holiday Boat Parade $25,000 ROCK THE PLAZA Ocean Plaza - 640 East Ocean Avenue Saturday, February 24, 2024 $30,000 Heart of Boynton Shops - 118 E. MLK Jr. Blvd. Saturday, March 23, 2024 $30,000 Ocean Palm Plaza - 1600 N, Federal Highway Saturday, April 27, 2024 $30,000 One Boynton - 1351 S. Federal Highway Friday, May 24, 2024 $30,000 Total Rock the Plaza $120,000 BOYNTON BEACH NIGHT MARKET Saturday, July 27, 2024 120 E. Ocean Avenue Total Boynton Beach Night Market $65,000 MARINA MONTH May 2024 735 Casa Loma Boulevard Total Marina Month $58,000 BON APPETIT BOYNTON BEACH - RESTAURANT MONTH September 2024 Total Restaurant Month $58,000 EQUIPMENT & SUPPORT $53,000 RIBBON CUTTING/GROUND BREAKINGS $15,000 TOTAL COST OF BUSINESS PROMOTIONS $414,000 s 1034 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 NEW BUSINESS AGENDA ITEM 14.A SUBJECT: Discussion and Consideration of Marina Lease Agreements for Fiscal Years 2023-2025 SUMMARY: The CRA's Boynton Harbor Marina dockage lease agreement and slip lease rate are approved by the CRA Board every two years. The CRA Board last approved the slip dockage lease agreement and slip lease rates on July 13, 2021. CRA staff has updated these documents for FY 2023-2025 (see Attachments I - III): Regarding the lease rate, the following is a breakdown of the CRA Board approved slip lease rates since 2012: • 2021-2023 $19.50 (2021-22) & $20.00 (2022-23) per linear foot • 2019-2021 $19 per linear foot • 2017-2019 $19 per linear foot • 2016-2017 $18 per linear foot • 2012-2016 $16 per linear foot An increase in the lease agreements were supported by the previous Board in order to eventually recoup the initial CRA redevelopment investment for marina projects which include the dockmaster building, slip renovations, the addition of the public open space and the entry feature. Additionally the increase would also assist in the cost of the operations and maintenance of the marina. Transient/traveling vessel dockage rental fee is currently at $2.50 per linear foot. The last increase to trans ient/traveling vessel dockage rental fee was in 2019 — from $2.00 to $2.50 per linear foot. Slip rate data from comparable municipal marinas is provided for the Board's review (see Attachment IV). The most comparable marinas (Riviera Beach & Lake Park Marinas) have an average annual slip rate of $31.00 per linear foot. The Board has sole discretion to increase rents as it sees necessary (i.e., increase every two years or increase annually) in order to keep up with operating and maintenance costs of the marina. Based on comparable municipal marinas, CRA staff and the Marina Manager recommend the Board consider the following changes to the Marina Leasing Agreements and 1035 attachments: • $0.50 increase (per linear foot) in year 2023-2024 ($20.00 to $20.50) and an additional $0.50 increase (per linear foot) in year 2024-2025 ($20.50 to $21.00) • $0.50 increase (per linear foot) in the transient/travelling slip rental fee ($2.50 to $3.00) • Increase comprehensive liability insurance coverage for Commercial Vessels from $500,000.00 per occurrence to $1,000,000.00 per occurrence • Add a 24-hour cancellation policy to the Transient Dockage Agreement • Add vessel owner credit card number and expiration date to the Transient Dockage Agreement In 2019, the CRA Board approved the following fuel discount rates for the slip lease tenants which remain in effect: • Gas cash discount from 20 cents down to 15 cents per gallon • Gas credit card discount would remain the same at 10 cents per gallon • Diesel cash discount from 30 cents down to 20 cents per gallon • Diesel credit card discount from 20 cents down to 15 cents per gallon CRA staff and the Marina Manager do not recommend any changes to the current fuel discount rates. FISCAL IMPACT: Project Fund Line Item 01-51630 - FY 2023-2025 to be determined by CRA Board FY 2021-2022 $19.50 per linear foot total annual rent collected (from October 2021 - September 2022) was $148,188.00 FY 2022-2023 $20.00 per linear foot rent collected (October 2022 -June 2023) is $114,079.00 CRA PLAN/PROJECT/PROGRAM: 2016 Updated CRA Redevelopment Plan - Marina CRA BOARD OPTIONS: 1. Approve the FY 2023-2025 Boynton Harbor Marina Dockage Lease Agreement to include a slip lease rate increase of $0.50 per linear foot per month for FY 2023-2024 and an additional slip lease rate increase of $0.50 per linear foot per month for FY 2024-2025; the transient dockage rental fee rate to increase to $3.00 per linear foot and the fuel discounts will remain the same. 2. Approve an alternate motion based on CRA Board discussion. ATTACHMENTS: Description • Attachment I - 01 FY 2023-2025 Marina Lease • Attachment II - 02 FY 2023-2025 Dockage Lease Agreement for Multiple Vessels • Attachment III - 05 FY 2023-2025 Transient Dockage Agreement • Attachment IV - 2023 Marina Comp Analysis 1036 "Boyn ton 'Harbor Manna. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY "BOYNTON HARBOR MARINA" DOCKAGE LEASE AGREEMENT FY 20231 - 20253 This Lease Agreement ("Lease") is entered into between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, ("LESSOR") and the undersigned boat and/or owner, ("LESSEE"). , hereinafter referred to as "Dockmaster" performs any and all duties of marina management on behalf of the LESSOR. (Print all information. All blank spaces must be completed.) LESSEE'S Name LESSEE'S Address City Phone No. Vessel Registration No. (hereinafter "Vessel"). Make li ly-►1Df.Y.�VOLS", State Alternate Phone No. Vessel Name: Year Zip O.A. Length Beam Draft *The length of any vessel shall be measured from the end of pulpit to the end of the dive platform. Tenant vessels shall be measured twice annually. Power Sail Electricity: 110 220 Existing Lessee Yes No Slip No. Lease Rate: $ 1, 4750 per foot from October 1, 2023 � until September 30, 20242 and $ ;!OU.00 per from October 1, 20242 to September 30,2025" . 1. Term. The term of this Dockage Lease shall be from October 1, 20231 until September 30, 2025�. There is no option to renew and any additional term of lease shall be evidenced by a new Lease. 01539510-1 Page 1 of 22 4860-2642-2386, v. 1 1037 2. Rent. From the time period of October 1, 20231 through September 30, 20242 the rental shall be the sum of $ per month based on the lease rate of dollars and _50/100 ($ 1 9.5 ) per vessel linear foot plus 7% sales tax in the amount of $ for a total of $ per month. From the time period of October 1, 202_2 through September 30, 202_3 the rental shall be the sum of $ per month based on the lease rate of G, r/v NnFy dollars and 00/100 ($ per vessel linear foot plus 7% sales tax in the amount of $ for a total of S per month. Rent for the first month shall be prorated if Lease is executed after the 1st of the month. Each subsequent rent payment shall be due on the first day of the month and past due on the tenth day of the month. Timely payment of rent is a material provision of this Lease and the late payment of rent constitutes grounds for termination of this Lease by LESSOR regardless of whether delinquent rent is accepted. LESSEE understands that LESSOR may accept late payment of rent without waiving LESSOR's right to declare a breach of Lease and terminate this Lease. 3. Security Deposit. At the time of execution of this Lease, LESSEE shall pay LESSOR an amount equal to $ . This payment (the "Security Deposit") shall be made by cash, cashier's check, or money order. The Security Deposit may not be paid by personal check. The Security Deposit is separate from payment of rent and utilities, and LESSEE may not use the Security Deposit to pay the last month's, or any month's, rent or other charges in arrears. LESSOR is not obligated to apply the Security Deposit on rents or other charges in arrears, or on other damage caused by LESSEE's failure to perform under this Lease, but LESSOR may choose to do so at LESSOR's option. If LESSOR repossesses the slip because of LESSEE's default or breach, LESSOR may, but is not required to, apply the deposit on all damages suffered as a result of the default or breach, regardless of whether the damages occurred before, during, or after repossession. Upon expiration or termination of this Lease, LESSOR shall inspect the slip and related facilities for any damage caused by LESSEE or LESSEE's use of the slip. If there is damage beyond normal wear and tear, LESSOR shall subtract the amount necessary to repair the damage from the Security Deposit and return the remainder of the Security Deposit to LESSEE within fourteen (14) days after LESSEE has vacated the slip. LESSOR shall not subtract any amount from the Security Deposit for normal wear and tear. LESSOR shall have sole discretion as to what constitutes normal wear and tear. Any interest generated on the Security Deposit shall accrue to LESSOR. LESSOR shall not be obligated to keep the Security Deposit as a separate fund buGhn4z may mix it with LESSOR's own funds. 4. Credit Report Authorization. By signing this Lease, LESSEE hereby authorizes the Boynton Beach Community Development Agency and/or its agent to obtain a copy of his/her credit report and/or scores for the purposes of assessing LESSEE's current or 01539510-1 Page 2 of 22 4860-2642-2386, v. 1 1038 ongoing eligibility for tenancy. LESSEE's credit score will be considered when making final application approval decisions and LESSEE may be required to post an additional security deposit as part of his/her approval. The consents provided are effective as of the date of this Lease and will be valid for as long as required to fulfill the purposes described herein. LESSEE will be responsible for a non-refundable application fee of OMn,� a dol Vau � $100.0.01. Make check payable to: Boynton Beach CRA. 5. Utilities. LESSOR agrees to provide electricity and water hookups at each slip. Any equipment/connecting devices necessary to provide the connection from the dock to the Vessel shall be the responsibility of the LESSEE but the type and manner of connection are subject to approval by the LESSOR. LESSEE is responsible for the payment of their monthly electrical and water (individually or collectively, "utility") usage. The billing rate for utility consumption by the LESSEE shall be based on usage to the slip as determined by LESSOR and will be calculated based on the prevailing rate charged to the LESSOR by the utility provider. A utility statement will be hand delivered or mailed to the LESSEE on the lst of each month and shall reflect the amount of utility usage for the previous month. Utility payments shall be considered additional rent under this Lease. LESSEE's utility payments shall be due to LESSOR no later than the tenth day of the following month. 6. Late Payment. There shall be a late payment fee in an amount equal to 25% of the amount due each month on all rent or utility payments received after the past due date. There shall be an additional one hundred dollar ($100.00) late fee when the delinquent rent payment is not made in full, including the initial late fees, by the fifteenth day of the subsequent month. Each month for which LESSEE fails to pay all or a portion of rent or utility payments owed shall constitute a separate violation of this Lease and shall incur a separate late fee. Interest shall accrue on any unpaid amounts owed under this lease at the rate of 1.5% per month. 7. Lien. LESSOR shall have a lien against the Vessel, its appurtenances, and its contents for unpaid suras due for rent, use of dock facilities, utility usage, other services, or for damage to any docks or property of LESSOR or any other person at the docks caused or contributed to by the Vessel, LESSEE or any individual the LESSEE allows to use the Vessel. The lien shall be in addition to all other remedies available at law or in equity. 8. Only for Approved Vessel. This Lease is valid only for the Vessel and LESSEE, and is not transferable to another vessel or lessee without the written authorization and approval of the LESSOR. This Lease does not allow for the sub -leasing of the slip by the LESSEE under any circumstances. This Lease grants the LESSEE a revocable license to use the subject dock space and does not create any interest for LESSEE in the underlying bottom lands or real property connected with the LESSOR. 9. Absences from Slip. LESSEE is required to notify the Dockmaster in writing if the Vessel will be absent from the above referenced slip for longer than a thirty (30) day period. Slips left empty for longer than thirty (30) consecutive days, or for twenty (20) days in a forty-five (45) day period, without written notification to the LESSOR shall be considered vacated by the LESSEE and the lease will be terminated. 10. Termination for Cause. This Lease shall be in effect until the end of the term unless sooner terminated by reason of one or more of the following conditions or events: 01539510-1 Page 3 of 22 4860-2642-2386, v. 1 1039 a. By destruction of the dockage facilities by storm, Act of God, or other calamity. b. In the event LESSEE makes a bona fide sale of the boat or obtains a boat larger than can be safely berthed at the subject dockage. C. LESSEE terminates this Lease by providing thirty (30) day written notice to the LESSOR. LESSEE may terminate this Lease pursuant to this subsection only if all rents and fees are current and paid in full. d. By breach or default as provided below. e. Late payment of rent, including items deemed "additional rent," or penalty charges. f. Failure to maintain and provide proof to LESSOR of insurance coverage as required in paragraph 19 below. g. Other reason as provided for in this Lease. All termination proceedings shall be conducted in accordance with Florida law. 11. Additional Procedures for Termination for Late Payment of Rent. If LESSOR terminates this Lease pursuant to Section 104).e. of this Lease, LESSEE shall immediately vacate the dock space leased hereunder upon three .Jdays notice by LESSOR. Notice shall be considered given upon any of the following: (a) Mailing notice to LESSEE at the address provided above; or (b) Posting notice upon the Vessel. Should LESSEE fail to vacate within the three flidays set forth herein, the Parties agree that LESSOR shall be entitled to an immediate judgment for eviction and possession of the subject dock space, upon filing of a verified complaint for eviction/possession with the Palm Beach County Court, in and for the Fifteenth Judicial Circuit. The Parties expressly agree that said action for eviction/possession shall proceed under Summary Procedure pursuant to Section 51.011, Fla. Stat. 12. Compliance with Rules and Regulations. LESSEE agrees to comply with all posted Rules and Regulations along with those attached hereto as "Exhibit A," as amended from time to time in the LESSOR's sole discretion, as fully as though they were set forth herein, and should breach of this Lease or violation of the Rules and Regulations Governing Dockage set forth and attached hereto occur, LESSOR may immediately terminate this Lease. LESSEE shall be notified of such termination and required to immediately remove the Vessel at LESSEE's expense. LESSOR may take all legal steps to remove the Vessel and other property upon termination of the Lease. LESSOR may, in addition to or as an alternative to terminating the Lease, impose a penalty (including fines) on LESSEE for such violation, as provided for in the Rules and Regulations. If LESSOR determines, in its sole and absolute discretion, that the violation of the Rules and Regulations constitutes a danger to the health, safety, and welfare of LESSEE, other persons or property, or LESSOR or LESSOR's property, LESSOR may immediately take any steps it deems necessary to mitigate or alleviate such danger. 01539510-1 Page 4 of 22 4860-2642-2386, v. 1 1040 13. Required Trip Log Submittal. LESSEE will submit a completed copy of the appropriate log attached hereto as "Exhibit B" in accordance with the schedule below: • First Submittal shall be no later than January 5, 20242 for all trips that occurred October 1 to December 31, 2023 N • Second Submittal shall be no later than April 5, 20242 for all trips that occurred January 1 to March 31, 20242 • Third Submittal shall be no later than July 5, 20242 for all trips that occurred April 1 to June 31, 20242 • Fourth Submittal shall be no later than October 5, 20242 for all trips that occurred July 1 to September 30, 202_41. • Fifth Submittal shall be no later than January 5, 2025' for all trips that occurred October 1 to December 31, 20242 • Sixth Submittal shall be no later than April 5, 2025�I,, for all trips that occurred January 1 to March 31, 20251 • Seventh Submittal shall be no later than July 5, 20257'x, for all trips that occurred April 1 to June 31, 2025;1 • Eighth Submittal shall be no later than October 5, 2025;; i, for all trips that occurred July 1 to September 30, 2025;;?) 7 Failure to comply with this section shall be a default and breach of this Lease. If LESSEE fails to submit the trip log, LESSOR may, in addition to the other remedies provided for in this Lease, elect to discontinue LESSEE's fuel discount and exclude LESSEE from LESSOR's marketing collateral. 14. Voluntary Waiver. LESSOR may, in its sole and absolute discretion, waive any requirement of this Lease. Waiver of any conditions by LESSOR shall not be deemed to be a continuing waiver and shall not be considered a waiver of any other provision or condition of this Lease. 15. Weather. Weat.1reit r�� # 4o-:�4.....In the event weather or tidal conditions exist during the term of this Lease that would either place the LESSEE's Vessel in danger of incurring damage to itself or LESSEE's Vessel causing damage to the LESSOR's property or other vessels within the dockage facilities, it shall be the LESSEE's responsibility to remove the Vessel from the LESSOR's property and dockage facility unless Lessee has an alternative severe weather plan that has been approved, i wrii u, bv the Dockmaster "Aivroved Weather Plan"). Notwithstanding the existence of an Approved Weather Plan, &Any damage caused by LESSEE's Vessel to the LESSOR's property, dockage facilities, LESSEE's Vessel or other vessels within the LESSOR's property and dockage facilities shall be the sole responsibility of the LESSEE. The LESSEE, by executing this Lease, expressly agrees that he/she shall be solely responsible for ascertaining when such threatening weather conditions may occur in order to allow adequate time for the LESSEE to remove the Vessel from the LESSOR's property and dockage facility as required above or secure the Vessel consistent with the Approved Weather Plan. The LESSEE expressly acknowledges that the LESSOR does not assume any obligation to contact the LESSEE with respect to impending weather conditions. 01539510-1 Page 5 of 22 4860-2642-2386, v. 1 1041 NOTICE TO VESSEL OWNER The undersigned LESSOR hereby informs you that in the event you fail to remove your vessel from the marina promptly (within 24 hours) after the issuance of a tropical storm or hurricane watch for Palm Beach County or Boynton Beach, Florida, under Florida law, the undersigned or his or her employees or agents are authorized to remove your vessel, if reasonable, from its slip or take any and all other reasonable actions deemed appropriate by the undersigned or his or her employees or agents in order to better secure your vessel and to protect marina property, private property, and the environment. You are further notified that you may be charged a reasonable fee for any such action. Notwithstanding the foregoing, LESSEE shall be responsible for all damage caused by the Vessel to the LESSOR's dockage facilities or other vessels regardless of ownership. The LESSOR expressly reserves the right, but not the responsibility, to establish minimum requirements for the kinds of cleats, ropes, fenders and other measures that must be used on vessels as a condition of the use of the dockage facilities. In the event the LESSOR establishes such minimum measures, it shall be the LESSEE's obligation and liability to assure himself/herself that such minimum requirements are adequate to protect the LESSEE's Vessel from damage. I rao- ided 1�1y..-the DofzHtrrfatt�te T.htt,....al 7 1„��.��p, fh.t:.. fie 16. Telephone, Cable, etc. LESSOR represents and LESSEE understands that there is no telephone or cable television, provided to the dock or slip. Telephone service to the vessels must be by cellular phone at LESSEE's expense. No private telephone systems or satellite dishes may be installed within the dockage facilities without the prior written consent of the Dockmaster or the LESSOR. 17. Reassignment. LESSOR reserves the right to permanently reassign the LESSEE to a different slip in the event LESSOR deems it necessary, in its sole discretion, by providing LESSEE ten (10) days written notification of such intent. LESSOR reserves the right to temporarily reassign LESSEE to a different slip in the event LESSOR deems it necessary, in its sole discretion, for the purpose of health and safety concerns, maintenance, repairs, construction or any other reason LESSOR deems necessary. 18. No Additional Vessels Permitted. No other vessel may be placed in the water along with the Vessel without the prior written consent of LESSOR. Dinghies, rafts, wave runners or other small vessels may not be left in the slip overnight and must be stowed on the Vessel when not in use. 19. Caretaking and Security. This Lease is for the use of dock space only, and such space is to be used at the sole risk of LESSEE. LESSEE expressly acknowledges that LESSOR assumes no responsibility for the caretaking or security of LESSEE's Vessel, (including any gear, equipment or contents associated with the Vessel) or for any loss or damage of whatever kind or nature to the boat, its contents, gear or equipment howsoever 01539510-1 Page 6 of 22 4860-2642-2386, v. 1 1042 occasioned. LESSEE has the sole responsibility for the caretaking and security of and at the Vessel, including the responsibility to insure the Vessel in accordance with this Lease. Any independent or caretaker or mechanic working on the Vessel (other than LESSEE) must register with the Dockmaster and provide copies of the business license and proof of their business insurance policy. 20. Insurance. The LESSEE hereby agrees to maintain, insurance providing complete marine coverage for the LESSEE's Vessel and public comprehensive liability insurance (Hull and Protection and Indemnity) with limits not less than $300,000.00 per occurrence for Non -Commercial Vessels and limits not less than $ 0;x00,000.00 per occurrence for Commercial Vessels. The insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from or arising out of this Lease or LESSEE's dockage or tenancy at the Boynton Harbor Marina. LESSOR is to be included as "Additional Insured" with respect to liability arising out of LESSEE's dockage or tenancy at the Boynton Harbor Marina, this Lease, or other acts or omissions of LESSEE in connection with this Lease. The LESSEE shall provide the LESSOR with a valid certificate of insurance as proof of such coverage at the time of executing the Lease and at each subsequent renewal. The Dockmaster and LESSOR reserve the right to request updated proof of LESSEE's insurance coverage at any time during the term of this Lease. Additionally, LESSEE is required to provide evidence of a minimum ten (10) pound ABC fire extinguisher to be maintained on the Vessel at all times. 21. Default. The failure of LESSEE to comply with the provisions set forth in this Lease shall constitute a default and breach of this Lease. If LESSEE fails to cure the default within seven (7) days of notice from LESSOR, LESSOR may terminate this Lease. If LESSOR determines, in its sole and absolute discretion, that the default or breach constitutes a danger to the health, safety, and welfare of LESSEE, other persons or property, or LESSOR or LESSOR's property, LESSOR may immediately terminate this Lease. 22. Indemnification. The LESSEE agrees to indemnify, save, and hold harmless LESSOR, its agents and its employees harmless for any and all liability, claim, demand, suit, loss, cost, expense, or damage, which may be asserted, claimed or recovered against or from LESSOR, its agents, and its employees by reason of any property damage or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to LESSEE's negligent or wrongful conduct, faulty equipment (including equipment installation and removal), use of LESSOR's dockage facilities, or use of LESSOR's property pursuant to this Lease, as well as from any and all acts or omissions of LESSEE, his/her crew, guests, invitees, or agents. The LESSEE's obligation for such indemnification shall include all reasonable defense costs including attorney's fees and attorney's fees at the appellate level. This paragraph shall not be construed to require LESSEE to indemnify LESSOR for its own negligence, or intentional acts of LESSOR, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 23. Entire Agreement. This Lease represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, 01539510-1 Page 7 of 22 4860-2642-2386, v. 1 1043 conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Lease and the terms of this Lease supersede all such other agreements. No extraneous information may be used to alter the terms of this Lease. 24. Modification. No change, amendment, modification or alteration of this Lease shall be binding upon either party unless it is in writing and signed by both parties except for changes to rules and regulations as deemed necessary and appropriate by the LESSOR. 25. Interpretation. If any action at law or in equity is necessary to enforce or interpret the terms of this Lease, the prevailing party shall be entitled to reasonable attorney fees, expenses, and costs of appeal and necessary disbursements in addition to any other relief to which it may be entitled. 26. Severability. If any part of this Lease shall be declared unlawful or invalid, the remainder of the Lease will continue to be binding upon the parties. In the event any of part of this Lease shall be held to be invalid, this Lease shall be interpreted as if such invalid part were not contained herein. 27. Independent Advice. The Parties declare that the terms of this Lease have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 28. Agreement Deemed to be Drafted Jointly. This Lease shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof Any ambiguity found to exist shall be resolved by construing the terms of this Lease fairly and reasonably in accordance with the purpose of this Lease. 29. Governing Law, Jurisdiction, and Venue. The terms and provisions of this Lease shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 30. Counterparts and Transmission. To facilitate execution, this Lease may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 31. Public Records. The Boynton Beach Community Redevelopment Agency is public agency subject to Chapter 119, Florida Statutes. The Lessee shall comply with Florida's Public Records Law. SDecificallv. the Lessee shall: 01539510-1 r r the CRA in order tow*erform the service: Page 8 of 22 4860-2642-2386, v. 1 1044 I gqgqqI�;q��I� I that the CRA would provide the records and at a cost that does not exceed that provided in chapter 119, Fla. Stat., or as otherwise provided by law; public record reguirements are not disclosed except as authorized by law -and any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the CRA in a format that is comatible with the information technology systems of the agency. EMKOMMUBJENNIC within seven (7) days' notice from the CRA, the CRA mqy terminate the Lease/Agreement. 32. Non-ScrutiniziH2 Company. Lessee hereby certifies that it is not on the Scrutinized not engaged in a boycott of Israel. If the CRA determines that this -certification is falsified or contains false statements, or that Lessee is placed Scrutinized Companies that Boycott Israel List or eigages in a boycott of Israel after the execution of the A2reement, the C ��ma terminate the Lease�A cement. gL_ — 33. E -Verify. Lessee warrants for itself and its subcontractors that Lessee and all subcontractors are in compliance with all federal immiLyration laws and regglations that relate to their employees. The Lessee qUees and acknowledges that the CRApublic emloyer that i& subject to the E -verify requirements as set forth in Section 448.095, Florida Statutes, and that the provisions of F.S. Sec. 448.095 apply to this Contract. Notwithstandi %ions -in referred an alien who is not duly authorized to work by the immieration laws or the Attorney I IN I jj lease/contract. If the CRA that has a good faith belief that a subcontractor knowingly hired, recruited or referred an alien who is not v a orized to work by the immigration la _s or the notif y Lessee and order Lessee to immediately terminate the contract with the subcontractor. Lessee shall be liable for any additional costs incurred by the CRA as a result of the termination of a contract based on Lessee's failure to comply with L-verif ,y requirements referenced herein. IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed on the day and year written below. LESSEE Signature*: Date: Print Name 01539510-1 Page 9 of 22 4860-2642-2386, v. 1 1045 *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Signature: By: Title: CERTIFICATION AND WAIVER OF PRIVACY: Date: I, the undersigned, applicant(s) certify that all information presented in this Lease, and all of the information furnished in support of this Lease, is given for the purpose of obtaining a marine vessel slip within the Boynton Beach Community Redevelopment Agency Boynton Harbor Marina, and is true and complete to the best of the LESSEE's knowledge and belief. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Harbor Marina Dockage Agreement as well as the Rules & Regulations Governing Dockage. I hereby acknowledge that the marina is a public area and that I have no expectation of privacy with respect to activity which occurs in plain view on the Vessel. I waive my rights under any privacy laws_; and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any information given herein. I further grant permission, and authorize any bank, employer or other public or private agency to disclose information deemed necessary to complete this Lease. I hereby give permission to the Community Redevelopment Agency or its agents to take photos of myself, my invitees, and/or my Vessel to be used to promote the Boynton Harbor Marina. I consent to the use of the image of the Vessel in conjunction with any promotional activity by the Agency or its employees or contractors. I understand that any misinformation furnished by me in to obtain the Lease is grounds for termination of the Lease by LESSOR. LESSEE Signature*: Print Name Date: *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. STATE OF COUNTY OF The foregoing instrument was acknowledged before me, the undersigned authority, this day of 20231, by who is personally known to me or who has produced as identification and who did/did not take an oath. 01539510-1 Page 10 of 22 NOTARY PUBLIC — State of 4860-2642-2386, v. 1 1046 01539510-1 Page ll of 22 My commission expires: 4860-2642-2386, v. 1 1047 toynton IS 1--farbor M.: In an 41&A No pr"Sky an inyJag alumsphefe top im ease, SwAng EA the INSSAWS WKS; f)4F(iaSand 'v i""" 10 We RIAM Mtft, We WW"Ang FEW W FegHki�'ioei�� a'Fe 4'a Lj;�;W% and W WSKIT iS FKA 01 VKW Qpliliq Me MY (Q*W HW FeqUied, lit obel' FHI�'?ftnJ et", a 4'4�f't:14j7eft"',e 'm(ci 4v")'e enkswed, Any WaiNn S Swe NO mi Ifeg;&We,�i be ffl'i f1oF a+Ri1ied1441e Rkl[ Feme'rid, (' I, s4` I e k4c""i"iel i}1 1, lo:; 4,44114; d i C 1]"le H "SSOR Ir When a besenseps the hasin; il,, :'HIAEF 14"I'e � A)MY Was in gand vvefk'4�# C4.I i. fmf4liVm Hmd ope%01'p LIf4 �4'.f thei]�: 4,')W1"XF�'itdjl b'e 1�o (e" 1"eiiqafl in lq�enlinmly Hl'�ft . . . . . i� vvnt"4i 1,4e Wine WSMAIN pRjwhy, 145 we penAwd any Win, do Ptf"'piri 14 M 4 j Wha oi, ,,ki4l' Resse Saw Rol he 97"4DWE"eveS44r.11"41, (jiairy 4age be depe!ii4EN1 11i eaWi dkdff'k I'rwIeF P4AF14016k3, d"4;ekuTe Qniu';y ble 1[41iii41 (4+ I'lie 41+: 4)4- Ftj'e 171kSS(A�,":7 In the mem Hummy mukenk SPOS 01016 ";(,4erH+;z k4}u4i,44i; F4iel ("oF ('I�"14eF: eF wa'�'4e�� flq�e i, he I', .:� 11 S OR. 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TheFe "'ball t:'J'r.', ii(")' tn� vvia f t' e k94'(F), *ffkc�fs ed' Ike ffiefifia' tilideF alffy J: haI'l, 'vv�a'f'He be 4444%*e OF pkee("i 41 gei'�Nte Imp", ai-ad ('Aoaspiwf �etl hii 4�:KtlR a',J'A"e f tl+ �0 epfe��iid4.eiee 4,6p legad(A'4° d:4�AeF: nt�, fiewege be dkpmedtrP ififti fh(e Smage Shot be F. ey alid IJl �'v:414:1' all heii'kli efi1de'i "nid a';E4a 87 Nake who! he kqN 10 a M!"Inuml al 114l' f4'Hl4:?,47 a'4'{ i'k u"�e E14,Fef"ien l"ri f.tfid" !m a, n,iisipmeea+ Wpeiil H'F�;HeSH' the DeekHmmier Ey WSW, WISSIT 101 WHOM01"Y Swev ke ve I ume a P any inswee o A moke M may, be-WabOng a di SAMaHes MATMI Page 12 of 22 4860-2642-238-6v. 1 1048 r471 The aleehe't 1'3p'e11444 Andeyek)pmens Agwey 13(�1vii1)fi, I Maf4tlii iS st:4etly pro1'111a4ed:� divinly t", P"J"ling VMH he rwnvi"Tft�d file niflit� 4"14161e"", tofCim��'ff 19ieir"'j Of e,k1"'SSd"hei4"J t�N(cNf)4 fnftlie eleaHiR( t)4aviiw shell w RAW wpyks; t'l(ck It f4s 01F1 ihfetot,ii ttnleekenq ekews; enivins, ov AMS NYA qen apppeva i a A i he Deek HIMF Ond I he 1, FS SOR, 146 R A nQ SURY4 n g; OF FJO K ng "ikitH fio4 ,: pensimej (M the d0eks OF Step plevs, Avent top repairs md, makwenaRee SM he a; me dkeregan of RMIRRIHMM� 12, gasewme w 11'<I+n Ait�d 41 Iht� "'ikIr 41f I�Hswna hHAW SkWHYA; top fwaiwe Wwe ew"', ei:: i�i jqFe,1-hNIe,,,A, i'r, 414:.! 4qqw4i,a arl"d . 14,14 ySkha, w MgMi ho lgtepl"eFS �9 Iht� 2R'1nW� Agns he piit, efi vv,i4h�,aA IAie Fhe vvia,,,hinpj of winlemanee of! any vehowe (W yesew ft tfaHer: e,f: iffi f 00004adna pnTevry QA;1tdiiig iii, Il� �dir ar�,,al,7 ,1.44. alp vasek Mnd V�,,rriel m,4fh114 itf�eaa 4 tlie 1=1,0I, I�(,o lnrl�il,, tnid, jeweva ali rnapke Q pm%g srmees in &e 171;SsWk�;at:�EitS aS `!Aln)1n)(afiElih A�!! lAxFi'l-Iii Sj" eletes as Qmbng aHd unkmhng 4'rnJ2 are for Me and exetu`ive op Ike USSM alY WASK Nowen lhe 6 an�'i �,ri 6 jefR days a weeli; 7 il'o lr�,iii,Vty and EHIVE' ho3o+l.f,i FHay He{,these spac&,, �apefied no 1rtfi�er: fleif+ pif�fpoaie (,14� !tktadiRg af,"id 17W!01",;AA, aiid efew7 41&,ie he lk+4�,ed 1,(,)" Use P,)f,," a Ro (,Iran linnuIes fi41f C114.e siile 4 bJit:� �!4(omwtrg and U&MdAgL 4 EMU efew 141) loWl 1; W�, A174:4,11AVI,"'D il"i 14i4s Me fesei,�v&,i 4ie Fight H) Row afiy Is le, dla ki Vekatroli rhe sH,"Ire("J" iR �,hii paingnTh at be We expose of�,he Vekieiw pei4iifig seiR p)e 4ieN4af4fia Ral:k,4:ig (�1i111 tge ptFitoeti flieMariiia, Vilkige J\Attf+st#eF�� Whow to AWS sieli, R`eFY Feo�H4 in Il"i"e k,,iwefd b\,,/ 1\4�i+iriii Vilkit�(,e fllea.Fie eenf,4fcA, ;Ire sw Main!, We 6'r lkai+ek vrl 1 (ihall l�,w iS! 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Ne $M) 1(?e; o'n 4,'xiimvrhed Awkape lease AgFeelfflefit i4h HP i,41iie li; Ied 1,etw'e17 IC at tiial We be emeeap"A" Pioe(a'Q�e (alerlt "'vi"tk iillollite kf"Onni , ), 11ie &500( 1i,e 41 `14k...4"ke Awkwask, Ike Ambapt, Naw Agmenuen; M nx he fkSl::and 4'ae 171;SSIA; tvqWed 10 Raw the Spew Imeh 1ASSM i,," fefz'HirFt'�d F'o lfie idef'at �'4'44'i 1116.1Doekag(,w, kea�,te (4']FFVH�"� i"19""'AiFHARI QQY� WFn4,EHI, W pte": swon 19 in 410 Awkage agreement am"i miuning 1Qr➢yn4Jk ,i lk:°�,ieh G14),A addi,4'iw�4flaPy in� t,: i wi:4 1$171.... vie4a'noti ('4� fllt'w� 1"11dC, 4 8iA of skef easdw by ally 144514i of Wwf,, (:H'Fe"k` (,)'f HA; An might #we any pemo, eHuse 4'1+ haf",t+j: �'A'1'6 fepuKka; of Ike I AWNA WN I he em"t? Aw Wnqedial1. f 1, fr't)n�� 1,, ktFboF sh"aN iflekis"Ita 1l44 1'e ialiil�ed te4 f°1.1"iif�f,111R 1"f4 (H11FFY 1)H"ff1S0Q"+j aggpeAve hehayka, engagewn; in any Weqd that fo�� [:J,6SSOH S� ill' 41'eil� a'li'f"A ttie eai' 1"i k± f 1' Y7 I If q af p RTe A 5, e f any to h ef pevy as a F e m k y 171kss'l',I� ei i'l"Y fl,la't 1,4ey h,tvn feiSd iiffid, fl -ie PAR131,4444 N4,4440A RANKS AND he by agwe 10 We sensrs Ell we De("diEl'ge I iN+Se AgfkhMilk'+47 WROMI Page 14 of 22 4860-2642-238-6v. 1 1050 2°14lk"("!sSee is a On of, Hie, a,Htd iffltisd, abim pirovide �,i, fesolutio'llit (I'l, a u ti'll: fl, IF: iA 'k III III 01539510-1 Boynton' flarbor Marina "EXHIBIT A" Page 15 of 22 4860-2642-2386, v. 1 1051 I Mill 1149MIN-2091121101919MLINVI MWITAPICAL11IM" I patrons, and visitors to the marina area, the following rules and Mgulations are provided for your protection. LESSEE, and if LESSEE is not the Vessel Cgptain, the Vessel C4ptain are required to obey the following rules and regulations as a condition of this Lease and will be strictly enforced. Any violation of these Rules and Re�ations shall be deemed as rounds for immediate tennination of the Dockai!e Lease and removal of the vessel in the sole discretion of the LESSOR. 1. When a boat enters the basin, it immediately comes under the Jurisdiction of the LESSOR's Dockmaster. 2. Only boats in good working condition, and operating under their own power, shall be admitted to or remain in berthing areas. 3. Pets shall be leashed within the confines of the LESSOR's property. Pets are permitted ontv icy do not disturb other Lessees, patrons, visitors, andguests LESSEE, his/her crew or guests, shall be Permitted. Jfifiitii17MMMAZIMOTSTIM m m-Nffff9mwlwmT0m M - supplied for that purpose. No person shall discharge fish carcasses or waste, oil, spirits, solvents, inflammable liquid or oily bilges into the basin or on the property of the LESSOR. In the event of any accidental spills of oil, spirits, solvents, flammable liquids, fuel products or other toxic substances or waste, the LESSEE shall immediately notif y the LESSOR's Dockmaster of the existence of such condition. 6. There shall be no dischar le of fish waste into waters of the marina under any ,L circumstances. Fish waste shall be disposed of offshore or placed in sealed garbage bags and disposed of in the on-site duMpster or taken to your place of residence or legal off- site disposal location. mlymm- EMM,,M- �i .Wmmlmmm- cm, sewage shall be disposed of qppropriately and in conformance with all pertinent health codes and state statutes. S. Noise shall be kept to a minimum at all times. LESSEE shall use discretion in operating en2ines, generators, radios and television sets, so as not to create a nuisance or disturbance. Upon request by the Dockmaster or LESSOR, LESSEE will immediately lower the volume of any source of noise that may be causing a disturbance. Bovnton Harbor Marina property is strictly prohibited. - LIMLLPHIMM boats except for the cleaning of the underside of the vessel by LESSEE or properly licensed professional. 01539510-1 Page 16 of 22 4860-2642-2386, v. 1 1052 shall not construct thereon any lockers, chests, cabinets, or similar structures, except with written approval of the Dockmaster and the LESSOR. Painting, scrgping, or repairing of gear shall not be pen-nitted on the docks or finger piers. Extent of repairs and maintenance shall be at the discretion of management. ffjR�OFZ=- containers without prior written gpproval from the Dockmaster shall be strictly prohibited in the slip or marina basin. Storage of portable gasoline cans or containers is prohibited i -t Aie-toaxi-tawtid sliD areas. ��MRMI 111111"USIMMMMM MMMIKEEM signs be put on boats without written permission from the LESSOR. 