The URL can be used to link to this page

Agenda 04-11-231, i �e B101YU NTO�III�14IIIBIIItlll�'��,'��, ICOMMIJUITY Community Redevelopment Agency Board Meeting Tuesday, April 11, 2023 - 6:00 PM City Hall Chambers, 100 E. Ocean Avenue and GoToWebinar Online Meeting 561-737-3256 REVISED /_Ve7 4 LI 111-11 1. Call to Order 2. 1 nvocation 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 A. Boynton Beach CRA FY 2021-2022 Financial & Annual Report 9. Public Comments A. 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. 10. Consent Agenda A. CRA Financial Report Period Ending March 31, 2023 REVISED B. Approval of CRA Board Meeting Minutes -March 15, 2023 C. Approval of Commercial Rent Reimbursement Grant Program in the Amount of $15,000 to AAR Fade, Inc. d/b/a Sir Cutz located in Sunshine Square at 558 E. Woolbright Road D. Approval of a 60 -day Extension for the Commercial Property Improvement Grant Program to Custom Truss LLC located at 510 Industrial Avenue E. Approval of a 60 -day Extension for the Commercial Property Improvement Grant Program to JWS Investments Restaurant d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard 11. Pulled Consent Agenda Items 12. Old Business A. Quarterly Progress Report from BBQOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) B. Consideration of Approval of 500 Ocean Performance Audit for Year Ending December 31, 2022, for Compliance with the Direct Incentive Funding Agreement C. Discussion and Consideration a of Lease with the USPS to Remain at the CRA -owned Property Located at 217 N. Seacrest Boulevard D. Discussion and Consideration of a One Year Extension Request of the (TABLED Construction of a Public Plaza per the Purchase and Development 02/13/2023) Agreement with Ocean One Boynton, LLC for the Ocean One Project E. Discussion and Consideration of Direction and Assignments for CRA Advisory Board 13. New Business A. Discussion and Consideration of Purchase and Sale Agreement for 433 W. Boynton Beach Boulevard B. Discussion and Consideration of Draft Scope to Amend the 2016 Community Redevelopment Plan 14. CRA Projects in Progress A. CRA Economic & Business Development Grant Program Update B. Social Media & Print Marketing Update C. MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update 15. Future Agenda Items A. Project Update on the Bride of Christ Daycare Center at NE 10th Avenue - May B. 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 - May C. Discussion and Consideration of the Responses to the RFP/RFQ for the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard - May D. Discussion and Consideration of an Interlocal Agreement between the City of Boynton Beach and CRAfor the Neighborhood Officer Program Office Lease located in the Heart of Boynton Shops - May E. Discussion and Consideration of a Resolution for the Neighborhood Officer Program Lease - May F. Approval of the Second Amendment to the Development Agreement between the CRA and Centennial Management Corp./Wells Landing Apartments, LLC for the Commercial Component of the MLK Jr. Boulevard Corridor Mixed Use Project - May 16. 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 WITHA 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 WEB SITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDA AFTER IT IS PUBLISHED ON THE CRA'S WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. 1, i �e B101YO NTO�IIIIIdlll611l1lll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 ANNOUNCEMENTS AND AWARDS AGENDAITEM: 8.A. SUBJECT: Boynton Beach CRA FY 2021-2022 Financial & Annual Report *11J�I1�I_1Xg The Boynton Beach CRA (BBCRA) Fiscal Year 2021-2022 Annual Report containing the Annual Audit was mailed to all required officials and taxing authorities on March 24, 2023, and posted on the BBCRA's website in accordance with the Florida State Statutes. 200 hard copies are currently printed for distribution. A electronic copy in PDF -format can also be downloaded from the BBCRA's w e b s i t e : https://www.boyntonbeachcra.com/home/showdocument? id=985&t=638150693969849911 Distribution of the annual reports will be done by staff at various BBCRA business promotional events, community meetings and events, at City Hall, in-person business visits, and future professional conferences or in-person meetings with prospective developers or interested parties. This year's Annual Report provides a summary of the BBCRA's activities for Fiscal Year 2021- 2022 consistent with the statutory reporting requirements, including but not limited to, the agency's audit report and financial information regarding assets, liabilities, income, expenditures, operating expenses, details of the BBCRA projects and programs, the Boynton Harbor Marina financials and marketing, affordable housing initiatives, Neighborhood Officer Program, economic development grants, and business promotional initiatives (see Attachment 1). FISCAL IMPACT: FY2022-2023 Budget, Project Fund 01-57400365, $777.12 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board. ATTACHMENTS: Description Attachment I - FY 2021-2022 Financial and Annual Report 13 13 IOYNIO Lag BEAC COMMIIS '41"I Y RE��'I'll'IIVEII��M�II�'ll""'ll,�II �� AVIII IIIIIIIII]NCY RAG A" I'T DIS DV: U , I 'JON 1 Message from the Chair 2 How the BBCRA Works 3-4 Financial Summary 2021-2022 & Project Fund Allocation B ; UR..:... AREA. 5 BBCRAArea Map The Pierce 7 Rock the Block 8 Rock the Marina & Lionfish Derby/Holiday Boat Parade 9-10 Boynton Harbor Marina East Ocean Avenue Lighting Project 11 211 East Ocean Avenue 12 Boynton Beach Haunted Pirate Fest & Mermaid Splash/Blarney Bash 13 Boynton Beach Night Market In Culture Art Walk BOYN"rON"REACII BOULEVARD °r ..I ;'fir 14 401-411 East Boynton Beach Boulevard East Boynton Beach Boulevard Beautification 14 Ind E E R .I., HIGHWAY DISTRICT' 1102-1110 North Federal Highway 15 Historic Woman's Club of Boynton Beach 15 Rock the Plaza 16 HEAR].. F B"T . DIT R." " . Heart of Boynton Village Apartments and Shops 17-18 Cottage District Affordable Workforce Infill Housing Project 19 Model Block 19 545 NW 11th Avenue - Habitat for Humanity of South Palm Beach 20 County, Inc. 402 & 404 NW 12th Avenue - Boynton Beach Faith Based CDC 20 ECONOMIC IC DEEI., . MKNT R..A.N1'r 21-22 S01,11) W,SIT AUTHORITY GR.A..Ni,r 23 NEIGHBORHOOD OFFDV. 'ER. PROGRAM 23 OCAA.I., .. EDDI .-...: urRE . 1 PROGRAM 24 MARINA.. MRD .E'rING 24 PROFESSIONAL 25 B B .," R.A. S'17A.. F F 25 RED EVELOPMENT Fumn', WORKS Ty Penserga BOARD CHAIR Angela Cruz VICE CHAIR Aimee Kelley BOARD MEMBER Woodrow Hay BOARD MEMBER Thomas Turkin BOARD MEMBER CRA ADVISORY BOARD MEMBERS Chair Naomi Cobb Vice Chair Joe Josemond Board Members Sharon Grcevic Yvonne Skovron Golene Gordon Warren Swee Pernell Davis I am proud to say, here in Boynton Beach, our CRA's redevelopment efforts are making great strides in our City's livability and economic prosperity. The BBCRA's investment in economic opportunities and affordable housing continues to be a priority for the Agency. Evidence of this priority can be seen through the Economic Development Grant Program's success of assisting new retail, restaurant, industrial, and professional office space, and activating vacant commercial spaces within the BBCRAArea. Additionally, a significant project nearing completion is the Heart of Boynton Village Apartments & Shops located on the historic E. Martin Luther King Jr. Boulevard Corridor. This highly anticipated mixed-use project will feature 124 affordable multi -family rental units as well as 8,250 square feet of leasable community serving commercial space. It is the BBCRA's second partnership with Centennial Management Corp. (CMC) who received funding from the Florida Housing Finance Corporation's 9% Low Income Housing Tax Credit Funding Program. The BBCRA has remained committed to the project by approving approximately $4.7 Million in funding to assist with the project's finance gap. It is anticipated that the residential construction will be completed by the end of Spring 2023 and the commercial component completed shortly thereafter. In July 2022, the BBCRA Board initiated the redevelopment of the 115 N. Federal Highway Mixed -Use Project (aka The Pierce) by entering into a Purchase & DevelopmentAgreement, a Tax Increment Revenue Financing Agreement (TIRFA), and a Parking Lease Agreement with the Fort Lauderdale -based developer, Affiliated Development, LLC. The Pierce is a 3.04 -acre mixed-use project consisting of 300 mixed -income apartments, approximately 17,000 square feet of restaurant, retail and office space along with 150 public parking spaces. As South Florida continues to face an affordable housing crisis, one of the biggest celebrations for the BBCRA this year is the successful contract negotiations with Pulte Home Company, LLC for the BBCRA-owned properties known as the Cottage District Affordable Workforce Infill Housing Redevelopment Project. After nearly 16 years of pursuing and acquiring land for this project, the BBCRA was able to assemble 4.5 acres with the intent to provide new affordable and workforce home ownership opportunities. With Pulte Homes at the lead, the project will provide 41 for sale owner occupied units as well as new street lighting, landscaping, five-foot sidewalks, and enhanced open space. The BBCRA will continue our beautification of one of the City's primary commercial corridors, Boynton Beach Boulevard. The East Boynton Beach Boulevard Extension will be in the bidding process with expanded parking, enhanced native landscaping, and pedestrian nature trails. Meanwhile, the partnership with the City and Florida Department of Transportation for the design of the Boynton Beach Boulevard Complete Street project is ongoing and will provide widened sidewalks, improved lighting, landscaping, accommodations for bicycles and mass transit, and mid -block pedestrian crossing to implement the community's vision for a more complete street and main gateway to our City. In the year ahead, it is our goal to increase commercial opportunities and provide affordable housing opportunities, while preserving and strengthening cultural and community pride. I am excited that our CRA will continue to play a leading role in ensuring that the quality of life and economic diversity in Boynton Beach will enable the city to be more resilient and prosperous in the years to come. Ty Penserga Board Chair, Boynton Beach Community Redevelopment Agency Mayor, City of Boynton Beach p BOYNro CROMMU101"Y Ik � I�'� I�I�I� �I'�I�I �f�� C�4,, I� I� A Y Local governments created Community Redevelopment Agencies (CRA) to revitalize areas that have been neglected or forgotten, resulting in declining property values, commercial vacancies, lack of quality affordable housing and decaying infrastructure. CRAs breathe new life into communities through projects such as roadway and utility improvements, historic preservation, business development and property improvement grants, and neighborhood parks and amenities. CRAs are financed through tax increment funding from the counties and cities and uses existing property tax revenue from increases in property tax values within a designated area. Property tax value increases that are the result of effective redevelopment and financial reinvestment are used to leverage public funds with private funds to stimulate redevelopment activity in the targeted area without raising property taxes. The Boynton Beach CRA (BBCRA) is responsible for developing and implementing projects identified in the Community Redevelopment Plan within the BBCRA boundaries. The BBCRA Plan includes the overall goals for redevelopment, as well as identifying the potential projects and programs planned for the area. The redevelopment plan is a living document that can be updated to meet the changing needs within the six BBCRA districts. CRAs work for Florida's communities. When a CRAuses the tools provided under the existing statutory regulations to reinvest and guide revitalization, it provides the building blocks and incentives to engage stakeholders in the redevelopment process. The end result is a more vibrant, livable, and economically sustainable community for all of its residents. The BBCRA 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 year calendar beginning on October 1st and ending on September 30th of each year. The BBCRA is funded through tax increment revenues. Properties located within the boundaries of the BBCRA do not pay any additional property taxes; rather, a portion of the annual City and County property taxes collected are transferred to the BBCRA. The greater the increase in taxable property values over the CRA's base year (1982), the larger the incremental increase in revenues received by the BBCRA. Other sources of funding for redevelopment activities include the issuance of taxable and nontaxable bonds, marina revenue, and grants. The BBCRA's annual budget is comprised of three accounting funds: 1) The General Fund, which contains the administrative, general operation, insurances, property maintenance, and marina related items; 2) the Project Fund, which contains all of the capital projects, development projects, property acquisitions, local business grant programs, business promotional events, tax increment funding incentive agreements, and the Neighborhood Officer Program; and 3) the Debt Service Fund, which contains the BBCRA's financial debt obligations and encumbrances such as bond repayments. The BBCRA's tax increment revenues for the fiscal year 2020-2021 budget increased by 3.22% or $990,544 resulting in approximately $15.92 million. This resulted primarily from a 5.9% increase in property values from residential multi -family, condominiums, and commercial properties within the BBCRA area. For the fourteenth year in a row, the BBCRA received a clean audit for the financial operations of the agency for fiscal year 2021-2022. Through prioritizing expenditures and long-range financial planning, the BBCRA area continues to see positive economic growth which allows the Agency to continue reinvesting in capital projects to enhance the overall BBCRA area. uuuuuuuuuiiiuuuuuuuuu�� Tax Increment Revenue Interest Income & Grant Revenue Other Revenue Capital Outlay & Redevelopment Projects General Government Debt Service -Annual Boynton Harbor Marina The BBCRA's financial statements may be obtained on our website at Boynton BeachCRA.com, or contact Vicki Hill, BBCRA Finance Director, at HiIIV@bbfl.us or 561.600.9092 3 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTONBEACH, FL 33435 - 561.737.3256 I�44�ailll',��i8+ ��,,,o ".dull. �/A� .��II�. .h��. .VIII "%Illm. �N/� Ol!,�� .Ill.,k "%r ✓ .,11111. .711ff. '1111,„� .nf. hll� .IIII!�II�I� .Mtt. .Ill. lli,,. �� ,,.r,j ;I��I .I�I.,ri Illli. .Ill.,k.tt..