14. The washin_ aintonanc2--af-any—yefiir-]"r—vt--,scl-==Qn—a-Arailer--or--at�erwiw--i& prohibited on BoyLiton Harbor Marina property including in the drop off lane North of the sliD zre:w.. LESSEE is Alowed to 'wzsh vessels vnd Derform minor maintenance to their vessel within their designated slip area. I IM LESSOR parking areas as shown in "Appendix A." The Boynton Harbor Marina slip spaces designated as "loading and unloading only" are for the express and exclusive use of the LESSOR and LESSEE between the hours of 6 am to 6 pm seven dqys a week. From 8 am to 10:30 am Monday through Friday and from 7 am to 10:30 am on Saturday and Sundj!y, LESSEEs with dive boats mU use these spaces for a period no longer than 30 minutes for the sole puLpose of the "loading and unloading" of the LESSEE dive boats' supplies, guests, and crew. Otherwise, these spaces shall be limited to use for a period no longer than 15 minutes for the sole purDose of the "loading and unloading" of the LESSEE's supplies, guests, and crew. If LESSEE's vehicle remains in a space, designated as "loading and unloading only," for longer than the period of time described above, a $0.50 per minute fine will be will be imposed on the LESSEE until the vehicle is moved. Fines will be billed to the LESSEE on a monthly basis and r - ,. e ii 111111 1 � I 111 11 parking conditions as stated in this paragrnh at the sole expense of the owner of said vehicle. Overnight or long-term parking can be accommodated within the Marina Village Parkin Failure to obtain such approval may result in the vehicle being towed by Marina Village Mq.ster Association. Please contqct the Dockmaster for instructions on obtaining the required ovemight parking pass. LYME= KW-. Boynton Harbor Marina must revister with the Dockmaster, provide Dockmaster with proof of insurance and proof of business licensing before commencing work, and work pursuant to the terms of the Lease. The Dockmaster will provide a one -du "Contractor 01539510-1 Page 17 of 22 4860-2642-2386, v. 1 1053 1 0 MM I PANWIWE tyr --M U MIJ IM a IN 16,111rt r r Mw with the Dockmaster. If more than one day of work is required, the Contractor shall r check in with the Doclu-naster each dav prior to commencin2 work. 11 ME W—M xMIT.M.-TO 01011 or.] I I w I LOW -411M IBM documents listed below to the Dockmaster no later than September 30, 2023. If the LESSEE does not provide an executed Dockage Lease Agreement along with all of the documents listed below by September 30, 2023 LESSEE will be charged a $500 fee. The LESSEE will then have thirty (30) days from September 30, 2023 to provide the Dockmaster with the $500 fee, an executed Dockage Lease Agreement (along with all of the documents listed below). If at thqt time the executed Dockage Lease Agreement, (along with all of the documents listed below) and the $500 fee is not provided to the Dockmaster, the Dockage Lease Agree ent will not be considered for renewal and the LESSEE will be required to leave the space. • Current Boynton Beach Business Tax Receipt • Current Palm Beach County Local Business Tax Receipt • Current documentation or title to boat being docked • Current vessel registration • Captains licensing for all boat operators • Current US Coast Guard vessel inspection • Current hurricane protection plan • Current insurance policy, written as per section 19 in the dockage agreement and naming Boynton Beach CRA additionally insured 18. Violation of the above rules and regulations, or other conduct by any LESSEE, or his/her crew or guests, that might injure any person, cause damage to property or harm the reDutation of the LESSOR shall be cause for immediate removal from Bovnton Harbor Marina. Such conduct shall include, but not be limited to: harassment of any person; aggressive behavior, engagement in any illegal activity; or any conduct that the Dockmaster or LESSOR determines, in their sole and absolute discretion, endangers the health, safety, welfare, or -property of any other person or entily. ent. 19IMMEMnature*: Date: Print Name *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. 01539510-1 Page IS of 22 4860-2642-2386, v. 1 1054 01539510-1 "Appendix A" Page 19 of 22 4860-2642-2386, v. 1 1055 01539510-1 "Exhibit B" BOYNTON HARBOR MARINA Dockage Lease Agreement Page 20 of 22 4860-2642-2386, v. 1 1056 Tenant's Monthly Trip Log 01539510-1 "Exhibit B" BOYNTON HARBOR MARINA Dockage Lease Agreement Page 21 of 22 4860-2642-2386, v. 1 1057 SLIP No. VESSEL NAME CAPTAIN NAME CAPTAIN NAME MONTH TOTAL NUMBER OF TRIPS TOTAL NUMBER OF PASSENGERS CAPTAIN'S INITIALS Oct -23111 Nov -2311 Dec -231 Jan -242 Feb -242 Mar -242 Apr -242 May -242 Jun -242 Jul -242 Aug -242 Se -22l 01539510-1 "Exhibit B" BOYNTON HARBOR MARINA Dockage Lease Agreement Page 21 of 22 4860-2642-2386, v. 1 1057 Tenant's Monthly Trip Log 01539510-1 Page 22 of 22 4860-2642-2386, v. 1 1058 SLIP No. VESSEL NAME CAPTAIN NAME CAPTAIN NAME MONTH TOTAL NUMBER OF TRIPS TOTAL NUMBER OF PASSENGERS CAPTAIN'S INITIALS Oct -242 Nov -242 Dec -242 Jan -2 ."�'��'�', Feb -254 Mar-25� A r-2: May -254 Jun -25A Jul -253 Aug -254 Sep -25A 01539510-1 Page 22 of 22 4860-2642-2386, v. 1 1058 BoyntonHarbor. . . . . . . . . . . . Marii.n.a. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY "BOYNTON HARBOR MARINA" DOCKAGE LEASE AGREEMENT FOR MULTIPLE VESSLES IN A SINGLE SLIP FY 20234-2025A This Lease Agreement ("Lease") is entered into between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, ("LESSOR") and the undersigned boat and/or owner, ("LESSEE"). , hereinafter referred to as "Dockmaster" performs any and all duties of marina management on behalf of the LESSOR. (Print all information. All blank spaces must be completed.) LESSEE'S Name LESSEE'S Address City Phone No. First Vessel: Registration No._ First Vessel Name: Make 00964234-1 BUSINESS NAME State Alternate Phone No. Year Zip O.A. Length Beam Draft *The length of any vessel shall be measured from the end of pulpit to the end of the dive platform. Tenant vessels shall be measured twice annually. Power Sail Electricity: Page 1 of 22 110 220 4894-3953-7010, v. 1 1059 Second Vessel: Registration No. Second Vessel Name: Make Year O.A. Length Beam Draft *The length of any vessel shall be measured from the end of pulpit to the end of the dive platform. Tenant vessels shall be measured twice annually. Power Sail Electricity: 110 220 (hereinafter, First Vessel and Second Vessel shall be referred to collectively as "Vessel") Existing Lessee Yes No Slip No. Lease Rate: per foot from October 1, 2023 N:: until September 30, 'W)A ;I. and 20, 440 per from October 1, 20242; to September 30, 2025L For purposes of calculating the Lease Rate, the lineal feet shall be calculated by adding the O.A. Length of the First Vessel to the O.A. Length of the Second Vessel. 1. Term. The term of this Dockage Lease shall be from October 1, 202311 until September 30, 2025:'x'. There is no option to renew and any additional term of lease shall be evidenced by a new Lease. 2. Rent. From the time period of October 1, 20231: through September 30, 20242 the rental shall be the sum of $ per month based on the lease rate of 2o-0202 e ii, dollars and �50/100 ($ � 47�0) per vessel linear foot plus 7% sales tax in the amount of $ for a total of $ per month. 009642'14-1 From the time period of October 1, 20242 through September 30, 2025A the rental shall be the sum of $ per month based on the lease rate of dollars and 00/100 ($ 20444A) per vessel linear foot plus 7% sales tax in the amount of $ , for a total of $ per month. Rent for the first month shall be prorated if Lease is executed after the 1st of the month. Each subsequent rent payment shall be due on the first day of the month and past due on the tenth day of the month. Timely payment of rent is a material provision of this Lease and the late payment of rent constitutes grounds for termination of this Lease by LESSOR regardless of whether delinquent rent is accepted. LESSEE understands that LESSOR may accept late payment of rent without waiving LESSOR's right to declare a breach of Lease and terminate this Lease. Page 2 of 22 4894-3953-7010, v. 1 1060 3. Security Deposit. At the time of execution of this Lease, LESSEE shall pay LESSOR an amount equal to $ . This payment (the "Security Deposit") shall be made by cash, cashier's check, or money order. The Security Deposit may not be paid by personal check. The Security Deposit is separate from payment of rent and utilities, and LESSEE may not use the Security Deposit to pay the last month's, or any month's, rent or other charges in arrears. LESSOR is not obligated to apply the Security Deposit on rents or other charges in arrears, or on other damage caused by LESSEE's failure to perform under this Lease, but LESSOR may choose to do so at LESSOR's option. If LESSOR repossesses the slip because of LESSEE's default or breach, LESSOR may, but is not required to, apply the deposit on all damages suffered as a result of the default or breach, regardless of whether the damages occurred before, during, or after repossession. Upon expiration or termination of this Lease, LESSOR shall inspect the slip and related facilities for any damage caused by LESSEE or LESSEE's use of the slip. If there is damage beyond normal wear and tear, LESSOR shall subtract the amount necessary to repair the damage from the Security Deposit and return the remainder of the Security Deposit to LESSEE within fourteen (14) days after LESSEE has vacated the slip. LESSOR shall not subtract any amount from the Security Deposit for normal wear and tear. LESSOR shall have sole discretion as to what constitutes normal wear and tear. Any interest generated on the Security Deposit shall accrue to LESSOR. LESSOR shall not be obligated to keep the Security Deposit as a separate (� �.�, �u C� �i um w� [)) :q may mix it with LESSOR's own funds. 4. Credit Report Authorization. By signing this Lease, LESSEE hereby authorizes the Boynton Beach Community Development Agency and/or its agent to obtain a copy of his/her credit report and/or scores for the purposes of assessing LESSEE's current or ongoing eligibility for tenancy. LESSEE's credit score will be considered when making final application approval decisions and LESSEE may be required to post an additional security deposit as part of his/her approval. The consents provided are effective as of the date of this Lease and will be valid for as long as required to fulfill the purposes described herein. LESSEE will be responsible for a non-refundable application fee of slob I[Iuulldi�ed do�]Hit's ($100 J )Q. Make check payable to: Boynton Beach CRA. 5. Utilities. LESSOR agrees to provide electricity and water hookups at each slip. Any equipment/connecting devices necessary to provide the connection from the dock to the Vessel shall be the responsibility of the LESSEE but the type and manner of connection are subject to approval by the LESSOR. LESSEE is responsible for the payment of their monthly electrical and water (individually or collectively, "utility") usage. The billing rate for utility consumption by the LESSEE shall be based on usage to the slip as determined by LESSOR and will be calculated based on the prevailing rate charged to the LESSOR by the utility provider. A utility statement will be hand delivered or mailed to the LESSEE on the I" of each month and shall reflect the amount of utility usage for the previous month. Utility payments shall be considered additional rent under this Lease. LESSEE's utility payments shall be due to LESSOR no later than the tenth day of the following month. 009642'14-1 Page 3 of 22 4894-3953-7010, v. 1 1061 6. Late Payment. There shall be a late payment fee in an amount equal to 25% of the amount due each month on all rent or utility payments received after the past due date. There shall be an additional one hundred dollar ($100.00) late fee when the delinquent rent payment is not made in full, including the initial late fees, by the fifteenth day of the subsequent month. Each month for which LESSEE fails to pay all or a portion of rent or utility payments owed shall constitute a separate violation of this Lease and shall incur a separate late fee. Interest shall accrue on any unpaid amounts owed under this lease at the rate of 1.5% per month. 7. Lien. LESSOR shall have a lien against the Vessel, its appurtenances, and its contents for unpaid sums due for rent, use of dock facilities, utility usage, other services, or for damage to any docks or property of LESSOR or any other person at the docks caused or contributed to by the Vessel, LESSEE or any individual the LESSEE allows to use the Vessel. The lien shall be in addition to all other remedies available at law or in equity. Only for Approved Vessel. This Lease is valid only for the Vessel and LESSEE, and is not transferable to another vessel or lessee without the written authorization and approval of the LESSOR. This Lease does not allow for the sub -leasing of the slip by the LESSEE under any circumstances. This Lease grants the LESSEE a revocable license to use the subject dock space and does not create any interest for LESSEE in the underlying bottom lands or real property connected with the LESSOR. 9. Absences from Slip. LESSEE is required to notify the Dockmaster in writing if the Vessel will be absent from the above referenced slip for longer than a thirty (30) day period. Slips left empty for longer than thirty (30) consecutive days, or for twenty (20) days in a forty-five (45) day period, without written notification to the LESSOR shall be considered vacated by the LESSEE and the lease will be terminated. 10. Termination for Cause. This Lease shall be in effect until the end of the term unless sooner terminated by reason of one or more of the following conditions or events: 009642'14-1 a. By destruction of the dockage facilities by storm, Act of God, or other calamity. b. In the event LESSEE makes a bona fide sale of the boat or obtains a boat larger than can be safety berthed at the subject dockage. LESSEE terminates this Lease by providing thirty (30) day written notice to the LESSOR. LESSEE may terminate this Lease pursuant to this subsection only if all rents and fees are current and paid in full. d. By breach or default as provided below. Late payment of rent, including items deemed "additional rent," or penalty charges. f. Failure to maintain and provide proof to LESSOR of insurance coverage as required in paragraph 19 below. g. Other reason as provided for in this Lease. Page 4 of 22 4894-3953-7010, v. 1 1062 All termination proceedings shall be conducted in accordance with Florida law. 11. Additional Procedures for Termination for Late Payment of Rent. If LESSOR terminates this Lease pursuant to Section 109.e. of this Lease, LESSEE shall immediately vacate the dock space leased hereunder upon three .(days notice by LESSOR. Notice shall be considered given upon any of the following: (a) Mailing notice to LESSEE at the address provided above; or (b) Posting notice upon the Vessel. Should LESSEE fail to vacate within the three Jadays set forth herein, the Parties agree that LESSOR shall be entitled to an immediate judgment for eviction and possession of the subject dock space, upon filing of a verified complaint for eviction/possession with the Palm Beach County Court, in and for the Fifteenth Judicial Circuit. The Parties expressly agree that said action for eviction/possession shall proceed under Summary Procedure pursuant to Section 51.011, Fla. Stat. 12. Compliance with Rules and Regulations. LESSEE agrees to comply with all posted Rules and Regulations along with those attached hereto as "Exhibit A," as amended from time to time in the LESSOR's sole discretion, as fully as though they were set forth herein, and should breach of this Lease or violation of the Rules and Regulations Governing Dockage set forth and attached hereto occur, LESSOR may immediately terminate this Lease. LESSEE shall be notified of such termination and required to immediately remove the Vessel at LESSEE's expense. LESSOR may take all legal steps to remove the Vessel and other property upon termination of the Lease. LESSOR may, in addition to or as an alternative to terminating the Lease, impose a penalty (including fines) on LESSEE for such violation, as provided for in the Rules and Regulations. If LESSOR determines, in its sole and absolute discretion, that the violation of the Rules and Regulations constitutes a danger to the health, safety, and welfare of LESSEE, other persons or property, or LESSOR or LESSOR's property, LESSOR may immediately take any steps it deems necessary to mitigate or alleviate such danger. 13. Required Trip Log Submittal. LESSEE will submit a completed copy of the appropriate log attached hereto as "Exhibit B" in accordance with the schedule below: 00964234-1 • First Submittal shall be no later than January 5, 20242 for all trips that occurred October 1 to December 31, 2023-� • Second Submittal shall be no later than April 5, 20242 for all trips that occurred January 1 to March 31, 20242 • Third Submittal shall be no later than July 5, 20242 for all trips that occurred April 1 to June 31, 20242 • Fourth Submittal shall be no later than October 5, 202_42 for all trips that occurred July 1 to September 30, 20242 • Fifth Submittal shall be no later than January 5, 2025;''1 for all trips that occurred October 1 to December 31, 2024'!', • Sixth Submittal shall be no later than April 5, 2025; for all trips that occurred January 1 to March 31, 20257 • Seventh Submittal shall be no later than July 5, 2025� for all trips that occurred April 1 to June 31, 2025" Page 5 of 22 4894-3953-7010, v. 1 1063 • Eighth Submittal shall be no later than October 5, 2025:3 for all trips that occurred July 1 to September 30, 2025:0 Failure to comply with this section shall be a default and breach of this Lease. If LESSEE fails to submit the trip log, LESSOR may, in addition to the other remedies provided for in this Lease, elect to discontinue LESSEE's fuel discount and exclude LESSEE from LESSOR's marketing collateral. 14. Voluntary Waiver. LESSOR may, in its sole and absolute discretion, waive any requirement of this Lease. Waiver of any conditions by LESSOR shall not be deemed to be a continuing waiver and shall not be considered a waiver of any other provision or condition of this Lease. 15. Weather. WeE. ,Π f° In the event weather or tidal conditions exist during the term of this Lease that would either place the LESSEE's Vessel in danger of incurring damage to itself or LESSEE's Vessel causing damage to the LESSOR's property or other vessels within the dockage facilities, it shall be the LESSEE's responsibility to remove the Vessel from the LESSOR's property and dockage facility,„ ljp,„j s 1111 e,„i;!i„ee IIIIh�,1;^i �„iuu, %i)AICallier P1,111 11131t 1, l l„l:i:, a m:�W�uu uu�uu,� i''h'.... ism .��:.. Plaru a ny damage caused by LESSEE's Vessel to the LESSOR's property, dockage facilities, LESSEE's Vessel or other vessels within the LESSOR's property and dockage facilities shall be the sole responsibility of the LESSEE. The LESSEE, by executing this Lease, expressly agrees that he/she shall be solely responsible for ascertaining when such threatening weather conditions may occur in order to allow adequate time for the LESSEE to remove the Vessel from the LESSOR's property and dockage facility as required above,,, �!' scin,1ue- de'111cs�xj y��J�j� Plaig. The LESSEE expressly acknowledges that the LESSOR does not assume any obligation to contact the LESSEE with respect to impending weather conditions. 00964234-1 NOTICE TO VESSEL OWNER The undersigned LESSOR hereby informs you that in the event you fail to remove your vessel(s) from the marina promptly (within 24 hours) after the issuance of a tropical storm or hurricane watch for Palm Beach County or Boynton Beach, Florida, under Florida law, the undersigned or his or her employees or agents are authorized to remove your vessel(s), if reasonable, from its slip or take any and all other reasonable actions deemed appropriate by the undersigned or his or her employees or agents in order to better secure your vessel(s) and to protect marina property, private property, and the environment. You are further notified that you may be charged a reasonable fee for any such action. Notwithstanding the foregoing, LESSEE shall be responsible for all damage caused by the Vessel to the LESSOR's dockage facilities or other vessels regardless of ownership. The LESSOR expressly reserves the right, but not the responsibility, to establish minimum requirements for the kinds of cleats, ropes, fenders and other measures that must be used on vessels as a condition of the use of the dockage facilities. In the event Page 6 of 22 4894-3953-7010, v. 1 1064 the LESSOR establishes such minimum measures, it shall be the LESSEE's obligation and liability to assure himself/herself that such minimum requirements are adequate to protect the LESSEE's Vessel from damage. j9fttvi4bed bl,..-tthte Ol 09e....�,.l,r,`� �a�➢�� t;.. tli.� 16. Telephone, Cable, etc. LESSOR represents and LESSEE understands that there is no telephone or cable television, provided to the dock or slip. Telephone service to the vessels must be by cellular phone at LESSEE's expense. No private telephone systems or satellite dishes may be installed within the dockage facilities without the prior written consent of the Dockmaster or the LESSOR. 17. Reassignment. LESSOR reserves the right to permanently reassign the LESSEE to a different slip in the event LESSOR deems it necessary, in its sole discretion, by providing LESSEE ten (10) days written notification of such intent. LESSOR reserves the right to temporarily reassign LESSEE to a different slip in the event LESSOR deems it necessary, in its sole discretion, for the purpose of health and safety concerns, maintenance, repairs, construction or any other reason LESSOR deems necessary. 18. No Additional Vessels Permitted. No other vessel may be placed in the water along with the Vessel without the prior written consent of LESSOR. Dinghies, rafts, wave runners or other small vessels may not be left in the slip overnight and must be stowed on the Vessel when not in use. 19. Caretaking and Security. This Lease is for the use of dock space only, and such space is to be used at the sole risk of LESSEE. LESSEE expressly acknowledges that LESSOR assumes no responsibility for the caretaking or security of LESSEE's Vessel, (including any gear, equipment or contents associated with the Vessel) or for any loss or damage of whatever kind or nature to the boat, its contents, gear or equipment howsoever occasioned. LESSEE has the sole responsibility for the caretaking and security of and at the Vessel, including the responsibility to insure the Vessel in accordance with this Lease. Any independent or caretaker or mechanic working on the Vessel (other than LESSEE) must register with the Dockmaster and provide copies of the business license and proof of their business insurance policy. 20. Insurance. The LESSEE hereby agrees to maintain, insurance providing complete marine coverage for the LESSEE's Vessel and public comprehensive liability insurance (Hull and Protection and Indemnity) with limits not less than $300,000.00 per occurrence for Non -Commercial Vessels and limits not less than $ J000,000.00 000,000.00 per occurrence for Commercial Vessels. The insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from or arising out of this Lease or LESSEE's dockage or tenancy at the Boynton Harbor Marina. LESSOR is to be included as "Additional Insured" with respect to liability arising out of LESSEE's dockage or tenancy at the Boynton Harbor Marina, this Lease, or other acts or omissions of LESSEE in connection with this Lease. The LESSEE shall provide the LESSOR with a valid certificate of insurance as proof of such coverage at the time of executing the Lease and at each subsequent renewal. The Dockmaster and LESSOR reserve the right to request updated proof of LESSEE's insurance coverage at any time during the term of this Lease. 009642'14-1 Page 7 of 22 4894-3953-7010, v. 1 1065 Additionally, LESSEE is required to provide evidence of a minimum ten (10) pound ABC fire extinguisher to be maintained on the Vessel at all times. 21. Default. The failure of LESSEE to comply with the provisions set forth in this Lease shall constitute a default and breach of this Lease. If LESSEE fails to cure the default within seven (7) days of notice from LESSOR, LESSOR may terminate this Lease. If LESSOR determines, in its sole and absolute discretion, that the default or breach constitutes a danger to the health, safety, and welfare of LESSEE, other persons or property, or LESSOR or LESSOR's property, LESSOR may immediately terminate this Lease. 22. Indemnification. The LESSEE agrees to indemnify, save, and hold harmless LESSOR, its agents and its employees harmless for any and all liability, claim, demand, suit, loss, cost, expense, or damage, which may be asserted, claimed or recovered against or from LESSOR, its agents, and its employees by reason of any property damage or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to LESSEE's negligent or wrongful conduct, faulty equipment (including equipment installation and removal), use of LESSOR's dockage facilities, or use of LESSOR's property pursuant to this Lease, as well as from any and all acts or omissions of LESSEE, his/her crew, guests, invitees, or agents. The LESSEE's obligation for such indemnification shall include all reasonable defense costs including attorney's fees and attorney's fees at the appellate level. This paragraph shall not be construed to require LESSEE to indemnify LESSOR for its own negligence, or intentional acts of LESSOR, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 23. Entire Agreement. This Lease represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Lease and the terms of this Lease supersede all such other agreements. No extraneous information may be used to alter the terms of this Lease. 24. Modification. No change, amendment, modification or alteration of this Lease shall be binding upon either party unless it is in writing and signed by both parties except for changes to rules and regulations as deemed necessary and appropriate by the LESSOR. 25. Interpretation. If any action at law or in equity is necessary to enforce or interpret the terms of this Lease, the prevailing party shall be entitled to reasonable attorney fees, expenses, and costs of appeal and necessary disbursements in addition to any other relief to which it may be entitled. 26. Severability. If any part of this Lease shall be declared unlawful or invalid, the remainder of the Lease will continue to be binding upon the parties. In the event any of part of this Lease shall be held to be invalid, this Lease shall be interpreted as if such invalid part were not contained herein. 009642'14-1 Page 8 of 22 4894-3953-7010, v. 1 1066 27. Independent Advice. The Parties declare that the terms of this Lease have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 28. Agreement Deemed to be Drafted Jointly. This Lease shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Lease fairly and reasonably in accordance with the purpose of this Lease. 29. Governing Law, Jurisdiction, and Venue. The terms and provisions of this Lease shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 30. Counterparts and Transmission. To facilitate execution, this Lease may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. agency subject to Chapter 119, Florida Statutes. The Lessee shall comply with Florida's Public Records r the CRA in order to Derform the service. that the CRA would provide the records and at a cost that does not exceed that provided in clinter 119, Fla. Stat., or as otherwise provided by r public record requirements are not disclosed except as authorized by law; and confidentialany duplicate public records that are exempt or informationstored electronically must be provided to the CRA in a forinat that is compatible with the The failure of Lessee to co ply with the provisions set forth in this a eement/contract shall constitute a Default and Breach of this Lease/At-,reement. If Lessee fails to cure the default within seven (7) days' notice from the CPA, the CRA may terminate the Lease/ARreement. 009642'14-1 Page 9 of 22 4894-3953-7010, v. 1 1067 not engaged in a boycott of Israel. If the CRA contains false statements, Boycott boycottor engages in a the i warrants33. E -Verify. Lessee i subcontractors .. . r 6-10 r provisions of F.S. Sec. 448.095 a"ly to this Contract. Notwithstandiae=;wy-otbgr=proyj,-,ion,,,-in this Agreement, if the ♦ has a good faith belief employmentreferred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for lease/contract. If the CRA recruited or referred an alien who is not duly authorized to work by Attorney Generalof at` for r ♦ shall promptly subcontractor.notij�y Lessee and order Lessee to immediately terminate the contract with the Lessee shall be liable for i by r♦ as a result of the termination of a contract based on Lessee's failure to comply with E -verify requirements referenced herein. IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed on the day and year written below. LESSEE Signature*: Print Name Date: *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Signature: C Title: CERTIFICATION AND WAIVER OF PRIVACY: Date: I, the undersigned, applicant(s) certify that all information presented in this Lease, and all of the information furnished in support of this Lease, is given for the purpose of obtaining a marine vessel slip within the Boynton Beach Community Redevelopment Agency Boynton Harbor Marina, and is true and complete to the best of the 111:",,',, and belief. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Harbor Marina Dockage Agreement as well as the Rules & Regulations Governing Dockage. 00964234-1 Page 10 of 22 4894-3953-7010, v. 1 1068 I hereby acknowledge that the marina is a public area and that I have no expectation of privacy with respect to activity which occurs in plain view on the Vessel. I waive my rights under any privacy ?xu ��,q, i ri 1.11 mys....guucl give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any information given herein. I further grant permission, and authorize any bank, employer or other public or private agency to disclose information deemed necessary to complete this Lease. I hereby give permission to the Community Redevelopment Agency or its agents to take photos of myself, my invitees, and/or my Vessel to be used to promote the Boynton Harbor Marina. I consent to the use of the image of the Vessel in conjunction with any promotional activity by the Agency or its employees or contractors. I understand that any misinformation furnished by me in to obtain the Lease is grounds for termination of the Lease by LESSOR. LESSEE Signature*: Print Name Date: *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. STATE OF COUNTY OF The foregoing instrument was acknowledged before me, the undersigned authority, this day of , 2023 1, by , who is personally known to me or who has produced as identification and who did/did not take an oath. 00964234-1 Page I I of 22 NOTARY PUBLIC — State of My commission expires: 4894-3953-7010, v. 1 1069 Boynton ]FUrbor 4 NI��°.'o�, IIIA IIIA .1111 IIID NIS IIIA AM 1. MAR A NQ 14: 1 1 A 44 ON S G OVE 1,4,, N 1 1) E I fi tim of 4d v eii:' a ti r fl, 4,' r 9 Rg an m Phan 16F Am aw m efs d 0 ek A g at I he I j 1 S SO R 2 S doe k F; I0, 1,,kltfl9iinct HF�tet, llie fA41(,),�viiig FlAte Nh.111nd, t f,49+ " o4 11;' hkSS1,',k7 and 14: 1 419SIT is Hot Oqt:eCaplftlq; t41,4, Gap'tEell pf"N:eiif"°ed W WHY the W'Heviritt EY"'i icl, ef014,,, 1,tet(,e arA " ill he Mxxed, ARY YWHAR Of AVe RHY HFA ReQURN), AS he EIEN:Nlied, ft�i 11x11.+49 v4".11]"N1�1'141414'r1"1 411 die I 7eil �e af:Hl die io!�4 iri flie iole (,'4 the I dASSOR When it beat evem the baim; is kumedialel""y ieeifll'9Sl:il'ld(eld"ie (,)4:14ie 1l7j,44, 012,2",,, teF� 27 Only beas in gled vvefling e411"kdk4m, and openytt 1,1-14.",4: e4,V1i f4iill be lo, eF il"i ffl,ft . ... . it llets sJ4,01, be jeffs4,led yk,41",iim 0Op Ike pKSORN pryouly NNS ewe PeRAWd" () n, p y ) f, 1, he,,y, d o, ii (m ( q S a A x h 0 P I mssevo pm i R on, y 1 A R) a, a R 4 pm Ski � p:JedeF RIF 64mu9,la1"@ees mll 419, d"" kiS IN? 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OF in ga+Ntge bags fl.'Rd et� iR efl ile dhaTsuf oF Men W yauf plue Avesidemm m legid ell she Apand bemkm 77, t4ndel'me SAMI ve"m Wmaye he 4he vlma+ifla, biis1 e yjawl `41a,41 b(,d OM64234-1 Page 12 of 22 4894-3953-7010, v. 1 1070 1°akii�io!, !'ihap be kqW to a HHkniffitiRi ,a,roll �,v ,e, iH, a1 1�a1k'rh Vara; eaglaw, geHepawws, adios, mad Wevidon ses, w; as no; (,eeoiite a fiktiiio'riee ei� fetpoes, by the AxAnwastor Hf 6WOR; AIM& v"'Vill ihe �'44)F�y rtold+a ,t," thas, be 47 The w"NUM"M aiaeehel rtwii Btet(,h (effimunky Hadevekemses Ageney toF Hktvnle�i I 64�,mN4,3=k"H,� is slrk��Iy AN SMAtevainq divinq tor RAQ tool VMA be fWMAnd hem to WAS or FiNgey Imers ot WN eximns A+ 1lte '' iflffiktf: SIFUelaves, 644....h1 -1'e 1,,4 �ke v& �,"l bv t,)+: Of the WOMPKIM Ond Ne 1ASS0% PORI tn�� OF or, 117 Real ONVani AMI w Swe smpfo,bek 1,"IkeN?NNOWS OF MWIS on %vaWkway; OREI, ""haH fie+ "iny ehf,,,� ts.� (,:e.ah4hMs�'(H '' iflffiktf: SIFUelaves, tweep, Chi MAM appWYal Of the WOMPKIM Ond Ne 1ASS0% PORI tn�� OF or, tte,af,: ""Aidi FHO, htvk(e ",)'[F f'iftj��'dF I;Xlt3Hl (HP itnd wiai,iitenariee sliioti t,e Ayer. 4ke ()4 ee,jil, ailieol,s v" phof haul ah Ey"Wwo A Mw the 11 yek niaf",l elr hall I in the s Hp or maAm havin, Wage A pow M; gaymvl We ea ra m- emwa WeTs is fw% Sked in I'Ha+lliil ffF(""ffi"t 40 ISUNRY AS tail he hung an 1k;311H3 d(AS tw Anger Qns in tho Imsh; MMMUN As SMA sigio,"i f3u,4 ei \,4,+i,44eil she 40 410 OF FROMOftHnee o'C oiny (,)fl B" 4Hifzor el hi"'ey14it1+1: I NIH,14#1i1 4�11H? krk)j�h sklq ai;ea, I:Jk�st;ld; is ,ikfsved W %ask Ny"A's 'sa.Rd nie'10F 00964234-1 1"A' SON FeSeNVS IA "ght io 1419 i 6 and gea-Mv Cali t''i iaiR N`o a ;i I iY k,,,: 11hr o, 114 �,,me 144 f""44P,' awas aq skawi-u iti !�Appeiidix 1 7!2.. �Pke 11afl,"�+)+ Marhiift aS 2&ad&g aMj UnkWiNg 0MV2 M AF Ike 0,411)1 7, diqd 49ie1}e V k:ii Oo op the APSWR OMA WW"S hesweeR Se—Wouni 01 A aim ;(,) 61, j,:,)FH & wfa?k� '?" al+'i x,(,) W(Atrars Mondi, ShRugh 104y11n41 Ww4 7 aFF1 tO 10:41AF1I (4H H,iid 4 oiFikla,y� wi�tli diVe 1`43�',xtr � FFHty krie d,,�}ese (191Cee, i14, 10)+1gef" IjO k)i� dlie sele of the 2kMWing and WMkoidiQ ap hie 1 11bSkfy 1-9,aal's2 gunat alld ereov, (SheinviNe; Wese Mmees shall be kxNed hi he—"f ii, pdj,io'd fio koiigel,Own 15 AnUMS RW the We fMqW*e 0141`he 214MAMg and Unkhidkgr Ot" the WSW, ov,Tplheq gnesQ oval evew, NO N,,VH47 1311 AIAMAYAW A this ioeatkwMe [AtSSOR the A& In losm all nafmwe in,,y, YAWN NVIsbeh is At"id to) he in WKWUM A its PaN, eendAWS as slated in AS pangmphal be We expense e1sa3'h41 Wevnigist, for lon,erm fpai+king eaiq ll')e �me N,4+3�iia Vflt,, e 1"av4mrig CaRte by N0444',1R HPYOWHI Of Ike W)(TBkFRHMeF and N%ina 1004i1`;iigEW� Mum R; WON Sueh apponwal May Fes& in die voice heNg tewed hy 1A.Ak Whge j\,4zAo,,H,isF Plefe"its 6(",+nnx We ptwkmasier Wr WSAWAS (m OWN, ;Pro Page 13 of 22 4894-3953-7010, v. 1 1071 1671 le�'�:Ai 1 T; Shaw be —issues a maximm 4 ave (2) fAysimn PUMP NuAna vehmte "iti'ej,:ef4s) 1,01 "�k"ieed ofi Oie I�e:"'i+ Vv4n'fA(")'v" �"J(") lempermy PeANg penes no! he iHed 1,() I'iif any 4 7�1 Aof emletaks" ("CommeNg "'ON, on my vewal in the" 13'e,yni,en lh'ibob: Mewime ml Nvkh f4s(e 4(fl; 1rfovii"Ae PRMF Op WHyse and PRWF op KHAISS MY, bempe eemyseneing YW; and WWqk PHOMOM 10 the Fhe 4�1~ae Awksmamm'Wil'A r1elte 1bfs4,'iRg Pif�SS�'t(3 IYA mly Que—popking penes Q (Womekes that We j ")i"i Cil'e *4 4 14is? 11 eiC'ife 1ham toe day ef"'v(,"+I'i 4g the CompaeleF shall ekeek in "'AN the tNllzfh p+1+4'4+ kl4' Skk E;Xe(:HdA(,N:i 11.144AQ0 Won Agn?&viiH'4rMhe ii . . . . . te'd bete'6, ta, the INAmaspF no ism than SqAesmhev % 2021, IP the WASIT does floi pl°oviE lk? �"eq E9N'e(:HH'eE[ 46sekm"a,,,te AgFe�,?snem� alot'it� tv4h i911 o4 X4,1', by so; 2021 WiH, be (ehea�ged "a `,"'500 �Tlie 171�' Ski; 41'eii hit�e:;,O dayS AW APIETRAF 9AL; P('I' pFo'vfE14:4Pie NA 111 llit,(RW...fit an m�!�eifed 114e,ekage Imese Qvmiiem'l Wi4h ""IH, e'c the Msekage I � el A #Fs,'�e nt; NA,40"I clH ()F 1411:� $�00' Ae" i�n nso" 1'e, dqi':^ flie [)s'felia#(e Agmenwas wil-I nen be eanvidend limenewl and the bf'e t,he kk'to'4:1I " is eoqu Ad to InoyWe Ike Peelm"wep YAW IN hkevqbmi Ang MA lhe t' aJ: lni:u H U Rl �'H, li"4 41 oaf ;-'f"1, f e" I�')'i? l �1: e k,� t? 14S (4fialei vessEA p'Qy5 %ohnen Hs peF smsim 19 A We dKekage ilvemeRs fhHl'ling kisused ish(' )Ve i'9"Akn� OF Men eandw by any WskF; hi� Aer'� ( Fe\k' (')f: WHI mighl kqj�'ife "afi"y It) ef, hiiffii Iiie" er �he WASM 091 he ease lie lmmels,fe Fe�,iioova'i W&H, Stan eendnei WR knMe; In if'e 4(3 ggaWgY iilneendus &A lks�UWgomAey f")F: '4f flIiid 1iekq' I s" I, i el, Y7 "k, e a1,69' (3F ('9Hip eF I', Y k) i R Y 19' eF I�e F H: 0, F k? R I NAM aeknowled, es �4y flia"F �'iftve Fea'd a"HEI, �he HARBOR MARINA R111JI[711,,A A04) RECTUATFICINS GOVIAtAINC, 1401° A G J,,,; ttl,,,fd h as by ag me to We I enn S 0 P I e 1) oe k age I ease A gn,,eeiie rfl 00964234-1 Page 14 of 22 4894-3953-7010, v. 1 1072 "llf 1,zcssvv is a omirlru.¢� ritIio,n, auuu oH)lce]Ir of IIuv: a,°aurllssru-HIio]III kinuus t sNV,n Ch , lleH se a]IIif ]I]III us1 Hll o l; mrov ii& 8 rcWs�flullIlloinl oI n1Pufe� :,61N"f'gd'kV"a411'VkDNN-HullI'lorVn?in a siginfilullll"4."..n OM64234-1 Page 15 of 22 4894-3953-7010, v. 1 1073 IBoynton l.arbo'r' Maritia "EXHIBIT A" BOYNTON HARBOR MARINA RULES AND REGULATIONS GOVERNING DOCKAGE In an effort toprovide==q�� atmosphere for boat owners dockjU at the LESSOR's docks, patrons, and visitors to the marina area, the following rules and re-.-,ulations are provided for your protection. LESSEE, and if LESSEE is not the Vessel Captain, the Vessel Captain are required to obey the following rules and regulations as a condition of this Lease and will be strictly enforced. Any violation of these Rules and Rmulations shall be deemed as arounds for immediate teintFrtatio-c of the DockaLye Lease -&,jid reptioval of Vte vessel i.-st Vce sole discretio-t of LESSOR's Dockmaster. 2. Only boats in good working condition, and operating under their own Dower, shall be admitted to or remain in beahing areas. 3. Pets shall be leashed within the confines of the LESSOR's property. Pets are permitted only if then do not disturb other Lessees, patrons, visitors, andguests. 4. Under no circumstances will live -aboard status be allowed. No overm6t stag by the LESSEE, his/her crew or guests, shall be permitted. pill su plied for that purpose. No person shall discharge fish carcasses or waste, oil, spirits, solvents, inflammable liquid or oily bilges into the basin or on the property of the LLSSOR. In the event of any accidental spills of oil, spirits, solvents, flammable liquids, fuel products or other toxic substances or waste, t e LESSEE shall immediately notif h y the LESSOR's Dockmaster of the existence of such condition. 6. There shall be no discharge of fish waste into waters of the marina under any circumstances. Fish waste shall be disposed of offshore or placed in sealed garbage bags and disposed of in the on-site du!npster or taken to your place of residence or legal off- site disposal location. MON-294MURN M- MIAMI I sewage shall be disposed of appropriately and in conformance with all pertinent health codes and state statutes. 8. Noise shall be kept to a minimum at all times. LESSEE shall use discretion in ol2erating engines, generators, radios and television sets, so as not to create a nuisance or disturbance. Upon request by the Dockmaster or LESSOR, LESSEE will immediately lower the volume of any source of noise that may be causing a disturbance. 00964234-1 Page 16 of 22 4894-3953-7010, v. 1 1074 Boynton Harbor Marina property is strictly prohibited. 1111111 jmAIIqmLVM MIMSMIl ON boats except for the cleaning of the underside of the vessel by LESSEE or VLQperl, y licensed professional. 111111111111 111111 liffi 'Iffil I,g =I , - 1=11 Ill 11111" 1 1 'M M Oil shall not construct thereon anv lockers, chests, cabinets, or similar structures, except with written qpproval of the Dockmaster and the LESSOR. Painting, scraping, or repairing of gear shall not be pennitted on the docks or finger piers. Extent of repairs and maintenance shall be at the discretion of management. containers without prior written approval from the Dockmaster shall be strictly prohibited in the slip or marina basin. Storage of portable gasoline cans or containers is j2rohibited in the m,2,rl&:W. vnd sliD areas. ��, I MITUNIMM - sir boats without written permission from the LESSOR. 14. The washing or maintenance of anv vehicle or vessel, on a trailer or otherwise, is prohibited on Boynton Harbor Marina property including in the drop off lane North of the SliD area. LESSEE is zllouxd to was.r vessels and Derforrn ri-i-t-or mai-t-te.-ca.-tice to 6eir 00964234-1 vessel within their designated slip area. LESSOR parking areas as shown in "Appendix A." The Boynton Harbor Marina slip spaces designated as "loading and unloading only" are for the express and exclusive use of the LESSOR and LESSEE between the hours of 6 am to 6 12m seven das a week. From 8 ain to 10:30 am Mondgy through Friday and from 7 am to 10:30 am on Saturday and Sunda, LESSEEs with dive boats may use these spaces for a period no longer than 30 minutes for the sole purpose of the "loading and unloading" of the LESSEE dive boats' sppplies, guests, and crew. Otherwise, these spaces shall be limited to use for a period no longer than 15 minutes for the sole purpose of the "loading and unloading" of the LESSEE's sqpplies, guests, and crew. If LESSEE's vehicle remains in .p. designated as "loading and unloading only," for longer than the period of time described above, a $0.50 per minute fine will be will be im-Dosed on the LESSEE until the vehicle is moved. Fines will be billed to the LESSEE on a monthly basis and be due with the next months rent. 1,12"Im Lei I II I II 1 11111111 1 1111 1 I L%m I I= Film K parking conditions as stated in this paragraph at the sole expense of the owner of said vehicle. Garage by written approval of the Dockmaster and Marina Village Property_MLanager. Failure to obtain such aj2l2roval may result in the vehicle being towed by Marina Village Page 17 of 22 4894-3953-7010, v. 1 1075 required overnight parking pass. M MIM Boynton Harbor Marina must register with the Dockmaster, provide Dockmaster with proof of insurance and -proof of business licensing before commencing work, and work pursuant to the terms of the Lease. The Dockmaster will provide a one -day "Contractor Parking Pass" to Contractors Mon registration. Dockmaster will only issue parking passes for Contractors that have proof of insurance and proof of business licensing on file wit't the r.aster. If rm ore Asm oi e dvv of work is reouired. the Co-ttrv.ctor sha§+ documents listed below to the Dockmaster no later than September 30, 2023. If the LESSEE does not provide an executed Dockage Lease Agreement along with all of the documents listed below by September 30, 2023, LESSEE will be charged a $500 fee. The LESSEE will then have thirty (30) days from September 30, 2023, to provide the Do.cktnaster with the $500 fee, an executed Dockage Lease Agreement (along with all of the documents listed below). If at that time the executed Dockage Lease Agreement, (along with all of the documents listed below) and the $500 fee is not 12rovided to the Dockmaster, the Dockage Lease Agree ent will not be considered for renewal and the LESSEE will be required to leave the space. along with the executed Dockage Lease Agreement: • Current documentation or title to boat being docked • Current vessel registration • Ca-ptains licensing for all boat operators • Current US Coast Guard vessel inspection • Current hurricane protection plan • Current insurance policy, written as per section 19 in the dockage agreement and naming Boynton Beach CRA additionally insured 18. Violation of the above rules and revulations. or other conduct by anv LESSEE, or his/her crew or guests, that might injure any person, cause damage to property or hann the reputation of the LESSOR shall be cause for immediate removal from Boynton Harbor Marina. Such conduct shall include, but not be limited to: harassment of any person; a22ressive behavior; engagement in any illegal activity, or any conduct that the Dockmaster or LESSOR deten-nines, in their sole and absolute discretion, endangers the health, safety, welfare, or property of any other person or entity, 'IND 11 '1 RIFTIT MERIMMILTURRISHEM hereby agree to the terms of the Dockav_e Lease A2reement. LESSEE Si nature*: Date: 00964234-1 Page IS of 22 4894-3953-7010, v. 1 1076 Print Name *If Lessee is a corporation, an officer of the corporation must sign this lease and must also provide a resolution of the corporation authorizing signature. OM64234-1 Page 19 of 22 4894-3953-7010, v. 1 1077 "Appendix A" OOS64234-1 Page 20 of 22 4894-3953-7010, v. 1 1078 "Exhibit B" BOYNTON HARBOR MARINA Dockage Lease Agreement Tenant's Monthly Trip Log 00964234-1 Page 21 of 22 4894-3953-7010, v. 1 1079 SLIP No. VESSEL NAME CAPTAIN NAME CAPTAIN NAME MONTH TOTAL NUMBER OF TRIPS TOTAL NUMBER OF PASSENGERS CAPTAIN'S INITIALS Oct -23111 Nov -231 Dec -23-1: Jan -242 Feb -242 Mar -241 Apr -242 May -242 Jun -2411 Jul -242 Aug -242 Sep -242 00964234-1 Page 21 of 22 4894-3953-7010, v. 1 1079 "Exhibit B" BOYNTON HARBOR MARINA Dockage Lease Agreement Tenant's Monthly Trip Log 00964234-1 Page 22 of 22 4894-3953-7010, v. 1 1080 SLIP No. VESSEL NAME CAPTAIN NAME CAPTAIN NAME MONTH TOTAL NUMBER OF TRIPS TOTAL NUMBER OF PASSENGERS CAPTAIN'S INITIALS Oct -242 Nov -242 Dec -242 Jan -25A Feb -25n Mar -2 .� Apr -25A May -25A Jun -253 -25z',;, —Jul Aug -253 Sep -253 00964234-1 Page 22 of 22 4894-3953-7010, v. 1 1080 Boynton. Harbor Marina BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY BOYNTON HARBOR MARINA TRANSIENT DOCKAGE AGREEMENT This Transient Dockage Agreement ("Agreement") is entered into between Boynton Beach Community Redevelopment Agency (`BBCRA") and ("Vessel Owner") for temporary dockage of the Vessel described below at the Boynton Harbor Marina. , ("Dockmaster") is duly authorized to execute this Agreement and act on behalf of BBCRA in all matters contemplated in this Agreement. (Print all information. All blank spaces must be completed.) 1) Vessel Owner Information: Vessel Owner's Name Vessel Owner's Address Business Name Business Address: City Phone No. State Alternate Phone No. Zip Credit Card #: Expiration Date: 2) Vessel Information: Vessel Registration No. ("Vessel"). Make Year Vessel Name: O.A. Length Beam Draft *The length of any vessel shall be measured from the end of pulpit to the end of the dive platform. 00863977-1 {00963977-11 4888-1281-8034, v. 1 1081 Power Sail Electricity: _110 3) Notify in Case of Emergency: Name: Phone No. Address: Relationship to Vessel Owner: 220 Inboard Outboard Alternate Phone No. 4) Dockage Location and Term. This Agreement creates a revocable license to use the dock space assigned by the Dockmaster for a term of days, from to ("Dockage Term"). The Dockage Term may not exceed five (5) days under any circumstances. Dockmaster may, in his sole and absolute discretion, terminate this Agreement with or without cause and immediately require Vessel Owner to remove the Vessel from Boynton Harbor Marina. The use of dock space is subject to availability, which shall be determined by the Dockmaster. 5) No Discrimination. In entering, applying, and enforcing this Agreement, BBCRA and Dockmaster shall not discriminate based on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability of the Vessel Owner or the guests or passengers of the Vessel Owner. 6) Dockage Charge. In exchange for docking at the Boynton Harbor Marina, Vessel Owner shall pay BBCRA a charge of $ 2 50 per lineal foot per night ("Dockage Charge"), to be calculated: ( x $ `,) _ , plus any applicable tax. (length of vessel, in feet) 7) Vessel Insurance. Vessel Owner is required to provide Proof of Insurance to Dockmaster, who shall make a copy of such Proof of Insurance. Insurance must provide complete marine coverage for the Vessel and public comprehensive liability insurance (Hull and Protection and Indemnity) with limits not less than $300,000.00 per occurrence for Non -Commercial Vessels and limits not less than $ r Q�00,000.00 per occurrence for Commercial Vessels. The insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from or arising out of this Agreement or Vessel Owner's use of the Boynton Harbor Marina. � Credit Card. Prior to docking the Vessel overnight at the Boynton Harbor Marina, Vessel Owner shall provide a credit card to Dockmaster that has sufficient credit available to pay for Dockage Charges, taxes, and any damages of any kind caused by the Vessel, Vessel Owner, or Vessel Owner's passengers or guests. ,°,m� . credit card ... j .... b "' <u u dockage reservation, ¶� 8, ),9 i,.. Cancellation j� Policy. Boynton Harbor f Marina has a twenty-four j�`ry�24) hour cance'l�lationj� po11? icy. IIIA [111c !(n"efil ��',. a u�.li �...,..Pll�.�i�Ul�/�frl..,o � �,,aticI�c IIIItl�II�I.,Q �Iui e P,xs llluul...., �, � io a i -Sl prior �() U,ikk III WI�M, u�l�.�� „A (:, ��"I .,.N �,n".'N �iwµQ Qvvji�, [. t. c] �. �I�lud cIu 11tu ° t�ig� diuu °k,,,i ,�l �uu Hde iit tli�; F:��i�1; orf"I�s , ,1IQi�i r�at the time of booking dockage ��yru�V ��d �t tVu��' .. 00863977-1 {00963977-11 2 4888-1281-8034, v. 1 1082 reservation r'" , linit', Hie� WSb4'iiei� Will be, ("Till H td [4) e''1Y14' in 4:�e �ka1r eai ei�i 11,iB,2 P}};i� IkHi a4 �6,il�s�r, i'Wt i` ,''V �43HF...(24) 1)),10) Only for Approved Vessel. This Agreement is valid only for the Vessel and Vessel Owner, and is not transferrable to another vessel or vessel owner. Legal Purpose. Vessel Owner hereby warrants and confirms that the Vessel is being used only for legal purposes and that no illegal items of any kind are currently on board the Vessel or will be brought onto the Vessel for the duration of the Dockage Term. 1 J. Utilities. BBCRA and Dockmaster agree, to the extent it is reasonably available, to provide electricity and water hookups to Vessel Owner. Any equipment/connecting devices necessary to provide the connection from the dock to the Vessel shall be the responsibility of the Vessel Owner but the type and manner of connection are subject to approval by the Dockmaster. BBCRA and Dockmaster shall not charge Vessel Owner any additional amount over and above the Dockage Charge for the use of electricity and water, but if water or electricity hookups are not provided, not functional, or not reasonably available, the Dockage Charge shall not be reduced. i 3,y Security. This Agreement is for use of dock space only, and such space is to be used at the sole risk of Vessel Owner. Vessel Owner expressly acknowledges that BBCRA and Dockmaster assume no responsibility for the caretaking or security of the Vessel, (including any gear, equipment or contents associated with the Vessel) or for any loss or damage of whatever kind or nature to the boat, its contents, gear or equipment, howsoever occasioned. Vessel Owner has the sole responsibility for the caretaking and security of and at the Vessel, including the responsibility to insure the Vessel in accordance with this Agreement. Any independent or caretaker or mechanic working on a vessel (other than Vessel Owner) must register with the Dockmaster and provide copies of the business license and proof of their business insurance policy. n1'''unVm°atIill, ° .... om, cil V;;u&j 1,ii)uud0.uc!!itis c � ts; dgtiir ,o VIIic...0 ii- i o tlV s °". Ilweeuiuci ". J H`R's " r s. ',cl uT �iN°��u . u �,oi"ung uuuu��u', g;i��u"an� x p .� �A��,�� 0�2 II��a��Vi �u�� °III"�III;, 1 �,"m"�"i�/I u� U~�iu �Ih)�m �uil�. 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IIII ��.11llrm� 1ulcm� 1 llr�� ^��:..�luu��uu�m.iu� m 11134-111,"k lrr��:�lr m tW .�vl li�i�rllll��,„ 1�1��:F�ii �i��u��1u� a ,..:,�I�i N/F,1";SE1I, OV0,WS l'i�v,c,;sc1 Il 11pc I V;�;SSOR'` i � 'up: u � N� a��,ui�i�a,g ot c4llicir h"du.`.ssiiu° s �Iid:1313('1R/%'s �ro"� �9��,� �/ a d doi i" gc � �� .. �J H be If��qu", �"cill, U� ui+ VIII,,"" m� �lll?,�", i,"f..�„��.�..II� i u ��, �Vu,us Ao�:�:: uuu�..lit U u...�. so,Jy p.N.lutlj itua^,rdnum.uM.1l,1ll°it�.om�iu,¢°.:hoacleqIluancnigllc idou"..nlhuc ll,I.,.,.,I°I..�Q W I R ... e. ,°�.,:.N,ufl:ouun o.lu R(`R,N's ll2E�11�Ell l,, ,:Wic]..dock gg ��'�im� �� ts 1IJH`11 d ��.,��e.l°�u��'u 1 Ilio 1 °IIIV 'iiiiiu�„ � �i � '9(��l � m i ii' F m � � Vp W'W� 1 I� ,,, o IIII � Illl t t �i�� r 1 � 001111 ➢ :1 i '�� IIII UV NIV .11111 13 , 1 14Q i �J 1 1V 1 ]V.... nu W ii � r� � e VESSEL t 1 °11 �� 1 R %V vu t lr r � sp! r 1. �:�� u vu ulcr��ll.�� IIII u � III ill0,110� ea 1�, �1,1111 e 1 , C 111111 uu d i l iq i, 11 S,....� 00863977-1 0F �,s°wyFI.,OW',^ III iii. {00963977-11 3 4888-1281-8034, v. 1 1083 2),15) Indemnification. Vessel Owner agrees to indemnify, save, and hold harmless BBCRA, its agents and its employees for any and all liability, claim, demand, suit, loss, cost, expense, or damage, which may be asserted, claimed or recovered against or from BBCRA, its agents, and its employees by reason of any property damage or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to Vessel Owner's negligent or wrongful conduct, faulty equipment (including equipment installation and removal), use of BBCRA's dockage facilities, or use of BBCRA's property pursuant to this Agreement, as well as from any and all acts or omissions of Vessel Owner, his/her crew, guests, invitees, or agents. The Vessel Owner's obligation for such indemnification shall include all reasonable defense costs including attorneys' fees and attorneys' fees at the appellate level. This paragraph shall not be construed to require Vessel Owner to indemnify BBCRA for its own negligence, or intentional acts of BBCRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 1 ' I. Compliance with Rules, Regulations, and Policies. Vessel Owner agrees to obey and abide by all state, federal, and local laws and ordinances, including the Boynton Harbor Marina Rules and Regulations Governing Dockage, attached hereto as Exhibit A, except that Vessel Owner and any passengers may stay overnight on the Vessel. For purposes of the Boynton Harbor Marina Rules and Regulations Governing Dockage, the term "Lessee" shall include Vessel Owner. In addition, Vessel Owner agrees to comply with all requests or orders of the Dockmaster concerning dockage, fueling, connection to utilities, or any other matter pertaining to dockage or use of the dock or Boynton Harbor Marina. Vessel Owner shall use the Dock Space and keep the Vessel in such a manner as to avoid interfering with the normal operations of the Boynton Harbor Marina. I 4), ➢ Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may 00863977-1 {00963977-11 4 4888-1281-8034, v. 1 1084 be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 1 ,) 1.. Interpretation. If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney fees, expenses, and costs of appeal and necessary disbursements in addition to any other relief to which it may be entitled. 6))1O Independent Advice. The Parties declare that the terms of this Agreement have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 7)12!)) Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 1 I'll, )z I Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Paha Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 22)_Severability. If any part of this Agreement shall be declared unlawful or invalid, the remainder of the Agreement will continue to be binding upon the parties. In the event any of part of this Agreement shall be held to be invalid, this Agreement shall be interpreted as if such invalid part were not contained herein. Law. Specifically, the Lessee shall: 00863977-1 Keep and maintain public records that ordinarily and necessarily would be required by the CRA i order to verforin the service; Mimir - Fla. Stat., or as otherwise provided by law; requirements are not disclosedLas authorized by law; and {00963977-11 9 4888-1281-8034, v. 1 1085 sng= the agency. MMI I (7) days' notice from the CRA, the CRA may terminate the Lease/Agreement. 24) Non -Scrutinizing Company. Lessee hereby certifies that it is not on the Scrutinized CoMpanies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the CRA determines that this certification is falsified or contains false statements, o 1MUMAMY-00 MUMITURTMEM OPIUM ��1111101wl _WM 14)25) E -Verify. Lessee warrants for itself and its subcontractors that Lessee and all subcontractors are in compliance with all federal immigration laws and regulations that relate to their E -verify requirements as set f6ith in Section 448.095, Florida Statutes, and that the provisions of F.S. Sec. 448.095 gpplv to this Contract. Notwithstanding any other provisions in this Agreement, if the CRA has a good faith belief that Lessee has knowingly hired, recruited or referred an alien who is not duly authorized to work Iv e immiaration laws or the Attorney General of the United States for employment MAIMMUMMI-TI � �pi ililli, 1111MMANW1111 11IMPSM4 11 a subcontractor knowing-lLy hired, recruited or referred an alien who is not duly authorized to work by the immig ,yation laws or the Attorney General of the United States for employment under this Lease, the CRA shall 12ro!nptly notify Lessee and order Lessee to immediately terminate the contract with the subcontractor. Lessee shall be liable for any additional costs incurred by the CRA as a result of the termination of a contract based on Lessee's failure to comply with E-verifV requirements referenced r erei.-t. IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto on the dates indicated below. Vessel Owner Printed: Title: Date: On Behalf of the Boynton Beach Community Redevelopment Agency an Printed: Title: 00963977-1 {00963977-11 Date: 4888-1281-8034, v. 1 1086 L806 6 C M � Q O t N (4c5UD Z Z � Y* fzi-i E Z S- h ZO Z N }W- 49 Z VNi 4) WN 18 O WNN 112 O 4Y U (}§ W qs 4 O 94Y Q O Cy Q p O �S d N ^Y Oi W ds .. " _____...., C ..... . � U ... ..".."."..".."..""" ..... "" """...""""....."" .." ............. fn N to ..,..:: N � buuU�� `RFU" tq tC Q Q ,21 ]C p P oE Ob NEE E W �y ........ W 2 t�Y ro N p m .....".... . '3 'x. Z i5 ZS -13 tq i6 tp0 @ N C .L 6 �-' Ci W •.. E n �y 7 tU VJ Lh N N 4 1h 15 { fi EE .E „y NE E ...._.... .CSY .. dS No 21 2 2 m �,,, � A O CY p li L w W S m S [k j ',. 1�— V O up., 01 0 WL—L—A f] 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 NEW BUSINESS AGENDA ITEM 14.13 SUBJECT: Discussion and Consideration of Revisions to the Economic Development Grant Program Guidelines and Applications for Fiscal Year 2023-2024 SUMMARY: In order to provide a financial incentive for our existing and new businesses, the CRA's reimbursable Economic Development Grants provide 50% of the project costs in matching funding for rent assistance and commercial property improvements. The grant programs continue to further the CRA's mission to activate vacant commercial space, assist businesses, create jobs and develop a vibrant downtown. Annual review of these grant programs by the Board is undertaken as part of the fiscal year budget planning process and to be current with industry standards and business trends and practices to accommodate the needs of the community. It also ensures that the CRA funds are effectively leveraged with private investments. Commercial Rent Reimbursement Grant Program (see Attachment I) In preparation for next fiscal year's Economic Development Grant programs, CRA Staff has reviewed the current Commercial Rent Reimbursement Grant Program guidelines and is requesting the Board's consideration on increasing the rent reimbursement amounts for Tier I and Tier II businesses. Over the past eight years, the commercial rental market has seen a 62.15% increase in rental rates when comparing the FY 2015-2016 grant recipient's average base rent per square footage to the FY 2022-2023 grant recipient's average base rent per square footage. The last rent reimbursement increase occurred in FY 2018-2019 from $1,250 to $1,750 (Tier 1) and $900 to $1,250 (Tier 11). See chart below for an overview: 1088 HISTORY OF CRA GRANT INCREASES FISCAL AVERAGE YEAR TIER 1 TIER 2 PRICE/SQUARE FOOT 2015- $1,250.00 $900.00 $19.82 2016 PRICE/SQFT PG # Casa Costa 2016- $1250.00 $900.00 $22.77 2017 ' 2017- $1250.00 $900.00 $21.25 2018 ' Atrium Plaza $30.00 2018- $1,750.00 $1,250.00 $23.21 2019 ' 2313 SE 2nd 2019- $1,750.00 $1,250.00 $26.42 2020 ' $42.00 6 2020- $1,750.00 $1,250.00 $23.76 2021 ' Federal $31.50 2021- $1,750.00 $1,250.00 $30.84 2022 $50.00 TBD Plaza 2022 $1,750.00 $1,250.00 $32.14 2023 ' Attachment II provides an overview of the current listings and the average price per square foot is $37.20 which is approximately a 15% increase from this fiscal year's grant recipients' rent. LOCATION PRICE/SQFT PG # Casa Costa $60.00 1 (Suites 1-4) 2923S. Federal $32.00 2 Highway Plaza Atrium Plaza $30.00 3 Casa Costa $26.00 4 (Suite 5) 2313 SE 2nd $31.34 5 Street Office E. MLK Jr. $42.00 6 Blvd Office 1315 N. Federal $31.50 7 Highway Office Riverwalk $50.00 TBD Plaza 1089 The average square foot of commercial spaces leased by CRA grant recipients over the past eight years is 1,597 square feet. Assuming a business applies for a 1,597 square foot unit at the current market average of $37.20, the base rent would be $4,950/month. CRA staff recommends increasing the grant funding amount to closer match the 50% of the base rent assuming the example was a Tier I business. In summary, the FY 2023-2024 50% matching rent reimbursement amounts would be the following for each Tier: • Tier I - $2,000/month • Tier II - $1,750/month If supported, grant funding for Tier 1 businesses will increase from a max grant amount of $21,000 to $24,000 and Tier 2 will increase from a max grant funding of $15,000 to $18,000. CRA staff has no other recommendations for changes on the FY 2023-2024 Commercial Rent Reimbursement Grant Program. Commercial Property Improvement Grant Program (see Attachment III) CRA Staff has reviewed the current Commercial Property Improvement Grant Application and recommends the following revision: On page 7, the grant defines the eligibility period for the reimbursement of design fees: "If design fee were paid for prior to BBCRA Board approval, the applicant may request 50% reimbursement for design fees if those payments were made no more than 60 days prior to Board approval." FY 2022-2023 was the first grant application cycle that provided reimbursement for design fees for eligible property improvements. During this grant cycle, several waivers were granted to applicants due to payments for design fees being older than 60 days prior to Board approval. In order to better accommodate these eligible expenses for reimbursement, it is staff's recommendation to revise the language to "If the design fees were paid for prior to BBCRA Board approval, the applicant may request 50% reimbursement for design fees if those payments were made no more than 180 days prior to Board approval." CRA staff is requesting Board's approval of the Economic Development Grant Programs as presented in Attachments I & III. FISCAL IMPACT: FY 2023-2024 Budget, Project Fund 02-58400-444, Amount to be determined based on budget meetings and discussion CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan, Goals and Principles and Implementation Guide 1090 CRA BOARD OPTIONS: 1. Approve the FY 2023-2024 Commercial Rent Reimbursement Grant Program Application and the FY 2023-2024 Commercial Property Improvement Grant Program Application as presented and pending any final review from CRA legal counsel. 2. Other options or directions as provided by the Board. ATTACHMENTS: Description • Attachment I - DRAFT FY23-24 Commercial Rent Reimbursement Grant Program • Attachment II - Sample of Current Commercial Rental Rates • Attachment III - DRAFT FY23-24 Commercial Property Improvement Grant Program 1091 J R BOY'N TO I BEAC �� October 1, 2022 — September 30, 2023 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Rent Reimbursement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of rent reimbursement intended to help businesses during the critical first year of operation or expansion. The BBCRA reserves the right to approve or deny any Commercial Rent Reimbursement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. The receipt of past payments is not a guarantee of future payments. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the BBCRA Area for a minimum of two years at the time of application and has at least two years remaining on its existing lease. The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Initials Page 1 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1092 Incentive Funding The Commercial Rent Reimbursement Grant Program offers financial assistance through a reimbursable grant in the form of a monthly rent reimbursement for the first 12 months of business with the option to request an additional 6 months of reimbursement, which may be granted at the discretion of the Board. New businesses are eligible to apply for assistance for up to one year from the issuance of the City of Boynton Beach Business Tax Receipt. Rent Reimbursements will not be paid until all construction has ended, permits are closed out, City and County licenses are obtained, and the business is open for operation under a Temporary Certificate of Occupancy (TCO) or a Certificate of Occupancy (CO). For businesses that do not require any construction work, rent reimbursements will not be paid until City and County licenses are obtained and the business is open for operation. On a monthly basis, the BBCRA will issue reimbursement directly to the applicant. Reimbursement is for the monthly rent payment made to the landlord, and is dependent upon receipt of verification that the payment has been cleared by the bank. The responsibility for all rental payments is between the parties to the lease, (the tenant and the landlord). As grantor, the BBCRA does not bear or accept any responsibility for payment of rent at any time, or for penalties incurred for the late arrival of payments by any party. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com. Initials Page 2 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1093 Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be a new business, or an existing business that is expanding in size. • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the business is properly licensed by all necessary levels of government and professional associations or agencies (copies of city and county licenses or receipts that the licenses have been applied for). • Non-profit and residentially zoned properties are NOT eligible. • An existing business must expand to occupy more than 50% of its current square footage size or open a second location within the BBCRA Area. Verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • Applicant must have an executed multi-year lease with at least two years remaining on the lease. • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. Initials Page 3 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1094 • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Religion -Affiliated Retail Stores • Non-profit organizations • Check Cashing Stores • Kava Tea Bars • Adult Entertainment • Adult Arcades • Alcohol and/or Drug Rehabilitation Centers/Housing • Massage/Personal Services • Auto Services Facilities — repair, storage, sales, etc • CBD Retail Stores, etc. • Convenience Store • Churches/places of worship • Medical Research Centers/Housing • Tattoo Shops / Body Piercing / Body Art Shops • Liquor Stores • Vapor Cigarette, E Cigarette Stores • Pawn Shops • Any other use that the BBCRA staff or BBCRA Board determine will not support the redevelopment of the BBCRA Area Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half (50%) of the business's base monthly rent or $1,750 per month, whichever is less (maximum amount of the grant is $21,000, distributed in 12 monthly payments). Initials Page 4 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1095 Tier One Businesses must be one of the following types of businesses: • Restaurant • Bakery • Gourmet Food Market Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half (50%) of the business's base monthly rent or $1,250 per month, whichever is less (maximum amount of the grant is $15,000, distributed in 12 monthly payments). Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Home Decor/Design — home furnishings, art galleries, kitchen wares • Accounting Offices • Real Estate Offices • Marketing Offices • Fitness Centers • Specialty Businesses — stationary, gifts, sporting goods • Take-out Foods • Clothing Boutique — clothing, shoes & accessories • Law Offices • Hair/Nail Salons (no more than 2 approvals per fiscal year) • Medical Offices • Insurance Offices • Laundry/Dry Cleaner facility • Florists (no more than 2 approvals per fiscal year) Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease at the time of Board approval. The commercial lease must define the landlord -tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; Initials Page 5 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1096 • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. For purposes of this paragraph, the term "subject property" means the leased premises of the grant recipient, for which the applicant or grant recipient is seeking rental reimbursement, or any part thereof. Grant recipients are prohibited from subletting the subject property. If a grant recipient sublets the property, the grant recipient will be required to repay the BBCRA for all grant money received up to that point and will not be eligible to receive any further grant funding. For purposes of this grant, the BBCRA considers the following to be subletting: A) executing a sublease, assignment, or similar agreement with an entity that is not the grant recipient; B) allowing the subject property to be occupied by any business entity in which the grant recipient is not listed as the registered agent, owner, officer or director of said business, or assisting such a business in so doing; C) allowing or assisting a business entity other than the grant recipient to list its place of business as the subject property; or D) allowing or assisting a business entity other than the grant recipient to obtain a business tax license from the City of Boynton Beach for the subject property. The fact that a business entity other than the grant recipient occupies the subject property, lists its place of business as the subject property, obtains a business tax license for the subject property, or similarly appears to use the subject property is sufficient evidence that the grant recipient has allowed or assisted such other business entity to do so and is grounds for termination of any further grant payments and seeking reimbursement for previously paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose of the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissary kitchen, or business that provides co-op workspace. The BBCRA will determine whether a certain applicant fits into the exception described in this paragraph on a case-by-case basis. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 or downloaded from www.boyntonbeachcra.com. All Initials Page 6 of 15 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1097 applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first-served basis. Application packets must include the following documentation: 1. A non-refundable fee of $100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Provide a 2-3 sentence mission statement for the applying business entity. This will be used as a way to introduce your business to the BBCRA Board. 3. Resume for each principal/owner of the business. 4. Copy of the corporate documents for the applying business entity. 5. Copy of City and County Business Licenses (Business Tax Receipt). 6. Copy of executed multi-year commercial lease agreement. 7. Two years of corporate tax returns (for existing businesses only). 8. Two years of personal tax returns for the principal/owners of a new business. 9. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 10. If applicant is an existing business expanding to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. 11. Completed and signed application (attached). 12. Authorization to perform credit check for the business and each principal/owner of the business (attached). 13. W9 Form and Vendor Application (attached). Initials Page 7 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1098 Approval of Funding Request All required application documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Reimbursement Monthly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to BBCRA Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant, with the option to request an additional 6 months. Reimbursement will occur on a monthly basis. Following the initial Reimbursement Request, each reimbursement request shall be made within 30 days of the start of the next month. Initials Page 8of15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1099 In order to receive monthly rent reimbursement the grant applicant must submit the following: 1. Written request for reimbursement. 2. Proof of rent payments (i.e., copies of the front and back of cancelled checks for that month's reimbursement or proof of direct deposit). If applicant does not submit its monthly reimbursement request within 30 days following the end of the next month in which applicant is requesting reimbursement, applicant forfeits that month's reimbursement. Discontinuation of Payment The receipt of past payments does not guarantee future payments. The BBCRA retains the right to discontinue rent reimbursement payments at any time at its sole and absolute discretion. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the property. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant or applicant's landlord have been paid in full, or that such entities have paid any subcontractors in full. Applicant's submittal of verification that monthly rental payments have been cleared by the bank warranty is sufficient assurance for the BBCRA to award grant funding. Initials Page 9 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1100 1 BOY'N TO I liii.... ..,.. ICR. APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (and d/b/a if applicable): Current Business Address: Fed I D#: Business Phone Number: Fax: Website: Existing Business: Yes No Number of years in existence: Time at Current Location: New Business to Boynton Beach: Yes Do you have an executed lease agreement: Yes If so, monthly base rent: New Business Address: Square footage of current location Type of Business: Number of Employees: No No Square footage of new location: Hours of Operation: Page 10 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1101 1 BOY'N TO I liii.... ..,.. ICR. APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1 2 3 4 Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Email: Email: Email: Email: Page 11 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1102 1 BOY'N TO I liii.... ..,.. ICR. APPLICANT INFORMATION Are you applying for grant assistance under any other program offered by the BBCRA? Yes No If yes, what additional programs are you applying for: Are you receiving grant assistance under any other governmental agencies: Yes _ No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: Landlord's Mailing Address: Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Rent Reimbursement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Page 12 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1103 1 BOY'N TO I liii.... ..,.. ICR. APPLICANT INFORMATION Community Redevelopment Agency Commercial Rent Reimbursement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer furthering the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in my application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the Boynton Beach Community Redevelopment Agency to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the Boynton Beach Community Redevelopment Agency or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Page 13 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1104 1 R BOY'N TO I BEAC �� APPLICANT SIGNATURES: 2. APPLICANT INFORMATION Principal/Owner's Signature Date Printed Name Title Principal/Owner's Signature Date Printed Name Title Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20 NOTARY PUBLIC My Commission Expires: Page 14 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1105 1 �m �/ R BOY'N TO I BEAC �� LANLORD INFORMATION LANDLORD SIGNATURES: 1. Landlord's Signature Printed Name 2. Date Title Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF _ COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of NOTARY PUBLIC My Commission Expires: 20 Page 15 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1106 1 BOY'N TO I liii.... ..,.. ICR. AUTHORIZATION TO PERFORM A CREDIT CHECK FOR PRINCIPAL/OWNER The applicant hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the credit worthiness of the applicant. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of the applicant's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F. S. Applicant grants such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating on the date the grant has been fulfilled. This applicant hereby waives and all claims, past, present or future, which the applicant may have against the BBCRA by reason of any credit investigation made pursuant to applicant's consent and authorization herein give to the BBCRA. An authorization to Perform Credit Check needs to be complete by each Principal/Owner and by the Business. Please us a separate form for each principal/owner: Principal/Owner Name: Date of Birth: Current Home Address: Previous Home Address: Email: Signature: Phone Number: Date: 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1107 1 BOY'N TO I liii.... ..,.. ICR. AUTHORIZATION TO PERFORM A CREDIT CHECK FOR BUSINESS The applicant hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the credit worthiness of the applicant. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of the applicant's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F. S. Applicant grants such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating on the date the grant has been fulfilled. This applicant hereby waives and all claims, past, present or future, which the applicant may have against the BBCRA by reason of any credit investigation made pursuant to applicant's consent and authorization herein give to the BBCRA. An authorization to Perform Credit Check needs to be complete by each Principal/Owner and by the Business. Business (d/b/a if applicable): Federal Tax I D #: Current Business Address: State of Corporation: Phone Number: Signature: Title: Email: Fax Number: Date: 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1108 MAP OF CRA AREA NE m ate ay SIVZZ = � L z LL Stanley Wea er Canal Q v, > Martin Luther Kin r E m Q U y V Z W Boynton Beach I d "co E Oc . a A z 2nd A e -a = m � Y a LL 00 Cn h E oo brig ..... 0 U (n 23 d Av SW 23rd Ave ulfstream CRAAREA - 1,650 acres Water Major Roads Railroads 0 0.25 0.5 WIJ BEACHCRA E Bi � �f! muuuuuouuuuuuuuu Ci Miles g COennui.i�„urrrIDWr�s.rpNVJar.I I "11 1109 Form W_9 Request for Taxpayer Give Form to the (Rev. December 2014) Identification Number and Certification requester. Do not Department ofthe Treasury send to the IRS. Internal Revenue Service 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank. N 2 Business name/disregarded entity name, if different from above m 3 Check appropriate box for federal tax classification; check only one of the following seven boxes: 4 Exemptions (codes apply only to C:certain W ❑ Individual/sole proprietor or ❑ C Corporation ❑ S Corporation ❑ Partnership ❑Trust/estate entities, not individuals; see instructions on page 3): d c single -member LLC liability company. Enterthe tax classification (C=C corporation, S=S corporation, P= artnershiP)11 Exempt payee code (if any)F-1Limited o Note. For a single -member LLC that is disregarded, do not check LLC; check the appropriate box in the line above for Exemption from FATCA reporting y the tax classification of the single -member owner. code (if any) a` ❑ Other (see instructions) ► (Applies to accounts maintained outside the U.S.) 5 Address (number, street, and apt. or suite no.) Requester's name and address (optional) m a to 6 City, state, and ZIP code U) 7 List account number(s) here (optional) M Mg Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other — — entities, it is vour emDlover identification number (EIN). If you do not have a number, see How to aet a TIN on page 3. or Note. If the account is in more than one name, see the instructions for line 1 and the chart on page 4 for Employer identification number guidelines on whose number to enter. Certification Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. 