�l(I..III��M,. Illlillllllllll '�NJII�� Ifflillllllllll ..11111.. Iffllllllllllll �I�I illllilllllllll illllilllllllll Town Square Project Funding $ 3,550,000 Property Acquisition $ 3,706,080 1 Site Work & Demolition $ 196,592 MLK Jr. Blvd. Corridor Redevelopment (Commerciale 2,025,815 MLK Jr. Blvd. Corridor Redevelopment (Residential)$ 433,008 1 MLK Jr. Blvd. Government Match $ 625,750 Boynton Beach Blvd. Streetscape Improvement $ 1,090,580 Assistance for Development of PBC Housing $ 66,992 1 Authority Lots Cottage District Workforce Housing Project $ 385,825 Historic Woman's Club of Boynton Beach ILA $ 250,000 1 Improvements Economic Development Grants $ 556,600 Business Development & Promotional Events $ 765,760 1 Business Assistance Marketing $ 75,000 Neighborhood Officer Program $ 524,627 Professional Development Services $ 210,891 1 Development Project Related Legal Services $ 125,000 Contingency $ 150,000 Tax Increment Revenue Financing Agreements $ 1,141,500 Total $ 15,880,020 ,MT 1, 11I1 �U Miner oad ��dM M1 Vill Z N E f 5 th fBoxnton Canal CRA Boundary 6 J�//f CRA Districts k, Ocean Rildge Federal Highway Boynton Beach Boulevard an Ave 3, Cultural SVV 1:5 L Downtown Nor", 5i Heart of Boynton �/ Industrial Craft l3riny, Breezes ur fda 6"S E, kifflt,stream C hi b Pkii l all A ro. All N On July 23, 2021, the BBCRA issued a Request for Proposals and Developer Qualifications for the acquisition and redevelopment of the BBCRA owned parcels located at 115 N. Federal Highway. In June 2022, the BBCRA Board entered into a Purchase & Development Agreement, a Tax Increment Revenue Financing Agreement (TIRFA), and a Parking Lease Agreement with the Fort Lauderdale -based Developer, Affiliated Development, LLC. The Pierce is a 3.04 acre mixed-use redevelopment project that will include 300 mixed -income apartments, approximately 17,000 square feet of restaurant, retail and office space along with 150 public parking spaces. As part of the TIRFA, the developer will rent 50% of the apartments 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 rent at the same AMI percentages for an 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. The developing Downtown District was once again activated with the Rock the Block event on May 21, 2022. This multi -block event was the perfect opportunity for the restaurants, eateries, retailers, and professional services providers located along East Ocean Avenue to promote their goods and services to community members and visitors. The event featured live music, a variety of family -friendly activities, and multiple Boynton Beach Bucks promotions to encourage event attendees to support and patronize the participating local businesses. Specialized incentive programs like Boynton Beach Bucks are utilized to further support the BBCRA's economic development efforts, while also providing measurable outcomes that assist with gauging the progress of the redevelopment efforts along the Ocean Avenue corridor. The BBCRA recognizes that the Boynton Harbor Marina, the commercial marine industry, waterfront dining, and local businesses all contribute significantly to the vibrancy of the Downtown core. The Rock the Marina & Lionfish Derby successfully showcased the Marina and also increased exposure to the commercial dive charters and restaurants at the location. Unfortunately, only the Lionfish Derby portion took place earlier in the day on June 11, 2022. Three dive charters were able to accommodate 28 certified divers for a two -tank dive experience. Divers successfully eradicated 145 lionfish from the ocean. The Rock the Marina portion that was scheduled later in the day was cancelled due to inclement weather. After a two-year hiatus due to the COVID-19 pandemic, festively decorated vessels once again illuminated the Intracoastal waterways for the 49th Annual Holiday Boat Parade on December 10, 2021. The event, which was hosted in partnership with the City of Delray Beach, Town of Lantana, and Town of Hypoluxo, featured approximately 40 dazzling boats. Hundreds of spectators flocked to the Boynton Harbor Marina, Banana Boat, Two Georges, and Prime Catch for prime viewing of the spectacular parade. The Boynton Beach CRA purchased the Boynton Harbor Marina in 2006 in order to preserve the local commercial marine businesses and provide public access to the waterfront. Since the purchase, there have been three major renovations: The dockmaster building and fuel dock, marina entry tower, and the open green space and road improvement. The Boynton Harbor Marina remains a viable destination and anchor for the Downtown, attracting locals and visitors to enjoy scenic waterfront dining and a multitude of water activities including fishing charters, scuba diving charters, boat and jet-ski rentals, and intracoastal cruises. 11 Ertl ✓ '" � ,ll ,� ..� �"IIIIL.�T�ii �h�,..�ii� �, � ��II, .SII .iiiii.l�.��1 The BBCRA owns and leases 18 marina slips to marine related commercial businesses such as: Dive charters, fishing charters, jet ski and boat rental, and a commercial cruise charter. The marina also features transient dockage for traveling boaters. • All slips were rented to tenants at $19.50 per linear vessel foot plus utilities -Annual slip income = $148,188 • Transient dockage = $22,593 The Boynton Harbor Marina Fuel Dock is a Certified ValvTect Marina carrying both "Non -Ethanol" Marine Gasoline & Marine Diesel with Bioguard Plus 6. • Annual fuel sales were $1,728,262 • 297,824 gallons of gasoline sold for a total of $1,484,093 • 56,877 gallons of diesel sold for a total of $244,169 To maintain marina operations, structures, and grounds, the following costs were allocated during the budget year: MARINA MANAGEMENT PROPERTY MAINTENANCE & IMPROVEMENT • Staffing & Security - $242,998 • Wi-Fi service for slip tenants and transient boaters - $3,934 • Annual Landscape Maintenance - $15,230 • Pressure clean tower feature, paint decorative fencing, new fuel dock LED lights, decorative shell -rock at entry tower - $5,757 In May 2021, the BBCRA Board approved the lighting improvement project on East Ocean Avenue between NE 1st Street and Federal Highway. In coordination with the City's Public Works Department, existing decorative light poles will be painted and single headed fixtures will be replaced with double headed fixtures. This lighting retrofit project was undertaken to match the street lights within the Town Square municipal complex along the western part of East Ocean Avenue. Additionally, light fixtures along Federal Highway were converted to LED lighting for energy efficiency and consistent aesthetics. Construction costs are estimated at $155,125 and the project is anticipated to be completed in FY 2022- 2023. Iflll' V "o"�! ' , [.�, lin , /. The property was originally purchased in 2007 with the intent of renovating the historic residential structure and adding a new addition for use as the BBCRA's new office building. After design plans were completed, the previous BBCRA Board decided not to move forward with the new office plans. Instead, they turned their focus toward a more commercial or mixed-use redevelopment option. In 2021, the BBCRA received several Letters of Intent for the redevelopment of the site. In October 2022, the BBCRA Board entered into a Purchase and Development Agreement with 306 NE 6th Avenue LLC to redevelop the site for a trendy full-service restaurant concept. The restaurant proposal will consist of five shipping containers totaling 3,000 square feet with outdoor and indoor dining areas and the adaptive reuse of the historic Magnuson House. Renovations and construction is anticipated to begin in Fall 2023. � IV Y N° VIII ON BE Ac H HAUNTED PIRATE FEST ��1.. MERMAID SPLASH On October 30, 2021 and October 31, 2021, the 10th Annual Boynton Beach Haunted Pirate Fest & Mermaid Splash returned to Boynton Beach. The two-day event attracted thousands of people to East Ocean Avenue to partake in a variety of swashbuckling adventures. The unique event has served as an economic driver to activate the Cultural District and provide a showcase of restaurants, retailers, and professional service providers that operate businesses within the boundaries of the BBCRA area for the past 10 years. Festival attendees were encouraged to participate in a fun treasure hunt, which placed them in direct contact with the participating businesses that were exhibiting within the event. h �'!',,,�;,r'fl $IIC On March 12, 2022, community members and visitors were invited to try their luck during the Boynton Beach Blarney Bash. The event was hosted at the Centennial Park and Amphitheater and featured live music, festive games and activities, and exhibitions from a variety of BBCRA area businesses. Event attendees were encouraged to spin the wheel of luck for their chance to win gift certificates to some of the participating BBCRA area businesses. This business promotional initiative serves as another way to connect individuals with the local business community and experience the BBCRA Plan at work with the newly redeveloped Town Square complex. 0::17°°fffr The Boynton Beach Night Market saw explosive growth in 2021, becoming one of the BBCRXs largest and most successful business promotional events of the season. The market, which featured more than 50 unique vendors, was promoted as the premier event of the summer. Community members and visitors were encouraged to visit the Centennial Park & Amphitheater, the focal point of the Town Square redevelopment project, for a chance to "glow up" while connecting with the BBCRA area businesses that were featured in colorful tents. T:IIII.N,,,,4i,. .IIIII..AU.III. uRE .�.,.�G.RT WA.dIII..N:III:"'%a,., In an effort to promote the Industrial Craft District, the BBCRA continued its partnership with Boynton Beach Art District for an enhancement of the monthly Art Walk event. The event featured live entertainment and provided a showcase for many of the artists and businesses that operate within the area. This intimate event allowed attendees to visit the different studios and workshops and connect with artists and businesses that are not typically open for public viewing. A n....... The BBCRA acquired these three parcels located on East Boynton Beach Boulevard to spur redevelopment opportunities within the Boynton Beach Boulevard District in furtherance of the 2016 Boynton Beach Community Redevelopment Plan. At the June 14, 2022 meeting, the BBCRA Board made a motion to draft a Request for Proposals and Developer Qualifications (RFP/RFQ) in accordance with a Letter of Intent received from the U.S. Postal Service (USPS). Due to the redevelopment of the existing USPS Downtown Station, the USPS would like to relocate its retail operations to 401-411 East Boynton Beach Boulevard. On September 30, 2022, the BBCRA issued a RFP/RFQ for the USPS Downtown Station Project and is seeking proposals for the acquisition and redevelopment of the site for a new approximately 3,474 square foot retail post office. Selection of a developer by the BBCRA Board is anticipated to occur in Spring of 2023. .,, ��'� � ,� ,..,�., :.:� •I� ,,.,„ ., .. . „ �, � ,�. ,� „ � a „,.,,, .�f ;,,, .� �„, ,;,, ,,, ,,,,, ,,,, ,y �,. ,,, �.,,, ,,, jai ,,,,. . �� .u. � The beautification of the East Boynton Beach Boulevard (BBB) Corridor from US1 to 1-95 is necessary to physically transform the entrance to the City's commercial core to a more livable downtown. The improvements include a future artistic gateway feature, widened sidewalks, decorative lighting, landscaping, accommodations for bicycles and mass transit, and mid -block pedestrian crossing to support the community's vision for a more complete street at the most significant commercial corridor and the City's namesake. In September 2018, the BBCRA's and City's Transportation Planning Agency's (PBCTPA) Local Initiative (LI) Grant Program application for the BBB improvements was awarded $2,232,414 in funding for the project, implementing Smart Growth principles by incorporating traffic calming measures and accommodating various modes of transportation in the roadway design. The grant funds will pay for the basic roadway construction costs with the City and BBCRA paying for the streetscape enhancements above and beyond the basic elements such as the decorative pavement and lighting. In April 2019, the BBCRA and City were also awarded $631,530, from the Federal Land Access Program (FLAP) for the design costs for the BBB improvements. FLAP funding supports connectivity and accessibility to federally funded lands, which in this case is the Intracoastal Waterway. The project will leverage multiple public funding sources resulting in improved connectivity and economic development of the Boynton Harbor Marina for a more sustainable Downtown Boynton Beach. Design work for the project began in 2021 with TPA LI construction funding availability in late 2023. The BBCRA approved up to $250,000 in reimbursement to the City as a local match for the project's design cost and $1.5 million in the FY 2022-2023 Budget to be used towards the project's construction costs. These adjoining properties are in a key location on the northeast comer of East Martin Luther King, Jr. Boulevard and North Federal Highway. For over a decade, the two properties housed two vacant buildings. The BBCRA purchased the northern 1110 North Federal Highway property in March of 2017 and demolished the decayed building to eliminate the blighted appearance at the eastern gateway to the MLK Jr. Boulevard corridor. The redevelopment potential of the individual lots is limited due to their size, therefore, consolidation of the two lots was necessary to support a more viable project. On November 4, 2020, the City obtained the southern 1102 N. Federal Highway property via a Settlement Agreement and transferred ownership to the BBCRA to facilitate redevelopment efforts. The increase in developable land area was the needed catalyst as the BBCRA received Letters of Intent for development proposals for the site in November 2020. The BBCRA Board selected the proposal from the Boynton Beach Office Condominium, LLC (BBOC) on December 8, 2020 and executed a Purchase and Development Agreement for a local radio station and a professional surveying and engineering office in January 2021. the project is currently in the City's permitting process and construction is estimated to be completed within 12 months of building permit issuance. „r�U�l ;��ht�111 In September 2017, the BBCRA purchased the Historic Woman's Club of Boynton Beach (HWCBB) located at 1010 S. Federal Highway. The BBCRA maintained and made multiple improvements to the building to restore and re -activate its use as a unique events venue that is available to the public. In order to fully activate the facility for civic and cultural uses, the BBCRA transferred ownership to the City in March 2021 in order to remain in compliance with the BBCRA's statutory mandates. Upon further evaluation of the HWCBB, the City determined additional improvements were required to restore and continue activation for public use. In February 2021, the BBCRA entered into an Interlocal Agreement with the City to provide funding not to exceed $87,000 for professional design services and $250,000 for three years to fund the physical improvements which include ADA bathrooms upgrades, facility upgrades, and a mid -block pedestrian crosswalk from the Senior Center located at 1021 S. Federal Highway. The Rock the Plaza travelling event series was featured at three plazas throughout 2021. This unique business promotional event featured live music and entertainment and also provided a spotlighted to the various restaurants, retailers, and professional service providers located within Ocean Palm Plaza, Ocean Plaza, and One Boynton, many of whom were BBCRA Economic Development Grant recipients. Business owners were encouraged to set-up outdoor displays within the event site to connect with the event attendees. Additionally, the BBCRA incentivized event goers to shop and dine locally by offering specialized Boynton Beach Bucks (BBB) promotions. The BBB promotional offers varied in amount and essentially acted as a discount voucher to drive additional sales to businesses during and following the event. Businesses that leveraged the influx of foot traffic that was present in the plaza during the event were able to generate leads and increase revenue. � Ir, Tl� r riUy i 1�aa, �r, �iiii � �iiii ,rr lel lava. ,l,. . y iiiii 11111 iiiiif, On June 18, 2018, the Boynton Beach CRA issued a Request for Proposals and Developer Qualifications for a development project utilizing the BBCRA owned properties along the E. Martin Luther King Jr. Boulevard corridor between N. Seacrest Boulevard and Federal Highway in the Heart of Boynton District. The BBCRA identified incentives such as land, direct funding, design or site plan assistance, and infrastructure support to the private sector developer to make the desired redevelopment project more attractive and financially feasible. In September 2019, the BBCRA entered into a Purchase and Development Agreement with Centennial Management Corp. (CMC) for the redevelopment project which consists of 124 affordable multi -family units as well as 8,250 square feet of leasable neighborhood serving commercial space. On March 4, 2022, the BBCRA and CMC celebrated the groundbreaking with City officials and community members who have long advocated and pushed for new redevelopment of the corridor. After many failed attempts to bring commercial activity back to the corridor, the Heart of Boynton Village Apartments and Shops groundbreaking was a victory for many. What makes the project possible is the public-private partnership. CMC was awarded funding from the Florida Housing Finance Corporation's (FHFC) 9% Low Income Housing Tax Credit Funding Program (LIHTC). The BBCRA provided the land for free as part of the competitive developer selection process that resulted in a Purchase and Development Agreement, $625,750 to reimburse the City for the FHFC required local match, and $1,638,280 of additional Tax Increment Revenue funding dispersed over a 15 year term. The BBCRA also committed an additional $433,008 to help offset the increase in construction costs from the COVID-19 pandemic for the residential portion of the project. Because the commercial component of the project plays a such vital role in activating the E. MLK Jr. Boulevard Corridor, the BBCRA committed $2,025,815 towards the construction of some of the improvements to the commercial tenant spaces. This funding will help offset the initial build -out costs associated with the mechanical, electrical, plumbing, and ADA accessible bathrooms in each tenant space and also includes the build -out for the 1,055 square foot Neighborhood Officer Program office. The other commercial uses consist of a full-service restaurant, a fast -casual restaurant, a professional service business, a hair salon, and a medical office. In total, the BBCRA has committed approximately $4.7 million towards the success of the project. The County was also an important partner in this project as they awarded $1,499,500 in State Housing Initiative Partnerships Program (SHIP) funding and $330,977 in impact fee credits to the project. This public-private partnership was essential to the success of the project and kept the project on track when the developer was faced with post -pandemic increase in construction costs. With local public dollars involved, the commercial component was added to the project to serve the new and existing residents in the Heart of Boynton. Furthermore, with the CRAs land and leveraged funds, the CRA was able to negotiate favorable terms with CMC to market the commercial space to community serving small businesses and a rent cap for 10 years. It is anticipated the Heart of Boynton Village Apartments will be completed by the end of Spring 2023 and the Shops component to be completed shortly thereafter. mIT AFFORDABLE AN RINFILL HOUSING PROJECT The BBCRA-owned properties known as the Cottage District is approximately 4.6 acres of vacant property located between N.E. 4th and N.E. 5th Avenues and N. Seacrest Boulevard and N.E. 1st Street. The project site lies within the Heart of Boynton District and is identified in the 2016 Boynton Beach Community Redevelopment Plan as a priority site for the construction of new for sale affordable and workforce homes. The BBCRA Board received five Letters of Intent to develop the site. At its meeting on July 12, 2022, the Board selected Pulte Home Company, LLC and began contract negotiations for the construction of 41 for -sale, owner occupied units (19 single-family detached units and 22 townhomes). The project will also include street lighting, landscaping, five-foot wide sidewalks, and enhanced open space. All of the homes will be marketed and sold in accordance with the Palm Beach County's Workforce Housing Program and sold to eligible households at the County's Low and Moderate Income Categories which is 60%-100% of the County's annually adjusted Area Median Income ranges. Construction is anticipated to be completed within two years of commencement of construction. MODEL BLOCK The Model Block project is the result of a flourishing partnership between the BBCRA, the City of Boynton Beach, the Boynton Beach Faith Based Community Development Corporation, and Habitat for Humanity of South Palm Beach County. The project consists of the revitalization of an entire residential block within the Poinciana Gardens neighborhood, between N.W. 11th Avenue and N.W. 10th Avenue. The project began in 2012 and was divided into two phases in order to construct 16 new affordable single- family homes and connect N.W. 11th Avenue from Seacrest Boulevard to N.W. 1st Street. In September 2022, the community celebrated the completion of the project when the final home, located at 144 N.W. 11th Avenue, received its Certificate of Occupancy. There are several ways in which the BBCRA obtains properties for redevelopment: - Purchase from a private entity - Land transfers from a public entity; - Lands available list with the Palm Beach County Clerk's office; - Tax deed sales through the Palm Beach County Property Appraiser; and - Public auctions The following two properties are examples of unique acquisitions for the redevelopment of vacant lots for affordable housing. puuuua. uuuuua. �� .1fu �„�� .. p�.. .„y .� .. �. .�.. .�,, ,�i ��, ,.,, ,�,... .., ... ,,,. ,,, �� ,�. ,,,,y p ,��. FOR �, �„ �,,. .. ., .,,, �. ,. � .Z ., .i,. .,,r,;�, ,,�. �,o ,,, .�,, i offl �r "0 J� fh, J ;, ;� 9 SID' a11a �, � ��d,�m,� � if � �� I� SIL �� iii� �rl� � ,� ��.�fi « � ��.�.� 7�� A ,, Illi llll, ��..�iil�� ilii ilii. �� ilii. �� viii. �� llll, ill � «��.�1��.� � � .ilii. ��. �..� �ii� „,,,,,��,,.1'.IIII..ifl4.lfll.PA.fffl..fimBh Aw H Co uN' SII N INC. In January 2021, a vacant lot located at 545 N.W. 11th Avenue was available for purchase through the Lands Available List offered by the Palm Beach County Clerk's office. This particular property is located in the Cherry Hill Subdivision in the Heart of Boynton District. Not only did the property have back taxes owed, but also had several City maintenance liens and an outstanding utility bill. These types of lots are ideal for redeveloping through partnerships with affordable housing organizations. In July 2021 the BBCRA and Habitat for Humanity of South Palm Beach County (HFHSPBC) entered into a Purchase and Development Agreement. Once design approval was obtained in September 2021, Habitat began site preparation and construction of a single-family home. By the end of 2022 a 1,659 square foot home consisting of three bedrooms, two bathrooms, and a one car garage was completed. The home also featured tile flooring throughout, hurricane impact windows, landscaping, and stainless-steel appliances. The family is scheduled to move by the end of February 2023. 402 & 404 NW 1��TH.,. ��o-, ��h�ENUE B„BEAFAITH AJMBBDCOMMUNITY OMMUN„TY DEVELOPMENT CORPORATION These two vacant lots were purchased several years apart. The first lot (402 N.W. 12th Avenue) was purchase in 2007. A 910 square foot duplex was located on the property which the BBCRA demolished in 2008 due to its poor condition. The lot, on its own, was too small for a single-family home and therefore remained vacant. The BBCRA hoped to acquire the adjacent properties to the west which were owned by the Palm Beach County Housing Authority (PBCHA). The PBCHA eventually demolished the three duplexes located on their properties and those lots remained vacant until 2021. In June of 2021, the PBCHA placed all of their vacant properties within the Cherry Hill Neighborhood up for auction which included the lots adjacent to 402 N.W. 12th Avenue. The BBCRA was able to obtain 404 N.W. 12th Avenue at the auction. It was critical to obtain this lot to combine it with 402 N.W. 12th Avenue making a combined lot size of 0.13 acre which is suitable for a single-family home. Once the BBCRA had ownership of both lots, it was ready to seek proposals pursuant to F.S. 163.380 (3)(a) for the development of a single-family home. In July 2022, the BBCRA and the Boynton Beach Faith Based Community Development Corporation entered into a Purchase and Development Agreement for the construction of a three-bedroom, two -bathroom single family home with a one car garage on the two lots. The 1,771 square foot home will be completed in late 2023. + �. 'li; r ” The BBCRA's Economic Development Grant Programs continued to spur redevelopment and activate vacant commercial spaces by assisting seven new businesses and adding over 19,352 square feet of new retail, restaurant, industrial, and professional office space within the BBCRA area. Additionally, six existing businesses were able to expand and/or make facade improvements totaling over 20,590 square feet of commercial space. The BBCRA also awarded three businesses six months of additional rent reimbursement totaling $18,453 per their FY2020-2021 Commercial Rent Reimbursement Grant applications. These grants, which act as 50% matching reimbursable grants continue to further the BBCRA's mission to activate vacant commercial space, create jobs, and develop a vibrant downtown. t Es,'rA.0 f .A 'I' SPECIA.I.XY FOOD Tropical Tropical Island Restaurant Simple'WHOA! Nutation Amar Bakery & Market OFFICE AND.R.E"IA.11, Advantage Physical Therapy, LLC Southern Golf Cars, Inc. Appliance King of America, Inc. H. Long Insurance Associates, Inc. Premier Medical Center of Boynton Beach, LLC Service First Processing TalentPartners, LLC SPECI UI' ' BUSINESS Studio Glo Salon & Spa Salon South Flow Beauty & the Brow 1; A. ;.A.D ]l:l, IMPROVEMENT Ck's Lockshop & Security Center 130 E. MLK Jr. Blvd Plaza JWS Investments Restaurant, LLC FOR. O1^a INFOR.MN ITON 0N'1'11E 1 BCR.A aE C'ON() ➢1C DE"E1.DP!'tai Nr GRANT .li t." P.R0I r. .A.: S Visit our website at Boynton Beach CRA. corn or contact Bonnie Nicklien, Grants & Project Manager at NicklienB@bbfl.us or 561.600.9090 Fl SOU"'1111."�l111.-Ellll.'NGi-0111[..IIIF CARS 50:a.. N. FEDERAI, F.I.WY v 61499 Before CK's.l...ocKsHaiiii? 3m. S.E. 4TH STREE-r 561 732 9418 Before .A IMIA.R. BAKERY & M.A.R.K111F.'."T t6o(::) Nab 'FEDER..A.I.., I.J..WY. 5611, 8o6 672,6 Before On October 13, 2021 the BBCRA was awarded $132,377 in funding from the Solid Waste Authority's (SWA) Blighted and Distressed Property Clean-up and Beautification Grant Program (BDPCBGP). The BDPCBGP grant activities include $126,227 for the demolition of three homes, all located within the Heart of Boynton District, and one commercial structure, located on E. Boynton Beach Boulevard. The first home, located at 221 E. Martin Luther King Jr. Boulevard, had been vacant and neglected. It was acquired by the BBCRA through a Palm Beach County Tax Deed Sale due to unpaid property taxes. Demolition of the abandoned home allows the property to be redeveloped in the future as part of the ongoing revitalization of the Martin Luther King Jr. Boulevard Corridor. The homes located at 115 and 133 N. E. 4th Avenue were acquired by the BBCRA as part of the BBCRA Cottage District Affordable Workforce Infill Housing Project. Once the homes were demolished the properties were added to the project bringing the total to 4.6 acres. 41 affordable, for sale units, consisting of a mixture of townhomes and single-family residences, are proposed by the selected developer, Pulte Home Company, LLC. The commercial building located at 401 E. Boynton Beach Boulevard was purchased with the intent of future redevelopment. The existing building was in poor condition and was the last remaining building on the three lots purchased in 2020. The property is being considered for the relocation of the United States Postal Service Downtown Boynton Beach facility. Maintaining USPS retail operations within the downtown area is an important component of the Downtown and Cultural Districts. The remaining SWA grant funds of $6,150 were used to extend the rental period of the perimeter fence around the Cottage District assemblage which will continue to deter illegal dumping. The leveraging of funds towards the common goal of eliminating slum and blight is another example of how creative partnerships between public agencies like the SWA and BBCRA can accomplish more together than what each can do alone. The Neighborhood Officer Program (NOP) was created in 2015 with the mission to cultivate high levels of mutual trust, understanding, and respect between police and the neighborhoods they patrol by integrating police personnel into the fabric of our local community. One of the things that makes this program so unique is that it employs adaptive leadership principles to address long-term community challenges. The NOP has partnered with local community neighborhood organizations, churches, and businesses within the BBCRA area. The entities worked together to create innovative ways to reach the goals and objectives of the program. These problem -solving oriented partnerships and substantive relationships developed between stakeholders have lead to a greater understanding of some of the challenges members of the public face within their communities and help the NOP Unit garner unique insights which will aid in addressing these challenges. As a result, the NOP Unit has gained the trust and respect of many individuals throughout its years of programming. Soon, the NOP will have a new office incorporated into the Heart of Boynton Shops located on E. MLK Jr. Boulevard. The 1,055 square foot office will provide a space for community members and businesses to meet with the officers as well as a space for the officers to perform day-to-day tasks. The BBCRA recognizes that in order to compete with big business, small businesses need an online presence. The Social Media Outreach Program (SMOP) was developed to help small businesses develop their online brand and market themselves through social media - and the best part, it's free to participate! Through one-on-one assistance, the BBCRA shows small businesses how to use social media as a marketing tool, assists in the creation of engaging content, and helps businesses attract new customers. This program is designed to assist with marketing tips and tricks to help improve efficiency, enhance branding efforts, and streamline small business marketing. This program supports the growth of our small businesses in Boynton Beach. Interested parties may contact Renee Rosario, at RosarioR@bbfl.us or 561.327.6154 for more information. The BBCRA funded marina marketing works as a catalyst for long-term economic growth by supporting the marina tenants and surrounding businesses and attracting new visitors and businesses to Downtown Boynton Beach. Throughout the year, multiple advertisements were published to promote the marina's recreational activities, waterfront dining, ship store, and fuel availability. The summer marketing campaign focused on highlighting the Boynton Harbor Marina as a place to "Live Like a Local." This ad series highlighted the various types of businesses located at the marina. Ads were published in the Coastal Angler, Marinalife, Florida Sport Fishing, Waterway Guide, and Coastal Star publications, as well as on Facebook and Instagram. .. "IIIIFER. ,. "MIC"llll:. . m ECONOMIiic ... �,IIIG, .. P . .11111E /'. ,.JNCllll:llll:.J International Economic Development Council (IEDC) is the largest non-profit professional association for professional economic development providers in the world. The organization honors organizations for exemplary economic development marketing campaigns, projects, and