1 am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions on page 3. Sign Signature of Here U.S. person ► Date ► General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. Information about developments affecting Form W-9 (such as legislation enacted after we release it) is at www.irs.gov/fw9. Purpose of Form An individual or entity (Form W-9 requester)who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following: - Form 1099 -INT (interest earned or paid) - Form 1099 -DIV (dividends, including those from stocks or mutual funds) - Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) - Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) - Form 1099-S (proceeds from real estate transactions) - Form 1099-K (merchant card and third party network transactions) - Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) - Form 1099-C (canceled debt) - Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Farm W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding? on page 2. By signing the filled -out form, you: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income, and 4. Certify that FATCA code(s) entered on this form (if any) indicating that you are exempt from the FATCA reporting, is correct. See What is FATCA reporting? on page 2 for further information. Cat. No. 10231X Form W-9 (Rev. 12-2014) 1110 Form W-9 (Rev. 12-2014) Note. If you are a U.S. person and a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-9. Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are: - An individual who is a U.S. citizen or U.S. resident alien, - A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, - An estate (other than a foreign estate); or - A domestic trust (as defined in Regulations section 301.7701-7). Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax under section 1446 on any foreign partners' share of effectively connected taxable income from such business. Further, in certain cases where a Form W-9 has not been received, the rules under section 1446 require a partnership to presume that a partner is a foreign person, and pay the section 1446 withholding tax. Therefore, if you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid section 1446 withholding on your share of partnership income. In the cases below, the following person must give Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States: - In the case of a disregarded entity with a U.S. owner, the U.S. owner of the disregarded entity and not the entity; - In the case of a grantor trust with a U.S. grantor or other U.S. owner, generally, the U.S. grantor or other U.S. owner of the grantor trust and not the trust; and - In the case of a U.S. trust (other than a grantor trust), the U.S. trust (other than a grantor trust) and not the beneficiaries of the trust. Foreign person. If you are a foreign person or the U.S. branch of a foreign bank that has elected to be treated as a U.S. person, do not use Form W-9. Instead, use the appropriate Form W-8 or Form 8233 (see Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities). Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a "saving clause." Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes. If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items: 1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien. 2. The treaty article addressing the income. 3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions. 4. The type and amount of income that qualifies for the exemption from tax. 5. Sufficient facts to justify the exemption from tax under the terms of the treaty article. Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption. If you are a nonresident alien or a foreign entity, give the requester the appropriate completed Form W-8 or Form 8233. Backup Withholding What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS 28% of such payments. This is called "backup withholding." Payments that may be subject to backup withholding include interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, payments made in settlement of payment card and third party network transactions, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding. You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return. Payments you receive will be subject to backup withholding if: 1. You do not furnish your TIN to the requester, 2. You do not certify your TIN when required (see the Part II instructions on page 3 for details), Page 2 3. The IRS tells the requester that you furnished an incorrect TIN, 4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or 5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only). Certain payees and payments are exempt from backup withholding. See Exempt payee code on page 3 and the separate Instructions for the Requester of Form W-9 for more information. Also see Special rules for partnerships above What is FATCA reporting? The Foreign Account Tax Compliance Act (FATCA) requires a participating foreign financial institution to report all United States account holders that are specified United States persons. Certain payees are exempt from FATCA reporting. See Exemption from FATCA reporting code on page 3 and the Instructions for the Requester of Form W-9 for more information. Updating Your Information You must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you no longer are tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account; for example, if the grantor of a grantor trust dies. Penalties Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect. Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty. Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment. Misuse of TINS. If the requester discloses or uses TINS in violation of federal law, the requester may be subject to civil and criminal penalties. Specific Instructions Line 1 You must enter one of the following on this line; do not leave this line blank. The name should match the name on your tax return. If this Form W-9 is for a joint account, list first, and then circle, the name of the person or entity whose number you entered in Part I of Form W-9. a. Individual. Generally, enter the name shown on your tax return. If you have changed your last name without informing the Social Security Administration (SSA) of the name change, enter your first name, the last name as shown on your social security card, and your new last name. Note. ITIN applicant: Enter your individual name as it was entered on your Form W-7 application, line 1a. This should also be the same as the name you entered on the Form 1040/1040A/1040EZ you filed with your application. b. Sole proprietor or single -member LLC. Enter your individual name as shown on your 1040/1040A/1040EZ on line 1. You may enter your business, trade, or "doing business as" (DBA) name on line 2. c. Partnership, LLC that is not a single -member LLC, C Corporation, or S Corporation. Enter the entity's name as shown on the entity's tax return on line 1 and any business, trade, or DBA name on line 2. d. Other entities. Enter your name as shown on required U.S. federal tax documents on line 1. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on line 2. e. Disregarded entity. For U.S. federal tax purposes, an entity that is disregarded as an entity separate from its owner is treated as a "disregarded entity." See Regulations section 301.7701-2(c)(2)(iii). Enter the owner's name on line 1. The name of the entity entered on line 1 should never be a disregarded entity. The name on line 1 should be the name shown on the income tax return on which the income should be reported. For example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a single owner that is a U.S. person, the U.S. owner's name is required to be provided on line 1. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on line 2, "Business name/disregarded entity name." If the owner of the disregarded entity is a foreign person, the owner must complete an appropriate Form W-8 instead of a Form W-9. This is the case even if the foreign person has a U.S. TIN. Form W-9 (Rev. 12-2014) Line 2 If you have a business name, trade name, DBA name, or disregarded entity name, you may enter it on line 2. Line 3 Check the appropriate box in line 3 for the U.S. federal tax classification of the person whose name is entered on line 1. Check only one box in line 3. Limited Liability Company (LLC). If the name on line 1 is an LLC treated as a partnership for U.S. federal tax purposes, check the "Limited Liability Company" box and enter "P" in the space provided. If the LLC has filed Form 8832 or 2553 to be taxed as a corporation, check the "Limited Liability Company" box and in the space provided enter "C" for C corporation or "S" for S corporation. If it is a single -member LLC that is a disregarded entity, do not check the "Limited Liability Company box, instead check the first box in line 3 "Individual/sole proprietor or single -member LLC." Line 4, Exemptions If you are exempt from backup withholding and/or FATCA reporting, enter in the appropriate space in line 4 any code(s) that may apply to you. Exempt payee code. - Generally, individuals (including sole proprietors) are not exempt from backup withholding. - Except as provided below, corporations are exempt from backup withholding for certain payments, including interest and dividends. - Corporations are not exempt from backup withholding for payments made in settlement of payment card or third party network transactions. - Corporations are not exempt from backup withholding with respect to attorneys' fees or gross proceeds paid to attorneys, and corporations that provide medical or health care services are not exempt with respect to payments reportable on Form 1099-MISC. The following codes identify payees that are exempt from backup withholding. Enter the appropriate code in the space in line 4. 1—An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2) 2—The United States or any of its agencies or instrumentalities 3—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities 4—A foreign government or any of its political subdivisions, agencies, or instrumentalities 5—A corporation 6—A dealer in securities or commodities required to register in the United States, the District of Columbia, or a U.S. commonwealth or possession 7—A futures commission merchant registered with the Commodity Futures Trading Commission 8—A real estate investment trust 9—An entity registered at all times during the tax year under the Investment Company Act of 1940 10—A common trust fund operated by a bank under section 584(a) 11—A financial institution 12—A middleman known in the investment community as a nominee or custodian 13—A trust exempt from tax under section 664 or described in section 4947 The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 13. IF the payment is for ... THEN the payment is exempt for ... Interest and dividend payments All exempt payees except for 7 Broker transactions Exempt payees 1 through 4 and 6 through 11 and all C corporations. S corporations must not enter an exempt payee code because they are exempt only for sales of noncovered securities acquired prior to 2012. Barter exchange transactions and Exempt payees 1 through 4 patronage dividends Payments over $600 required to be Generally, exempt payees reported and direct sales over $5,0001 1 through 52 Payments made in settlement of Exempt payees 1 through 4 payment card or third party network transactions 1 See Form 1099-MISC, Miscellaneous Income, and its instructions. Page 3 2 However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney reportable under section 6045(f), and payments for services paid by a federal executive agency. Exemption from FATCAreporting code. Thefollowing codes identify payees that are exempt from reporting under FATCA. These codes apply to persons submitting this form for accounts maintained outside of the United States by certain foreign financial institutions. Therefore, if you are only submitting this form for an account you hold in the United States, you may leave this field blank. Consult with the person requesting this form if you are uncertain if the financial institution is subject to these requirements. A requester may indicate that a code is not required by providing you with a Form W-9 with "Not Applicable" (or any similar indication) written or printed on the line for a FATCA exemption code. A—An organization exempt from tax under section 501(a) or any individual retirement plan as defined in section 7701(a)(37) B—The United States or any of its agencies or instrumentalities C—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities D—A corporation the stock of which is regularly traded on one or more established securities markets, as described in Regulations section 1.1472-1(c)(1)(i) E—A corporation that is a member of the same expanded affiliated group as a corporation described in Regulations section 1.1472-1(c)(1)(i) F—A dealer in securities, commodities, or derivative financial instruments (including notional principal contracts, futures, forwards, and options) that is registered as such under the laws of the United States or any state G—A real estate investment trust H—A regulated investment company as defined in section 851 or an entity registered at all times during the tax year under the Investment Company Act of 1940 I—A common trust fund as defined in section 584(a) J—A bank as defined in section 581 K—A broker L—A trust exempt from tax under section 664 or described in section 4947(a)(1) M—A tax exempt trust under a section 403(b) plan or section 457(g) plan Note. You may wish to consult with the financial institution requesting this form to determine whether the FATCA code and/or exempt payee code should be completed. Line 5 Enter your address (number, street, and apartment or suite number). This is where the requester of this Form W-9 will mail your information returns. Line 6 Enter your city, state, and ZIP code. Part I. Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN is your IRS individual taxpayer identification number (ITIN). Enter it in the social security number box. If you do not have an ITIN, see How to get a TIN below. If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN. However, the IRS prefers that you use your SSN. If you are a single -member LLC that is disregarded as an entity separate from its owner (see Limited Liability Company (LLC) on this page), enter the owner's SSN (or EIN, if the owner has one). Do not enter the disregarded entity's EIN. If the LLC is classified as a corporation or partnership, enter the entity's EIN. Note. See the chart on page 4 for further clarification of name and TIN combinations. How to get a TIN. If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS -5, Application for a Social Security Card, from your local SSA office or get this form online at www.ssa.gov. You may also get this form by calling 1-800-772-1213. Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS -4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/businesses and clicking on Employer Identification Number (EIN) under Starting a Business. You can get Forms W-7 and SS -4 from the IRS by visiting IRS.gov or by calling 1 -800 -TAX -FORM (1-800-829-3676). If you are asked to complete Form W-9 but do not have a TIN, apply for a TIN and write "Applied For" in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, generally you will have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60 -day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requester. Note. Entering "Applied For" means that you have already applied for a TIN or that you intend to apply for one soon. Caution: A disregarded U.S. entity that has a foreign owner must use the appropriate Form W-8. 1112 Form W-9 (Rev. 12-2014) Part II. Certification To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if items 1, 4, or 5 below indicate otherwise. For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on line 1 must sign. Exempt payees, see Exempt payee code earlier. Signature requirements. Complete the certification as indicated in items 1 through 5 below. 1. Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during 1983. You must give your correct TIN, but you do not have to sign the certification. 2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form. 3. Real estate transactions. You must sign the certification. You may cross out item 2 of the certification. 4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. "Other payments" include payments made in the course of the requester's trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments made in settlement of payment card and third party network transactions, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations). 5. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), IRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification. What Name and Number To Give the Requester For this type of account: Give name and SSN of: 1. Individual The individual 2. Two or more individuals (joint The actual owner of the account or, account) if combined funds, the first individual on the account' 3. Custodian account of a minor The minor' (Uniform Gift to Minors Act) 4. a. The usual revocable savings The grantor -trustee' trust (grantor is also trustee) b. So-called trust account that is The actual owner' not a legal or valid trust under state law 5. Sole proprietorship or disregarded The owner' entity owned by an individual 6. Grantor trust filing under Optional The grantor* Form 1099 Filing Method 1 (see Regulations section 1.671-4(b)(2)(i) (A)) For this type of account: Give name and EIN of: 7. Disregarded entity not owned by an The owner individual 8. A valid trust, estate, or pension trust Legal entity° 9. Corporation or LLC electing The corporation corporate status on Form 8832 or Form 2553 10. Association, club, religious, The organization charitable, educational, or other tax- exempt organization 11. Partnership or multi -member LLC The partnership 12. A broker or registered nominee The broker or nominee 13. Account with the Department of The public entity Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments 14. Grantor trust filing under the Form The trust 1041 Filing Method or the Optional Form 1099 Filing Method 2 (see Regulations section 1.671-4(b)(2)(i) (B)) List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person's number must be furnished. `Circle the minor's name and furnish the minor's SSN. Page 4 3 You must show your individual name and you may also enter your business or DBA name on the "Business name/disregarded entity' name line. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN. 4 List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Also see Special rules for partnerships on page 2. *Note. Grantor also must provide a Form W-9 to trustee of trust. Note. If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed. Secure Your Tax Records from Identity Theft Identity theft occurs when someone uses your personal information such as your name, SSN, or other identifying information, without your permission, to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund. To reduce your risk: • Protect your SSN, • Ensure your employer is protecting your SSN, and • Be careful when choosing a tax preparer. If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter. If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity or credit report, contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit Form 14039. For more information, see Publication 4535, Identity Theft Prevention and Victim Assistance. Victims of identity theft who are experiencing economic harm or a system problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll-free case intake line at 1-877-777-4778 or TTY/TDD 1-800-829-4059. Protect yourselffrom suspicious emails or phishing schemes. Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft. The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts. If you receive an unsolicited email claiming to be from the IRS, forward this message to phishing@irs.gov. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration (TIGTA) at 1-800-366-4484. You can forward suspicious emails to the Federal Trade Commission at: spam@uce.gov or contact them at www.ftc.gov/idtheft or 1-877-IDTHEFT (1-877-438-4338). Visit IRS.gov to learn more about identity theft and how to reduce your risk. Privacy Act Notice Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information. Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, states, the District of Columbia, and U.S. commonwealths and possessions for use in administering their laws. The information also may be disclosed to other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return. Under section 3406, payers must generally withhold a percentage of taxable interest, dividend, and certain other payments to a payee who does not give a TIN to the payer. Certain penalties may also apply for providing false or fraudulent information. 1113 ;1 D1�OII�DD""""D"D", BEACH IC A COMMUIVlTY Eli OP INT GE'11fll C Grant Application • Submit a current W-9 with application VendorlD: Office use only The CRA's Vendor List is updated periodically. An updated W-9 is required whenever there is a change in address, and must be submitted to the CRA Finance Department. Phone number is 561-600-9092 or 561-600-9095. All the * fields are required Apply Date* Company Type* Company Name* D.B.A Email Address* Address* Suite/Unit# State/Province* Phone No Contact Person* Federal ID#* ❑ Corporation ❑ Individual/Sole Proprietor ❑ Joint Venture ❑ LLC ❑ Partnership/Limited Partnership ❑ Non Profit* City* Zip Code* Ext. Fax# Title Mobile# ❑ Check this box if the Billing Address is same as Company Address. Otherwise please complete the following: Address* Suite/Unit# City* State/Province* Zip Code* Phone No Ext. Fax# Contact Person* Title Principal line of business: Mobile# PLEASE NOTE: THE STATE OF FLORIDA HAS A BROAD PUBLIC RECORDS LAW. ALL RECORDS OF THE STATE OR POLITICAL SUBDIVISIONS OF THE STATE ARE OPEN FOR PUBLIC INSPECTION AND COPYING, SUBJECT TO CERTAIN STATUTORY EXEMPTIONS. IF YOU CHOOSE TO PROVIDE PERSONAL INFORMATION SUCH AS YOUR NAME, EMAIL ADDRESS, PHONE NUMBER(S), ADDRESS OR ANY OTHER PERSONAL INFORMATION IN THIS CONTACT FORM OR OTHER FORM ON THIS SITE, UNLESS EXEMPTED BY FLORIDA STATUTES, THIS INFORMATION IS A PUBLIC RECORD UNDER FLORIDA'S GOVERNMENT IN THE SUNSHINE LAWS AND IS AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. IF YOU DO NOT WANT THIS INFORMATION RELEASED IN RESPONSE TO A PUBLIC RECORDS REQUEST, PLEASE DO NOT SUBMIT THIS INFORMATION. IF YOU HAVE QUESTIONS ABOUT OUR WEBSITE'S PRIVACY POLICIES, PLEASE CONTACT US AT 561-600-9092 or 561-600-9095. 1114 BOYN B E R,A 0000o seeialmedis 0 u tre a c h 'The �Boyn-ton �Beach C.R A- is excited to inform you about our SocialMedia. O-LAreach Program! Our goal is to help businesses within the CRA District establish an online presence. The best paft.? It's completely FREE I Renee Roberts, Social Media & Communications Specialist, is here to teach you. the tools you need to successfully market your business on social media and online platforms. 'This program aim.s to help business owners manage and. learn how -to utilize social .e is pages. We offer a range of services, from starting business accounts, building ad campaigns for events to special promotions, or posting day -to day activity and oduets® Contact us today to get started! CONTACT INFORMATION: 15 ix w W w 0 V) y. OC as 0) CL Co -0 = 4) c >1 em 0 CL 0 V) y. u ui I A ui CL rU LJ V) LLJ ca Li Li co Z) LLJ V) z CD) ca) caa I'D C) W nt (d)li > P LLJ Z LLJ CG V) V) y. u ui I A CL rU LJ V) LLJ ca Li Li co Z) LLJ V) m CL M CIA LLJ 0 u w u w ID s U7 6 q, o V) IIb 0) q) L t. > ul C V) 0o (7) 0 d w Lr: Ll' > 17) Ss z ui H) ly, >q, ui tI) W) > C, > ii L (D 0 u7 T3 C.a CYI UJ C3 U uj u 7) Uj Uv7 V) 11 C", uiLL,cs (1) a7 —j D C) > 0 kf) 0 cc LL. Uj CL -0 4j� 1. 0 (z) 4 V) T- v. 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C: - c M 0 u -S2 ><m > CL N Lli U) 3: 3: a 3: (> ol cli (1) 0 Lr�0 0 @ Z.. cli � > O a 00 r al V) o(D 0 E 't 0 Ln L) Cl) Lo 0 N L.r) 00 J E =1 'J o C\j Lu a) (D ca OU) Z -N C, (1) Lu o CL a) co cli U) 07 U) Q- < w of 110 E 0 0 ol 0 Lf) q ol 0 LU 0 @ Z.. > O a o(D 0 E a) L) Cl) Lo 0 J =1 'J To 'I co N T T mrruJ£Gr VI......`�IU�VII��iW . iiiiii ; J R BOY'N TO I BEAC �� October 1, 2022 — September 30, 2023 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL PROPERTY IMPROVEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the design, repair, and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan. Improvements paid for by the BBCRA must be permanent and stay with the building. The BBCRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the BBCRA Area for one year or more at the time of application and has at least two years remaining on its existing lease. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. The Boynton Beach BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Initials Page 1 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1128 Applicant(s) may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Incentive Funding The Commercial Property Improvement Grant Program offers financial assistance to the commercial property owner or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. The applicant may also receive financial assistance for eligible design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at http://www.boynton-beach.org/go- green/pace_program.php or by contacting the City of Boynton Beach at (561) 742-6067. Attached is the ReNew PACE Eligible Product List. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com or view the attached brochure. Eligibility Requirements Applicants must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be the business entity (or d/b/a) named and the principal owners named on the corporation documents, and must be the landlord or business owner of the company occupying the property to be improved. • Must be located within the BBCRA Area (see attached map). • Must provide proof that the commercial business is properly licensed by all necessary levels of government and professional associations or agencies (copies of City and County licenses or receipts that the licenses have been applied for). Initials Page 2of19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1129 • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. • Applicant must have an executed multi-year lease with at least two years remaining on the lease at the time of BBCRA Board approval • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. • The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. • All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm Beach County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm Beach County. Please contact the City of Boynton Beach Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the BBCRA Board approval, plus an added 20% contingency funding amount (for a total not to exceed the maximum eligible grant amount). • Grant funds will be reimbursed exclusively for approved work and approved change orders. • The Commercial Property Improvement Grant Program may only be used one time in any five-year period for any one property. Entities hoping to improve properties that were previously improved using a BBCRA improvement grant may apply for additional grants any time after five years from previous grant approval. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton Beach liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations or monies owed for utilities, the BBCRA will perform a lien search on the property at a cost of $140.00, which will be deducted from any grant funding awarded to the recipient. In the event that there is an outstanding lien against the property, the grant will not be awarded until the complete satisfaction of the lien. Initials Page 3of19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1130 • In order to receive the full amount of any awarded grant, the property owner or tenant must complete the project, obtain a Certificate of Occupancy/Completion from the City of Boynton Beach, and submit for reimbursement within 180 days of the issuance date of the permit for the project. (As further described below, applicants may request reimbursement for up to 50% of their grant award prior to completion of the project.) If BBCRA Board approves grant funding and the work being performed does not require a permit, the Certificate of Completion (or equivalent) and application for reimbursement must be within 180 days of the grant award. Failure to complete the improvements within the specified time frame will result in termination of the grant award, at which point the BBCRA will no longer make payments for any reimbursement requests, regardless of whether the request was submitted prior to the termination of the grant. Only one 90 day administrative extension will be permitted, and the BBCRA has the sole and absolute discretion to grant or deny such extension. • Project items (including design) completed and paid for by the applicant more than 60 days prior to grant approval by the BBCRA Board are not eligible for reimbursement under the grant program. A complete application must be received within 60 days of payment in order for an expense to be eligible for reimbursement. Once a complete application is received, the application will be placed on the next available agenda for review and potential approval. • Grant funding may not be used for design fees alone. Grant funding for design fees will only be awarded when the grant funding will also be used for physical property improvements. Conversely, grant funding may be awarded for physical property improvements even if no funding for design funding is requested. The CRA may elect to fund only physical property improvements even if design funding is requested. • BBCRA Board approval of this grant results only in funding. Approval of BBCRA grant funding is NOT approval of any type of City processes including, but not limited to, permits and site plan modification. Applicants must apply for permits and site plan modification through the appropriate departments at the City. Permitting and site plan modification reviews are required for all commercial projects. It is the responsibility of the applicant to obtain all necessary City approvals. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Initials Page 4 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1131 Projects and items eligible for funding under this grant program are limited to: • Structural walls • Grease trap installation • Electrical systems, including exterior and interior lighting • Landscaping and irrigation within the project site • Fencing (excluding chain link, barbed wire, and wood panels) • Electric vehicle charging stations — See attached ReNew PACE Eligible Product List • Design fees associated with architectural, electrical, civil, plumbing and mechanical site plans • Plumbing • HVAC system • Hood & fire suppression • Parking lot re -paving, re -sealing, and/or restriping • Painting • Demolition of structure and re -sodding of vacant property • Solar electricity and water heating — See attached ReNew PACE Eligible Product List • Permit fees for eligible property improvements included as part of the licensed contractor's contract/invoice • Flooring • ADA Improvements • Signage • Doors/windows • Patio decks connected to the building • Roofing (Not to exceed 50% of total grant award) • Security cameras/system** (not including security personnel) ** Notwithstanding the limitation that grants may only be used once every five years for any one property, previous grant recipients that received less than the maximum amount of grant funding from Commercial Property Improvement Grants or Economic Development Grants are eligible to reapply to receive 50% matching reimbursable funding in an amount not to exceed $3,000 for the installation of new security cameras/systems. Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Massage/Personal Services • Firearm Sales/Shooting Ranges • Religion- Affiliated Retail Stores • Non-profit Organizations • Adult Gambling Arcades • Medical Research Centers/Housing • Massage/Personal Services • Churches/places of worships • Alcohol and/or Drug Rehabilitation Centers/Housing Initials Page 5 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1132 • Check Cashing Stores Any other use that the BBCRA staff • Adult Entertainment or BBCRA Board determine will not • Vapor/E-Cigarette Stores support the redevelopment of the • CBD Retail Stores BBCRA Area Grant Terms and Conditions This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. All reimbursement checks from the BBCRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval, plus an added 20% for contingency funding, the total of which may not exceed the maximum amount of grant funding for which the project is eligible. Tier One Business Tier One Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $50,000 in grant funding. Tier One Businesses must be one of the following types of business: • Restaurant • Gourmet Food Market • Bakery Tier Two Business • Hotels/Motels/Bed and Breakfast (the Board will grant no more than four approvals in this category per fiscal year) Tier Two Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $25,000 in grant funding. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: Initials Page 6 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1133 • Home Decor/Design — home furnishings, art galleries, kitchen wares • Accounting Offices • Real Estate Offices • Marketing Offices • Fitness Facilities — yoga, dance exercise, martial arts, etc. • Auto Services Facilities — repair, storage, sales, etc • Specialty Retail Businesses — stationary, gifts, sporting goods • Other commercial fagade only improvements • Boutiques — clothing, shoes & accessories • Law Offices • Hair/Nail Salons (no more than two approvals per fiscal year) • Medical Offices • Insurance Offices • Take Out Restaurants • Tattoo Parlor/Body Piercing/Body Art Shop (no more than two approvals per fiscal year) • Florists (no more than two approvals per fiscal year) Tier Three Business (Tier Three Businesses will receive no more than two approvals per fiscal year and improvements must be for commercial fagade or security improvements). Tier Three Businesses are subject to BBCRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: • Kava Tea Bar • Pawn Shops • Convenience Stores: • Liquor Store • Laundry/Dry Cleaner facility Tier One & Tier Two Businesses Grant Funding for Design Fees Tier One and Tier Two businesses are eligible to apply for funding assistance related to the design fees for architectural, electrical, civil mechanical and/or plumbing improvements. These design fees shall be for eligible property improvements as defined on page 5 of this grant application. Applicants are eligible to receive reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $10,000 for the design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. If the design fees were Initials Page 7 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1134 paid for prior to BBCRA Board approval, the applicant may request 50% reimbursement for design fees if those payments were made no more than 60 days prior to Board approval. Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease at the time of Board approval. The commercial lease must define the landlord -tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. Application Process Applications can be obtained from the BBCRA office located at 100 East Ocean Avenue, Boynton Beach, FL 33435 or downloaded from www.boytonbeachcra.com. All applicants are required to meet with BBCRA staff in order to determine eligibility before submitting an application. Applications will not be considered until all required documentation is submitted to the BBCRA office. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Applicants may submit complete applications via email or mail hard copies of the application with all materials to the BBCRA for review and approval by the BBCRA Board. Applicants will be considered on a first-come, first -serve basis. Application packets must include the following documentation: 1. A non-refundable fee of $100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. Initials Page 8 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1135 2. Provide 2-3 sentence mission statement for the applying business entity. If the applicant is a commercial property owner, provide a brief history of the property and the current tenants of the space. This will be used as a way to introduce your business to the BBCRA Board. 3. Written detailed project budget describing the improvements to be done to the property. 4. Cost estimate(s) from a licensed contractor(s) as specified in the applicant's project budget. It must list all project costs for which the applicant is requesting reimbursement. The project budget must provide a total cost of the project. 5. If design funding is requested, cost estimate(s) from a qualified licensed design professional. The cost estimate must include: scope of work, the business name and business address of project, and the license number of the design professional. 6. Signage design, project color chips, material samples and material specifications, if applicable. 7. Copy of building permit receipt/application. If the permit has not been applied for prior to submission of the grant application, a copy of the building permit receipt is due within 120 days of grant approval, or the grant award may be terminated. Applicants may apply for one 60 -day administrative extension to meet this requirement, and the BBCRA has the sole and absolute discretion to grant or deny such extension. Any extension granted under this paragraph is for this requirement only and does not extend any other deadline related to the grant. 8. Resume for each principal/owner of the business. 9. Copy of the corporate documents for the applying business entity. 10. Copy of executed multi-year commercial lease agreement. 11. Copy of Warranty Deed. 12. Two years of corporate tax returns (for existing businesses only). 13. Two years of personal tax returns for the principal/owners of a new business. 14. Copy of design and construction plans associated with the proposed improvements. 15. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 16.A minimum of four color digital "before" photos of the exterior and interior portions of the project. 17. Completed and signed application (attached). Initials Page 9 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1136 18. Authorization to perform credit check for the business and each principal/owner of the business (attached). 19. W9 Form and Vendor Application (attached). 20. City Planning and Development Department Acknowledgement Form (attached). 21. City Permit Department Acknowledgement Form (attached). The above referenced City Forms (line 20 and 21) must be completed and submitted to the appropriate departments, which are located at City Hall, 100 East Ocean Avenue, Building Department, Boynton Beach, FL 33435. Phone (561) 742-6350. Approval of Funding Request All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Design Reimbursement This portion of the program is designed to reimburse applicants for design fees associated with the property improvements provided for in this grant. Funds must be paid to qualified Initials Page 10 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1137 design professionals licensed by the State of Florida in order to be eligible for reimbursement. Funds paid to licensed design professionals acting as subcontractors are also eligible for reimbursement. The reimbursement request shall be summarized in a report and accompanied by the following documentation for the completed design work: 1. Copy of contract/scope of work with design professional 2. Paid invoice describing work completed 3. Copy of final design plans (pdf copy preferred) 4. Proof of payment(s) totaling contract amount a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 5. Proof of permit application for (or including) item designed. Procedures for Property Improvement Reimbursement This portion of the program is designed as a matching 50% reimbursable grant. All work for which reimbursement is sought must be completed and paid for by the applicant prior to the release of BBCRA funds. The applicant may request reimbursement for partial payments throughout the project for up to 50% of grant award. The remaining 50% of grant funding will be held until the project is completed according to the City of Boynton Beach Building Department, and if applicable, a certificate of occupancy has been issued, at which point the applicant may submit a final reimbursement request. The BBCRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the BBCRA (3) days prior to the grant expiration date. The BBCRA may refuse to issue grant funding if the submission is not received by the specified time. Initials Page 11 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1138 Once the work is completed the reimbursement request shall be summarized in a report and accompanied by the following documentation: 1. Invoices, receipts or other acceptable evidence of payment from suppliers and licensed contractor(s) that have been marked "paid in full." Proposals for "work to be completed" or "bids" are not considered proper documentation. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 3. For partial reimbursement requests, a Partial Release of Lien from licensed contractors must be submitted. 4. For the final reimbursement request, the following must also be submitted: a. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 5. A minimum of 4 color "after" photos of the project. 6. A copy of the Certificate of Occupancy/Completion. 7. All in project costs to open or renovate the business for reporting of public to private dollar match By submitting the final reimbursement request, the applicant warrants that all bills for which applicant is directly responsible related to the project are paid in full including, but not limited to, all contractors, labor, materials, related fees and permits. Grantees may not submit work improvements for reimbursement that have been used as part of a reimbursement request for any other grant program offered by the BBCRA, City of Boynton Beach, Palm Beach County or the State of Florida. The Commercial Property Improvement Grant Program will only reimburse applicants for new expenditures that have not been submitted to other grant programs for reimbursement. SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING Initials Page 12 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1139 It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant have been paid in full, or that such entities have paid any subcontractors in full. Applicant's warranty that all bills related to the Project for which the applicant is directly responsible have been paid is sufficient assurance for the BBCRA to award grant funding Initials Page 13 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1140 1 BOY'N TO I liii.... ..,.. ICR. APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (d/b/a if applicable): Current Business Address: Fed I D#: Business Phone Number: Website: Existing Business: Yes No Time at Current Location: Cell: Number of years in existence: New Business to Boynton Beach: Yes No Do you have an executed lease agreement: Yes No New Business Address (if applicable): If so, monthly base rent: Square footage of current location: Square footage of new location: Type of Business: Tier 1 Business: ❑ Tier 2 Business: ❑ Tier 3 Business: ❑ (Tier Classification subject to BBCRA Board Approval) Number of Employees: Hours of Operation: List of improvements seeking reimbursement for: Requested grant amount for design fees: improvements: and property Page 14 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1141 1 BOY'N TO I liii.... ..,.. ICR. APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Email: 2. Principal/Owner Name: Date of Birth: Email: Residential Address: 3 4 Cell Phone Number: Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Email: Email: Are you applying for grant assistance under any other program offered by the BBCRA? Yes No If yes, what additional programs are you applying for: Page 15 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1142 1 R BOY'N TO I BEAC �� APPLICANT INFORMATION Are you receiving grant assistance under any other governmental agencies: Yes _ No If yes, list any additional grant sources and amounts: LANDLORD INFORMATION: Landlord Name: Landlord's Mailing Address: Landlord's Phone Number: CERTIFICATION AND WAIVER OF PRIVACY: For purposes of this certification and waiver of privacy, the term "I" refers to the applicant and to all signatories below individually. By signing below, each signatory represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I, the undersigned applicant(s), certify that all information presented in this application, and all of the information furnished in support of the application, is given for the purpose of obtaining a grant under the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I Initials Page 16 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1143 1 BOY'N TO I liii.... ..,.. ICR. APPLICANT INFORMATION understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline my application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer in furtherance of the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in this application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the BBCRA to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the BBCRA or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Initials Page 17 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1144 1 R BOY'N TO I BEAC �� APPLICANT SIGNATURES: 2. APPLICANT INFORMATION Principal/Owner's Signature Date Printed Name Title Principal/Owner's Signature Date Printed Name Title Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF _ COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20 NOTARY PUBLIC My Commission Expires: Page 18 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1145 1 �m �/ BOY'N TO I liii.... ..,.. ICR. LANDLORD SIGNATURES: 2. LANDLORD INFORMATION Landlord's Signature Date Printed Name Title Landlord's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF _ COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of NOTARY PUBLIC My Commission Expires: 20 Page 19 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1146 1 BOY'N TO I liii.... ..,.. ICR. AUTHORIZATION TO PERFORM A CREDIT CHECK FOR PRINCIPAL/OWNER The applicant hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the credit worthiness of the applicant. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of the applicant's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F. S. Applicant grants such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating on the date the grant has been fulfilled. This applicant hereby waives and all claims, past, present or future, which the applicant may have against the BBCRA by reason of any credit investigation made pursuant to applicant's consent and authorization herein give to the BBCRA. An authorization to Perform Credit Check needs to be complete by each Principal/Owner and by the Business. Please us a separate form for each principal/owner: Principal/Owner Name: Date of Birth: Current Home Address: Previous Home Address: Email: Signature: Phone Number: Date: 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1147 1 BOY'N TO I liii.... ..,.. ICR. AUTHORIZATION TO PERFORM A CREDIT CHECK FOR BUSINESS The applicant hereby consents to and authorizes the Boynton Beach Community Redevelopment Agency's ("BBCRA") investigation into the credit worthiness of the applicant. Such consent and authorization is given with respect to any and all persons who may conduct an investigation of the applicant's credit worthiness on behalf of the BBCRA, including independent contractors and credit agencies retained by the BBCRA for such purpose. Any information provided to the BBCRA is a public record subject to the provisions of Ch. 119 F. S. Applicant grants such consent and authorization to the BBCRA for the period commencing as of the date of this authorization and terminating on the date the grant has been fulfilled. This applicant hereby waives and all claims, past, present or future, which the applicant may have against the BBCRA by reason of any credit investigation made pursuant to applicant's consent and authorization herein give to the BBCRA. An authorization to Perform Credit Check needs to be complete by each Principal/Owner and by the Business. Business (d/b/a if applicable): Federal Tax I D #: Current Business Address: State of Corporation: Phone Number: Signature: Title: Email: Fax Number: Date: 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1148 1 BOY'N TO I liii.... ..,.. ICR. CITY OF BOYNTON BEACH PLANNING & DEVELOPMENT DEPT. ACKNOWLEDGEMENT FORM COMMERCIAL PROPERTY IMPROVEMENT GRANT PROGRAM BBCRA Grant Applicant: has met with the City's Planning & Development Department to review the improvements that will done on the property located at: List of Improvements: City of Boynton Beach Planning & Development Dept. Reviewed by: Date: Requirements: 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1149 1 BOY'N TO I liii.... ..,.. ICR. CITY OF BOYNTON BEACH PERMIT DEPT. ACKNOWLEDGEMENT FORM COMMERCIAL PROPERTY IMPROVEMENT GRANT PROGRAM BBCRA Grant Applicant: has met with the City's Permit Department to review the improvements that will done on the property located at: List of Improvements: City of Boynton Beach Permit Dept. Reviewed by: Date: Requirements: 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1150 The WAIVER AND RELEASE OF LIEN UPON FINAL PAYMENT (PAYMENT BY CHECK) undersigned lienor, in consideration of the final payment and condition upon payment of check number issued to the undersigned by in the amount of in said amount, (Business Owner) waives and releases its lien and right to claim a lien for labor, services or materials furnished to on the job of to (Business Owner) (Business Entity) the following described property: (Property Address) Dated on: , 20 Lienor's Signature: Printed Name: Company: Address: 1151 MAP OF CRA AREA NE m ate ay SIVZZ = � L z LL Stanley Wea er Canal Q v, > Martin Luther Kin r E m Q U y V Z W Boynton Beach I d "co E Oc . a A z 2nd A e -a = m � Y a LL 00 Cn h E oo brig ..... 0 U (n 23 d Av SW 23rd Ave ulfstream CRAAREA - 1,650 acres Water Major Roads Railroads 0 0.25 0.5 WIJ BEACHCRA E Bi � �f! muuuuuouuuuuuuuu Ci Miles g COennui.i�„urrrIDWr�s.rpNVJar.I I "11 1152 Form W_9 Request for Taxpayer Give Form to the (Rev. December 2014) Identification Number and Certification requester. Do not Department ofthe Treasury send to the IRS. Internal Revenue Service 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank. N 2 Business name/disregarded entity name, if different from above m 3 Check appropriate box for federal tax classification; check only one of the following seven boxes: 4 Exemptions (codes apply only to C:certain W ❑ Individual/sole proprietor or ❑ C Corporation ❑ S Corporation ❑ Partnership ❑Trust/estate entities, not individuals; see instructions on page 3): d c single -member LLC liability company. Enterthe tax classification (C=C corporation, S=S corporation, P= artnershiP)11 Exempt payee code (if any)F-1Limited o Note. For a single -member LLC that is disregarded, do not check LLC; check the appropriate box in the line above for Exemption from FATCA reporting y the tax classification of the single -member owner. code (if any) a` ❑ Other (see instructions) ► (Applies to accounts maintained outside the U.S.) 5 Address (number, street, and apt. or suite no.) Requester's name and address (optional) m a to 6 City, state, and ZIP code U) 7 List account number(s) here (optional) M Mg Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other — — entities, it is vour emDlover identification number (EIN). If you do not have a number, see How to aet a TIN on page 3. or Note. If the account is in more than one name, see the instructions for line 1 and the chart on page 4 for Employer identification number guidelines on whose number to enter. Certification Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. 1 am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions on page 3. Sign Signature of Here U.S. person ► Date ► General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. Information about developments affecting Form W-9 (such as legislation enacted after we release it) is at www.irs.gov/fw9. Purpose of Form An individual or entity (Form W-9 requester)who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following: - Form 1099 -INT (interest earned or paid) - Form 1099 -DIV (dividends, including those from stocks or mutual funds) - Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) - Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) - Form 1099-S (proceeds from real estate transactions) - Form 1099-K (merchant card and third party network transactions) - Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) - Form 1099-C (canceled debt) - Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Farm W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding? on page 2. By signing the filled -out form, you: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income, and 4. Certify that FATCA code(s) entered on this form (if any) indicating that you are exempt from the FATCA reporting, is correct. See What is FATCA reporting? on page 2 for further information. Cat. No. 10231X Form W-9 (Rev. 12-2014) 1153 Form W-9 (Rev. 12-2014) Note. If you are a U.S. person and a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-9. Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are: - An individual who is a U.S. citizen or U.S. resident alien, - A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, - An estate (other than a foreign estate); or - A domestic trust (as defined in Regulations section 301.7701-7). Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax under section 1446 on any foreign partners' share of effectively connected taxable income from such business. Further, in certain cases where a Form W-9 has not been received, the rules under section 1446 require a partnership to presume that a partner is a foreign person, and pay the section 1446 withholding tax. Therefore, if you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid section 1446 withholding on your share of partnership income. In the cases below, the following person must give Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States: - In the case of a disregarded entity with a U.S. owner, the U.S. owner of the disregarded entity and not the entity; - In the case of a grantor trust with a U.S. grantor or other U.S. owner, generally, the U.S. grantor or other U.S. owner of the grantor trust and not the trust; and - In the case of a U.S. trust (other than a grantor trust), the U.S. trust (other than a grantor trust) and not the beneficiaries of the trust. Foreign person. If you are a foreign person or the U.S. branch of a foreign bank that has elected to be treated as a U.S. person, do not use Form W-9. Instead, use the appropriate Form W-8 or Form 8233 (see Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities). Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a "saving clause." Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes. If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items: 1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien. 2. The treaty article addressing the income. 3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions. 4. The type and amount of income that qualifies for the exemption from tax. 5. Sufficient facts to justify the exemption from tax under the terms of the treaty article. Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption. If you are a nonresident alien or a foreign entity, give the requester the appropriate completed Form W-8 or Form 8233. Backup Withholding What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS 28% of such payments. This is called "backup withholding." Payments that may be subject to backup withholding include interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, payments made in settlement of payment card and third party network transactions, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding. You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return. Payments you receive will be subject to backup withholding if: 1. You do not furnish your TIN to the requester, 2. You do not certify your TIN when required (see the Part II instructions on page 3 for details), Page 2 3. The IRS tells the requester that you furnished an incorrect TIN, 4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or 5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only). Certain payees and payments are exempt from backup withholding. See Exempt payee code on page 3 and the separate Instructions for the Requester of Form W-9 for more information. Also see Special rules for partnerships above What is FATCA reporting? The Foreign Account Tax Compliance Act (FATCA) requires a participating foreign financial institution to report all United States account holders that are specified United States persons. Certain payees are exempt from FATCA reporting. See Exemption from FATCA reporting code on page 3 and the Instructions for the Requester of Form W-9 for more information. Updating Your Information You must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you no longer are tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account; for example, if the grantor of a grantor trust dies. Penalties Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect. Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty. Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment. Misuse of TINS. If the requester discloses or uses TINS in violation of federal law, the requester may be subject to civil and criminal penalties. Specific Instructions Line 1 You must enter one of the following on this line; do not leave this line blank. The name should match the name on your tax return. If this Form W-9 is for a joint account, list first, and then circle, the name of the person or entity whose number you entered in Part I of Form W-9. a. Individual. Generally, enter the name shown on your tax return. If you have changed your last name without informing the Social Security Administration (SSA) of the name change, enter your first name, the last name as shown on your social security card, and your new last name. Note. ITIN applicant: Enter your individual name as it was entered on your Form W-7 application, line 1a. This should also be the same as the name you entered on the Form 1040/1040A/1040EZ you filed with your application. b. Sole proprietor or single -member LLC. Enter your individual name as shown on your 1040/1040A/1040EZ on line 1. You may enter your business, trade, or "doing business as" (DBA) name on line 2. c. Partnership, LLC that is not a single -member LLC, C Corporation, or S Corporation. Enter the entity's name as shown on the entity's tax return on line 1 and any business, trade, or DBA name on line 2. d. Other entities. Enter your name as shown on required U.S. federal tax documents on line 1. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on line 2. e. Disregarded entity. For U.S. federal tax purposes, an entity that is disregarded as an entity separate from its owner is treated as a "disregarded entity." See Regulations section 301.7701-2(c)(2)(iii). Enter the owner's name on line 1. The name of the entity entered on line 1 should never be a disregarded entity. The name on line 1 should be the name shown on the income tax return on which the income should be reported. For example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a single owner that is a U.S. person, the U.S. owner's name is required to be provided on line 1. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on line 2, "Business name/disregarded entity name." If the owner of the disregarded entity is a foreign person, the owner must complete an appropriate Form W-8 instead of a Form W-9. This is the case even if the foreign person has a U.S. TIN. 1154 Form W-9 (Rev. 12-2014) Line 2 If you have a business name, trade name, DBA name, or disregarded entity name, you may enter it on line 2. Line 3 Check the appropriate box in line 3 for the U.S. federal tax classification of the person whose name is entered on line 1. Check only one box in line 3. Limited Liability Company (LLC). If the name on line 1 is an LLC treated as a partnership for U.S. federal tax purposes, check the "Limited Liability Company" box and enter "P" in the space provided. If the LLC has filed Form 8832 or 2553 to be taxed as a corporation, check the "Limited Liability Company" box and in the space provided enter "C" for C corporation or "S" for S corporation. If it is a single -member LLC that is a disregarded entity, do not check the "Limited Liability Company box, instead check the first box in line 3 "Individual/sole proprietor or single -member LLC." Line 4, Exemptions If you are exempt from backup withholding and/or FATCA reporting, enter in the appropriate space in line 4 any code(s) that may apply to you. Exempt payee code. - Generally, individuals (including sole proprietors) are not exempt from backup withholding. - Except as provided below, corporations are exempt from backup withholding for certain payments, including interest and dividends. - Corporations are not exempt from backup withholding for payments made in settlement of payment card or third party network transactions. - Corporations are not exempt from backup withholding with respect to attorneys' fees or gross proceeds paid to attorneys, and corporations that provide medical or health care services are not exempt with respect to payments reportable on Form 1099-MISC. The following codes identify payees that are exempt from backup withholding. Enter the appropriate code in the space in line 4. 1—An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2) 2—The United States or any of its agencies or instrumentalities 3—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities 4—A foreign government or any of its political subdivisions, agencies, or instrumentalities 5—A corporation 6—A dealer in securities or commodities required to register in the United States, the District of Columbia, or a U.S. commonwealth or possession 7—A futures commission merchant registered with the Commodity Futures Trading Commission 8—A real estate investment trust 9—An entity registered at all times during the tax year under the Investment Company Act of 1940 10—A common trust fund operated by a bank under section 584(a) 11—A financial institution 12—A middleman known in the investment community as a nominee or custodian 13—A trust exempt from tax under section 664 or described in section 4947 The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 13. IF the payment is for ... THEN the payment is exempt for ... Interest and dividend payments All exempt payees except for 7 Broker transactions Exempt payees 1 through 4 and 6 through 11 and all C corporations. S corporations must not enter an exempt payee code because they are exempt only for sales of noncovered securities acquired prior to 2012. Barter exchange transactions and Exempt payees 1 through 4 patronage dividends Payments over $600 required to be Generally, exempt payees reported and direct sales over $5,0001 1 through 52 Payments made in settlement of Exempt payees 1 through 4 payment card or third party network transactions 1 See Form 1099-MISC, Miscellaneous Income, and its instructions. Page 3 2 However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney reportable under section 6045(f), and payments for services paid by a federal executive agency. Exemption from FATCAreporting code. Thefollowing codes identify payees that are exempt from reporting under FATCA. These codes apply to persons submitting this form for accounts maintained outside of the United States by certain foreign financial institutions. Therefore, if you are only submitting this form for an account you hold in the United States, you may leave this field blank. Consult with the person requesting this form if you are uncertain if the financial institution is subject to these requirements. A requester may indicate that a code is not required by providing you with a Form W-9 with "Not Applicable" (or any similar indication) written or printed on the line for a FATCA exemption code. A—An organization exempt from tax under section 501(a) or any individual retirement plan as defined in section 7701(a)(37) B—The United States or any of its agencies or instrumentalities C—A state, the District of Columbia, a U.S. commonwealth or possession, or any of their political subdivisions or instrumentalities D—A corporation the stock of which is regularly traded on one or more established securities markets, as described in Regulations section 1.1472-1(c)(1)(i) E—A corporation that is a member of the same expanded affiliated group as a corporation described in Regulations section 1.1472-1(c)(1)(i) F—A dealer in securities, commodities, or derivative financial instruments (including notional principal contracts, futures, forwards, and options) that is registered as such under the laws of the United States or any state G—A real estate investment trust H—A regulated investment company as defined in section 851 or an entity registered at all times during the tax year under the Investment Company Act of 1940 I—A common trust fund as defined in section 584(a) J—A bank as defined in section 581 K—A broker L—A trust exempt from tax under section 664 or described in section 4947(a)(1) M—A tax exempt trust under a section 403(b) plan or section 457(g) plan Note. You may wish to consult with the financial institution requesting this form to determine whether the FATCA code and/or exempt payee code should be completed. Line 5 Enter your address (number, street, and apartment or suite number). This is where the requester of this Form W-9 will mail your information returns. Line 6 Enter your city, state, and ZIP code. Part I. Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN is your IRS individual taxpayer identification number (ITIN). Enter it in the social security number box. If you do not have an ITIN, see How to get a TIN below. If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN. However, the IRS prefers that you use your SSN. If you are a single -member LLC that is disregarded as an entity separate from its owner (see Limited Liability Company (LLC) on this page), enter the owner's SSN (or EIN, if the owner has one). Do not enter the disregarded entity's EIN. If the LLC is classified as a corporation or partnership, enter the entity's EIN. Note. See the chart on page 4 for further clarification of name and TIN combinations. How to get a TIN. If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS -5, Application for a Social Security Card, from your local SSA office or get this form online at www.ssa.gov. You may also get this form by calling 1-800-772-1213. Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS -4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/businesses and clicking on Employer Identification Number (EIN) under Starting a Business. You can get Forms W-7 and SS -4 from the IRS by visiting IRS.gov or by calling 1 -800 -TAX -FORM (1-800-829-3676). If you are asked to complete Form W-9 but do not have a TIN, apply for a TIN and write "Applied For" in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, generally you will have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60 -day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requester. Note. Entering "Applied For" means that you have already applied for a TIN or that you intend to apply for one soon. Caution: A disregarded U.S. entity that has a foreign owner must use the appropriate Form W-8. 1155 Form W-9 (Rev. 12-2014) Part II. Certification To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if items 1, 4, or 5 below indicate otherwise. For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on line 1 must sign. Exempt payees, see Exempt payee code earlier. Signature requirements. Complete the certification as indicated in items 1 through 5 below. 1. Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during 1983. You must give your correct TIN, but you do not have to sign the certification. 2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form. 3. Real estate transactions. You must sign the certification. You may cross out item 2 of the certification. 4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. "Other payments" include payments made in the course of the requester's trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments made in settlement of payment card and third party network transactions, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations). 5. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), IRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification. What Name and Number To Give the Requester For this type of account: Give name and SSN of: 1. Individual The individual 2. Two or more individuals (joint The actual owner of the account or, account) if combined funds, the first individual on the account' 3. Custodian account of a minor The minor' (Uniform Gift to Minors Act) 4. a. The usual revocable savings The grantor -trustee' trust (grantor is also trustee) b. So-called trust account that is The actual owner' not a legal or valid trust under state law 5. Sole proprietorship or disregarded The owner' entity owned by an individual 6. Grantor trust filing under Optional The grantor* Form 1099 Filing Method 1 (see Regulations section 1.671-4(b)(2)(i) (A)) For this type of account: Give name and EIN of: 7. Disregarded entity not owned by an The owner individual 8. A valid trust, estate, or pension trust Legal entity° 9. Corporation or LLC electing The corporation corporate status on Form 8832 or Form 2553 10. Association, club, religious, The organization charitable, educational, or other tax- exempt organization 11. Partnership or multi -member LLC The partnership 12. A broker or registered nominee The broker or nominee 13. Account with the Department of The public entity Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments 14. Grantor trust filing under the Form The trust 1041 Filing Method or the Optional Form 1099 Filing Method 2 (see Regulations section 1.671-4(b)(2)(i) (B)) List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person's number must be furnished. `Circle the minor's name and furnish the minor's SSN. Page 4 3 You must show your individual name and you may also enter your business or DBA name on the "Business name/disregarded entity' name line. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN. 4 List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Also see Special rules for partnerships on page 2. *Note. Grantor also must provide a Form W-9 to trustee of trust. Note. If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed. Secure Your Tax Records from Identity Theft Identity theft occurs when someone uses your personal information such as your name, SSN, or other identifying information, without your permission, to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund. To reduce your risk: • Protect your SSN, • Ensure your employer is protecting your SSN, and • Be careful when choosing a tax preparer. If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter. If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity or credit report, contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit Form 14039. For more information, see Publication 4535, Identity Theft Prevention and Victim Assistance. Victims of identity theft who are experiencing economic harm or a system problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll-free case intake line at 1-877-777-4778 or TTY/TDD 1-800-829-4059. Protect yourselffrom suspicious emails or phishing schemes. Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft. The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts. If you receive an unsolicited email claiming to be from the IRS, forward this message to phishing@irs.gov. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration (TIGTA) at 1-800-366-4484. You can forward suspicious emails to the Federal Trade Commission at: spam@uce.gov or contact them at www.ftc.gov/idtheft or 1-877-IDTHEFT (1-877-438-4338). Visit IRS.gov to learn more about identity theft and how to reduce your risk. Privacy Act Notice Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information. Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, states, the District of Columbia, and U.S. commonwealths and possessions for use in administering their laws. The information also may be disclosed to other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return. Under section 3406, payers must generally withhold a percentage of taxable interest, dividend, and certain other payments to a payee who does not give a TIN to the payer. Certain penalties may also apply for providing false or fraudulent information. 1156 ;1 D1�OII�DD""""D"D", BEACH IC A COMMUIVlTY Eli OP INT GE'11fll C Grant Application • Submit a current W-9 with application VendorlD: Office use only The CRA's Vendor List is updated periodically. An updated W-9 is required whenever there is a change in address, and must be submitted to the CRA Finance Department. Phone number is 561-600-9092 or 561-600-9095. All the * fields are required Apply Date* Company Type* Company Name* D.B.A Email Address* Address* Suite/Unit# State/Province* Phone No Contact Person* Federal ID#* ❑ Corporation ❑ Individual/Sole Proprietor ❑ Joint Venture ❑ LLC ❑ Partnership/Limited Partnership ❑ Non Profit* City* Zip Code* Ext. Fax# Title Mobile# ❑ Check this box if the Billing Address is same as Company Address. Otherwise please complete the following: Address* Suite/Unit# City* State/Province* Zip Code* Phone No Ext. Fax# Contact Person* Title Principal line of business: Mobile# PLEASE NOTE: THE STATE OF FLORIDA HAS A BROAD PUBLIC RECORDS LAW. ALL RECORDS OF THE STATE OR POLITICAL SUBDIVISIONS OF THE STATE ARE OPEN FOR PUBLIC INSPECTION AND COPYING, SUBJECT TO CERTAIN STATUTORY EXEMPTIONS. 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O-LAreach Program! Our goal is to help businesses within the CRA District establish an online presence. The best paft.? It's completely FREE I Renee Roberts, Social Media & Communications Specialist, is here to teach you. the tools you need to successfully market your business on social media and online platforms. 'This program aim.s to help business owners manage and. learn how -to utilize social .e is pages. We offer a range of services, from starting business accounts, building ad campaigns for events to special promotions, or posting day -to day activity and oduets® Contact us today to get started! CONTACT INFORMATION: s3 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 NEW BUSINESS AGENDA ITEM 14.0 SUBJECT: Discussion and Consideration of an Alternative Meeting Date for the November CRA Board Meeting SUMMARY: This item is being brought before the CRA Board for consideration of an alternative meeting date for the regularly scheduled November CRA Board meeting. The November 13, 2023, meeting falls on the travel date needed for the National League of Cities City Summit 2023 on November 15-18, 2023, in Atlanta, Georgia. The conference begins at 9:00 AM on Wednesday, November 15th, therefore November 14th will be needed as a travel date for CRA Board members/Commissioners attending the conference. CRA staff has confirmed the availability of Commission Chambers and City I.T.S. support for the following alternative date: • Monday, November 13, 2023, at 6:00 PM We are seeking the Board's direction for consensus on the above alternative date and time. CRA BOARD OPTIONS: 1. Approve Monday, November 13, 2023, at 6:00 PM as the alternative meeting date and time for November's CRA Board meeting. 2. Provide another alternative date and time for November's CRA Board meeting. 1166 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 NEW BUSINESS AGENDA ITEM 14.D SUBJECT: Consideration of Registration and Travel Expenses to Attend the Florida Redevelopment Association 2023 Annual Conference on October 25-27 in Ponte Vedra Beach SUMMARY: CRA Board Attendance: The Florida Redevelopment Association (FRA) is our agency's statewide professional organization operating under the Florida League of Cities. This year's annual conference will be held on October 25-27, 2023, at the Sawgrass Marriott Golf Resort and Spa in Ponte Vedra. The conference provides valuable information to staff and board members on CRA related issues, best practices, programs and legislative updates. Registration information is available on the FRA's website: https://redevelopment.net/2023- annual-conference/. The conference program is provided as Attachment I. The registration deadline for the hotel reservation is September 29, 2023. The registration for the Conference increases in price after October 9, 2023. At this year's conference, CRA staff has been invited to lead a session on Thursday, October 26 from 9:00 AM - 10:15 AM called the "Three P's: Teamwork Makes the Dream Work." During this session, the panelists consisting of CRA representatives and the development team will discuss the benefits and challenges of the successful public-private partnership for The Heart of Boynton Village Apartments & Shops. As the first major redevelopment project on the E. Martin Luther King Jr. Boulevard corridor, our panelists will share how the joint effort and commitment helped spread the risk (and benefits) of the project. The 2023-2024 proposed Fiscal Year Budget will have available funding for all five members of the CRA Board to attend the FRA Conference and two CRAB members (subject to CRA Board approval). The CRA would provide reimbursement to the Board Members after the conference for eligible expenses for the conference registration, hotel, mileage and per diem for meals not included at the conference. CRA Advisory Board Member Attendance Policy: The CRA Board established a policy during Fiscal Year 2016-2017 that only two members of the CRAAB are permitted to attend the FRA Annual Conference per fiscal year and the CRA will only reimburse the cost of the conference registration fee and hotel (see Attachment II). 