programs. Twenty-five award categories honor organizations and individuals for their efforts in creating positive change in urban, suburban, & rural communities. The BBCRA received a gold award for the Rock the Marina & Lionfish Derby for the Special Event Category for the population size 25,000-200,000. This event served as an excellent business promotional tool to connect residents and visitors with local businesses at the Boynton Harbor Marina while spreading awareness of local conservation efforts and the eradication of invasive lionfish. The event was a great way to showcase all of the amenities, commercial recreational charters, and waterfront dining at the marina. The BBCRA also won a bronze award for the agency's Economic Development Grant Programs in the Multi - Year Economic Development Program for the population size 25,000-200,000. As part of our mission to activate commercial space, the BBCRA provides financial assistance to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the BBCRA area. S & .E'E . T.' . ,.ss _C.1 .", 111'.111.ON " For over 20 years, FFEA has been promoting and strengthening the festival, event, and fair industry in Florida. The FFEA SUNsational Awards recognize members' innovation, individuality and creative collaboration from organizations throughout the state of Florida. In total, the BBCRA was awarded six awards for various marketing, business development, and promotional event initiatives that were conducted for the 2021 Summer Event Series, Rock the Block, and the Boynton Beach Haunted Pirate Fest & Mermaid Splash. The BBCRA was asked to present a session on free business promotional events, coupled with incentive campaigns, to spotlight Downtown Boynton Beach and to promote and support locally -owned, small businesses that operate within the designated boundaries of the BBCRA area. Theresa Utterback Development Services Manager Bonnie Nicklien Grants & Project Manager Jobara Jenkins x PromotionsMercedes Coppin Business Manager RosarioRenee 4 « Gabriela Ferreira Marketing & Business Promotions Coordinator Vicki Curf an Administrative Assistant 1, i �e B101YU NTO�III�IJIIIBIIItlll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 CONSENT AGENDA AGENDAITEM: 10.A. CRA Financial Report Period Ending March 31, 2023 CRA Financial Services staff is providing the CRA Board with the March 31, 2023 (Attachment 1): • Statement of Revenues • Expenditures and Changes in Fund Balance Report • 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 March 31, 2023. ATTACHMENTS: Description D Attachment I - Monthly Financial Report for Period Ending March 31, 2023 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Statement of Revenues, Expenditures and Changes in Fund 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 - March 31, 2023 General Fund Projects Fund Total Debt Service Governmental Fund Funds 19,148,886 19,148,886 1,090,557 1,090,557 117,735 316,075 15,323 449,133 20,357,178 316,075 15,323 20,688,576 1,990,239 - - 1,990,239 - 9,302,893 9,302,893 - - 113,073 113,073 1,990,239 9,302,893 113,073 11,406,205 18,366,939 (8,986,818) (97,750) 9,282,372 - 14,679,840 2,136,830 16,816,670 (16,816,670) - (16,816,670) (16,816,670) 14,679,840 2,136,830 - 1,550,269 5,693,022 2,039,080 9,282,372 3,800,776 14,874,575 128,392 18,803,743 5,351,045 20,567,597 2,167,472 28,086,115 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. 1 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) REVENUES Tax increment revenue Marina Rent & Fuel Sales Interest and other income Other financing sources (uses) Total revenues Budgetary Comparison Schedule General Fund Through Year to Date - March 31, 2023 Original Budget Final Budget $ 18,959,450 $ 18,959,450 1,100,000 1,100,000 500,000 1,557,921 20,559,450 21,617,371 Actual 19,148,886 1,090,557 117,735 20,357,178 EXPENDITURES General government 4,800,701 4,800,701 1,990,239 Total expenditures 4,800,701 4,800,701 1,990,239 Excess of revenues over expenditures 15,758,749 16,816,670 18,366,939 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 $ - $ - 1,550,269 Fund balances - beginning of year 3,800,776 Fund balances - end of year 5,351,045 The notes to the basic financial statements are an integral part of this statement. 1 >, M L N O (6 aE/p M V% EM O }� V/ M YYYA///' N }� O O M O O ■�• N C cc —1 W w to o c o o 0 0 0 0 o* o 0 o c o o c c c c \\ o 0 0 0 0 0 0 0 0 0 0 0 C O Ol O Ql O O O O O M O co O O O O O O O O -t m oo O oo Ol co N W lO O O N O O Ln I, M O Ln N O 00 O M N lD lD V lD .-I .-I 00 O O1 7 tD N N lrl V O r0 r -i n O O O O O O N m o0 N O r -I Ql Ol W N li M Ol lD 4 O N N li n n n lri O n E N O oo n l0 O m Ill oo o Dl Dl n oo to to O m m -t m Dl lD Dl O v off' bD O O N N O N N M O m M 7 N O lO M M M N N M O M M O O N N O N O O lO O C 0 0 N In 't In O O0 •C O L9 n O lrl O N N O V 1D O O O O O h o0 O o0 O N O O lD m Oi I� 00 V1 IJ'i .-I N o m W o -t Di o m W m m m m w o w m Ill m I" m n c •m m W - N 0 0 Lfl to to 0 m LD I- 0 -;j-o 0 lD N lD m N - O a ao a m ol k In a m N £ Em oId M I, rl N n rl It N oo lD lD ID 0 o0 oo N o0 C o a o n O 7 m n O n O 7 Ln N W 7 7 O 7 N N N N m Ln 0n N Ln K W w N Lr N M N l0 N N N N N N t N N a m d o o N m o N n m o .ti N ID m o 7 N Ln W m n o n N o o m m o m o o 7 o O O N lD .-I if1 -! O N lD n 01 N W V1 It In O W Lq N O Ql h h al Vl M O Ol Ol O O N .-I O -! O W of O m lD .-I O Ill Ill N m O - O m o o N O r -I 00 m ID m lD N O W O W W N It l0 N n O W n m N w N 7 a m N N W m -;d- -;I- m m -t O M N It m -;j- N m N W N m Ln lD m m W m n l0 m W m N 7 N N N 7 o00 N Ol Dl r O n I\ N l0 Ill N 1 l0 -i(\ ttic OP m a M M m m 0 a a O' C N W ? O O m m N o n C O a O O O O O M w m m O n N O n O O M o o o o o o o O O Vl h Ol .-I M O M u O n m W m N lD m O O lD O O O O lD lD W h O M Ol O W O O N 0 0 0 0 0 0 O O O O a0 � n W O O m O O O O to 0 0 0 0 0 0 U O N O lD N It 00 Ln rl -;j-La0 m O N It to a Q N Ill � M N N Ol N N r r N lD m zt O a l � � N N oo N N o jO N M 00N lD O r N N N H W O O W W IN Ln O m O n n ID m O 7 o0 m O M Ql O W I, 7 0 0 0 Ql O m 0 0 7 O 0 0 lD o0 rn C h O I� 10 lD O D1 m .-I N W m O n m C N O V N O lD N rn O O Ol O O O O h O N O o0 m O m lD ci O m I'` m .-I N .-I O N lD lD N O O h m lD m lD N O W O In r V N w N M m 0 O Ol m N lD m 7 00 r N W m W m N m V O m N m In lD r m N W N m L!1 lD m l!1 m O N N Ln m ID m lD N N N W O l0 r -I lD m 7 Ln ID a c -I l0 l0 N N Ln O C lO V 7 N N G Ln T C N N •� v v ma 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 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 a O O O O O O O O N N vl O O Il If O O O O O o O O O O O O O O O O O N o o 0 o o o O O O ul 0 0 0 0 0 O O O O O O Ol O O to O O O OD � O O rr M . . c C O O O r� N O V) N Vl O V1 O ul O ul O N m O N v) v) O . . . . . . . . . . . . . Ol O O Ln n Vl O O to N N Il W 7 r l0 r N M N N N N l0 Q1 N In In N N N N N N u al N O V) lD 7 N �y W N N N 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 u O O O O O O O O O O lD O O O O O O O O O O O O O O O O O O O O O O O . C O O O O O O O O O O . N O O O O O O O O O O O O O O O O O O O O O O O m a N � E 3 u C W 0 z LL J C Q 3M 41 u W Ol "w;,Y 11 11 II r -N II 111 II II Q ajr,I dl r a r,N uD r4 m N0 u -u O u 1 u 1 u 1 v 1 r 1 C v v v v W � Vl to ~ Z Z Z O vwi V w w H z vwi w H wm aS ''-' V) W Oun a In V_ w In 2EIn V a w w d (D V W � w U N > 0 V d V) N> w(D d J RS Z W K V Z O W Z In J O K J Z o N O Q( H O V) z H D_ of w O Z m V N Q H C - w z w w J a w= w> d d O D H J D w= O V vl W } O z 0o6 O W K d d W z V W W V 0 <� w w Z- w w w U' Q E, Z< LL w w H w> V 0 Q O m> w V Q j N Y a OVO m> w N J m O O K Z Z N W J K U Q Q 0 O d U Q 0 U o d U m w d U m Q 0 U ! nxll' f^ II Y'7 ^^"°II °II ' ✓1y "tU! irvn^ * UY rr^"v^ a 1 u"1j ^ U ^�m,P ^i P C', "MIl ^'dl dl C' 11 ✓,liII o o ro M rn + 7 C^S,PII ��7 1 1 1 i "1 l-" T T T4' ry -1„r ^, r'r I�.'r i1 r -H l -w W Yy Yb v II e'°II II � II �'°II II II '°II II e N n n M O N O M W Ln r, N M I, n O n N Ol Ln O O O Ol r, l0 l0 W O Ol O O N 00 O l0 O N O O Ln M N Ln N c 00 W O O W O W I" Dl N V r- O V O Ln .-I 7 7 O O LD I� 7 N n m O N O O -! W O m O m m W N lD Ol Ln V \ f6 m -t O m l0 O Ol m W m o0 Ol m <0 O n Ol LD N O O -t W .-I LO W m O W O O W m m N O O m N m t m I, m r-1 E n to m W m O m m n n oo V O1 O1 O m N m n O O m m Ol t n Ol m O O LO m N m m m m m M 4) ti ti ti ti ti r -I \ d' M o\' O M N M I, cy O c -I W O W iD O n O Ql N O O O n W O O O Ol Ln N O Ol O N Ol O O W N O n O Ln Ol M M S Ln W O O O O O m Il m LO O 01 O O O O O W O O O O 7 m O LO rl Ln 7 O O Ln N O O Ln Ol LD Ol 1- O 7 LO O JE m- m W O- O- O- o O n O - - n Ol O O O O -t o- r, -t Ol O O W ti O o N o m m O O 00 N -t I, O c -I o O o m W 00 00 M N V O 00 m I, -;i- O O m W .--i o Ln - o N O o c -I 00 In In ti W o N o W -t LD M 14 \Ln M Ln 'j -M O Ln rl LO Ln LO N M 7 M I� N LO 7 M Ln rl 1-iO Ln 00 Ln Ln W O o N O N O1 O LO N O1 O m -t LO E E N N N m N m N oo N N w N N 10 m I" m O o O w M O M of N N 0) W m M M N N Ln N N O N O N M N N 0) d ba OD '6 C3 (p CO K 0) M Ol O O) N O N 7 0 M O N 00 O O O M N O O O N N N O M O N N O O N M O M O m N N N lO Ln N O R U Ln W O Ol Ol O ID N h m 0 0 Ol O O O Ol .-I O O O Ol .-I O O Ol Ol Ln Ln O O't N O 0l Ln O M O W Ol Ln In O C 106 N LD m -;j- ti O oo m W m n W Ol M O m oo N .ti O O m tD m -;j- -;j- O -;j- O O o ti W O m N m o tD m -;j- ti n N 00 N m w m m W .--I .-I Ln Ln I, Ln c -I O N m w In m m O m 0 W c -I m �t c -I c -I m m m m m m m '7 Ln � N m � l0 M N n m m N rl 00 � N LIl Ln N I� T 'j -O O M N I� O O l0 M � N m I" N n 7 N N M N O n LD m N m w 11p Ln N M Ol ID N N M M C N N 00 N C N N Ln C W T a n O O O O m O O M O N O O O O LD N O O O I, LD T O N N N c O O N N O c m N m m c -I c 0 0 0 Cl M O O O Olz� LD O M O W O O O Olzj: 7 N O O Ol Ln M O LD O 7- Ln O o n Ol O LD I� O `7 O `7 N .-I O O m LD O O O O m LO O m W N o O O O. m O O O m Lo M O LO m LO O O o I, O O a W ti n W O N m O LO U m T M N O N m -;j-w T .--I 00 m Ln Ln 01 I� N O N <0 M N T O m w LO Q N - 0 0 M 00 N N m W M O N N 00 c O lD N w N LD O1 M N w N N m m M N ID 00 w w N I� p N N N N m N O H W m N O m N O m 7 O O O m W O O O n O O O O V Ln W O N m 0 0 0 O O N O N Ln m N W LO Ln Ln N O u Ln Ln O Ol al O LD r O O O C h W O O Ol Ln LD O m W V O O O h 00 O m h O 0D Ol V N V m O @ 00 o O1 .ti O m N W O m m m m o m h lD O O O m m m V W m W O O o In h o m m N W h m lD f6 t m m W m m .-I m .-I .-I 1- N .--I ' N't r .--I 00 m V m D0 In - In lD 't W In h m <D <D m <0 m a t o a N m m m m LO m N� c -I 00 01 � W i m cr cr 't 17 m o 0 0 00 LD m m N co LO LO LD N o N N m N m 7 rn Ln o m N N m N N LO r C Ln N N W LD N N N m Ol N 7 E C IO CD 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 O O O O O O O O O bbbO 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 O O O O O O O O -O o 0 0 0 0 0 o O o O O M O o O O o 0 0 0 0 0 0 o O O o o O O o O O o o M o 0 0 o Ln O O O 3 0 0 0 0 o O O O O O O m O O O O o 0 0 0 0 o O O O O O O O O O O o o N o o O O r O O O co o Ln c Ln 0 0 0 0 0 0 0 LD r Ln Ln c c N o Ln Ln 0 0 0 0 r O O O O O o LD o 0 c N 0 0 c -i 0 Ln O In N N m N N v1 Ln N O O 00 n N Ol N N N N v1 o M N W O O O O N ul o N Ln N lb v1 O LO N O U LD In N m N 00 In m N O N m N N N O N In Ql N m N N H N 7 N N 1p LL O O O O O O O O O O O O O O O O O O O O O O LD 7 O N 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 O O O O O Ln m O LD O O O O O O O O O O O O O O O O O O C 0 0 0 0 0 0 0 0 0 0 W O O O O O 0 0 0 0 0 0 m LO O 1p W 0 0 0 O O O 0 0 0 0 0 0 0 0 0 0 LO f6 O mm Ln Ln 0 LD � o m a) m m o m E o ry r a r 3 Z } V LDLD Q w o2S v) w ZW J ZLD PZH W V C7 z O w Ln V Z w LL O Z w w w> LL X n O Ln Ln O vwi D w H Ln w '� O N In Z O N Z U w U W H V w w� � N W (D U Z In Q O O U z O L=L W Z CL W Q � X J i7 Ln W W d W Q X www N H Z H I- Q w Q X w Z J Z O d J 0 Z Ln Z O U O W Z J z J W W O Li w N 2' GQ O w J C Ln W W J J CC LL O = N LL LL O ~ O cZ G LL O GZ C CL O Ln O_ LL Z � � W W W LL ~ CC W J V U LL Z 2= } o, CC LL V LL G� Z G Z O W � W W ~ 2? LL LL CL Ln 0 ~ U U V U V V Z V W VI O U m w W U Y a "N Z V Q Hz W Z Z V w O Z t~—/l V N N V LL iOY_ w ~ O w a LL O_' CEJ L) I a a a a E LL W O LL V w O O W W Q LL W O LL O CC @ O U Ln m O w 3 V U U LL Q 2 0 0 0 U Ln m O U LL 2 W V = z W D J p LL J Q Q = w LL —> 2 In w� U LL 2 2 O w 3 C7 2 U U Z O Q d bod ;"1 f,",7 6.^"r 6./"y r„) n"1 r„^r a CII °v p^ L5 6.i"Y lO *• ry'v ;;;,,1 f,",7 6.^"r 6./"➢ re -0 r"II 6.V'y CL C', r,,,,7 � ^ II °xp"' LFr Li'r I,"",,,1 CLv �..p V"'nll � 6.V"1 f.V"i r" v r,'„`v 3 r II I Lrt a :a �iY ? r,u r,u a tiu -II I.I'll Na m�u a ",il a^II II ^,II II ^II ^,III ^dl ^it vr^'i ^r ^ry rte*a rte^a r*lu rlll II ai �Yi wi is -II > y "nY I„ Y I, nY I nY ^�V f �V e YII ul ul P^�ui '�-"II II rel 0 "'t r n r, I t�'„I , I � 0 C', 'V �^ u Y r u P^�,u r u r u e"ti� rii iii Y } (,y`} v M I, Pn"M In Y Ir^I ii v y r r rir r "r Y v Y IL"I L, o L"I o '.' .' .' L ri LI ri LI LI LI .v... 1w ri lL, lri M, o L ry v: II e II e II e'°'Il II II v:°�II v II v 0 Y Q Y Y°U U U � U ': U r -"d r -"d r -"d r -"d r -"b U U I.. Y "Y 1 '1 �i1 Ql II II �)I II II "Y 1 1 1 1 � ��°II r Y Y Y Y Y Y Y u;:1 u 1 u 1 u 1 u 1 u':1 u 1 M "D e e e e e e o 0 0 0 0 0 0 0 e o e e e e e e e o 0 0 0 0 0 N 2 O M N O O N n W N W 0 0 0 c -I lD 00 (D r, 00 N O �t M O O O N rn c -I a) ci N N r, O 7 (D 0 0 Ln N O IO v) I� O r` N W ` a) 0 0 0 O IO I-! O Ol ID m In IO N O N O O _j O cj O N: O O m O O O ti c\-1 E O W 001 0m1 O l�0 W Ol a) 100 O O O N oo LOO Imn O W 00 0m1 INn m W Imn .^-� O 00 0 m W � W m 0 O 01 O O O N M 0) ti ti ti ti ti ti ti ti ti ro 0 M o\' O M N M O N C N O ci O O O N 0 0 O In ir� Ol O ir� O Ol O O ci O O O ci v) O ci c -i W O lD O v1 O O O 00 O C O Ol O O O v) N O v) 7 O O O -i N M O rl W .� O O v) O O O IO 1- O N W I� v) Ol O Il O O O N NI C O -;j- W O O ci O m .ti m O O O O m -;j- O oo N N m m -t O W O n W m O) .ti O n W O W O O O N JE O J N r O Ln .--i m n m O O O N r` N O c -i O m N in l0 m 00 O - N - r N N -;j- O O W O n 14 O l0 01 01 O 7 O W al O Ln Ln O �t M c -i M cr01 01 M Ln Ln M M l0 11 O O O O I� O r O rl E a r; a m c O o a ai Io v c r r m Ln m lD r m m m m o0 w Io 0 a 0 r ryr O O M N oo m ti m ti 7 c -i N In p N N N N 00 y N O) 00 O0 'C C3 (0 m K -aou O O1 O1 O't 00 O Do m W h O N W O m O O^O O O l0 ON O O't O O 00 1 O-1 N O� O m O O N O O O 00 R m O in M T O In w 0 W 0 O O O O) l0 - O cy W 0 In In m O - O N M w O co Ol M m O m O O O 00 v) r` N c -i oo O N lO r N r o0 00 l0 It � M I" ct 00 r` W N n` C O T m M cq O m M I� Ol N 00 O l0 h l0 00 � � � N � M I� al al Q1 T M N N 00 00 a1 I�Ln W M N LO 0 C N N V1 M ID n clD 00 6 N a 00 C ci N W T O O O m 0 0 0 0 0 0 0 0 0 O N O O M O O O O T O O O'T W O m O v) 0 0 0 0 0 0 0 v) O O O Ol O W O O v) 0 0 0 0 v) O O N O O O O W O O O v) O h (3l lD O l0 O c1 O O O I� u O O O m O w to 0 a0 0 0 0 0 O O O O oo m O O O N v1 O O 0 m Ir) O V m O M O m O O ti r, U N o0 lD O N Ln l0 00 l0 Ln lD M l0 01 T N r1 Ol Ln 00 M N I� ¢ W Ln lD O l0 O I� Q) N W N 0 N u) 7 O O F N N W O m W O O m O O O W 0 0 0 Ln N N O O O c O O Vl O O O ul n O O m r, O W O T O O O m u O O m O O W oo O O v) O O O M m W O O N 0o O O IO O O O m N O O N irl m 0 0 0 0 0 0 16 O m m O O h m O O V O O O 01 0 m O O 01 h m m N m V O V N O O M m m m O oo O O Ol n in h N N IO N W .--I .-I IO h m h N V .--I oo 01 N I, in O O7 m .--I M mrri O 7 W IO �* IO o0 m m N h IO c -I r, lD N o0 N o0 O7 a 00 r ro W m M N ul N N M N W C r N D r1 N m r, ba 0/ CIO 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 O O O O O bA 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 O O O O O -p O O O O O I 0 0 0 0 0 0 0 O O O O O 0 0 0 0 0 0 0 0 0 0 0 O O ti 0 0 0 0 0 0 r OOOOOoOOOOO O 0OO0OOm OOOO0OOOOOOOOrOOOO Mo Oj 0 01 N 10 nn o0 W @ 7 u Ln v) O O IO W ul O a1 c -I O c -I N c -I O O c -I I, N O N O ul O O c -I O O v) O m r, n In N O 7 7 N N m N W N O N O N N N N In m I� N N N N M N N ID ID Nr4 � 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 O O O O N u 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 O O O O N . . C 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 O O O O O ra N M a � E M 3 ' u C W _N f6 O H 0) C 0) CL w Z V W v) Z (7 N ¢ Z Z w z u m m m w J Z OV H �_ Z Z V on u O _ ¢ w> O vwi u O w H O m 'n w `n `0 o c m w In w Z Ln J= v) Z w Z N Lo v) Z Z p O Q Z rn m ¢ a n a u D o6 w w > vt O u u w rn O Z z u u K u w m w n w v~i w a H O O u w ,n w U C7 > (D a rn w V D_ Z Z w H V¢ O z p Z O J w aS z o 0} w p z � Z „�, Z O O w a- ca PZ pz CL oz J g << V cG w ¢ O O< O w J z O W = W co % M b 0 0 0 0 0 0 N O O O O O O ,ii E O O O O 00 O N ro ro d O M N Wp C N m O O O O C W Ln LD O O O N C n ID O O ry o EW 0 r W N y mm 00 Ln M N a kD C O N O IT d to DD '6 C3 (p CO K u cq LNn X 0 0 0 C m r O o o o o m000 L -o 0 oo a N o0 rnr, � N ' lD =a a C .-I W ' T C LD O O O O LD Ln O O O ry u W d' O N a m m N m p h Ln c o H � u LOo m LMo C1 O O f6 d; m Ln a) 01 to m ul N N N I, W N c N Lo a In C N t m O O O O O O to 0 0 0 0 0 0 p O O O O N O o N W CO Ia LD l @ D r 0 0 0 0 0 0 O O O O O O C O O O O O O r6 a E 3 C W Z° 0 0 0 0 0 0 e 0 0 0 0 0 0 0 O 0 0 0 W N d' m ID N m N O (D (>" O 0 0 0 Ln O O N O O U N O m al I, r w 0 m W W l0 O W O O It N N N N N O m 0 0 O d' O N Ln or, O O LL O O O O O W O W O .� O O c ID O m O ri n m O N o n ry O o a N N o Ln Ln m O m d' o � N m O m O kc t` a1 r, O d' N LD m m I� d' m m r� d a ri d' LD m LD O o ID m m d' m I� N N N LD o N I,, M m N d' n' rri re) In ti oo m M O O O I, O W O O N O O d c+ n 0 0 o Ln o 00 LD o 0 0 a v Lo LD oo o m d c o m o m w m m n d o o a o o c T oo C c dW a1 Ln N - Ln d- d' O d' a Ln W n O m N d' N N m N C M Ln o d' N m N N It a1 Ln u N Ln N 7 N M N N a o 0 0 0 o m o 0000 a o r-' d d u N O O O o m d- O T W O W O O c Ln Ln m I, to O d' d oo d; 11 m c o a fn Ln d= d= r- M M a N a, M Ln I ri o a N N co ai m 0 0 0 v o o Ln o m o o d Ln Ln N o 0 o N o o N 0 cn 0 0 cr N LD m o o o- o'T oo oo 't o o a Lc Lo w v N m a o ai o c O Ln N O Lo Ci oo O a c O a N Lo I- Ln oo oo d' Ln W m co oo Ln N m O d' N N N LD n o0 Ln Ln N N N M N N N N CC, M a rl a1 QqN m N M ai 0 Ln M oo LMD N o n ID ri a LD W N N N o Ln N N C fnN Ln tq N a a L N 0 ao a a N N n O al 0 0 0 0 N O o 0 0 0 0 0 0 0 O O Ln O O O O d' 0 0 0 0 0 0 0 0 aoq 0 O a -I to O O ri O ri O LD Ln m W O lD W O oo Lo O O O O m N 't Ln O 'tLn w O Ln c W O m O N o, al Ln O LD N O N LD o d' Lo m o Lo Ln d' o Ln r Ln N tr Ln d' I, r N Ln W W O d' d' m I, -tr n Ln N N N N r, N oc M N N d' d' n oo N Ln Ln N N o N N O o o o o o o o o Ln o m o o o v a O O O O O O O O O O N O O O P� n O O O O O O O O O W O lD O O O O O N N N Lo m o ai ai o a vNi vNi N N N _N _N i 6 6 o (U N p z � v 7 Q LL d) X H w W F- V) v} u W_ a In O O H w V Z H w F z Q > d V) O Z o PZ d W J J N N O O Q J Z d 2 Z� a- Z J W w W H Q J > d d x X Z o w o O W J W zu a� Y J Z O V O w z o t w U Q Z w w H w Ln Ov Y O Z z H H a z z Q Lwi Z K O H u w>> J H� Q w O Y Q Q Z Z 0 Z w LL LL 0 O O O O w O z V Q O O J J V V J o] V o w 2 V V i+ CL d Cc 9 i 0Y f"1 0 0 C 1 m7r",I C u , W Ol II a V� C 0 0 0 0 Gl CEJ CO CO CO CO i+ d Xv i m m m cm I•, = as 1 0II n 1 w -u k in x, I" I'S o o a+ Ou C „,7 i, 0 0 C..,1 0 0 c..,.+ V a y II I II A II ':•A v II A v °II ,A t LU f rw X 1 f Y M '1 II v ry II 1 °II ^v CII Y"f U I Y TY j 64 I "r 64 y 4 m y r'1 r4 dl Flu , ^��Y � O N 0 Ln r, CD O m o N m m ao Ln Lo N m N N n o Ln O Ln O O ro Ln Loo 0 � o N m 0 CI o Lo ri m N N O O O o W rri N 0 0 O O cam° 0 0 0 0 0 N O O ON O c O O O n O c I, O ON O c N O O a O C N O O d N c M O O lc N c Ln N m oo oo H rn M rti I, O O W O c o 0 0 o c rn o 0 w ri c Ln n N N T N Ln ^ cn M N N r, o o w o c ui O O O O c Ln O O W n c O Ln N M Q7 N ui a oo M OD O O Ci O C L r, 0 0 0 0 c a o v N N O O O O O C M O 0 O mm C 00 C O lD N C LD N N rn Lo r N d m N N N O O O O O c O O O O O C W v_ In cu Cc 9 i 0Y f"1 0 0 C 1 m7r",I C u , W Ol II a V� C 0 0 0 0 Gl CEJ CO CO CO CO p>' a 1 Xv i m m m cm I•, = W 1 "y Y ^y 1 O O O OD N N M N _ N � � r\1 E M E o\' O M N N M m m O c m o0 r -1f6 0) ID LD O ^ C Lr N \ L G M N N oo W N O � K Lf1 N LL y N Lb d ta C O 3 (p CO K Y U N Ln R to N M N O O m tlp Lf1 Ol � V1 lD 73 N r W M ON1 N N N LA n M N 00 N O1 LL W V Ln LA o LD Ln N f6 Ji BOY N '�� f� �, 1'11ZA 11 V111JDli�iD1JJJDI�IJJJJJJ i�1U11�111i�111111, hlllllllltllllllllllllllllllll llllllllllll COAM1411YI ,EllDE li'�1ilw I liEw 1 ICY CRA BOARD MEETING OF: April 11, 2023 CONSENT AGENDA AGENDAITEM: 10.13. SUBJECT: Approval of CRA Board Meeting Minutes - March 15, 2023 411 Ji I Ti I_1 ZT19 See attached minutes. CRA BOARD OPTIONS: Approve the March 15, 2023 CRA Board Meeting Minutes. /_1ir_[el:IM14ZII&T Description D Attachment I - March 15, 2023 CRA Meeting Minutes Minutes NIf the Community Redevelopment Agency Board Meeti Held on Wednesday, March 115,2023 at 6:iOiO PM City Hial�l'i Chambers, 100 E,. Ocean Avenue d GoToWebinar Oinlinie Meeting I Chair Ty Penserga Vice Chair Angela Cruz Ml RAINIANWIM169111 I Thuy Shutt, Executive Director Tim Tack, Assistant Director 'Kathryn Rossmiell, BoI I ard Co nsel , I R Widll 1611nmmi:MMM 1 1 11 1 in ill MO M�� liffillilliffliF llill ilill!l IN I I i I ;I A. Ad,ditioins, Deletions, Corrections to the Agenda B. Adoption of Agenda ll� Board Memiber Tuirkin moved to approve the agenda as arnended, Vice Chair Cruz Y seconded the motion. The motion passiedi Unanimousl LOMMIPM, M.'alm A. Disclosure of Conflicts, Contacts, and Relationships for Iterns Presented to the C,RA Board on Agenda Meeting Minutes CRA Board Meeting Boynton Beach, FIL March 15, 2023 111 =— Board at she d'i:d not disclose at the last meeting that she spoke! I with David Katz regarding iteim 12D from the meeting in February. She thankeid staff for the Blarney Bash, it was a,azing. A. The public, clomment section of the meeting is for public colmment on items that are not on the agenda. For items on the agenda,, the public wilJ be given an opportunity to coim ment at the ti me each item is considered Each speaker wil I be gilven a total of three (3) minutes to com ment; however, the Board retains the right to reduce the number of minutes prior to the start of piubil'ic comment. Persons making public: comment may not assign or donate their public comment, time to another individual to alil,ow that other individual additional time to comment; however, any persons requiring assistance will be accommodated as required by thie Americans with Disabilities Act. Prior to addressing the Board, pielase go to the podium or ulnimute youir device when prompted, and state your name and address for the record. Chair Penseirga oplened Public Comments. No one came forth to speak. Chair Penserga closed Public Comments. A. CRA Financial Report Perlod Ending February 28, 20123 B. Approval of CRA Board Meeting Minutes - February 13, 2023 G, Approval of Commercial Property Improvement Grant Program in! the Amount of $15,8i55 to 1315 L,LC located at 1315, N. Federal Highway Board Membier Turkin, moved to approve the agenda as amended. Vice Chair Crul seconded the motion. The milotion passed unanimousiy. 0 ME= MM Meeting Minutes CRA Board Meeting Boynton Beach,, FL March 15, 2023 Iteirn 14D was heard out of order. MILK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update. Tim Tack, Assistant Director Community Redevelopment Agency, gave an update on ,Jr.the MLK Boulevard Corridor Mixed Use Project. Mr. Swezy, Centennial Management, stated that he is open to any ideas or suggestions from the Board. Thuy Shutt, Executive f irector of the Community Redevelopment Agency, stated this is a semiannual progress report. She noted that the Board would like to receive updates on the construction. She stated that the residential leasing process has begun, the lease process is posted on, the CRA website. She noted that those who do not have access to a computer are able to pick up a lease application at Ocean Breeze East apartments community building. She commented that Mr, Swezy Would tell the Board more about the application process. Chair Pens,erga inquired about the application process. Mr. Swezy responded that the application process started. He stated that he is in the process of having an advertisement placed in the For -Rent magazine, He is aware that once advertised, he will receive appllicants from Lake Worth, DOray, Deerfield, and down to Pompano. He recalled that when the Ocean Breeze lease started there was concern that the applicants receiving housing were not from Boynton Beach. He stated that there was a large turnout from, the Boynton Beach community. He would like to give the residents of Boynton Beach the first opportunity to lease. Chair P,enserga agreed that the local residents should receive the first opportunity, to lease. Board Member Hay inquired about the two commercial entities doingi, are they one time? Mr. Swezy replied that the commercial space is not going as qiuiickly as anticipated, but it is moving in the right direction. M:s, Shuft added that they do have three of the commercial tenants, that are moving forward rapidly. Mr. S,wezy invited the Board to do a pre -walk through to see the progress. Ms, Shutt n�otedl that the visits wflli be scheduled individually. Meeting Minutes CRA Boarcl Meeting Boynton Beach, FL March, 15, 2023 Vice Chair Cruz commented that she appreciates Boynton Beach residents are being prioritized in, the leasing process. Board Member Keliley inquired if Boynton Beach employees are aware of this opportuinity. She asked if there was a way to inform the employees about the lease opportunity. Ms. Shutt responded that they would share the information with: the City Ma,niager and staff. There is no preferential treatment because it is already open to the public. Ms. Shutt stated that they will, get the flier to the City so it can be shared with staff. A. Semi-Annuial Progress Report for the Development Agreement with Wel Landing Apartments, LLC d/b/a H,ea,rt of Boynton Shops B. Semi -Annual Progress, Report for the Purchase and Dievelopment Agreement with Wells Landing! Apartments, LLC d/bla Heart of Boynton Viillage Apartments CAnnuall Progress Report for the TI RFA Agreement with We!llls La�nding Apartments, LLC d/b/a Heart of Boynton Village Apartments D. Consideration of Approval for the Lease Extensi�on, to Florida Technical Consultants, LLC I Ms. Shutt, gave an overview of the lease extension to Florida: Technical Consultants, LLC, Chair Pen era asked when will the agreement terminate. �T1s, Shutt replied that the agreement will terminate after October 14, 2021 Chair IPeniserga noted, that the agreement has a built-in termination date. Kathryn Rossmell, Board Counsel, noted that agreement states that either party for any reason can terminate the lease with sixty-day notice, Chair P,enserga opened the floor to Public Comments, James Barton, 533 East Ocean, noted that they are a small engineering firm that does a, lot of JlFs, and work with serval municipalities, He stated that the firm is looking to open another location in, downtown Boynton Beach. No one else coming forward Chair Peinserga closed public comments. Motion Meeting Minutes CRA Board Meeting Boynton ■Beach, FL March 15, 2023 mar"12111mmis,146-1 11IM-:ZMEnr*1111101adix [mammal F UNIM11111M."o I A. Consideration of Fiscall Year 202�2-2023 Budget Amendment for Unreserved Fuind Balance Vicki Hill, CRA Finance Director, stated that o�in completion of the CRA's audit, they have unreserved funds in the total of $1,057,921.00. Staff would" like toallocate thioI , funds to their acline, S,he stated that the CRA is trying to buy property in th City to get rid of slum and blight. The CRA is open to suggestions, quisition Chair Penserg:a stated that he does support placing the unreserved funds in their acquisition lline, The CRA needs to continue the redevelopment along Boynton Beach Boulevard, and cash will be needed, Chair Penserga ope,ned Public Comments. No one came forth to speak. Chair Penise!rga closed" Public Comments. Vice Chair Cruz moved to approve the reaflocation of the unreserved funds to i itions. Board Memiber Hay seconded the motion. The motion passed acquisi unaniimously'. 14. CRA Projects in Progress A, 7th Annual Boynton Beach Blarney Bash Recap — Item not heard BiCRA Economic & Business Development Gra�nt Program Update — Item not heard C. Socia�l Media & Print Marketing Update — Item not heard Boulevard Corridor Mixed Use Project (d/Wa Heart of Boynton Village Apartments) Update — Heard before 12 A. A. Discussion and Consideration of Draft Scope to Update the 2016 Community Redevelopment Pl�an - Apri�l B. Diiscussion and Consideration of a One Yea�r 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 - April C. Discussion and Consideration a of, Lease with the USPS to Remain at the CRA-olwned Property Loicated at 217 N. Seacrest Boulevard! - April Meeting Minutes C,RA Board Meeting Boynton Beach, FIL March 15,, 2023 D. Discussion and Consideration of a Resolution for the Neighborhood Officer Program, Lease - April E. Discu�ssion and Consideration of the Responses to the RFP,/RFQ for the CRA -owned Property located at 401-411 E. Boynton, Beach Boulevard - April F. Discussion an, d Consideration, of ain Interlocal Agreement between the City of Boynton B ea c h a n d C RA fo r the Ni e ig h bo rh oiod Off i�cer P roig ra m Offfice Lease located in the Heart of Boynton Shioips - April G. Project U pdate on the Bride of Ch,rist Daycaire Center at N E 1 Oth Avenue - May K Project Update of the Piui,rchasiei and Development Agreement with 306i N E 6th Avenue LLC for the C RA Owned Property located at 211 E. Ocean Avenue Board Member K0ey inquired about which: of the Future Agenda Items will be going befolre the Advisory Board. Ms. Shutt replied that the CRA is waiting forinput back from the Post Office, the Board hears the presentations from the two proposers the Board can then assign the 1 1 ?,ssignment to the CRAAB to look at the purchase and development agreemeint. She stated that if everything goes well, it may happen in June. Board! Member Kelley requested that a discussion about the CRAABi be added to Futu Agenda iternis. She stated that something needs to be done, cancelling the meeting every month is not right. I Zma"Irl, Board Member Kelley moved to amend the agenda to add to Futu're Agenda Items a discussion of CRA Advisory Board. Board Member Hay seconded the motion. The motion passed unanimously, MINLT*A�� Vice Chair Cruz moved to adjourn. Board Member Turkin seconded the motini. The motion passed unan,imo�usly, There being no further business to discuss, the meeting was adjourned at 6:27 P.M, Tammy St zione,SNC Depuitit lerk 1, i �e B101YO NTO�III�14III211I1III�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 CONSENT AGENDA AGENDA ITEM: 10.C. SUBJECT: Approval of Commercial Rent Reimbursement Grant Program in the Amount of $15,000 to AAR Fade, Inc. d/b/a Sir Cutz located in Sunshine Square at 558 E. Woolbright Road '4111 I1� 1_1 W119 The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA District boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from AAR Fade Inc. d/b/a Sir Cutz located in Sunshine Square located at 558 E. Woolbright Road, Boynton Beach, FL 33435 (see Attachments I - 11). Sir Cutz is a barber shop on a mission to set the highest standard in men's grooming in a professional and comfortable environment by providing an authentic experience through humor, teamwork and open communication. Sir Cutz strives to provide one -of -a -kind services and promote self confidence to every client. As a barber shop, Sir Cutz currently employees five barbers and one receptionist. Under the terms of their Landlord -Tenant Lease Agreement, the base rent required to be paid by the applicant is $2,510.63 per month (see Attachment 111). Sir Cutz qualifies as a Tier I I business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,250 per month for a 12 month period, whichever is less. If approved, Sir Cutz would be reimbursed in the amount of $1,250/month for a period of 12 months or a total grant amount of $15,000 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY2022-2023 Budget, Project Fund, Line Item 02-58400-444, $15,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $15,000 to AAR Fade Inc. d/b/a Sir Cutz located in Sunshine Square at 558 E. Woolbright Road, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I - Commercial Rent Reimbursement Grant Application D Attachment II - Location Map D Attachment III - Lease BOYNTO �C R 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. Initial .., Page 1 of 15 m"p Rent Reimbursement �,,.... 