1167 If supported by the CRA Board, the CRA Advisory Board would nominate up to two attendees at their September 7, 2023, Advisory Board meeting. FISCAL IMPACT: FY 2023-2024 Budget, General Fund, Line Item 01-51010-225 $20,000 available for both FY 2022-2023 and FY 2023-2024 travel expenses. CRA BOARD OPTIONS: CRA Board member attendance to be determined based on discussion. ATTACHMENTS: Description • Attachment I - 2023 FRA Annual Conference Program • Attachment II - August 2017 CRA Board Minutes 1168 THE" FLORIDA REDEVELOPMENT ASSOCIATION 2023 REGISTRATION INFORMATION The 2023 Florida Redevelopment Association Annual Conference will be held on October 25-27, 2023, at the Sawgrass Marriott Golf Resort & Spa in Ponte Vedra Beach, FL. The conference is an opportunity for redevelopment professionals, elected officials and appointed officials who oversee administering redevelopment (economic development) programs in Florida cities and counties and community redevelopment agencies/CRAB who have separate, dedicated trust funds that can be spent on redevelopment projects to meet in person. Attendees at the conference will have opportunities to enhance leadership skills, learn from municipal experts, share ideas with peers, discuss strategies for Florida's future and hear about the latest products and services for redevelopment projects. Don't miss this opportunity to learn, network and share. DEADLINES September 29, 2023: Hotel reservations cutoff October 9, 2023: Conference registration fee increases by $100.00 after 5:00 p.m. on October 9, 2023 #FRA2023 • 1 1169 REGISTRATION FEES Full Registration (10/25-10/27) Member: $395.00; Nonmember: $495.00 CRA Board Training Course (10/25) $50.00 Tours (10/25) $50.00 per tour (1 tour per person) Academy Graduation and Awards Banquet (guest ticket) (10/26) $75.00 Guest/Spouse Registration (spouse, partner or other nonprofessional relation) (10/25-10/27) $325.00 Full registration and Guest registration fees cover your name badge and admission to all conference sessions and the exhibit hall, refreshment breaks, light continental breakfast each day, Wednesday's Welcome Luncheon in the exhibit hall, Wednesday's Welcome Reception in the exhibit hall, Thursday's Networking Luncheon in the exhibit hall and Thursday's Academy Graduation and Awards Banquet. Tours are an additional fee. NOTE: Registration fees will increase by $100.00 per registration/guest for all registrations made after October 9, 2023. CANCELLATION POLICY Conference registration cancellation requests must be emailed to hhogarth@ficities.com no later than 5:00 p.m. on October 9, 2023, to be eligible for a refund. A $50.00 cancellation fee will be applied to all cancellations. Refunds will be issued after the conference. No refunds will be made after October 9, 2023, or for early departure from the conference. L_J REDEVELOPMENT REGISTRATION INFORMATION Online Registration - Credit Cards Only Ciichere to register online and pay with a credit card. The FRA accepts Visa, Mastercard or American Express. Mail Registration - Checks Only Complete the registration on page 8 if you are paying by check. Mail the registration form and check to the Florida Redevelopment Association Annual Conference, P.O. Box 1757, Tallahassee, FL 32302 by October 9, 2023. HOTEL INFORMATION The Sawgrass Marriott Golf Resort & Spa, 1000 TPC Boulevard, Ponte Vedra Beach, FL, is the conference hotel and is not accepting reservations at this time. Your paid registration confirmation will include the hotel link/code to make the reservations. The cutoff date for reservations is September 29, 2023. The FRA has secured the special rate of $199.00/night, single or double, PLUS a $10.00/ daily resort fee. Daily self -parking is $17.00. The FRA room block fills quickly, so reserve your room ASAP. The FRA will never call you to book a room, nor does the FRA use a third party for hotel reservations. These calls and third - party operators are not authorized by the FRA and are not part of the room block. SPECIAL NEEDS If you are physically challenged, require special services, or have special dietary needs (i.e., allergies or Kosher or vegetarian meals), please attach a written description to your registration form. QUESTIONS? Contact Heidi Hogarth, Meeting Planner, Florida Redevelopment Association/ Florida League of Cities, Inc., 850.701.3605; hhogarth@ficities.com #FRA2023 • 2 1170 TENTATIVE PROGRAM (schedule and speakers subject to change) TUESDAY, OCTOBER 24, 2023 1:00 p.m. - 5:00 p.m. Registration Desk Open 4:00 p.m. - 6:00 p.m. FRA Board of Directors Meeting WEDNESDAY, OCTOBER 25, 2023 7:30 a.m. - 6:00 p.m. Registration Desk Open 7:30 a.m. - 12:00 p.m. Tour (bus): Big City Urban Tour: Downtown Jacksonville (additional fee of $50.00) The tour will begin in the Southside CRA at RiversEdge, a $280 million, 30 -acre redevelopment project on the riverfront site of a former electric generating station. The next stop will be the Sports and Entertainment District in the Northbank CRA (amidst the arriving Florida -Georgia revelers), where $495 million worth of contiguous de- velopment projects are underway along the riverfront, including a Four Seasons hotel, office building, riverwalk extension, riverfront park, and museum. We will also pass by the first multifamily project to be located at the Sports Complex and a nearby restoration and rehabilitation of a historic warehouse to multifamily. Then it's on to the City Center, where we will visit two of five historic structures (c. 1902-1955) along two city blocks in various stages of completion. The projects, with a combined capital invest- ment of $100 million, include a former Federal Reserve Bank building, a former hotel, a former residential man- sion and two former office buildings that are all using financing from incentive programs designed to foster the preservation and revitalization of unoccupied, under- utilized and/or deteriorating historic buildings located downtown. The next stop will be the LaVilla District, once home to brothers Rosamond and James Weldon Johnson, com- posers of the hymn Lift Every Voice and Sing. While in LaVilla, a historic multi -cultural neighborhood (and once a vibrant African American community and music and REDEVELOPMENT entertainment scene referred to as the Harlem of the South), the tour will visit Lift Every Voice and Sing Park, the model mile of the Emerald Trail and Johnson Com- mons, a 91 unit for -sale townhome project. The tour will wrap up in the Brooklyn District, stopping briefly at One Riverside (a $164 million riverfront redevelopment project on the former site of Jacksonville's daily newspaper) and conclude on the Northbank Riverwalk at the recently completed FIS headquarters building adjacent to Gefen Park. 7:30 a.m. -12:00 p.m. Tour (bus): Coastal Community Tour: Jacksonville Beach (additional fee of $50.00) The tour will start in the Southend District, showcasing the CRA -funded South Beach Park and Sunshine Play- ground. The CRA and the City desired to utilize the space to encourage outdoor activities and a sense of community for residents and visitors. The park provides opportunities for free outdoor exercise along a paved walking path with various outdoor exercise machines, a space for children of all ages and abilities to play on the newly upgraded Sun- shine Playground, large turf sports fields, a splash pad for cooling off during hot Florida summers, and a community center located within the Parks and Recreation building that citizens can rent. Recently, the CRA added additional landscaping, pickleball courts, resurfaced basketball courts, and the most recent project is the addition of new sidewalk entryways off of a busy thoroughfare to allow for easier pedestrian access to the park. The CRA is also adding a passive park to the Southend district. The next stop will be the downtown CRA district. This walking tour will offer an overview of the success of both public and private development and projects. We will dis- cuss the history of the district, the creation of a special po- licing unit, and current and future projects for the district, including a renovation of a large civic -owned plaza located in the center of the downtown district. Staff will provide insight on the processes and steps involved in creating a thriving downtown district with abundant strategic growth in recent years and incentive programs and strategies al- lowing the CRA to aid in private investment. #FRA2023 • 3 1171 7:30 a.m. - 12:00 p.m. Tour (bus): Historic District Tour: St. Augustine and Lincolnville (additional fee of $50.00) Take the bus tour along the beautiful historic bayfront of Downtown St. Augustine. Ride along the main corridor of the Nation's Oldest City on San Marco Avenue, where opportunities for mobility, parking and transportation improvements will be identified. The bus will then travel to Lincolnville, a historically African American community founded in 1866 by formerly enslaved people. Here par- ticipants will have an opportunity to ride down Dr. Martin Luther King, Jr. Ave., one of the only streets in the nation visited by its namesake. Learn about the MLK Streetscape Project, the LCRA's Institutional Rehab projects, and enjoy an opportunity to get off the bus and explore the two largest recreational spaces in the Lincolnville Community — the 25 -plus acres of both Eddie Vickers Park and Dr. Robert B. Hayling Freedom Park. As the master plan is being developed to improve the park spaces, participants will have an opportunity to learn about the proposed ele- ments and explore the current ones. Other focal points of the tour will include new pocket park improvements, fu- ture project sites and historic preservation efforts related to the historically aesthetic features of Lincolnville. 8:00 a.m. - 12:00 p.m. CRA Board Training Course This general educational session is designed for CRA staff, elected and appointed officials, volunteers and ad- visory board members. It provides a succinct overview of what you need to know that you don't know in the universe of CRAs. Learn some helpful, practical, legal and administrative best practices for CRA policymaking success. 11:30 a.m. - 6:30 p.m. Exhibit Hall Open 12:00 p.m. - 1:15 p.m. Welcome Luncheon in the Exhibit Hall REDEVELOPMENT 1:15 p.m. - 2:15 p.m. Welcome and Keynote Address Keynote Presentation: Pedestrian Safety Crisis in America: What it is, What we can do about it and Why we haven't done it already Keynote Speaker: Angie Schmitt, founder of 3MPH, Author and Urban Planner Angie Schmitt is a Cleveland -based writer and urban planner. She is the author of Right of Way. Race, Class and the Silent Epidemic of Pedestrian Deaths in America, published in 2020 by Island Press and named one of the ,,, -- , top urban planning books of 2020. She is the founder of 3MPH Planning and Consulting, which works with leading change -makers around the country, advancing safer policies and infrastructure. Her writing has appeared in Slate, Vox, The New York Times, CNN Business and other publications. She is a mother of two and hasn't owned her own car in nearly a decade. 2:15 p.m. - 2:30 p.m. Refreshment Break in the Exhibit Hall 2:30 p.m. - 3:30 p.m. Livable Communities: Achieving Safe Mobility for Life AARP Florida and the Florida Department of Transportation will share information and resources on their initiatives and action plans to help communities meet the transportation needs of residents of all ages and abilities. Resources include walkability audits, accessing data, and their collaborative educational "Age -Friendly Florida's Transportation Checklist." released in 2022. 2:30 p.m. - 3:30 p.m. Making Informed Decisions Using Market Data Making the right decision is always better with the right information. This panel will highlight the perspectives of varied -sized communities and how they have used a mix of data and analytical insight to establish benchmarks and drive decisions and actions within their CRAs. The key takeaways of this panel will be how market trend data and other measurables can help define benchmarks and project potential market demand and feasibil- ity to support successful planning and redevelopment #FRA2O23 • 4 1172 decision-making within your CRA. This information is critical to garner support from elected officials and the community. 2:30 p.m. - 3:30 p.m. Building Resilience in Historic and Older Communities Many of Florida's communities with redevelopment ar- eas include older and historic buildings in residential or commercial districts that contend with seasonal storms and more intense wind and flood events. Mitigating these threats is a part of resiliency initiatives occurring across the country. Florida communities have an op- portunity to incorporate strategies that help to retain the community's unique sense of place to support the residents and attract business and tourism industries. This year, the Florida Department of State published a series of guidance documents with Preservation Design Partnership to help local agencies and property owners understand technical issues related to floodplain man- agement and practical strategies to reduce storm effects on historic buildings and communities. This session will engage attendees with an outline of these policies and strategies and encourage audience participation to share resources and success stories. 3:30 p.m. - 3:45 p.m. Refreshment Break in the Exhibit Hall 3:45 p.m. - 5:00 p.m. Keep it Legal People 2.0 This engaging presentation, with built-in time for audi- ence participation, is a recap of last years' session that focused mainly on marketing and events, expanded to include a variety of common CRA activities that may or MAY NOT fall exactly within the statutory guidelines. This session will outline steps to review your projects and programs to ensure you are "connecting the dots." Attendees will gain valuable insight into the details of the statute and leave with a "CAN DO" list of eligible activities. 3:45 p.m. - 5:00 p.m. Creative Strategies for Public Art In this session, walk through the steps to create a pro- fessional committee to review public art and implement a public art plan in a once blighted and rough down- town district. REDEVELOPMENT 3:45 p.m. - 5:00 p.m. Filling the Void: Affordable Housing Partnerships Florida has made national news in the past two years for its housing crisis. Due to rising home and rent prices, many residents have experienced difficulties securing safe and affordable housing within Palm Beach County. In response to the local housing crisis and demand for attainable housing, the Boynton Beach Community Redevelopment Agency (BBCRA) has focused its efforts on pursuing creative partnerships to fill the void. 5:00 p.m. - 6:30 p.m. Welcome Reception in the Exhibit Hall 6:30 p.m. - 7:00 p.m. New Member Welcome THURSDAY, OCTOBER 26, 2023 8:00 a.m. - 3:00 p.m. Registration Desk Open 8:00 a.m. -1:00 p.m. Exhibit Hall Open 8:00 a.m. - 9:00 a.m. Light Continental Breakfast in the Exhibit Hall 9:00 a.m. -10:15 a.m. From Brownfields to New Housing The Palmetto Community Redevelopment Agency, as part of an innovative Public Private Partnership with Biotech Remediation performs a new type of reme- diation on an 8 -acre fertilizer plant. The program was placed into the Florida Brownfields program, and is set for multifamily housing development. This session includes a detailed cost/benefit analysis. 9:00 a.m. - 10:15 a.m. Three P's: Teamwork Makes Dream Work In this session, we discuss the benefits and challenges of a successful public-private partnership. We describe a brief history of land acquisition and the various fund- ing layers between the private developer, the State, the County, the City and the BBCRA, which made this proj- ect possible. As the first major redevelopment project on the E. Martin Luther King Jr. Boulevard, we share how #FRA2023 • 5 1173 the joint effort and commitment helped spread the risk (and benefits) of the project. 9:00 a.m. - 10:15 a.m. Bringing Historic Buildings Back to Life in Downtown Jacksonville The Downtown Preservation and Revitalization Pro- gram (DPRP) was created to foster the preservation and revitalization of unoccupied, underutilized, and/ or deteriorating historic and qualified non -historic buildings in downtown Jacksonville. This program was designed to serve historic projects applying for more than $100,000 and non -historic code compliance projects. Development projects eligible for this program are those deemed to reinforce Downtown as the City's unique epicenter for business, history, culture, educa- tion and entertainment; and increase rental and owner - occupied housing downtown. The DPRP includes three general components for which funding is considered for a percentage of eligible expenses: (1) Historic Preserva- tion Restoration and Rehabilitation Forgivable Loan, (2) Code Compliance Renovations Forgivable Loan, and (3) Downtown Preservation and Revitalization Program Deferred Principal Loan. 10:15 a.m. - 10:30 a.m. Refreshment Break in the Exhibit Hall 10:30 a.m. - 11:30 a.m. Make More Money? Leverage Your Resources The purpose of the session is to create awareness through real-life examples of other financial resources available to CRA practitioners. 10:30 a.m. - 11:30 a.m. Creatively Telling Your Story This panel will highlight the perspectives of varied -sized communities and why creatively telling your demo- graphic, market characteristics, planning, and redevelop- ment stories has proven more compelling using interac- tive platforms, informative graphics, and cohesive data visualization. The key takeaways will be why packaging and presenting information in an attractive, cohesive and compelling manner is a highly effective strategy for getting your story in front of motivated investors and developers just waiting for the perfect opportunity. REDEVELOPMENT 10:30 a.m. -11:30 a.m. Extending & Expanding Your CRA Florida's Charter counties have special authority over the operations of CRAs in Florida. The session will highlight the perspectives and paths taken by two (2) central Florida municipalities' CRAs and the coordina- tion, reporting and demonstration of performance and accomplishments requested by the charter County gov- ernment within which the municipalities are located. 11:30 a.m. -1:00 p.m. Networking Luncheon in the Exhibit Hall 1:00 p.m. - 2:30 p.m. Keynote Address Keynote Speaker: Mark Falzone, President, Scenic America Mark Falzone was selected President of Scenic America in April 2017. Since his arrival, Scenic America has increased its investment in lobbying, research, communications, and additional tools to further its mission. The organiza- tion has also received several awards under Falzone's leadership. Before he arrived at Scenic America, Mark served as Deputy Director of the National Immigration Forum and was a five -term elected member of the House of Representatives in Massachusetts. He was appointed to the Route 66 Centennial Commission by President Joe Biden in 2022. Falzone holds a Bach- elor of Arts degree from Boston College and a Master of Public Administration degree from the Harvard Univer- sity John F. Kennedy School of Government. 2:45 p.m. - 3:00 p.m. Annual Membership Meeting Masters E 3:00 p.m. - 4:30 p.m. Speaking Truth to Power: Communicating with Your Elected Officials Have your local elected officials ever made a decision you did not understand? Have you ever been afraid to com- municate a fact to your board that you know they will not like? After explaining the details of a discussion, have you ever been frustrated by your board's lack of understand- #FRA2O23 • 6 1174 ing? If you answered "yes" to anyone those questions, this is your session! 3:00 p.m. - 4:30 p.m. Beyond the CRA ... Finding Alternative Sources of Money! As CRAB continue to analyze expenditures and make the necessary shifts to ensure compliance with the 2019 statutory update, it will become increasingly important that funding sources to maintain and continue growth are identified. This session will outline creative strategies you can explore to shift expenditures from the CRA to a variety of other revenue sources for necessary, ongoing placemaking strategies such as public art, street main- tenance or clean team services, ongoing special events and other marketing and cross -promotional strategies, that keep a thriving district top -of -mind and a desirable destination. 3:00 p.m. - 4:30 p.m. Designing for Community Policing This session will discuss preventing crime through urban and architectural design in partnership with a commu- nity police team. 6:00 p.m. - 9:00 p.m. Academy Graduation and Awards Banquet Help us congratulate our Academy Graduates, Award Winners, and the 2023-2024 Board of Directors. (This event is included with a full registration. Guest tickets are an additional fee. See page 8 for details.) REDEVELOPMENT FRIDAY, OCTOBER 27, 2023 8:00 a.m. -10:00 a.m. Registration Desk Open 8:30 a.m. - 9:00 a.m. Light Continental Breakfast 8:30 a.m. -11:30 a.m. Breakfast with the Experts Enjoy a light continental breakfast at this flexible net- working session. Breakout groups will focus on redevel- opment hot topics such as affordable housing, ongoing maintenance in a CRA and many more. This will be a great opportunity to network, share success stories and learn from your peers. 9:30 a.m. - 11:30 a.m. Hot Legal Topics in Redevelopment Join us as we hold a session on hot legal topics regard- ing redevelopment. We will have our best CRA legal minds discuss implicit bias in procurement, 2019 chang- es to Florida Statute Chapter 163, Part III, and legislation on topics impacting redevelopment and CRAB. 11:30 a.m. Conference Adjourns #FRA2023 • 7 1175 2023 FRA ANNUAL CONFERENCE REGISTRATION FORM Sawgrass Marriott Golf Resort & Spa Ponte Vedra Beach, FL October 25-27, 2023 Online Registration - Credit Cards Only: C/ickhere to register online and pay with a credit card. The FRA accepts Visa, Mastercard or American Express. Mail Registration - Checks Only: Complete the registration form if you are paying by check. Mail the registration form and check to the Florida Redevelopment Association Annual Conference, P.O. Box 1757, Tallahassee, FL 32302, by October 9, 2023 Registration deadline: October 9, 2023. After October 9, 2023, registrations are subject to a $100.00 fee increase. Full Name: Title: Email: Guest/Spouse" (if purchasing): REGISTRATION TYPE Full Registration (10/25-10/27) Special Needs: If you require special services or have dietary needs, please attach a written description to your registration form. Cancellation Policy: Conference registration cancellation requests must be emailed to hhogarth@ ficities.com no later than 5:00 p.m. on October 9, 2023, to be eligible for a conference registration refund. A $50.00 cancellation fee will be applied to all cancelations. Refunds will be issued after the conference. No refunds will be made after October 9, 2023, or for early departure from the conference. Nickname (for badge): Organization: Phone: _ Nickname (for badge): CRA Board Training Course (10/25 8:00 a.m.) Tour (bus): Big City Urban Tour: Downtown Jacksonville (10/25 7:30 a.m.) Tour (bus): Coastal Community Tour: Jacksonville Beach (10/25 7:30 a.m.) Tour (bus): Historic District Tour: St. Augustine and Lincolnville (10/25 7:30 a.m.) Guest/Spouse Registration" (10/25-10/27) Extra Ticket: Academy Graduation and Awards Banquet (10/26 6:00 p.m.) (The banquet ticket is included with a full registration and a guest registration. If attending the banquet only and not attending the conference, a banquet ticket must be purchased.) TOTAL MEMBER NONMEMBER TOTALS $395.00 $495.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $325.00 $325.00 $75.00 $75.00 #FRA2023 • 8 1176 Meeting Minutes Special Community Redevelopment Agency Boynton Beach, Florida August 29, 2017 It was noted the vote was to accept the rankings and start negotiations with Centennial and go before the CRA Advisory Board and come back to the Board in September. It was noted the SAIL application is due October 5 to the Florida Housing Finance Agency. Centennial would need contract and site plan approval form filled out and verification of utilities. The Advisory Board could review the presentation next week and before the regular September CRA meeting. The members discussed if they were awarded the 4% SAIL, if they could apply for the 9%, however, the timeline is Centennial would have to accept the SAIL if awarded. Vice Chair Katz favored seeking the 9% first and if that failed, the opportunity for CRA financing this year as the option. Ms. Romelus agreed as did Mr. Casello. There was consensus to apply for the 9% and then discuss the non-competitive bids after the 9% application which is due in early September. Mr. Simon asked if there was any interest to move forward with acquisition by Centennial while they are going through the non-competitive application. Chair Grant wanted the CRA Advisory Board to review it because they have a little bit more time if they do not get 9%. If they do not receive the 9% credits, they could still apply for the 4% credits. Mr. McCray requested a copy of who voted for what and learned it could be obtained via public records request. There was agreement for the Advisory Board to review the proposal and come back in September to finalize negotiations. VI. New Business A. Discussion and Consideration of CRA Advisory Board Attendance at the 2017 Florida Redevelopment Conference Mr. Simon explained the budget allows for funding for travel to the above. Last year several members of the Advisory Board attended the conference. Due to information and deadlines for registrations, staff understood the Advisory Board members were approved. Last year, the CRA Board wanted to approve attendance for the next Conference. This year, the Conference is October 17th through October 20th. Mr. Casello asked if it was legal for CRA Advisory Board members to attend and learned it was and other elected officials who are not part of the Board attended. It was a Board decision. He suggested members that did not go last year attend, Attorney Rosamell suggested issuing a public notice the advisory board members would attend. Mr. McCray asked about this because this is the only advisory board that was sending its members to a conference. No other Board does so. He noted legal indicated it was as long as it is okay. Chair Grant favored paying the registration and conference, but not the mileage and meals. He thought there was a learning aspect and perhaps the Chair of other advisory boards, if there is a conference, they receive reimbursement for the lodging and registration. 04 1177 Meeting Minutes Special Community Redevelopment Agency Boynton Beach, Florida August 29, 2017 David Katz, 67 Midwood Lane, objected to the allocation last year. He noted Vice Chair Katz questioned it last year and Mr. Casello agreed with Vice Chair Katz comments. Chair Gant was concerned about the responsibility to the taxpayers. Commissioner Romelus believed education and a conference would yield a better product. Mr. Katz explained as the Chair of the Planning and Development Board, he calls the member beforehand and recommends they go to staff and ask questions. The CRA has a Director and Assistant Director that could provide the same information without the cost if they attended and advise the advisory board members about the conference. If all seven advisory board members attended, it would cost $8,400. Mr. Katz pointed out last year members of the Planning and Development Board attended a conference in Palm Springs and paid $25 each. The members did not get reimbursed and he did not support reimbursement as they are volunteering, The backup for the prior item was not provided to the public and staff had informed him it was against the Florida statute. He thought Statute 163 was specific about what CRA tax money can be spent on and advised it was for Board members and it never mentions an advisory board. He hoped it would not result in ethics complaints noting the CRA Advisory Board is not quasi-judicial. He thought it was not right to send the advisory board members on a trip with taxpayer funds. If may be legal, but it may not be right. He read a passage from James Madison "I cannot undertake to lay my finger on that article of the constitution which granted a right to Congress of expending on objects of benevolence the money of their constituents." Mr. Katz thought it was unwarranted. No public comments were received. Vice Chair Katz agreed it opens a slippery slope and there is no one more important than another. He thought someone could go and convey information and obtain materials and resources to provide an education locally. He agreed with Mr. Katz' comments. If he supported the request, he would send the liaison for any advisory board if there is a worthwhile learning event. Ms. Romelus favored sending three members and asked how many Board members are going to the conference in October. Mr. McCray responded he had not made his decision. She thought no one was going and thought if there were funds allocated and if individuals attended and brought information back, it would be helpful. The Advisory Board is asked to review things that are high level. She thought the advisory Board can rotate attendance, if CRA board members are not going. She noted Linda Cross attends every CRA meeting and thought she should attend. Ms. Romelus attended the conference last year and she learned a lot. They are volunteers. If none of the CRA Board members are going, she thought the offer should be extended to the Advisory Board. They will have a benefit. Mr. McCray noted Mr. Pollack, Vice Chair of the Advisory Board was present. Chair Grant looked up the quote from Madison and said it was different because it was about spending tax dollars to help French refugees from the Haitian revolution from 20 1178 Meeting Minutes Special Community Redevelopment Agency Boynton Beach, Florida August 29, 2017 Wikipedia. He was aware City Boards have community support funds. He thought part of the new way of government is helping the community and he thought a report should be given. Last year, Linda Cross, the CRA Advisory Board Chair provided a report. He favored limiting the conference to two members and the CRA AB can decide who would go. Mr. Casello thought a rotating basis would be appropriate with the first choice of who to send be someone who has attended in the past. Just lodging and conference expenses would be paid. Mr. Pollack advised most of the Board works and they need months in advance to schedule attending in October. He thought it was a good idea and two people should go. They could learn and come back. There was consensus to limit the conference to two persons and to limit the cost to conference fees and lodging. Vice Chair Katz favored a cap at $1,200 and they could reimburse for lodging. Chair Grant liked the registration and the lodging, not mileage or meals. Commissioner McCray did not approve of it. Mr. Casello was fine with the registration and lodging. Ms. Romelus was also fine with the discussion. Chair Grant requested a motion to allow two members of the CRA Advisory Board with funding allowed for lodging and registration. This would become a policy so the do not have to return to the Board for approval next year Commissioner Romelus moved to approve. Mr. Casello seconded the motion that passed 4-1 (Commissioner McCray dissenting.) VIII. Adjournment Ms. Romelus moved to adjourn. Mr. McCray seconded the motion that unanimously passed. The meeting was adjourned at 9:56 p.m. Catherine Cherry Minutes Specialist 21 1179 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 NEW BUSINESS AGENDA ITEM 14.E SUBJECT: CRA Board Discussion and Consideration of Executive Director's Annual Performance Review for Fiscal Year 2023-2024 SUMMARY: At the September 14, 2021 meeting, the CRA Board approved entering into an Executive Director Employment Agreement with Thuy Shutt to provide all of the duties, responsibilities and obligations as required of the Boynton Beach Community Redevelopment Agency's Executive Director (see Attachment 1). Employment History with the Boynton Beach CRA: • July 2017: Ms. Shutt was hired as the Assistant Director for the Boynton Beach CRA. • July 2021: The CRA Board approved Ms. Shutt to transition into the interim Executive Director position upon the resignation of the former Executive Director Mr. Michael Simon in June 2021. The CRA Board indicated that there was no need to go outside if there was a well-qualified person within the agency. • September 2021: The CRA approved Ms. Shutt to continue her role as the CRA's new Executive Director at the same salary as what Mr. Simon would have received if he had remained and approved a $3,600 annual car allowance. • September 2022: The CRA Board provided Ms. Shutt with a performance evaluation and approved an amendment to the Agreement increasing her base salary by 6% (see Attachment 11). • October 2022 - Present: Ms. Shutt's continued role as the Executive Director in the past fiscal year and have contributed to the growth of the organization with national and state recognition and awards for its innovative programs and projects. As described in the Employment Agreement under Section 5.0., Performance Review, "the CRA Board will provide Ms. Shutt with a review of her performance as Executive Director on an annual basis. At the Board's discretion, the Performance Review may be presented to Ms. Shutt in written or oral form and must take place at a regularly scheduled Board meeting." A summary of the Agency's notable accomplishments during FY 2022-2023 was also provided to the Board members (see Attachment III). A draft Second Amendment to the Executive Director Employment Agreement is provided as 1180 Attachment IV for the Board's review and consideration. FISCAL IMPACT: Current salary amount is $177,204.44 and an annual automobile allowance of $3,600. CRA BOARD OPTIONS: Discussion and consideration of the item as determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Executive Director Employment Agreement • Attachment II - First Amendment to Executive Director Employment Agreement • Attachment III - FY 2022-2023 Thuy Shutt ED Summary of Performance • Attachment IV - Draft Second Amendment to Executive Director Employment Agreement 1181 EXECUTIVE DIRECTOR EMPLOYMENT T- AGREEMENT -� This employment agreement ("Agreement"), is made and entered into by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (the "CRA"), and THUY SHUTT, ("SHUTT") (collectively, the "Parties"). WHEREAS, the Board desires to employ SHUTT as Executive Director of the CRA; and WHEREAS, the CRA desires to provide certain benefits, to establish certain conditions of employment and to set certain working conditions of SHUTT as Executive Director of the CRA; and WHEREAS, SHUTT desires to accept employment as Executive Director of the CRA under the terms and conditions set forth herein; NOW, THEREFORE, for and in consideration of the mutual covenants herein contained, the Parties agree as follows: 1.0. Duties 1.1. The CRA agrees to employ SHUTT as the full-time Executive Director of the CRA. As Executive Director, SHUTT will perform all of the functions and duties assigned and delegated to her by the Board of Commissioners of the CRA (the "Board") and all functions and duties that are necessary to manage the CRA's operations pursuant to Florida Statutes, 163.330 —163.463. The general scope of duties is set forth in the job description attached hereto as Exhibit "A." 1.2. SHUTT agrees to perform the duties set forth in Exhibit "A," as well as all other legally permissible and proper duties and functions as may be assigned by the Board from time to time. 1.3. SHUTT agrees to perform the duties of the Executive Director with care, diligence, skill and expertise and in full conformance with the laws governing the CRA. 1.4. SHUTT shall be subject to the all existing CRA policies and procedures governing its employees ("Human Resource Policies"). Where there is a conflict between the Human Resource Policies 01531551-1 1182 and the terms of this Agreement, the terms of this Agreement shall control. 1.5. While serving as the Executive Director of the CRA, SHUTT shall not be entitled to engage in any other employment or professional engagements without prior consent of the Board, except that SHUTT may operate as a licensed architect so long as doing so does not conflict with or impede SHUTT's performance as the Executive Director of the CRA. 1.6. SHUTT shall comply with all applicable provisions of Florida Statutes and all applicable ordinances, resolutions, policies and procedures of Palm Beach County, the City of Boynton Beach and the CRA governing the behavior of public employees, as each may be amended from time to time. 2.0. Term 2.1. This Agreement shall become effective on the date the Board approves the Agreement or on the date SHUTT executes the Agreement, whichever is later ("Effective Date"). 2.2. The Executive Director serves at the pleasure of the CRA as governed by the Board, and therefore, SHUTT's appointment as Executive Director hereunder has no fixed term. 2.3. The CRA may terminate SHUTT as Executive Director at any time, subject only to the provisions set forth in Section 7 of this Agreement. 2.4. SHUTT may resign from the Executive Director position at any time, subject only to the provisions set forth in Section S of this Agreement. 3.0. Salary 3.1. Base SalarN . The CRA shall pay SHUTT an annual compensation of one hundred sixty- seven thousand one hundred seventy-four dollars ($167,174.00), for serving as the Executive Director of the CRA pursuant to this Agreement ("Base Salary"). The Base Salary shall be payable in equal bi-weekly installments at the same time and in the same manner that all other CRA employees are paid. 3.2. The CRA will reimburse SHUTT for documented and justifiable expenses incurred as a 01531551-1 1183 direct result of SHUTT"s performing her duties as Executive Director of the CRA, within the amounts authorized for in the CRA budget. 4.0. Benefits 4.1. Benefits. The benefits provided to SHUTT pursuant to this Section 4.0 shall hereinafter be referred to as the `Benefits." 4.2. Automobile/Car Allowance. The Executive Director's duties require that she have the use of an automobile during her employment by the CRA. The CRA agrees to pay SHUTT three thousand six hundred dollars ($3,600.00) per year, beginning on the Effective Date, for automobile expense reimbursement payable in equal biweekly installments at the same time and in the same manner as the Base Salary is paid. 4.3. LPI,al, Holidays. SHUTT is not required to work office hours on legal holidays as designated from time to time by the CRA, the State of Florida, or the United States Government. 4.4. Vacation and Sick Leave. SHUTT shall be entitled to accrue, use, and cash out sick and vacation leave pursuant to the CRA's paid leave benefits policy. If the CRA's policies relating to vacation and sick leave change, the Employee's benefits will change accordingly. 4.5. Insurance. CRA agrees to provide, at no cost to SHUTT, health, dental, life, and disability insurance for SHUTT consistent with the health insurance policies in effect as of the Effective Date of this Agreement and provided by the City of Boynton Beach to its employees. If the policies relating to insurance of the City for City senior staff employees change, SHUTT's benefits will change accordingly. 4.6. Professional Memberships. The CRA agrees to budget for and pay SHUTT's membership costs in the American Institute of Architects (AIA), National Council of Architectural Registration Boards (NCARB), the Florida Redevelopment Association (FRA), and the Urban Land Institute (ULI), to further her development as Executive Director for the benefit of the CRA. 01531551-1 1184 4.7. Conventions. The CRA agrees to budget for and pay SHUTT's travel and subsistence expenses to attend one national convention (e.g. AIA, ULI, APA, International Council of Shopping Centers (ICSC), National Trust for Historic Preservation (NTHP)) and one Florida conference (e.g. FRA) per year for continuing education for professional license or certificate maintenance. This shall not include expenses to conferences or events to accept awards or recognition on behalf of the CRA. 5.0. Performance Review 5.1. Timing. During the term of this Agreement, every year in the month of May, the Board will provide SHUTT with a review of her performance as Executive Director (hereinafter Performance Review). At the discretion of the Board, the Performance Review may be presented in written or oral form to SHUTT, and must take place at a regularly scheduled CRA Board meeting. 5.2. Base Salam „and Benefits Adjustments. In conjunction with any Performance Review, the Board may change the Base Salary and/or any Benefits provided to SHUTT pursuant to Sections 3.0 and 4.0 of this Agreement in such amounts and to such an extent as the Board deems appropriate. Any change to SHUTT's Base Salary and/or Benefits shall require a written amendment to this Agreement executed by both Parties. 6.0. Termination 6.1. Date .,of I Termination. This Agreement shall terminate upon the earlier of the following (hereinafter Termination Date): 6.1.1. Execution by both Parties of a written amendment to this Agreement terminating the Agreement; 6.1.2. Unilateral termination of SHUTT as Executive Director by the CRA pursuant to Section 7.0 of this Agreement; 6.1.3. Resignation by SHUTT pursuant to Section 8.0 of this Agreement; or 01531551-I 1185 6.1.4. Death of SHUTT. 7.0. Un tera,,, Te,rmxnation l!� he QK 7.1. Proeedure. The CRA may unilaterally terminate SHUTT as Executive Director of the CRA at its absolute and sole discretion by majority vote of the Board at a publicly noticed meeting of the CRA Board. At said meeting, the CRA shall state whether the termination of SHUTT is with or without cause as described in Sections 7.2 and 7.3 below, and shall set the last day of SHUTT's tern as Executive Director. The last day of SHUTT's term shall hereinafter be referred to as the "Effective Date of Termination". 7.2. Termination with -Cause. If SHUTT is unilaterally terminated by the CRA for failure to perform the duties and obligations of the Executive Director as set forth in Section 1.0 of this Agreement, and/or for misconduct and/or for violation of any rule, regulation or law, SHUTT shall be entitled to all earned and accrued base salary, vacation and sick pay, and all earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer "matching" funds) as of the date of termination, but SHUTT shall not be entitled to severance pay. 7.3. Termination without Cause. If SHUTT is unilaterally terminated by the CRA without a stated cause, SHUTT shall be entitled to the following: 7.3.1. A minimum of three (3) and maximum of twenty (20) weeks of severance pay from the effective date of termination. The term "severance pay" shall have the meaning as set forth in s. 215.425, Florida Statutes, and the amount and term of severance pay shall be determined by the Board at its sole discretion. 7.3.2. All earned and accrued vacation leave through the Effective Date of Termination. 7.3.3. All earned and accrued sick leave through the Effective Date of Termination. 