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com. 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. W 4 Page 2 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: 561 600 - 9090" www.boyntonbeachcra.com 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. The following businesses are considered ineligible for assistance under the Commerci Rent Reimbursement Grant Program: i • Firearm Sales/Shooting Range • Religion -Affiliated Retail Stores • Non-profit organizations • Check Cashing Stores • Kava Tea Bars • Adult Entertainment • Ad u It Arcades • Alcohol and/or Drug Rehabilitation • 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 This grant is divided into two tiers of eligibility. Businesses are classified into tiers baseii 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 Businesses are eligible for reimbursement for up to half (50%) of the businessl base monthly rent or $1,750 per month, whichever is less (maximum amount of the gra is $21,000, distributed in 12 monthly payments). i Page 40f15 Rent Reimbursement 10OEast Ocean Avenue, 4thFloor, Boynton Beach, FL3343S—Phone: (5G1)68O'9O9U VVVVVV.boyDtoDbeachcrG.conO �� 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 157 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 ww.boyntonbeachcra.com "' 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; Initialsw . Page 5 of 15� Rent Reimbursement w ' 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com • 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 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: 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. '12. 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. 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). Copy of executed multi-year commercial lease agreement. Two years of corporate tax returns (for existing businesses only). 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. 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). Initialsk�,''� Page 7 of 15� Rent Reimbursement .. 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com Approval of Funding Request All re uired a lication documen#a#ion must be submitted no later than noon two weeks prior to the second Tuesdav 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. Initial Page 8 of 15 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 a Dlicant does not submit its monthly reimbursement re oast within 30 da s following the end of the next month in which a_plicant is requesting reimbursement aI icant 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. Initia__ Page 9 of 15 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 ° f www.boyntonbeachcra.com BOYNTONfc R APPLICANT INFORMATION BUSINESS INFORMATION: ( f applicable): Business mm Current Business Address: Fed ID#:21.." Business Phone Number: L) � m Fax:A �j -A - - - ---------- Website: w —� Existing Business: Yes _._ _.._� _ No- Number of years in existence: r novs Time at Current Location:''_ New Business to Boynton Beach: Yes _ No Do you have an executed lease agreement: Yes ..............-- No If so, monthly base rent: ' New Business Square footage of current location: i � Square footage of new location �"Q R� Type of Business: Number of Employees: ._.. wwww_ ww ............... Hours of Operation:_ .m....... __ Page 10 of 15 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com F� BOYNTONI BEACH � IMMUM If RAi APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 2 3 Principal/Owner N me: _._w.._.ww —._ . _ Date of Birth. Email � . � _.1. Residential Address: ....................ww--........ �_.._.... ....__. Cell Phone Number: wy Cell Phone Number: ..a......�_W...��w. ... ._..................._............. � _ _. �_ww_wwwww....wwwww.__w.w......._ww._......_........ww......w......__.._.. _ �.............. Cell Phone Number:�� 4. Principal/Owner Name: -� Date of Birth: Email: Residential Address:mmmm��WWWwµ Cell Phone Number: Page 11 of 15 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www.boyntonbeachcra.com l BOYNTON memBEACK"CRA, COMMUNffY REDEVELOPMENT AGENCY 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 Addr s; Landlord's Phone Number: I H)",� -) � i-4 1',) L , 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, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com BOYNTON, RA y,-IV EACH iIIIIIIVI��IVI 1, COMMUNITY REDEVELOPMENT AGENCY 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 1. 2. 3. 4. APPLICANT INFORMATION ,. 03/29/2023 ... l�pal wliOwns ' is Signature _ .w_.__. _ .......4......�....,,,,.rM m M ......ate President/Owi P nc.... Printed Name _..M ------------ .._._.__ Title Principal/Owner's Signature Date Printed Name Title __rincip_al /Owner's Si.g_n.ature..................�...M..............._._,.....�.. m —Date .. ........ _1 Printed Name �... _.__.,..........-...._.mMMMM�.�,......�w. Title _ww._.__......w_. Principal/Owner's Signature Printed Name Date Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF �...._ ,moi. � COUNTY OF • ��- _.�. _._��-" '� BEFORE ME, an officer duly authorized bylaw to administer oaths and take acknowledgements, personally appeared. ww- Z:�ysn °° who is/are personally known to me or produced_..,__,, m N:..w " .wwww w 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 - ")'7� day of 20 NOTARY PUBLIC J�►*Y► SANORAROSE: My Commission Expires: (c €qF'z Notary Public •Stateida Commission # HN ° a ry V My Comm. Expires J26 Bonded through National nn. Page 14 of 15 Rent Reimbursement 100 East Ocean Avenue, 4"' Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com Land Printed Name 2. BOYNTON A CRA BE � COiVMUNffY REDEVELOPMENT AGENCY LANLORD INFORMATION 7,21 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 'q COUNTY OF y y s and take acknowledgements, ME, an to administer oath perso aEy ea BEFORE dull authIL Is orized b lk 111 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. day d County IN WITNESS OF THE FOREGOING, I have set of and and ficial se m the tate an aforesaid on this ,. NOTARY XWaM Fx rEBIORAH HERMAN PUBLIC � ,. ., c ;,t on # GG E r c EE My Commission Expires: a. My Comm, Enc rcm, Apr 20, 2023 Bonded through NaP. onaE Notary Assn, Page 15 of 15 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 12/1/2020 PAPA Maps DOROTHYJACKS A H :h�°� AS ,Y. n�,r�vA„ , �,��y��v�11��da�°��'n��'111';IIllllllllllllllll' Wo vrhe« whu roe , V""I eu+ https://ma ps. co. pal m-beach.fl. us/cwgis/papa. htm I?gval ue=08434522000007020 1/1 DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 SHOPPING CENTER LEASE AGREEMENT This Lease ("Lease"), entered into this 22 day of February 2022 (the "Effective Date"), between the Landlord and the Tenant hereinafter named: ARTICLE 1 - DEFINITIONS AND CERTAIN BASIC PROVISIONS In addition to other terms which are elsewhere defined in this Lease, the following terms when used in this Lease with the first letter of each word capitalized shall have the meanings set forth in this Article, and only such meanings, unless such meanings are expressly limited or expanded elsewhere herein. (A) LANDLORD: E&A Sunshine, LLC, a South Carolina limited liability company (B) ADDRESS: c/o Edens Limited Partnership Attn: Legal Department 1221 Main Street, Suite 1000 Columbia, South Carolina 29201 (C) RENT PAYMENT ADDRESS: See Article 3. (D) TENANT: AAR Fade Inc, a Florida corporation (E) TENANT'S ADDRESS: 8 Nottingham Place Boynton Beach, FL 33426 (F) TENANT'S TRADE NAME: SirCutz (G) SHOPPING CENTER NAME & LOCATION: Sunshine Square Shopping Center E. Woolbright Road Boynton Beach, FL 33435 (H) PREMISES: For purposes of this Lease, the gross leasable square footage of the Premises shall be deemed to be approximately 750 square feet of Floor Area (as defined below), in store space 490, in the approximate location shown on the plan (the "Site Plan") attached hereto as Exhibit "A", and being a part of the Shopping Center. When used with respect to the Premises, "Floor Area" shall mean the approximate number of square feet set forth herein. When used with respect to any other space in the Shopping Center, "Floor Area" shall mean the number of leasable square feet as determined by Landlord. (1) TERM: The period commencing on the Commencement Date (as hereinafter defined) and ending five (5) Lease Years (as hereinafter defined) thereafter and, if the option(s) contained herein, if any, is/are properly exercised by Tenant, the Option Period(s) (as defined below). (I) COMMENCEMENT DATE: The earlier of (i) one hundred twenty (120) days following Landlord's delivery of possession of the Premises to Tenant (the "Delivery Date"); or (ii) the date on which Tenant first opens for business in the Premises, as further defined in Article 8. (K) MINIMUM RENT: As stated below, payable monthly in advance, as further defined in Article 3. Lease Year PST Monthly Rent Annual Rent 1 $39.00 $2,437.50 $29,250.00 2 $40.17 $2,510.63 $30,127.50 3 $41.38 $2,585.94 $31,031.33 4 $42.62 $2,663.52 $31,962.26 5 $43.89 $2,743.43 $31921.13 (L) PERCENTAGE RENT: Not applicable. (M) INITIAL ESTIMATED EXPENSE CHARGE payment per month, adjusted annually, as further defined in Article 17: $276.25. (N) INITIAL ESTIMATED TAX CHARGE payment per month, adjusted annually, as further defined in Article 17: $308.75. (0) INITIAL ESTIMATED INSURANCE CHARGE payment per month, adjusted annually, as further defined in Article 17: $165.62. (P) TOTAL INITIAL MONTHLY RENT PAYMENT: $3,395.34 due upon Tenant's execution of this Lease. The foregoing amount includes sales tax applicable to Rent, currently at the rate of 6.5% for Palm Beach County, Florida, which shall be deemed "Additional Rent" (as defined in Article 6). (Includes any applicable monthly charges as set forth in subsections (Iv), (1), (0) and (V) of this Article.) (Q) SECURITY DEPOSIT, as further defined in Article 7: $6,790.68 due upon Tenant's execution of this Lease. DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 (R) PERMITTED USE, as further defined in Article 10: The Premises shall be used for the operation of a barbershop and for no other purpose. In no event shall Tenant operate in violation of the Shopping Center Restrictions (as defined in Article 64). (S) LEASE YEAR: The first twelve (12) full calendar months after the Commencement Date and each succeeding twelve (12) month period thereafter or, at Landlord's option, such other twelve (12) month period as Landlord shall determine from time to time. In the event the Commencement Date is not the first day of a month, then the first Lease Year shall include the period beginning on the Commencement Date and ending on the last day of the month in which the Commencement Date occurs. (T) SHOPPING CENTER: The real property as generally depicted on the Site Plan, together with the buildings and other improvements now or hereafter placed thereon. Landlord reserves the right in its sole discretion to change the name of the Shopping Center, to increase or decrease the size of the Shopping Center and to add or remove improvements, land or buildings. Landlord shall not be liable for any inconvenience, disturbance, or loss of business arising from any construction or related scaffolding or barricades in connection with any construction related to the foregoing; provided, however, except as may be required by applicable law, Landlord shall use reasonable efforts to minimize any material and detrimental disturbance to Tenant's business operations at the Premises. The Site Plan is being attached to this Lease for case of reference only and it is understood that changes may be made to the Site Plan. The Site Plan does not constitute a representation, warranty, or covenant on the part of Landlord to construct or maintain buildings, building areas, parking areas, driveways, sidewalks, curbs, landscaping and other amenities within the Shopping Center, that any improvements as constructed will conform to those depicted on the Site Plan, or that any specific tenants or occupants, if any are identified on the Site Plan, will be located within the Shopping Center, except as otherwise expressly provided for under this Lease. (U) COMMON AREAS: All areas of the Shopping Center which are from time to time made available by Landlord for the non-exclusive use of Tenant in common with other occupants of the Shopping Center and their respective employees, agents, subtenants, concessionaires, licensees, customers and other invitees, and/or by the public generally, which may include (but shall not be deemed a representation as to their availability) parking areas, parking structures (including escalators, elevators, and vertical transportation for such parking structures), access roads, driveways, streets, sidewalks, open space, landscaping, irrigation systems, storm water drainage facilities and detention systems, private utilities serving Common Areas or the Shopping Center, street lighting, escalators, ramps, stairs, elevators, escalators, service and loading areas, interior malls, roofs, way -finding signage, pylon signs for the Shopping Center as a whole and not individual tenants, and other infrastructure improvements serving the Common Areas or the Shopping Center in general, and areas used by Landlord for the operation, maintenance and management of the Shopping Center, as Landlord shall deem appropriate (as initially construed or as the same may at any time thereafter be enlarged or reduced). (V) ADDITIONAL MONTHLY CHARGES: Not applicable. (W) RENT: Minimum Rent, Percentage Rent (if applicable) and Additional Rent (as defined in Article 6). (X) GUARANTORS: Adam Multz, Ross Multz, Alex Rodriguez and Daphne Rodriguez, jointly and severally. (Y) BROKER: Not aplicable. ARTICLE IA - CERTAIN SPECIAL PROVISIONS In addition to all other terms and provisions of this Lease, the following provisions shall apply (and in the event of any conflict with any other provision of this Lease, the terms of this Article shall control): 1A.1 TENANT IMPROVEMENT ALLOWANCE Subject to the provisions of this Article, Landlord shall reimburse Tenant for the actual costs incurred by Tenant for Leasehold Improvements (as defined below) performed in connection with Tenant's Work, as defined in Exhibit "C" of this Lease, in an amount not to exceed Twenty Thousand and 00/100 Dollars ($20,000.00) (the "Tenant Improvement Allowance"). As used herein "Leasehold Improvements" shall mean alterations, additions, improvements, and/or installations attached to the Premises in a way as to require significant effort and costs to remove. It is specifically understood and agreed that Tenant shall only use the Tenant Improvement Allowance for the construction and installation of Leasehold Improvements, and in no event shall the Tenant Improvement Allowance be used to purchase and/or install any movable goods, inventory, furniture, equipment, trade fixtures or other movable personal property belonging to or used by Tenant that are not attached to the Premises. The Tenant Improvement Allowance shall be due only during the original Term and only after Tenant has opened for business in accordance with this Lease and paid the first (1 st) month of Rent (excluding any rent deposit