01531551-1 1186 7.3.4. All earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer "matching" funds); and 7.3.5. Reimbursement for as -yet unreimbursed expenses through the Effective Date of Termination. 7.4. Conflict. In the event of a conflict between the severance benefit terms of this Section and the limitation of severance benefits provided in s. 215.425, Florida Statutes, as the same may be amended from time to time, the provision of Florida Statutes shall prevail. 8.0. Termination,jly Resi enation 8.1. Procedure. SHUTT may resign from the Executive Director position by providing a written Notice of Resignation to the CRA pursuant to the requirements of Section 11 of this Agreement (herein after "Notice of Resignation") 8.2. Notice of Resignation. The Notice of Resignation shall provide a resignation date no later than thirty (30) days following the date of the Notice of Resignation (hereinafter "Effective Date of Resignation") 8.3. Final_Comoensation. Upon resignation, SHUTT shall be entitled to the following: 8.3.1. Base Salary through the Effective Date of Resignation or such other date as mutually agreed to between the CRA and SHUTT; 8.3.2. Earned and accrued sick and vacation leave through the Effective Date of Resignation or such other date as mutually agreed to between the CRA and SHUTT; 8.3.3. All earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer "matching" funds); and 8.3.4. Reimbursement for as -yet unreimbursed expenses through the Effective Date of Resignation or such other date as mutually agreed to between the CRA and SHUTT, 01531551-1 1187 9.0. Termination Due to Di th 9.1. Final Compensation. If this Agreement terminates due to SHUTT's death, SHUTT's estate shall be entitled to the following; 9.1.1. Base Salary as of SHUTT's last day serving as Executive Director. 9.1.2. All earned and accrued vacation leave through SHUTT's last day serving as Executive Director. 9.1.3. All earned and accrued sick leave through SHUTT's last day serving as Executive Director. 9.1.4. All earned and accrued retirement benefits in any retirement plan offered through the CRA (including any employer "matching" funds); and 9,1.5. Reimbursement for as -yet unreimbursed expenses through the SHUTT's last day serving as Executive Director. 9.2. Payment. In the event of any disagreement or dispute arising regarding to whom SHUTT's final compensation, as described above, should be paid, the CRA may rely on a court order on the matter, or in the absence of such an order, may interplead the payment of final compensation with a court of proper jurisdiction. 10.0. Indemnification. CRA shall defend, hold harmless from, and indemnify SHUTT against any tort, professional liability claim or demand, or other legal action, whether groundless or otherwise, arising out of an alleged act or omission occurring in the performance by SHUTT of the duties as Executive Director, except for any negligent, fraudulent, or criminal act or omission of SHUTT. CRA reserves the right to select, appoint, retain, and discharge legal counsel necessary to provide the foregoing defense. 11.0. Notices 11.1. All notices hereunder shall be in writing, and shall be delivered by certified mail, return 01531551-1 1188 receipt requested, first-class postage prepaid, addressed to the parties at their following respective addresses, or at such other address as may be designated in writing by either party to the other: CRA: Boynton Beach Community Redevelopment Agency c/o CRA Board Chairperson 100 E. Ocean Avenue Boynton Beach, Florida 33435 And CRA Attorney Lewis, Longman & Walker, P.A. 360 Rosemary Avenue Suite 1100 West Palm Beach, FL 33401 Employee: Thuy Shutt 102 NE 12'h Street Delray Beach, FL 33444 12.0. General Provisions 12.1. Entire,,A,l reement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terns of this Agreement. 12.2. Severability. If any part of this Agreement shall be declared unlawful or invalid, the remainder of the Agreement will continue to be binding upon the parties so long 'as the rights and obligations of the Parties contained in this Agreement are not materially prejudiced and the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 12.3. Counter L4 s and,Transmission. To facilitate execution, this Agreement may be executed 01531551-1 1189 in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 12.4. Agreement„Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 12.5. Governing, Law, Jurisdiction,, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 12.6. Indei�en,dent Advice,. The Parties declare that the terms of this Agreement have been read , and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 12.7. Compliance with Laws. In her performance pursuant to this Agreement, SHUTT shall comply in all material respects with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations, including any applicable ethics and procurement requirements. IN WITNESS WHEREOF, the Boynton Beach Community Redevelopment Agency, Boynton 01531551-1 1190 Beach, Florida, has caused this Agreement to be signed and executed on its behalf by the CRA Chairman, and approved as to form by the Board Attorney, and Thuy Shutt, Employee, has signed and executed this Agreement, both in duplicate, on the day and year first above written. [SIGNATURES ON FOLLOWING PAGE] 01531551-1 1191 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year written below: BOYNTON BEACH COMMUNITY _- .;NCY REDEV Date: Steven B. Grant, chair CRA ATSOI NEN Approved as to, t"ortn andjeg I sufficiency �f n Date Lewis,, t-ongman & Walker, P.A., e Date: PP 7 Thuy Shutt 01531551-1 1192 EXHIBIT "A" BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (CRA) Job Description Title: EXECUTIVE DIRECTOR ReiLorts„ to: CRA BOARD OF DIRECTORS General Statement of Duties: An incumbent in this position performs highly responsible administrative and professional work directing and leading the activities of the CRA of Boynton Beach, its assigned staff, programs, and activities and other programs and initiatives designed to enhance business and economic development in the CRA. area. Work includes preparation of work programs, budget and Capital Improvements Program, oversight of the sale of bond issues and project initiation, design, construction and monitoring. Under administrative direction, the incumbent may act as an advisor to the City's executive management team, and serves as a key staff member in the administration, development, and implementation of policies, systems, and procedures to facilitate implementation of the CRA's redevelopment plans and agreements. The incumbent manages a considerable variety and volume of work concerned with formulating and implementing projects, initiatives and work plans focused on community redevelopment. The incumbent's work is reviewed through meetings, reports, observation, and task/report/project completion. The incumbent reports to the Board of Directors of the CRA and is reviewed through conferences, reports, and discussions while projects are in progress and upon completion. The incumbent is responsible for the supervision of up to eight (8) direct reports (i.e., Admistrative Assistant, Assistant Director, Finance Director, Finance & Accounting Manager, Development Services Manager, Grants & Project Manager, Business Promotions & Events Manager, Social Media & Communications Specialist). Updated: 09/2/2021 ESSENTIAL DUTIES AND RESPONSIBILITIES: • Initiates, plans and directs the implementation of the adopted redevelopment plans (i.e., 20-30 plan, BB corridor plan, N. Federal Plan, Urban Design Guidelines) and answers general development questions as necessary. Plans, organizes, assigns, directs and reviews the activities of professional, technical and clerical personnel engaged in the compilation, analysis and interpretation of data and preparation of reports and recommendations affecting community planning and redevelopment. • Oversees and is responsible for the final selection, training and evaluation process for all CRA staff. • Administers and provides oversight for all contracts and agreements for services by negotiating 01531551-1 1193 contracts, creating the budgets for the contracts and by making sure they are in accordance with legal framework. Serves as an in-house consultant and represents the CRA in dealing with and interfacing, communicating and resolving issues and problems with other agencies on a variety of related matters. • Negotiates the acquisition and disposition of real estate for the CRA and manages the real estate assets held. + Provides oversight, and input to staff on the CRA Strategic Plan, and for individual strategic plans by conducting weekly meetings with staff to share and update plans, and to ensure that everyone is communicating regularly and are aligned with the mission of the organization. • Conducts weekly staff meetings in order for staff to share information and keep abreast of overall CRA operations and other operations in the City and local community. • Negotiates the acquisition and disposition of real estate for the CRA and manages the real estate assets held. + Oversees preparation of the annual operating budget and capital pian by meeting with the Assistant Director and Finance Director in order to present to the CRA Board for approval, and approves and reviews budgetary and financial reports prepared by the Finance Director. Represents the CRA at meetings (e.g., Chamber of Commerce, City Advisory Boards, City Commission, and other organizations) regarding CRA matters within the scope of the CRA activities. + Conducts, directs and oversees all Public Relations activities for the CRA. + Handles all Board matters, policy matters and other related issues in order to accomplish Board Directives. • Sets all Board monthly meeting agendas and has oversight for all Board packets and to ensure all correct material is in packets etc. • Meets and confers with Board Attorney in order to ensure that Board policies and directives are being implemented appropriately. + Serves as public interface with the development community by attending meetings, visiting sites, discussing issues for resolution, discussing architectural styles, negotiating, and providing guidance etc. + Directs and implements projects in the phase of completion and evaluation in order to bring back 01531551-1 1194 the information to the Board for their review and decision making on policies. • Provides oversight and assistance with all administrative and operational duties and issues for the CRA. • Prepares written evaluations on that the status of a program or project for the Board of Directors. • Prepares and responds to email messages from the Board, staff, developers, City officials and other personnel. • Attends monthly Board meeting, attends City commission meetings and two night meetings a month in order to keep abreast of activities and programs, and to provide information and/or answer questions as necessary, PERFORMANCE EVALUATION DUTIES AND RESPONSIBILITIES: • Observes subordinates' job performance to ensure subordinate accomplishes goals and objectives. • Meets with subordinate(s) to discuss and review job performance necessary. • Analyzes and evaluates working conditions for improved employee output and requests and evaluates both written and oral input from employees to improve departmental services. • Conducts supervisory conferences or discussions with subordinates in reference to their performance. • Visits subordinates on-site to ensure observe their work and to provide assistance and input as necessary. • Informs subordinates of how their efforts, in any given project, affected the outcome of the total proj ect. • Writes performance appraisal reports. • Verbally praises subordinates. • Verbally reprimands subordinates. KNOWLEDGE SKILLS AND ABILITIES LIST: KNOWLEDGE • Knowledge of economic development issues, public relations and issues affecting urban revitalization. • Knowledge of financial packaging for development projects. 01531551-1 1195 • Knowledge of principles and practices of City Planning, Zoning, historic preservation and housing. • Knowledge of the financial and legal aspects relating to bond issue and sales and land acquisition. • Knowledge of marketing techniques relating to promoting programs. • Knowledge of principles and practices of administration and organizational theory. • Knowledge of research techniques, methods, and procedures. • Thorough knowledge of the principles, practices and laws surrounding redevelopment in the City of Boynton Beach and knowledge of the same in the State of Florida. • Knowledge of economic development trends and techniques and the functions, operations and relationships among local, state, and federal agencies related to redevelopment and housing policies. • Knowledge of negotiation tools and techniques and team building practices. • Considerable knowledge of problem solving and conflict resolution practices and techniques. • Considerable knowledge of project and workload planning and organizational and management practices as applied to the analysis and evaluation of programs, policies, and operational needs and change management. • Basic knowledge of principles and practices of budget preparation in the public sector. • Basic knowledge of the practices and methodologies of contract administration and the development and implementation of procedures. SKILLS • Skill in comprehending information and ideas clearly. • Skill and ability to make arithmetic computations with speed and accuracy. • Skill at operating a personal computer and related software including but not limited to word processing, spreadsheets and electronic mail. ABILITIES • Ability to lead a team of paraprofessional and professional staff. • Ability to identify and respond to community, Redevelopment Agency Board, and City Commissin issues, concerns, and needs. • Ability to make presentations to the CRA Board on a regular basis. • Ability to facilitate public meetings, workshops, and negotiations. • Ability to engage in on-going process improvement review and implementation, both individually and as a team member and leader. • Ability to seek out opportunities for redevelopment and negotiate effective and constructive deals on behalf of the CRA. • Ability to provide vision and set operational goals to achieve the CRA vision, and identify and analyze administrative problems, and implement operational changes. • Ability to understand and contribute to the work of the CRA by ensuring effective service delivery. • Ability to deal constructively with conflict and develop effective resolutions. • Ability to exercises analytical judgment in areas of responsibility by identifying issues or situations as they occur and specifying decision objectives, assists in identifying alternative solutions to 01531551-1 1196 issues or situations, and implements decisions in accordance with prescribed and effective policies and procedures and with a minimum of errors. • Ability to exercise discretion and judgment in developing and implementing courses of action in carrying out responsibilities. Maintains firmness, objectivity, and fairness in implementing courses of action. • Ability to identify, assimilate and comprehend the critical elements of a situation; interpret the implications of alternative courses of action and evaluate factors essential to a problem solution; to separate relevant from irrelevant information. • Ability to develop and maintain excellent rapport, and cooperative and courteous relationships with boss, co-workers, officials, developers, city employees and the general public. Listens to and considers their suggestions and complaints and responds appropriately. • Ability to be adaptable to performing under stress when confronted with critical and/or high priority activities, events or unusual situations in which working with speed and sustained attention are make or break aspects of the job. • Ability to plan and organize constantly changing daily work flow by establishing priorities for the completion of work in accordance with sound time -management methodology; effectively and efficiently utilizes resources to achieve such goals and objectives. • Ability to speak to people to convey or exchange information; receive or provide assignments or directions; speak with others with poise, voice control and confidence; record and deliver and communicate effectively and efficiently with persons of varying educational and cultural backgrounds. • Ability to communicate orally in the English language with customers, clients, and the public in a one-to-one or group setting. • Ability to produce written documents in the English language with clearly -organized thoughts with proper sentence construction, punctuation, and grammar. • Ability to explain things clearly. • Ability to remain fair and objective. • Ability to remain calm in stressful situations. • Ability to think under pressure. • Ability to apply supervisory, management and leadership principles, practices concepts and techniques. • Ability to apply principles of time management. • Ability to favorably influence the activities of others (e.g., outside vendors). • Ability to identify and correct personal deficiencies. • Ability to display sensitivity to the feelings of others. • Ability to use diplomacy and tactfulness. • Ability to negotiate. • Ability to persuade others. • Ability to display patience. • Ability to demonstrate initiative. • Ability to withstand criticism. • Ability to follow directions. • Ability to obtain needed resources, as appropriate. 015?]551-1 1197 0 Ability to work independently. MINIMUM ENTRANCE, QUALIFICATIONS: .. . ...... . . Graduate from an accredited college or university with a Bachelor's Degree in public or business administration, urban and regional planning, or related field. Eight (8) years of progressively responsible work experience in community redevelopment, urban renewal, real estate, finance and public relations, the majority of which shall have been in a responsible managerial capacity with budgetary development and responsibility. A Master's degree is preferred and may substitute for a portion of the required work experience; or an equivalent of training and experience. S11g al Job Re wunle This position requires the incumbent to work a standard 40 hour week which requires some flexibility. Working under pressure is unavoidable when schedules change and problems arise, but deadlines and goals must still be met. Incumbent performs majority of the work typically indoors. Work is usually performed sitting, standing, and walking. ESSENTIAL PHYSICA R _VIREMENTS AND ENVIRONMENTAL CONDITIONS: MM.. .... ... . . . ......... • Sitting for long periods of time, standing, and walking. • Lifting and bending. • Use of telephone and the computer on a regular and continual basis. • Acceptable eyesight (with or without correction). • Acceptable hearing (with or without hearing aid). • Works inside with noise and heat. Reasonable accommodation will be made for otherwise qualified individuals with a disability. 01531551-1 1198 FIRST AMENDMENT TO EXECUTIVE DIRECTOR EMPLOYMENT AGREEMENT This First Amendment ("Amendment") to the Executive Director Employment Agreement ("Agreement") is made and entered into by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (hereinafter the "CRA"), and THUY SHUTT (hereinafter "SHUTT"). RECITALS WHEREAS, on September 20, 2021, the CRA and SHUTT entered into the Agreement employing SHUTT as Executive Director of the CRA; and WHEREAS, pursuant to Section 5.0 of the Agreement, every year, the Board of Directors of the CRA will provide SHUTT with a review of his performance as Executive Director and may re-evaluate SHUTT'S base salary and/or benefits; and WHEREAS, on September 13, 2022, the Board of Directors of the CRA provided SHUTT with a performance evaluation and approved an amendment to the Agreement, increasing SHUTT'S base salary by 6%; and, WHEREAS, SHUTT'S salary increase shall become retroactive beginning August 1, 2022. ("Effective Date"). NOW THEREFORE, for and in consideration of the foregoing recitals, the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt of which is hereby acknowledged, the Parties hereby agree as follows: Salary. As of the Effective Date, the Agreement is hereby amended by deleting Section 3.1 of the Agreement in its entirety and inserting in place thereof the following: 3.1 Base SalaT. The CRA shall pay SHUTT an annual compensation of $177,204.44, for serving as the Executive Director of the CRA pursuant to this Agreement ("Base Salary"). The Base Salary shall be payable in equal bi-weekly installments at the same time and in the same manner that all other CRA employees are paid. 2. Performance Review. As of the Effective Date, the Agreement is hereby amended by deleting Section 5.1 of the Agreement in its entirety and inserting in place thereof the following: 01784705-2 1199 5.1 Timing. During the term of this Agreement, every year no later than August, the Board will provide SHUTT with a review of her performance as Executive Director (hereinafter Performance Review). At the discretion of the Board, the Performance Review may be presented in written or oral form to SHUTT, and must take place at a regularly scheduled CRA Board meeting. 3. Conflicts. Should any provisions of this First Amendment conflict with any provisions of the Agreement or any other amendment to the Agreement, the provisions of this First Amendment shall control. 4. Counter arts. This First Amendment may be executed in two or more faxed or emailed counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. Other Terms and _Conditions. All other terms and conditions of the Agreement shall remain in full force and effect. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY e ... . .. ...... . By: Ty Pen 'ga, Chair CRA A Ap, -ov as ) form and legal sufficiency . . ......... Izz Lewis, Longman & Walker, P.A., THUY SHUTT 11 Thuy Sh t' 01784705-2 Date: j Date: q,/ � , , / , . Date: �'7 1200 Summary of Performance: Thuy Shutt, Executive Director, Boynton Beach CRA Evaluation Period: August 10, 2022 — July 25, 2023 CRA Board Agendas and Meetings: 11 Agendas, 10 meetings (November 2022 meeting cancelled due to storm) CRA Advisory Board Meetings: 3 Agendas, 1 meeting (No quorum for 2 meetings) City Commission Meetings: 22 City Commission Special Meetings: 5, City Commission Workshops: 10 • Member of the Treasure Coast Regional Planning Council (TCRPC) Comprehensive Economic Development Strategy (CEDS) Committee — This is a position appointed by the PBC Board of County Commission. The CEDS oversee and guide District -wide economic development planning for the region in accordance with the US Economic Development Administration Guidelines for Economic Development Districts. CEDS members consists of five appointees from each of the four counties of the Treasure Coast Region (Indian River, Martin, Palm Beach, and St. Lucie). • Guest speaker/panelist or prepared presentations for the following events: Chamber of Commerce, City Hall Socials, IT Serve Alliance, City Hall Social, and Coalition of Clergy • Florida Architectural Registration maintenance through completion the required continuing education (see attached). • Coordinator of the bi-monthly CRA -City Executive Committee and monthly CRA -City Department meetings — these meetings are held to communicate and address Commission/CRA Board concerns, facilitate joint projects, and troubleshoot unanticipated issues that may surface to improve customer service. • Regular interaction and meetings with development professionals, business owners, citizen inquiries, neighborhood associations, public records requests and staff of numerous departments within the City of Boynton Beach. Awards — Recognitions: • International Economic Development Council (IEDC): 2022 Gold Award for Rock the Marina & Lion Fish Derby for Special Event Category and Bronze Award for the Economic Development Grant Programs in the Multi -Year Economic Development Program for population 25,000- 200,000 • International Economic Development Council (IEDC): 2023 Gold Award for HOB Village Apartments & Shops and invited to host a session at the 2023 IEDC National Conference on September 17-20, 2023 • Florida Redevelopment Association (FRA): 2022 Outstanding Housing Project Award — NOP Program • Florida Festivals and Events Association (FFEA): Six awards in various marketing, business development, and promotional event initiatives Agency Operations: • Fiscal Year 2022-2023 Budget Planning, Implementation and Management: $15,880,020 • 2021-2022 Annual Compliance and Financial Audit — result: Clean Audit - No Findings, no inconsistencies Page 1 of 4 1201 • Successfully completed publication of statutorily required Annual Report— Fiscal Year 2021-2022 • Property and Events Management — Successful oversight of business promotional initiatives • Procurement of Multi-year Contract for Insurance Broker Services. • Motivate, mentor, and supervised nine professional and administrative staff resulting in 100% staff retention and high level of productivity. • Continued cross training of development and administrative staff on all phases of development including acquisition, design, construction, lease/sale, code enforcement by including staff in meetings with City staff, developers, and construction site visits • Continued training business and promotions staff to look at business development, financing, and strategic planning in addition to marketing and promotions by encouraging staff to take business development related workshops or seminars and discussions on how to access and utilize data and social media analytics to assist with various projects • Continued support for finance staff to look at development finance and economic feasibility of a project in addition to accounts payable and CRA budget by including staff in evaluation of RFP/RFQ analysis • Transition and revamping of special events activities to business promotions events for consistency with CRA statutory requirements • Instituted ways to collect measurable outcomes to document effectiveness of CRA funds in business promotional and marketing activities including post -event feedback from businesses not just event attendees' surveys (started with Rock the Block in June 2022) • Continued support for in-house management of CRA website • Continued support for initial phase of centralized document management system (Laserfiche) 115 N. Federal Highway Mixed Use Redevelopment Project: 115 N. Federal Highway Mixed Use Redevelopment Project -$73-80 Million project consist of 16,800 sf of commercial uses and 236 multi -family apartments (118 market rate, 118 affordable housing units between 60-120% AMI) Oversee ongoing project monitoring and implementation of all agreements Heart of Boynton Village Mixed Use Project (fka MILK Jr. Boulevard Corridor Redevelopment Pro'ect): • Heart of Boynton Village Mixed Use Project (fka MLK Jr. Boulevard Corridor Redevelopment Project) consist of 124 LIHTC multi -family apartments and 8,250 minimum sf of neighborhood serving commercial uses • Oversee ongoing project monitoring, reimbursements, and implementation of all agreements, including lease agreements with tenants • Oversee marketing of commercial spaces to businesses providing community serving businesses 211 E. Ocean Avenue Project: • The property will be developed as a container restaurant concept by 306 NE 6th Avenue LLC and will be deed restricted for use as a restaurant for 20 years • Oversee ongoing project monitoring and implementation of all agreement Page 2 of 4 1202 Cottage District Infill Housing Redevelopment Prosect: Project consisting of 41 for sale affordable units (21 townhomes, 19 single-family) in the Heart of Boynton District Oversee ongoing project monitoring and implementation of agreement with Pulte Home Group 401-411 E. Boynton Beach Boulevard Project: Reviewed and evaluated two LOls from interested parties for the redevelopment of the property, including the USPS. Oversee one completed RFP/RFQ process Oversee second re -issued RFP/RFQ process with broader outreach for developers outside of FL Other Development Projects: • Boynton Beach Boulevard Complete Street Project: Project, TPA LI and EFLAP Grant ($2.9 Million), and Contract Management (ILA) for the design of construction documents (100% Design, Bid process starts October 2023 with construction anticipated in Spring 2024) • 1102 and 1110 N. Federal Highway Project: Oversee the facilitation and project monitoring through the City's building permitting processes. Construction is anticipated by end of 2023 Neighborhood Officer Program (NOP) ILA: • Report and compliance monitoring, budget, and operations review and management. CRA Streetscape and Lighting ILA: Project consists of eight different locations and a budget of $445,561 Ongoing Project Management of Interlocal Agreement and CRA expenditures East Ocean Avenue Retrofit Lighting completed — This project will retrofit the teal colored light poles to provide additional light fixtures (double heads), banner arms, and repainting to black to provide a consistent streetscape from Town Square to the east side of Federal Highway Historic Women's Club of Boynton Beach (HWCBB) ILA: • Ongoing Project Management of Interlocal Agreement and CRA expenditures Town Square ILA: • Ongoing Project and Financial Management and CRA Statutory Compliance Monitoring for Town Square ($3.5 Million debt payment in FY 2021-2022) Property Acquisitions: Payment of $2.55 Million Valley Bank Loan for 511-529 E. Ocean Avenue properties (aka Oyer Properties) to enable the execution of The Pierce Purchase and Development, TIRFA, and Parking Lease Agreements with BB QOZ, LLC Successful Acquisitions of two key parcels on West Boynton Beach Boulevard (Gracey and Hasner Properties) and additional property under negotiations (Bonfiglio) Page 3 of 4 1203 Commercial Economic Development Grant Programs (after July 12, 2022): Commercial Rent Reimbursement Grant Program: 18 Businesses, $245,574 in grant funding Commercial Property Improvement Grant Program: 16 Businesses, $461,833 in grant funding Social Media Outreach Program (SMOP): 75 Businesses registered; 109 Businesses currently assisted since program inception; 22 businesses contacted and 2 new businesses added to the program this quarter CRA Business Promotions and Events/Activities: Business Promotions and Marketing Department have successfully implemented all of the scheduled events for FY 2022-2023, including assisting City with planning and budgeting Pirate Fest and the Boynton Beach Bucks program. Grant Funding Awards: Submission of a grant application and award: Solid Waste Authority (SWA) Blighted and Distressed Property Clean-up and Beautification Grant ($81,820) for the demolition of 209 N. Seacrest Boulevard. Boynton Harbor Marina: • Oversee negotiation, marketing, and execution of various Lease Agreements. • Amendment to Rules and Regulations and Lease Agreement — Parking limits and fees and emergency preparations • Oversee CRA staff and Waypoint Marina Operations Management — Seven (7) Days a Week and Holidays • Fiscal Year 2021-2022 - Revenue: $1,728,262 fuel sale $148,188 slip income $22,593 transient dockage Expenses: $242,998 management staffing & security (fuel costs $15,230 annual landscape maintenance not included) $5,757 property maintenance/improvements Page 4 of 4 1204 SECOND AMENDMENT TO EXECUTIVE DIRECTOR EMPLOYMENT AGREEMENT This Second Amendment ("Second Amendment") to the Executive Director Employment Agreement ("Agreement") is made and entered into by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (hereinafter the "CRA"), and THUY SHUTT (hereinafter "SHUTT") RECITALS WHEREAS, on September 20, 2021, the CRA and SHUTT entered into the Agreement employing SHUTT as Executive Director of the CRA; and WHEREAS, on October 4, 2022, the CRA and SHUTT entered into a First Amendment to the Executive Director Employment Agreement ("First Amendment"); and WHEREAS, the Agreement as amended by the First Amendment is hereinafter referred to as the "Agreement," and WHEREAS, pursuant to Section 5.0 of the Agreement, every year, the Board of Directors of the CRA will provide SHUTT with a review of her performance as Executive Director and may re-evaluate SHUTT'S base salary and/or benefits; and WHEREAS, on August 8, 2023, the Board of Directors of the CRA provided SHUTT with a performance evaluation and approved this Second Amendment to the Agreement, increasing SHUTT'S base salary by _%; and WHEREAS, SHUTT'S salary increase shall become retroactive beginning August 1, 2023. ("Effective Date"); NOW THEREFORE, for and in consideration of the foregoing recitals, the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt of which is hereby acknowledged, the Parties hereby agree as follows: Salary. As of the Effective Date, the Agreement is hereby amended by deleting Section 3.1 of the Agreement in its entirety and inserting in place thereof the following: 3.1 Base Salary. The CRA shall pay SHUTT an annual compensation of $ , 01784705-2 4854-3313-3682, v. 1 1205 for serving as the Executive Director of the CRA pursuant to this Agreement ("Base Salary"). The Base Salary shall be payable in equal bi-weekly installments at the same time and in the same manner that all other CRA employees are paid. 2. Conflicts. Should any provisions of this Second Amendment conflict with any provisions of the Agreement or any other amendment to the Agreement, the provisions of this Second Amendment shall control. 3. Counterparts. This Second Amendment may be executed in two or more physical or electronic counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 4. Other Terms and Conditions. All other terms and conditions of the Agreement shall remain in full force and effect. BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY WE Ty Penserga, Chair CRA ATTORNEY Approved as to form and legal sufficiency Lewis, Longman & Walker, P.A., THUY SHUTT Thuy Shutt Date: Date: Date: 01784705-2 4854-3313-3682, v. 1 1206 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 CRA PROJECTS IN PROGRESS AGENDA ITEM 15.A SUBJECT: Boynton Beach Night Market Recap SUMMARY: EVENT RECAP On Saturday, July 29, 2023, the CRA hosted the Boynton Beach Night Market in Downtown Boynton Beach at the Centennial Park & Amphitheater. The free business promotional event featured a variety of food, retail, artisan, and professional service providers who exhibited their goods and services. Event attendees were encouraged to enjoy the festivities, stroll the avenue and green space, and to shop with the participating vendors. In addition to the vendors, this family -friendly event also featured fun games and activities and live music from the School of Rock, JP Soars & The Red Hots, and Making Faces. In total, seventy (70) vendors participated at the event, including the following seventeen (17) BBCRA area businesses: • Picnics in Paradise • Mancave for Men • Shiny Touch Nail Salon • Tiki Taxi and Cruises • ArtSea Living Studio • Alchemy • Paola's Boutique and Alterations • Salon South Flow • Dentology • Sir Cutz Barbershop • Scheurer's Chocolate • Simple' WHOA! Nutrition • Common Grounds Brew & Roastery • 500 Ocean Cafe • The Boardwalk Italian Ice & Creamery • A Taste of Africa Catering Services • Bond Street Ale & Coffee 1207 The event also featured aerial art performances by Fly & Flow Fitness and a showcase of Mancave for Men. Following the event, a survey was sent to the participating businesses to determine their feedback regarding how participating at the event impacted their business. Results TBA. In an effort to engage the community and obtain demographic information, during the event, patrons were encouraged to complete a short feedback survey to spin the wheel of luck, which provided opportunities to win gift certificates to the participating businesses or BBCRA branded promotional items. Survey results TBA. MARKETING RECAP The Atlantic Current — A full-page ad was published in the Atlantic Current to promote the event. This publication has a younger demographic, with 70% of their readers being between the ages of 21 and 44, and 42% between the ages of 21 and 34. The Atlantic Current is a bi- monthly publication that is distributed to over 100 locations throughout Palm Beach and Broward county (see Exhibit A). Cost: $800 Coastal Star —A quarter -page ad was published in the Coastal Star to promote the event. The Coastal Star newspaper serves the eastern community of Hypoluxo Island, South Palm Beach, Manalapan, Ocean Ridge, Briny Breezes, Gulf Stream and coastal Delray which reaches out to that specific demographic (see Exhibit B). Cost: $525 Funfare Magazine — A full-page ad was published in the summer issue of the Funfare magazine to promote the event (see Exhibit C). Cost: $0 Gateway Gazette — A full-page ad was published in the Gateway Gazette to promote the event. The Gateway Gazette is a community publication that shares comprehensive neighborhood news, related to city government, business and real estate, sports, and events (see Exhibit D). Cost: $452 Neighborhood News — A full-page ad was featured in the Neighborhood News to promote the event. The Neighborhood News publication is a great way to reach out to the western Boynton Beach communities. The publication is mailed to 17,500 homes/clubhouses, with over 10,000 additional subscribers that read the digital edition online and on Facebook (see Exhibit E) Cost: $450 Posters — A promotional poster for the event was created and distributed to various locations throughout Boynton Beach, including City of Boynton Beach facilities and local businesses (see Exhibit F). Cost: $175.50 Social Media — The Boynton Beach CRA social media platforms were utilized to promote a variety of paid and organic social media marketing initiatives (see Exhibit G). Cost: $1,600 Street Signs — Eight (8) custom street signs were designed and installed at various locations throughout Boynton Beach to promote the event (see Exhibit H). Cost: $1,165 Billboard — The event was promoted on the billboard located on 1-95 and Gateway Boulevard 1208 (see Exhibit 1). Cost: $0 Blog — A blog to promote the various aspects of the event was published to the BBCRNs Boynton Beach (see Exhibit J). Cost $0 FISCAL IMPACT: FY 2022-2023 Budget, Project Fund, Line Item 02-58500-480 $40,000 for the event and $5,167.50 for marketing. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required from the CRA Board at this time. ATTACHMENTS: Description • EXHIBITS A - J 1209 EXHIBIT A 1210 EXHIBIT B 1211 EXHIBIT C 1212 EXHIBIT D 1213 EXHIBIT E 1214 EXHIBIT F 1215 EXHIBIT G Post Insights Take a I @@k at our b I og for all the info on the upcoming Boynton Beach Night Market on July 29th imt Dow ntow— ,,Dn l m,pirc E E ! c ns "ost read", Qy Psst Engagement ij)� 111,508 61,724 14,59,9 Interactions h92 22 C, 71 0 fid" act�orfs 723 canlnl�nt, 99 LinkOuck, 8,235 0 : - - :,� 4 - C, .a,rJ ""y t c Link dicks 58,187' 7,805 Event iespomes 692 R Ant I r, r hy WebsNtp V�Oors 13,184 1,057 0 A �- websvte visitors 37,397 3�670 h JO,''(, , 1mk, 1216 View results $335.70 Event lesponsei 3 31115 8 $338.5�5 1,3C,2 1216 View results $335.70 View results $338.5�5 View results $99,,94 ORE 2 vieve results $346.90 View results $375,00 1216 EXHIBIT H 1217 EXHIBIT I EXHIBIT J 1218 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 CRA PROJECTS IN PROGRESS AGENDA ITEM 15.13 SUBJECT: CRA Economic & Business Development Grant Program Update SUMMARY: The CRA's reimbursable Economic Development Grants provide 50% of the project costs in matching funding for rent and commercial property improvements. The grant programs continue to further the CRA's mission to activate vacant commercial space, assist businesses, create jobs and develop a vibrant downtown. Grant guidelines and applications can be downloaded from the CRA website www.boyntonbeachcra.com. Below is a status report of the CRA's Economic Development Grant Programs and Business Development activities for FY 2022-2023: FY 2022-2023 Budget $640,558 Grants Awarded Since October 1, ($231,216) 2022 Remaining Fund Balance as of $409,342 8/11/2023: List of CRA Board approved Economic Development Program Grantees since October 1, 2022: FY2022-2023 CRA Economic Development Grant Recipients Business Name Business Business Grant Address Type Total Funds Funds Approved Disbursed Year -to - Date 1219 FISCAL IMPACT: FY 2022-2023 Budget, Project Fund, Line Item 02-58400-444, $640,558 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan 1220 202 W. Soleil Academy Boynton Daycare 6 -month Rent 21 LLC Beach Facility Reimbursement $7,500 $7,500 Boulevard Extension Hip Hip Furray 1403S. Pet Rent LLC Federal Grooming Reimbursement $15,000 $7,500 Highway Boutique Gator State 860 W. Property Storage Boynton Industrial Warehouse Improvement $251000 $24,860 Beach LLC Avenue 1550 N. ShinyTouchShop Federal Nail Salon Rent $14,710 $7,355.04 Inc. Highway, Reimbursement Unit 15 1315 LLC 1315 N. Federal Professional Property $15,855 $13,072.50 Highway Office Improvement AAR Fade In. 558 E. olbright Barber Rent $15,000 $5,000 d/b/a Sir Cutz Rd Shop Reimbursement Ocean Palm 1550-1600N. Federal Commercial Property $27,250 $0 Plaza LLC Highway Plaza Improvement Rent Napi Dog 1406 N. Pet Reimbursement Grooming LLC Federal Grooming $50,000 $695 Highway Property Improvement Rent Hamarnah DDS 313 E. Reimbursement PLLC d/b/a Woolbright Dentistry $46,861 $31,621 Dentology Road Property Improvement Picnics in 466 N. Federal Specialty Rent $14,040 $0 Paradise LLC Highway Boutique Reimbursement FISCAL IMPACT: FY 2022-2023 Budget, Project Fund, Line Item 02-58400-444, $640,558 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan 1220 CRA BOARD OPTIONS: No action needed at this time unless otherwise determined by the Board. 1221 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 CRA PROJECTS IN PROGRESS AGENDA ITEM 15.0 SUBJECT: Social Media & Print Marketing Update SUMMARY: Throughout the month of July, a variety of social media and print marketing efforts were made to promote various BBCRA initiatives and projects, as well as, a variety of local businesses that operate within the BBCRA area. Social Media • BBCRA Project Posts: Promoted the Boynton Beach Night Market, Heart of Boynton Village Apartments and Shops, Business Grants, and NOP program. • Business Promotional Posts: Utilized Facebook and Instagram stories to promote business located on Boynton Beach Boulevard. Individual posts were shared to promote a variety of businesses, such as: Salon South Flow, The Butcher & The Bar, Florida Tackle Company, and Sea Mist III. Print Marketing • Coastal Angler • Florida Sports Fishing See Attachment I for an overview of the social media and print marketing that were published in August and Attachment II for a full listing of the Facebook and Instagram posts that were shared. FISCAL IMPACT: FY 2022-2023 Budget, General Fund Line Item 01-57400-216 - $962 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required unless otherwise determined by the CRA Board. ATTACHMENTS: 1222 Description Attachment I - Marketing & Social Media Overview Attachment II - July Facebook & Instagram Posts 1223 z oc Q D w 75; cn i cn 0 U LU 0 w CL I a D W J Q LO N N T— t6 tl i / a l t Y; C r r ur .a r t J u+-. u. LO N N T— tl i / l t Y; C r r t LO N N T— l t C t LO N N T— U) U) 0 CL co CN CN T- All q�y i/ III I . . . . . . . . . . co CN CN T- All q�y co CN CN T- cn U) 0 CL LU z D m a 0 LU 2 J Q U 0 cn r - CN N T- 9 y � r ® p �..... m4mt "i r r - CN N T- m4mt "i r r - CN N T- cn F- LU z cn D 1 a 0 LU J Q H w N N T- / 7� �NNNW "+"✓j (f 4 �, s 4 4, P r ✓ »N to w N N T- 7� (f 4 w N N T- FSTI w LLIJ Z z Q — J = Q Cn C/) LL Q Cn O U � •• O Z Cn � Q W D Q O LL Z w CL rn N N T- 0 M N T- T" CIP) CM T- 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 CRA PROJECTS IN PROGRESS AGENDA ITEM 15.1) SUBJECT: Neighborhood Officer Program 3rd Quarter Report for FY 2022-2023 SUMMARY: The CRA funded Neighborhood Officer Program (NOP), in partnership with the Boynton Beach Police Department, has submitted their Unit Activity Report for the third quarter (March 27, 2023 - June 30, 2023) Fiscal Year 2022-2023, along with the Heart of Boynton (HOB) District Crime Stats for the same time period (see Attachments 1-11). The NOP Quarterly report is required under the the funding terms of the Interlocal Agreement between the CRA and the City of Boynton Beach for FY 2022-2023 (see Attachment III). The current FY 2022-2023 NOP Budget is provided as Attachment IV. FISCAL IMPACT: FY 2022-2023 Budget, Project Fund 02-58500-460: $497,646 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan, Heart of Boynton District (pages 105- 118) CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board. ATTACHMENTS: Description • Attachment I - FY 2022-2023 3rd Quarter Report • Attachment II - Crime Stats • Attachment III - Executed Fourth Amendment to the Interlocal Agreement Between the City and CRA for NOP Operations Funding • Attachment IV - NOP Budget 1233 0000/0" /////////, 11111J�)1)J111!�y)J J�iI11111JJJ�JJJIIUJJJJ1Jill))J)J)�� °°°� �IIII�IIII�II�IIIIIIII�II�II�III�I�II�I�II�IBOYNTO BE AC �II BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY NEIGHBORHOOD OFFICER POLICING PROGRAM Quarterly Report March 27, 2023 to June 30, 2023 TABLE OF CONTENTS L Community Oriented Policing Defined page 3 II. Quarterly Report Requirements page 3 III. CRA & Boynton Beach Police ILA Activities page 4 IV. Neighborhood Officer Program (NOP) • NOP Background page 5 • NOP Organizational Chart page 5 • Mission Statement & Tasks page 6 • Officers Quarterly Work Hours page 7 • Significant Quarterly Activities page 7 • Photos — Community Events & Business Walks page 12 • CRA Area Crime Statistics page 16 2 Community Oriented Policing Defined Community policing definitions typically focus on three components that characterize many programs: some level of community involvement and consultation; decentralization, often increasing discretion to line -level officers; and problem solving. Because community policing is focused on close collaboration with the community and addressing community problems, it has often been seen as an effective way to increase citizen satisfaction and enhance the legitimacy of the police and the evidence is supportive in this regard. A major goal of this proposed neighborhood officer program is to cultivate high levels of mutual trust, understanding and respect between police and the residents of the neighborhoods they patrol and to ensure there is a visible presence of police in the community. In order to achieve this, it is necessary that these Community Partners develop relationships which transcend the confines of ordinary community policing activities and instead focuses upon building sustainable problem - solving partnerships. Additionally, the building of problem -solving partnerships and substantive relationships with invested members of the community will lead to a greater understanding of some of the challenges members of the public face and help the police department garner unique insights which might aid in addressing these challenges. This program helps effectively integrate police personnel into the fabric of our community. Reducing crime and disorder and improving the quality of life within historically blighted neighborhoods requires the development of these types of productive and meaningful relationships between citizens and representatives of their local government. As the most visible and accessible municipal agency, police personnel are uniquely postured to serve as a catalyst to an array of city services, community resources and organizations which can aid those in need as they work to better their circumstances and work in concert with other Community Partners to confront the challenges they identify within the community. Quarterly Report Requirements: The scope of this quarterly report is to fulfill the Program requirements set forth in the Inter -Local Agreement (ILA) between the City of Boynton Beach and the Boynton Beach Community Redevelopment Agency (CRA); whereas the CRA shall be provided a written report outlining the following: • Hours worked by the Program Officer; • Name, rank and badge number of Program officers who have worked the Program during the reporting period; • Activities undertaken to achieve the goals of the Program; and • Crime statistics for the reporting period 3 CRA & BOYNTON BEACH POLICE DEPARTMENT ILA ACTIVITIES • The Boynton Beach CRA and the City will provide a visible base of operations for this Program located at 119 E. Martin Luther King Jr. Blvd. Unit #8, which will act as a neighborhood storefront police station (Under Construction). • Police personnel assigned to this Program will be assigned within the CRA area. • Assist with public education and crime prevention within the CRA area. • Identify neighborhood specific problems and help with the coordination of other City services to resolve the issues. • Implement the use of an automatic license plate reader (ALPR) as an intelligence gathering platforms. • On a quarterly basis, the Police Department shall provide the CRA with crime statistics for the CRA area along with data gathered by the ALPR and a GIS map identifying where crimes are occurring in the area. • Police personnel assigned to this unit shall patrol: (a) On foot, (b) on bicycle, or (c) on Segway vehicles, (d) on golf carts, or (e) other department issued vehicles. • Police personnel assigned to this function shall work a minimum of 40 hours a week. Twenty of these hours should be spent being visible in the community, building relationships, collecting information and providing resources and information to residents and business owners who seek to promote positive change within their neighborhood. Specific emphasis should be given to those actions which will contribute to the attainment of the goals established with Community Partners such as but not limited to attend regularly scheduled Community Partners' meetings and establish attainable goals with measurable outcomes with Community Partners. • The schedule for these Police personnel shall not be set, established or publicly posted. Their presence should be anticipated at any time by those who may be disrupted by their integration into the CRA area. • Police personnel assigned to this function will be furnished with either cell phones or, at minimum, voicemail accounts, which will be used to correspond with police personnel directly. CRA staff shall be provided with a list of these phone numbers and protocol for telephone contact or dissemination of information by the CRA to the Officers assigned to the Program. • CRA staff shall be informed of the Neighborhood Officers hours on a regular basis. • The CRA shall be provided with an organizational chart of the Officers assigned to the Program listing rank, badge numbers and years of service. • The CRA shall be provided a quarterly written report outlining the following: o Hours worked by the Program Officer o Name, rank and badge number of Program officers who have worked the Program during the reporting period. o Activities undertaken to achieve the goals of the Program o Crime statistics for the reporting period. E • The Police Department shall provide an annual written report summarizing the goals achieved along with a crime statistics report and associated map. Included in the report shall be recommendations for Program changes for the next fiscal year. • Funding for the Neighbor Officer Policing Program shall be at the discretion of the CRA Board and appropriated annually. • While the CRA will provide funding to support this program, operational and supervisory control remains with the Police Department. NOP BACKGROUND: The CRA's NOP program was re-initiated on March 27, 2023 after a period of dormancy due to the lack of sufficient staffing of officers employed by the Boynton Beach Police Department. To that end, this report will serve as the inaugural report for the re -start of the Boynton Beach Police Department's Neighborhood Officers Program. The CRA Officers are now responsible for policing the entire CRA area and not just the Heart of Boynton as in the past. This report will cover activities between March 27, 2023 through June 30, 2023. CRA Officers & Organizational Chart: NI IRMIS 10331No 41MI-IMSI14AR43 II OFC. VAZQUIEZ II OJ#'976 5 CRA Officers Mission Statement & Tasks: Mission Statement: The NOP Program is a collaborative commitment with the CRA to create a prosperous and vibrant downtown district while providing safety to the business owners, residents, and visitors. This will be accomplished by having motivated, interested, and engaged officers who know their business owners, clergy and residents and stay in tune and engaged with the community through regular face to face contacts. Crimes and community problems will be proactively and promptly addressed and enforced. When a community is well cared for and appropriately policed, it is more inviting to potential business owners, residents and guests and crime is collaboratively controlled through a whole of community approach. Tasks: • Solicit Trespass Agreements from all business in the CRAs district • Solicit retailers in the CRA's district to sign up for the Telegram App. This app will be used as an information sharing mechanism between retailers and the department regarding theft suspects, vandals, trespassers etc. • Serve as the first line of engagement with business owners, citizens and guests to resolve needs and conflicts. • Monitor radio for in -progress crimes and nuisance calls in the CRAB District and respond and investigate those crimes. Specifically, CRA Officers are required to respond to all in progress calls to include but not limited to robberies, retail thefts, shootings, aggravated assaults & batteries, etc. • Instances of Public Nuisance have the potential to affect the health, safety, welfare, and/or comfort of the general public. Therefore, CRA Officers are required to address all observed and reported instance of public nuisance offenses, to include but not limited to public intoxication, public drinking, public urination and defecation, harassment, intimidation, and passing out in public places. • Patrol the CRA areas of the city with a positive solution -based approach. • With CRA input, identify people with significant influence within the community (members of the clergy, community activists, longstanding residents who are well- respected); work with them to cultivate partnerships and organize activities which will address the needs and challenges identified. • Work closely with Community Standards to identify and efficiently resolve code violations. • Collaborate with and develop relationships with city departments so that relevant community complaints can be promptly resolved or mitigated. • Monitor panhandlers and trespassers and take appropriate action to resolve the activity. • Utilize "My Civic App" to log and monitor code violations and community concerns when the matter cannot be immediately addressed. • Partner with the agency's victim advocate and community programs to provide outreach and assistance to the unhoused. • Attend monthly CRA meetings, events, and special meetings when assigned. no 174 Hours worked by the CRA Officers during the quarter: The CRA Officers are assigned to work four (4) ten (10) hour shifts during a calendar week. During the quarter, the officers were assigned to work Monday to Thursday. The total number of eligible work hours per Officer in this quarter was 560 Hours. The table below depicts the officers' individual time during the quarter: Officer Eligible Quarterly Hours Actual Patrol Hours App. App. Leave Training CRA Overtime Comp. Time Earned Davis 560 544 0 16 0 0 Vazquez 560 449 15 96 4 2.75 Borrero 560 484 60 16 4 0 The overtime hours listed above do not include CRA Detail hours worked, or other department overtime or detail hours worked by the listed officers not attributable to the CRA. Significant Quarterly Activities Executive Summary: During the quarter the CRA Officers attended 12 community events/meetings, conducted 11 separate business walks with CRA staff, performed 35 business checks/visits, obtained 12 trespass agreements with local businesses and churches, attended 3 CRA Full Board or Advisory Board Meetings and made 35 arrests. Business walks and checks, whether conducted solely by the CRA Officers or in collaboration, with CRA staff, are opportunities to build bridges and relationships with the CRA District's business Community. During these self -initiated contacts, the CRA Officers and staff listen to concerns and problems and provide information and solutions to the business community. These grass root contacts, serve as a critical information source and as a foundational basis for creativity and problem solving. Like business walks and checks, community meetings and events serve to inform the CRA Officers and Police Department Command Staff of concerns, but the concerns voiced in these venues are generally more individual and community based. At these meetings, community concerns regarding traffic problems, crime and community cleanliness are brought forward, among others. The CRA Officers and Police Staff respond to the community's concerns by providing input and recommendations and when appropriate work with other city departments to resolve these concerns swiftly and efficiently. Community confidence in law enforcement increases when the community sees their police department values and responds to their concerns and needs and works in conjunctions with other city departments to institute positive change. 7 Significant Quarterly Activities by Week: Week 1— 03/27/2023 to 04/02/2023 • Officers met with the City's Park relationship • Officers cited an individual at 1620 S 009280 & Recreation supervisor to establish a working Federal Highway for a City Ordinance — Case#23- • Officers met with business owners along E. Ocean Ave in reference to trespass agreements • Officers arrested two (2) individuals with active warrants Case #'s 23-00945 & 23-009531 • Officers identified several homeless camps throughout the CRA District and identified the property owners in order to secure trespass agreements. • Officers attended an 8 -hour on-line course on Community Policing. • Ofc. Davis, Chief DeGiulio, and Deputy City Manager Andrew Mack met community members at Carolyn Sims Center in an effort to resolve drug/homeless problems in the area of Palmetto Park. • Narcotics arrest at 400 N. Seacrest Blvd, Case #23-010069 • Three (3) business checks at 100 E. Martin Luther King Blvd., Case#'s 23-014343, 23- 014243 & 23-014442 • Business check at 101 N. Federal Highway, Case#23-014400 • Business check at 301 N. Federal Highway, Case#23-014441 • Business check at 1634 S. Federal Highway, Case423-014447 Week 2 — 04/03/2023 to 04/09/2023 • Trespass Agreement obtained 401 E. Ocean Ave. — Case#23-010772 • Trespass Agreement obtained 402-410 E. Ocean Ave, Case#23-010773 • Trespass Agreement obtained 400 E. Boynton Beach Blvd. Case#23-010774 • Trespass Agreement obtained 1400 N. Railroad Ave. Case#23-010782 • Shoplifting arrest made at AT&T 566 E. Woolbright Rd. Case#23-010759 • Vandalism arrest made at AT&T 566 E. Woolbright Rd. Case#23-010808 • City Ordinance citation issued 100 NE 4th St. Case# 23-010967 • Trespass Agreement Obtained 101 N. Federal Highway Case#23-010957 • Trespass Agreement Obtained 1305 S. Federal Highway Case#23-010977 • Burglary Suspect arrested, Case#23-005158 • Narcotics arrest made at 1100 NE 2nd St., Case#23-011257 • Warrant arrest made at 421 NE 13th Ave., Case#23-011471 • Narcotics arrest made at 100 NW 11th Ave., Case#23-011434 Weep 3 — 04/10/2023 to 04/16/2023 • Trespass Warning issued at 900 N. Seacrest Blvd., Case#23-012282 • CRA Officers recovered a stolen vehicle at 500 W. Woolbright Rd., Case#23-012783 • CRA Officers attended the CRA Board Meeting • CRA Officers assisted the U.S. Marshalls with the apprehension of suspect wanted for murder by Georgia authorities, Case#23-012982 Week 4 — 04/17/2023 to 04/23/2023 • Narcotics arrest made, 732 NE 10th Ave., Case#23-012314 • Traffic arrest made, 201 NE 12th Ave., Case#23-013819 • Narcotics arrest made, 1100 N. Seacrest Blvd., Case#23-014057 • CRA Officers met with Mike Pinkney regarding homeless camps • CRA Officers created a group chat on Telegram to improve direct communication regarding City Parks in the CRA District • Narcotics arrest made, 100 NW 17th Ave., Case#23-014271 Week 5 — 04/24/2023 to 04/30/2023 • Trespass agreement obtained for 101 NE 12th Ave., Case#23-015280 • CRA Officers attended a Coalition of Clergy meeting at Greater St. Paul AME Church • Officers attended community meeting at Sara Sims Park • Two (2) business check at 501 SE 18th St., Case#23-0154484 & Case#23-015966 Week 6 — 05/01/2023 to 05/07/2023 • Trespass agreement obtained for 209 NW 9th Court, Case#23-016843 • CRA Business walks were conducted along Ocean Ave. • CRA Officers attended the Heart of Boynton meeting as Carolyn Sims Center • CRA Officers attended a prayer Ceremony at City Hall for National Prayer Day • CRA Business walks were conducted at West Sunshine Square • Business check at 200 E. Ocean Ave., Case#23-016817 • Business check at 640 E. Ocean Ave., Case#23-017458 Week 7 — 05/08/2023 to 05/14/2023 • Officers coordinated with the City to arrange the clean up of a homeless camp under the Ocean Ave. Bridge. • Narcotics arrest at 100 W. Gateway Blvd., Case#23-018525 • Narcotics arrest at 100 NW 17th Ave., Case#23-018546 • Officers attended the CRA Board Meeting on 05/09/2023 • Officers conducted a business walk at Sunshine Square and River Walk Plaza. • Officers attended the Heart of Boynton Community Meeting at Carolyn Sims Center. 9 Officers coordinated the clearing of a homeless camp on city property behind St. Marks Catholic Church • Trespass agreement obtained for 911 S. Federal Highway, Case#23-018971 • Trespass agreement obtained for 209 N. Federal Highway, Case#23-018982 • Business walk conducted at Ocean Plaza, Case#23-019035 • Community meeting attended at Sara Sims Park Week 8 — 05/15/2023 to 05/21/2023 • Officers issued a trespass warning at City Hall, Case#23-019760 • Officers conducted a business walk at the One Boynton Plaza, Case#23-019807 • Officers conducted a business walk along Ocean Ave., Case#23-019821 • Officers assisted the Detective Bureau in locating two homicide suspects • Warrant arrest at 100 W. Gateway Blvd., Case#23-020156 • Narcotics arrest at 100 NW 11 "' Ave., Case#23-020415 • Officers conducted a business walk along N. Railroad Ave. • Business check conducted at 1600 S. Federal Highway, Case#23-020233 • Business check conducted at 501 SE 18t" Ave., Case#23-020385 Week 9 — 05/22/2023 to 05/28/2023 • Arrest of a subject who had open PC for sale of narcotics, Case#23-021280 • Arrest of an individual at City Hall for Trespassing, Case#23-021434 • Business walk conducted along N. Railroad Ave. • Arrest of an individual who had PC for Domestic Battery • Business check done at One Boynton, Case#23-021231 • Business check done 239 NE 12th Ave., Case#23-021432 • Business check of Ocean Palm Plaza, Case#23-021485 • Business check of E. Ocean Ave., Case#23-021490 • Business check of N. Railroad Ave., Case#23-021685 • Business check of 3625 S. Federal Highway, Case#23-021708 • Business check of Ocean Food Mart, Case#23-021899 • Business check of Hurricane Alley, Case#23-021903 • Business check of 3625 S. Federal Highway, Case#23-021931 Week 10 — 05/29/2023 to 06/04/2023 • Business walk of Ocean Avenue conducted. • Arrest for Trespassing made at 100 E. Martin Luther King Blvd., Case#23-023116 • Business walk done in Ocean Plaza • CRA Advisory Board Meeting Attended 10 • Business check of 101 S. Federal Highway, Case#23-022737 • Business check conducted at 643 NE 0' Ave., Case#23-022739 • Business check of 400 E. Ocean Ave., Case#23-022964 • Business check of Sunshine Square, Case#23-023127 • Business check of One Boynton, Case#23-023128 • Business check performed at 500 Ocean, Case#23-023344 • Business Check of Ocean Palm Plaza, Case#23-023292 Week 11— 06/05/23 to 06/11/2023 • Arrests of two subjects made for Narcotics and grand theft at 225 NW 12th Ave. Case#23-024191 • Business walks at 1499 S. Federal Highway (One Boynton) conducted • Arrests of two subjects for narcotics and weapon violation, Case#23-024877 • Business check of 100 E. Martin Luther King Blvd., Case#23-024351 • Business check of 1499 S. Federal Highway, Case#23-024405 • Business check of 3625 S. Federal Highway, Case#23-024853 Week 12 — 06/12/2023 to 06/18/2023 • Narcotics arrest at 1400 N. Seacrest Blvd., Case#23-025637 • Officers attended CIRCLES Community meeting at Carolyn Sims Center • Officers attended CRA Board Meeting • Officers attended the Heart of Boynton meeting at Carolyn Sims Center • Officers attended the community meeting at Sara Sims Park • Business walks were conducted along NE 3rd Street • Business check of River Walk Plaza, Case#23-025800 • Business check of Ocean Plaza, Case#23-026289 Week 13 — 06/19/2023 to 06/25/2023 • Two Narcotics arrests a 400 E. Martin Luther King Blvd., Case#23-027095 • Officers attended the Juneteenth event at Sara Sims Park • Officers attended the community meeting at Sara Sims Park • Officers attended Active Shooter Training • Business check of 600 NE 3rd St., Case#23-027590 11 Week 14 — 06/26/2023 to 06/30/2023 • Narcotics arrest at 1288 E. Martin Luther King Blvd., Case#23-028612 • Warrant arrest at 300 NE 13th Ave., Case#23-028678 • Warrant arrest at 400 NE 10th Ave., Case#23-028887 • Business walks we conducted along SE 4th Street • Trespass agreement obtained for Ace Hardware, Case#23-029089 • Trespass agreement obtained for Mainstreet Carwash, Case#23-029077 • Narcotics arrest at 1500 NE 1st St., Case#23-029094 • Business check of 100 E. Ocean Ave., Case#23-028451 • Business check of SE 4th St., Case#23-028798 Community Events & Business Walk Photos: June 12, 2023 — Circles Meeting Carolyn Sims Center 12 June 14, 2023 — Heart of Boynton Meeting Carolyn Sims Center 13 IIA June 15, 2023 - Sara Sims Community Conversation Meeting 14 IIA June 15, 2023 - Business Walks 15 IIA CRA Crime Statistics April l to June 30 2023: IIA 17 .113R 1131Z in N T amy faNBanpuiN FOURTH AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM This FOURTH AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (Fourth Amendment) is entered into by and between the City of Boynton Beach (City) and the Boynton Beach Community Redevelopment Agency (CRA) (collectively referred to as the Parties). WHEREAS, the CRA and the City entered into the INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM ("Agreement") on October 26,2016; and WHEREAS, the CRA and the City amended the Agreement pursuant to the FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (First Amendment) on November 21, 2017; WHEREAS, the CRA and the City amended the Agreement pursuant to the SECOND AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (Second Amendment) on September 30,2018; WHEREAS, the CRA and the City amended the Agreement pursuant to the THIRD AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (Third Amendment) on December 9, 2019; WHEREAS, the THIRD AMENDMENT provided the Agreement: shall automatically renew every year effective October 1 at the discretion of the CRA Board, so long as the annual CRA budget for the applicable fiscal year contains a budget line item specifically for the Neighborhood Officer Policing Program that designates a dollar amount greater than $0.00. The amount provided for in the CRA budget shall be the maximum amount of financial obligation of the CRA for the applicable fiscal year. If the annual CRA budget for any year does not 1262 contain a line item specifically for the Neighborhood Officer Policing Program, or the line item for the Neighborhood Officer Policing Program designates $0.00 or equivalent, the Agreement shall be deemed terminated as of 11:59 pm on September 30 following the adoption of the budget. The renewal shall be under the same terms, conditions, and procedures provided for the in the Agreement. and WHEREAS, the Parties wish to make certain changes to the Agreement, as amended; NOW THEREFORE, in consideration of the promises contained herein and in the Agreement, as amended, the sufficiency of which both Parties hereby acknowledge: 1) Incorporation. The recitals and other information above are hereby incorporated herein as if fully set forth. 2) Effective Date. This Fourth Amendment shall be deemed to be effective on the last date that this Amendment is executed by the Parties. 3) Agreement. Unless specifically stated otherwise, the term Agreement means the Agreement as it may have been or may be amended from time to time. 4) Amendment. Nothing in this Fourth Amendment shall be construed so as to prevent the parties from extending or otherwise amending the Agreement, or this Fourth Amendment. 5) Modification of Exhibit A. Exhibit A to the Agreement, shall be deleted in its entirety and substituted with Exhibit A to this Fourth Amendment for Fiscal Year 2022-2023. Exhibit A may be amended anytime through written amendment signed by the City Manager and the CRA Executive Director. 6) General. Except as expressly set forth in this Fourth Amendment, the Agreement is unmodified and remains in full force and effect, and is hereby ratified and confirmed by the CRA and the City. This Fourth Amendment may be executed in any number of counterparts, any one and all of which shall constitute the agreement of the Parties and each of which shall be deemed an original. To the extent of any conflict between the Agreement and/or the First Amendment, Second Amendment, Third Amendment, and this Fourth Amendment, this Fourth Amendment shall control. [Signatures on following page.] 1263 IN WITNESS WHEREOF, the CITY and CRA hereto have executed this Fourth Amendment as of the date set forth below. ATTEST: CITY OF BOYNTON BEACH, a Florida municipal corporation BY �""Ma lee D � . �'.... °" �.,* � ....:.., � � an .u� er .......�� .... - y e Je Is, City Clerk � Daniel ��i; �ti�� Approved as to F°� i � Date. ' "ell EAL) ._.... �� i iVi" i' Office of the City Attorney om BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: ....w�....... .. ' Thuy Shutt, Pxecutive Director Date: 1264 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY NEIGHBORHOOD OFFICER POLICING PROGRAM June 2, 2023 1265 Community Oriented Policin a Defined Community policing definitions typically focus on three components that characterize many programs: some level of community involvement and consultation; decentralization, often increasing discretion to line -level officers; and problem solving. Because community policing is focused on close collaboration with the community and addressing community problems, it has often been seen as an effective way to increase citizen satisfaction and enhance the legitimacy of the police and the evidence is supportive in this regard. A major goal of this proposed neighborhood officer program is to cultivate high levels of mutual trust, understanding and respect between police and the residents of the neighborhoods they patrol and to ensure there is a visible presence of police in the community. In order to achieve this, it is necessary that these Community Partners develop relationships which transcend the confines of ordinary community policing activities and instead focuses upon building sustainable problem solving partnerships. Additionally, the building of problem solving partnerships and substantive relationships with invested members of the community will lead to a greater understanding of some of the challenges members of the public face and help the police department garner unique insights which might aid in addressing these challenges. This program helps effectively integrate police personnel into the fabric of our community. Reducing crime and disorder and improving the quality of life within historically blighted neighborhoods requires the development of these types of productive and meaningful relationships between citizens and representatives of their local government. As the most visible and accessible municipal agency, police personnel are uniquely postured to serve as a catalyst to an array of city services, community resources and organizations which can aid those in need as they work to better their circumstances and work in concert with other Community Partners to confront the challenges they identify within the community. The Bovnton Beach Police Department shall im dement the followin . activities in order to achieve the goals of the Neighborhood Officer Policing Program • The Boynton Beach CRA and the City will provide a visible base of operations for this Program located at 119 E. Martin Luther King Jr. Blvd. Unit #8, which will act as a neighborhood storefront police station. • Police personnel assigned to this Program will be assigned within the CRA area. • Assist with public education and crime prevention within the CRA area. • Identify neighborhood specific problems and help with the coordination of other City services to resolve the issues. • Implement the use of an automatic license plate reader (ALPR)as an intelligence gathering platforms. • On a quarterly basis, the Police Department shall provide the CRA with crime statistics for the CRA area along with data gathered by the ALPR and a GIS map identifying where crimes are occurring in the area. 1266 • Police personnel assigned to this unit shall patrol: (a) On foot, (b) on bicycle, or (c) on Segway vehicles, (d) on golf carts, or (e) other department issued vehicles. • Police personnel assigned to this function shall work a minimum of 40 hours a week. Twenty of these hours should be spent being visible in the community, building relationships, collecting information and providing resources and information to residents and business owners who seek to promote positive change within their neighborhood. Specific emphasis should be given to those actions which will contribute to the attainment of the goals established with Community Partners such as but not limited to attend regularly scheduled Community Partners' meetings and establish attainable goals with measurable outcomes with Community Partners. • The schedule for these Police personnel shall not be set, established or publicly posted. Their presence should be anticipated at anytime by those who may be disrupted by their integration into the CRA area. • Police personnel assigned to this function will be furnished with either cell phones or, at minimum, voicemail accounts, which will be used to correspond with police personnel directly. CRA staff shall be provided with a list of these phone numbers and protocol for telephone contact or dissemination of information by the CRA to the Officers assigned to the Program. • CRA staff shall be informed of the Neighborhood Officers hours on a regular basis. • The CRA shall be provided with an organizational chart of the Officers assigned to the Program listing rank, badge numbers and years of service. • The CRA shall be provided a quarterly written report outlining the following: o Hours worked by the Program Officer o Name, rank and badge number of Program officers who have worked the Program during the reporting period. o Activities undertaken to achieve the goals of the Program o Crime statistics for the reporting period. • The Police Department shall provide an annual written report summarizing the goals achieved along with a crime statistics report and associated map. Included in the report shall be recommendations for Program changes for the next fiscal year. • Funding for the Neighbor Officer Policing Program shall be at the discretion of the CRA Board and appropriated annually. • While the CRA will provide funding to support this program, operational and supervisory control remains with the Police Department. 1267 NOTE: All amounts provided by Police Department with exception of Contingency and ILA amount for FY 2022-2023 Revised by CRA to include promotional/marketing materials and additional equipment. 1268 FY 2023 Category QTY Unit Cost BURCET � �� Note$ Personnel Officer Salary & Incentive(Paramore) 1 107,945 107,945 Salary, Education Incentive Officer Benefits -Pension 1 45,081 45,081 Pension Officer Benefits 1 18,200 18,200 Healthcare, Dental, Vision, FICA Officer Salary & Incentive(] Rivera) 1 88,780 88,780 Salary, Education Incentive Officer Benefits -Pension 1 37,076 37,076 Pension Officer Benefits 1 16,721 16,721 Healthcare, Dental, Vision, FICA Officer Salary & Incentive 1 62,659 62,659 Salary, Education Incentive (AVG) Officer Benefits -Pension 1 18,840 18,840 Pension (AVG) Officer Benefits 1 15,090 15,090 Healthcare, Dental, Vision, FICA (AVG) Police Service Aide (Civilian) Salary & Incentive 1 36,513 36,513 Salary, Education Incentive (AVG) Police Service Aide (Civilian) Benefits -Pension 1 10,978 10,978 Pension (AVG) Police Service Aide (Civilian) Benefits 1 12,883 12,883 Healthcare, Dental, Vision, FICA (AVG) Total Personnel Costs $ 470,766 r Uniform 4 500 $ 2,000 uniforms,belts Community Events/Promotions 1 4,000 4,000 Youth Programs Misc. Equipment - As needed 1 2,500 2,500 Segway (Maintenance) 3 333 1,000 Preventative maintenance Total Equipment Costs 1 is 9,500 60 rr a°n , ;e;ro Cell Phones Service Plan 4 675 2,700 $56.25/mo for staff Office Supplies / Misc Supplies 1 2,000 2,000 Office Supplies (incl printer/ copier) Office Electric, Cable/ Internet, water/sewage 12 515 6,180 Monthly operating costs Office Space Monthly Maintenance 12 0 - Monthly Maint. Ocean Palm Plaza Office Cleaning 1 1,500 1,500 City Cleaning Crew (Gail) Computer equipment 4 250 1,000 Misc, Cameras Training 4 1,000 4,000 CPTED, STEP academy Total Office Expenses $ 17,380 �i r' ; l NOTE: All amounts provided by Police Department with exception of Contingency and ILA amount for FY 2022-2023 Revised by CRA to include promotional/marketing materials and additional equipment. 1268 10YN10N Levo %BEACH ��e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: August 8, 2023 CRA PROJECTS IN PROGRESS AGENDA ITEM 15.E SUBJECT: MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update SUMMARY: The MLK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi -Family Rental Apartment Project will provide 124 affordable multi -family rental units, as well as, 8,250 square feet of leasable commercial space (Attachments 1 -III). Since the last CRA Board meeting, the following progress has been made (see Attachment IV): East Building Centennial Management Corp. (CMC) is working on finishing the parapet walls, installing the metal roof and preparing for painting the exterior. Drywall, molding, tile and cabinets have been installed on the interior of the rental units. The windows, doors, electrical, plumbing, elevator, mechanical and fire sprinklers are also being installed in the building. North Building CMC has finished the parapet walls, installing the metal roof, painted the exterior, installed brackets under the soffit and are preparing to install the balcony railings. Drywall, molding, tile and cabinets have been installed on the interior of the rental units. The windows, doors, electrical, plumbing, elevator, mechanical and fire sprinklers are also being installed in the building. The building is being prepped for exterior painting. West Building CMC is working on the parapet wall and has installed the weatherproofing on the roof. Drywall, molding, tile and cabinets have been installed on the interior of the rental units. Drywall is being installed and windows, doors, electrical, plumbing, mechanical and fire sprinklers are also being installed in the building. The CRA staff is continuing to coordinate with CMC on leasing the commercial spaces. The construction timeline estimates the Project will be completed in the Winter of 2023. Until completion, monthly project construction updates will be provided to the CRA Board. FISCAL IMPACT: Fiscal Year 2021-2022 Budget; Project Fund Line Item 02-58200-406 - Local Government Match Contribution $625,750 and Commercial/Retail Component $2,025,815 (commercial 1269 component); TIRFA $1,630,280 and $433,008.45 Second Development Agreement for the Residential Component. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach CRA Community Redevelopment Plan CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board. ATTACHMENTS: Description • Attachment I - MLK Jr Blvd Project Site Plan - North • Attachment II - MLK Jr Blvd Project Site Plan - South • Attachment III - MLK Jr. Blvd. Mixed Use Development Project Renderings • Attachment IV - Construction Progress Photos 1270 ee 3e �aa�a 9 nM � e �.9u D2u.Illd uv a ip d!�,o�M3H �d��ilw�O ❑ U 1 a f fc - — — — ------------------------------------- pfw ......... .... 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