paid upon execution of the Lease). Provided Tenant is not in default and provided all contingencies in this Lease have been satisfied, Landlord shall pay to Tenant the Tenant Improvement Allowance within sixty (60) days after Landlord has received the first monthly installment of Rent due under this Lease, and has received and approved all of the following: (i) Certification of Final Completion. A certification in writing, in form and content approved by Landlord, from Tenant and its general contractor or architect, that one hundred percent (100°/x) of Tenant's Work is complete in accordance with Tenant's Plans as approved by Landlord and 100% of such Tenant's Work is actually completed. (ii) General Contractor Application for Payment and Invoices. AIA Document G702 and AIA Document G703 (or such other format as may be approved by Landlord) duly completed, executed and notarized by Tenant's general contractor, and topics of paid invoices, certified by Tenant as being for such Tenant's Work totaling an amount equal to or greater than the amount of the Tenant Improvement Allowance being requested by Tenant. -2- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 (iii) Lien Waivers. The lien period for all of Tenant's Work shall have expired with no liens in connection with the same being filed, or, if said lien period shall not have expired, Final Unconditional Lien Waivers in the form attached hereto as Exhibit "C-1" from Tenant's general contractor, and all subcontractors, materialmen and suppliers who provided or supplied labor, services, goods or materials to the Premises. (iv) Certificate of Occupancy. A copy of the Certificate of Occupancy for the Premises. (v) Exterior Sign Installation. Proof of installation of a Landlord -approved exterior sign on the Premises which identifies Tenant's business, and proof that the permit for such signage has been closed out. (vi) W-9 Form. Internal Revenue Service Fortin W-9, Request For Taxpayer Identification Number and Certification. If Tenant fails to open for business to the public from the Premises on or before the Commencement Date, the parties agree that it is and will be impracticable and extremely difficult to determine the actual damages suffered by Landlord. Therefore, in order to compensate Landlord for its loss, Landlord shall be entitled to reduce the Tenant Improvement Allowance by Five Hundred Dollars (5500.00) per day for each day from and after the Commencement Date that Tenant fails to open for business as required. The foregoing amount has been determined based upon numerous considerations including that Landlord will have expended considerable sums of money in reliance upon and based upon Tenant opening for business on the Commencement Date. Landlord in its sole discretion reserves the right to (a) withhold amounts equal to outstanding amounts due any contractor, subcontractor, or supplier who provided or supplied labor, services, or materials in connection with the Tenant's Work; (b) issue joint checks to Tenant and the contractors, subcontractors, or suppliers to whom Tenant or its general contractor owe funds; or (c) offset from and against the Tenant Improvement Allowance any monies due Landlord under the terms of this Lease. if Tenant has not made application for the Tenant lmprovement Allowance or satisfied all conditions to Landlord's obligation to pay the Tenant Improvement Allowance within one (1) year after the Commencement Date, then Landlord's obligation to pay the Tenant Improvement Allowance shall automatically terminate without any requirement that Landlord send notice to Tenant. The rights given Landlord in this paragraph shall be in addition to all other rights and remedies under the Lease, at law or in equity arising from Tenant's failure to open for business in the Premises. 1A.2 INTERFERENCE Tenant shall conduct its business in a manner so as not to generate from the Premises noises, odors or vibrations that are offensive to the Landlord or other occupants of the Shopping Center or which adversely affect the operations of the Shopping Center including the occupants of the Shopping Center. In the event such noises, odors or vibrations are generated from the Premises, Tenant shall be responsible at its sole cost and expense to remedy the same pursuant to plans and specifications approved by Landlord including, but not limited to, installing additional sound proofing at the Premises. Further, at a minimum, Tenant shall provide noise and vibration reduction measures such that noise from Tenant operations does not exceed NC -25 and such that Tenant does not generate noises, odors or vibrations that interfere with other neighboring occupants (both adjacent and above or below) at the Shopping Center. Tenant shall engage a qualified acoustician to guide its fit -out and shall submit certified confirmation of engineering compliance with the noise criterion from the acoustician as part of the Landlord's review of Tenant's plans and specifications. Tenant may accomplish such reduction measures by several methods including, but not limited to, adding additional drywall, adding insulation, etc. Landlord's approval of Tenant's Plans for Tenant's Work shall in no event be deemed a representation or warranty that Tenant has satisfied these requirements. ARTICLE 2 - GRANT In consideration of the Rent agreed to be paid and of the covenants and agreements made by the parties hereto, Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord the Premises, subject to and upon the terms and conditions set forth in this Lease, together with the right to use, in common with others entitled thereto, the Common Areas, subject to the terms and conditions of this Lease. Landlord may relocate the Premises and may increase, reduce or change the number, dimensions and location of the improvements comprising the Shopping Center or any of them in any manner as Landlord shall deem proper. Tenant shall not mortgage, pledge or otherwise encumber its interest in this Lease or in the Premises. ARTICLE 3 - RENT Tenant will pay Rent to Landlord, without notice, demand, deduction, counterclaim or offset whatsoever, in the amounts set forth in this Lease, monthly in advance on the first day of each and every calendar month during the Term. Rent willl be paid to Landlord in currency of the United States using Landlord's designated "Retailer Payment Portal" (the "RPP"), or such other place as Landlord may designate upon notice to Tenant at any time and from time to time during the Term. Tenant will register and access the RPP using the following link: https:Hcdcns.com/retailer-portal/ and must elect to make Rent payments using the "auto pay" function available within the RPP. The first payment of monthly Minimum Rent, Initial Estimated Expense Charge, Initial Estimated Insurance Charge, Initial Estimated Tax Charge, and any other monthly charges due hereunder as set forth in Article I hereof, shall be due simultaneously with Tenant's execution of this Lease and shall be applied to Rent due for the first full calendar month of the Term. In the event the Commencement Date shall occur on a day other than the first day of the month, the first rental payment shall be adjusted for the fractional monthly period so that all rental payments other than the first shall be due and payable on the first day of each month. A late charge of five percent (5%) of the monthly Rent payment (the "Late Charge") shall be added to each and every monthly Rent payment not received by Landlord prior to the tenth (10th) day of the month in which such payment is due, and shall be due and -3- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 payable on or before the first (1 st) day of the month immediately following the month for which the payment was not timely made. Any amount due from Tenant to Landlord hereunder which is not paid when due, including late payment charges, shall bear interest at a rate equal to the lesser of (i) one and one half percent (1.5%) per month from the due date until paid or (ii) the highest rate permitted under applicable law (hereinafter, "Interest"). Tenant's payment of any Late Charge or Interest shall not excuse or cure any default by Tenant under this Lease. Nothing contained in this Article or elsewhere in this Lease shall enable Landlord to collect an amount of interest on past due amounts or penalties on late payments (if such penalties are deemed to be interest under applicable law) greater than that allowed by applicable law, and the terms and provisions of this Lease shall be deemed modified to comply with applicable law. Landlord's election not to assess the Late Charge for any late payment shall not constitute a waiver or preclude Landlord from assessing such Late Charge at other times. Landlord shall be entitled to collect from Tenant all expenses incurred by Landlord involving collection of late Rent, including, but not limited to, reasonable attorneys' fees and court costs. Landlord shall apply any payments received from Tenant to outstanding amounts due from Tenant hereunder in such order as determined by Landlord in its sole discretion. ARTICLE 4 - PERCENTAGE RENT [Intentionally omitted.] ARTICLE 5 - GROSS SALES REPORTING Tenant shall submit to Landlord monthly a report of its Gross Sales (as hereinafter defined) during the preceding calendar month via the RPP and must include all of the information required therein. Such report must be received by Landlord by the tenth (10th) day of the month following the month of the sales. If Tenant fails to timely provide any report of Gross Sales then, in addition to any other remedies to which Landlord may be entitled for a default by Tenant, Tenant shall be assessed a fee of Five Hundred and no/100 Dollars ($500.00) for each occurrence, and One Hundred and no/100 Dollars ($100.00) for each day thereafter until Landlord receives the applicable report of Gross Sales. Landlord's receipt of Gross Sales and Market Sales reports via the RPP is deemed sufficient notice to Landlord for this and only this purpose under Lease. Landlord will have the right upon notice to Tenant, at any time and from time to time during the Term, to direct Tenant to submit Gross Sales or Market Sales reports using an alternative method of delivery. The term "Gross Sales" shall mean the gross proceeds from business done in or from any part of the Premises, including, without limitation, membership fees collected by Tenant, the total dollar amount of the actual sales price, whether for cash or on credit or partly for cash and partly on credit, of all sales of merchandise and services and of any and all other receipts of business conducted in or from the Premises, including but not limited to, all food, beverages, services, goods, merchandise, gift and merchandise certificates, deposits not refunded to purchasers including all sums paid on lay -away sales which are or shall become forfeited to Tenant, commissions received on vending machines or other coin-operated devices, sales by any sublessee, concessionaire or licensee of Tenant or otherwise made from or in the Premises, the retail value of any goods, services, food or merchandise received by employees in lieu of earnings, and of any and all other receipts of business conducted in or from the Premises pursuant to orders made, received or fulfilled at or from the Premises by mail, telephone, video, computer or other electronic or technology-based systems, whether existing now or developed in the future, or other similar orders including, but not limited to, such sales and services (i) where the orders therefor originate at and are accepted by Tenant in the Premises, but delivery or fulfillment thereof is not made from the Premises, (ii) by means of mechanical and other vending devices in the Premises, and/or (iii) which the Tenant in the normal and customary course of its operations would credit or attribute to its business upon the Premises, or any part or parts thereof, and all moneys or other things of value received by the Tenant from its operations at, in, on or from the Premises which are not expressly excluded from Gross Sales by the other provisions of this Lease. Each sale upon installment or credit shall be regarded as a sale for the full price in the month during which the sale shall be made, irrespective of the time when Tenant shall receive payment from its customer. No deduction shall be allowed for uncollected or uncollectible credit accounts. Gross Sales, however, shall not include (i) any sums collected and paid out by Tenant for any sales, use, occupation or retail tax imposed by any duly constituted governmental authority upon purchases from Tenant at retail and collectible by Tenant from purchasers; (ii) the amount of returns to shippers or manufacturers; (iii) the exchange of goods or merchandise between the stores of Tenant, if any, where such exchanges of goods or merchandise are made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which was made at, in, from or upon the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made at, in, from or upon the Premises; (iv) the amount of any cash or credit refund made upon any sale where the merchandise sold, or some part thereof, is thereafter returned by Tenant's customer and accepted by Tenant, but solely to the extent that the proceeds of any such sale would have been included in Gross Sales hereunder; or (v) sales of Tenant's fixtures not in the ordinary course of Tenant's business. In addition to the foregoing, within thirty (30) days following the Commencement Date, Tenant will provide Landlord a written report of Market Sales (as hereinafter defined) for the twelve (12) month period immediately preceding the Commencement Date, with a detailed breakdown of the total amount by calendar month. Thereafter during the Tenn, and concurrent with and in the same manner as Tenant's periodic reports of Gross Sales, Tenant will provide a report that lists (separately from Gross Sales) all Market Sales for the applicable calendar month and Lease Year. "Market Sales" is defined as the amount of all purchases made by customers within five (5) miles of the Shopping Center on Tenant's e-commerce/internet website maintained by Tenant, or otherwise used to sell products under Tenant's Trade Name (or by or through other similar technologies that may evolve from time to time) that unlike Gross Sales, originate from outside of the Premises and are fulfilled from outside of the Premises. The Default remedies set forth above for any failure by Tenant to timely report Gross Sales will apply to any failure to report Market Sales. ARTICLE 6 - ADDITIONAL RENT Other than Minimum Rent and Percentage Rent (if applicable), all payments to be made by Tenant to Landlord pursuant to this Lease shall be deemed to be and shall become additional rent (the "Additional Rent") hereunder, whether or not designated as such, and shall be due and payable on demand or together with the next succeeding installment of Minimum Rent, whichever shall first occur; and Landlord shall have the same remedies for failure to pay the same as for non-payment of Minimum Rent. Landlord, at its election, shall have the right to pay for or do any act which requires the expenditure of any sums of money by reason of the fai lure or neglect of Tenant to perform any of its obligations under this Lease, and in the event Landlord shall, at its election, pay such sums or do such acts requiring -4- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 the expenditures of monies, Tenant agrees to pay Landlord, upon demand, all such sums, and the sums so paid by Landlord, together with Interest thereon, which shall be deemed Additional Rent and payable as such. ARTICLE 7 - SECURITY DEPOSIT Tenant, concurrently with the execution of this Lease, shalll deposit with Landlord the Security Deposit as security for the performance of Tenant's obligations hereunder. If Tenant defaults with respect to any provision of this Lease, including but not limited to the provisions relating to the payment of any Rent, Landlord, in its sole discretion, may elect to use, apply or retain all or any part of the Security Deposit for the payment of any Rent or any other sum due to Landlord hereunder or for the payment of any other loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of the Security Deposit is so used or applied, Tenant shall, within five (5) days after written demand therefor, deposit with Landlord an amount sufficient to restore the Security Deposit to its original amount and Tenant's failure to do so shall be a material breach of this Lease. Unless required by applicable law, Landlord shall not be required to keep the Security Deposit separate from its general funds and Tenant shall not be entitled to interest thereon. If Tenant shall fully and faithfully perform each provision of this Lease to be performed by it, the Security Deposit or any unused balance thereof, shall be returned to Tenant, upon request, within thirty (30) days following Lease expiration and upon Tenant's vacating the Premises and removing all of its property. The Security Deposit shall not constitute prepaid Rent or liquidated damages, but it may, at Landlord's sole option, be applied by Landlord toward the payment of the final month's Rent due under the Lease. Landlord may transfer the Security Deposit to a transferee of Landlord's interest in the Premises or the Shopping Center whereupon Landlord shall be released from any further liability with respect to the Security Deposit. ARTICLE S - COMMENCEMENT OF TERM AND RENT The Term of this Lease and the accrual of Rent hereunder shall commence on the Commencement Date and expire at the end of the Term; provided, however, except as expressly set forth herein to the contrary, Tenant's covenants and obligations pursuant to this Lease shall be effective and Tenant shall be fully bound thereby from and after the execution of this Lease by Landlord and Tenant. Prior to the Delivery Date, Tenant and its agents, servants, employees, and/or contractors may enter the Premises only with Landlord's prior written consent, and in such event Tenant hereby agrees that none of such parties nor their work, equipment, or materials will interfere with any work or construction being or to be performed by Landlord or any other tenant of the Shopping Center; that Tenant will indemnify, defend and hold harmless Landlord of and from any and all liability, damage, costs, and expense (including attorneys' fees) for personal injury (including death) and/or property damage attributable directly or indirectly to any act or omission of any one or more of such parties; that Tenant will pay all utility charges with respect to the Premises which accrue on and after the date of the first such entry; and that such entry shall be subject to all terms, conditions, and covenants of this Lease other than those relating to the payment of Rent. Prior to Tenant's first entry into the Premises (including entry by any of Tenant's agents, servants, employees, and/or contractors), whether before or after the Delivery Date, Tenant shall provide Landlord with evidence of insurance coverage as required by Article 20 (including, but not limited to, liability insurance and coverage for any and all contractors involved in Tenant's construction). Tenant shall complete all of Tenant's improvements in accordance with Tenant's Plans (as defined in Exhibit "C") and the teinus and conditions set forth in Exhibit "C" and open for business on or before the Commencement Date. In the event Landlord delivers the Premises to Tenant, and Tenant fails to take possession within thirty (30) days thereafter, and/or to open the Premises for business, fully fixtured, stocked and staffed, on or before the Commencement Date, then Landlord shall have, in addition to any and all remedies herein provided, the option to immediately cancel and terminate this Lease and Tenant thereby shall forfeit any and all Security Deposit and prepaid Rent. In addition, in the event Tenant shall have failed to open the Premises for business on or before the Commencement Date, then all of Tenant's charges shall nevertheless commence on the Commencement Date at the rates specified in this Lease, except that Minimum Rent shall commence and be payable at the rate of one -fifteenth (1/15th) of the monthly amount of Tenant's initial Minimum Rent per day until Tenant shall open for business. Upon Landlord's request, Tenant shall execute a document confirming the actual Commencement Date of this Lease. ARTICLE 9 - PREMISES For purposes of this Lease, the Premises shall be deemed to extend to the exterior faces of all exterior walls or to the building line where there is no wall, or to the center line of those walls separating the Premises from other premises in the Shopping Center, together with the appurtenances specifically granted in this Lease, but reserving and excepting to Landlord the use of the exterior walls and the roof and the right to install, maintain, use, repair and replace utility lines, pipes, ducts, conduits, wires and other lines and facilities, over, under, upon and through the Premises as may be reasonably necessary or advisable for the servicing of the Premises or other portions of the Shopping Center, in locations which will not materially interfere with Tenant's use of the Premises. ARTICLE 10 - USE OF PREMISES Tenant covenants and agrees to use the Premises only for the Permitted Use and operate only under Tenant's Trade Name in the transaction of business in the Premises. Landlord may enforce this provision by cancellation of this Lease, injunctive or other equitable relief, and in addition to any other remedies available to Landlord, and in the event of any such legal or equitable action, Landlord shall, among other things, be entitled to recover attorneys' fees and costs. Tenant covenants that it will not: (A) sell or display any merchandise, coin operated machines or solicit any sales or maintain any stands ill the Common Areas or in front of the Premises or of the line of buildings in the Shopping Center; (B) erect or maintain any barricade or scaffolding or otherwise interfere with the business of any other tenant or occupant of the Shopping Center; -5- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 (C) create or maintain, or allow others to create or maintain, any nuisances, including without limiting the foregoing general language, loud noises, sound effects, vibrations, offensive odors and smoke or dust in or about, or emanating from, the Premises; (D) place or maintain any signs in any parking areas of the Shopping Center, including any vehicle parked at the Shopping Center; (E) commit any waste; (F) maintain or allow to be maintained any excessively bright, changing, flashing or flickering lights or similar devices, visible from the exterior of the Premises; (G) use the Premises for any immoral, unlawful or illegal trade or purpose or fail to at all times comply in its occupancy and use with all applicable local ordinances, and all applicable local, state and federal laws, codes and regulations (collectively, the "Laws"): (I) conduct within the Premises, any fire sale, auction, or "going -out -of -business" sale; or (I) do or permit anything to be done in or upon the Premises or bring in anything or keep anything therein which shall increase the rate of insurance on the Premises or on the Shopping Center above the standard rate for a retail store located in the Premises (and that in the event Tenant shall do any of the foregoing, Tenant will promptly pay to Landlord on demand any such increase resulting therefrom, which shall be due and payable as Additional Rent hereunder). Landlord makes no representations to Tenant that Tenant's operation for the Permitted Use in the Premises meets local zoning and land use ordinances, and Tenant shall be responsible, at its sole cost and expense, for obtaining any and all required permits for its use and occupancy of the Premises. Tenant agrees to keep the Premises in such a manner so as not to disturb other tenants and/or customers and so as not to detract from the reputation and integrity of the Shopping Center. Tenant shall operate its business in a dignified manner and in accordance with high standards of store operation so as to maintain a character in keeping with the rest of the Shopping Center. Tenant's use of the Premises shall be subject, at all times during the Term, to Landlord's right to adopt, modify and/or rescind from time to time reasonable rules and regulations not in conflict with any of the express provisions herein governing the use of the Common Areas, including but not limited to parking areas, malls, walks, driveways, passageways, signs, exteriors of buildings, lighting and other matters affecting other tenants in and the general management and appearance of the Shopping Center, and Tenant agrees to comply with all such rules and regulations. Tenant shall receive and deliver goods and merchandise only in the manner, at such times, and in such areas as may be designated by Landlord. Tenant and its contractors must adhere at all times during the Term to reasonable rules, regulations, specifications, and related programs from time to bine implemented by Landlord to assure the sustainability of the Shopping Center (collectively, the "Shoopin¢ Center Sustainability Practices"). The Shopping Center Sustainability Practices may be implemented from time to time by the promulgation of consistently -applied rules and regulations, tenant handbook, construction specifications and materials manual, and/or lists of recommended vendors in order to assist Tenant's compliance herewith, or any combination thereof. ARTICLE 11- CONTINUOUS OPERATION Tenant agrees that the Shopping Center is an independent enterprise, that the Shopping Center's success is dependent upon the continued operation of Tenant's business for the benefit of all involved, and that maintenance of the character and quality is enhanced by the continued occupancy of the Premises and the regular conduct of Tenant's business therein. Accordingly, and as an inducement to Landlord to execute this Lease, Tenant agrees to promptly open for business in accordance with the requirements of this Lease and thereafter continuously conduct its business in the entirety, of the Premises on the days and during the hours which are generally accepted as the times of operation of the Shopping Center (the "Operating Hours"), Tenant agrees to keep its store adequately stocked with saleable merchandise and adequately staffed with employees in an effort to produce maximum Gross Sales and in compliance with all the terms of this Lease. If Tenant fails to continuously conduct its business in accordance herewith, which failure is not cured within the applicable grace period, if any, Landlord may, at Landlord's sole option (but in addition to remedies available to Landlord for a default by Tenant), cancel and terminate this Lease by sending Tenant written notice thereof, in which event Tenant shall immediately surrender the Premises to Landlord. During any day when Tenant is not open for business at the Premises during all of the hours when Tenant is required to be open as provided in this Article, subject to closing from time to time for federal and state holidays, then, without limitation to any rights and remedies provided to Landlord under this Lease or otherwise, the Minimum Rent due and payable under this Lease for such day shall be due and payable at a rate which is equal to two (2) times the Minimum Rent rate otherwise due and payable. ARTICLE 12 - RETAIL RESTRICTION LIMIT During the Term, Tenant shall not, directly or indirectly through any officer, director, member, stockholder, affiliate, parent or subsidiary or any franchisee or licensee or principal or partner, engage in any business similar to or in competition with that for which the Premises are let (a "Violating Business"), within a radius of five (5) miles of the outside boundary of the Shopping Center. Upon the opening for business of any such Violating Business, Tenant shall submit to Landlord a monthly report of its Gross Sales during the proceeding calendar month generated by such business, which report shall be in accordance with Articles 4 and 5 hereof (the "Violatine Gross Sales"). In addition to any rights and/or remedies available to Landlord, upon the opening for business of any such Violating Business, Tenant shall immediately commence to pay Landlord in lieu of Minimum Rent the greater of (i) two hundred percent (200%) of the then -applicable Minimum Rent or (ii) the then -applicable Minimum Rent and an amount equal to the Violating Gross Sales for the prior calendar month until the Violating Business ceases operating. -6- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 13 - CARE OF PREMISES Tenant shall at all times keep the Premises in a neat, orderly and safe condition. Tenant agrees to use reasonable diligence to keep the sidewalks and outside areas immediately adjoining the Premises free from ice and snow, and at all times broom -clean, free of trash, litter or obstructions of any kind. Tenant agrees to clean adequately said Premises as needed from time to time during the Term of this Lease, and Tenant will keep clean the inside and outside of all glass in the doors and windows of the Premises. Tenant will maintain the Premises in a sanitary condition and free of pets, animals, insects, rodents, termites, vermin and other pests. Tenant shall promptly remove any mold from the Premises. Tenant agrees to adequately heat and cool the Premises, and Tenant shall at all times keep the Premises at a temperature sufficiently high to prevent freezing of water pipes and fixtures. Tenant shall, in accordance with governmental regulations and at its expense, including any and all govermncntal fees, provide for the regular removal of all trash, rubbish and garbage from the Premises. Landlord reserves the right to designate, from time to time, a third -party trash collection and/or recycling vendor, in which event Tenant shall, as Landlord shall so designate, either (i) reimburse Landlord, as Additional Rent, based on Tenant's proportionate share as it relates to the square footage of gross leasable areas of all tenants utilizing the service or on such other basis as Landlord shall reasonably determine, or (ii) contract directly with such designated vendor for such services and pay such vendor directly. Tenant shall not permit the burning of any rubbish or garbage in or about the Shopping Center. If garbage and rubbish accumulates around dumpsters, canisters or containers on Shopping Center property, Landlord shall have the right to regulate the method of accumulation for health and aesthetic purposes, and Tenant shall comply therewith. ARTICLE 14 - COMMON AREAS AND PARKING All Common Areas in or about the Shopping Center shall be subject to the exclusive control and management of Landlord. Tenant and its concessionaires, officers, employees, contractors, agents, customers and invitees shall have the non-exclusive right, in common with Landlord and all others to whom Landlord has or may hereafter grant rights, to use the Common Areas as designated from time to time by Landlord, subject to such reasonable rules and regulations as Landlord may from time to time impose, including the designation of specific areas in which cars owned by Tenant, its concessionaires, officers, employees, contractors and agents must park and the manner, times and areas Tenant receives deliveries of goods and merchandise. Tenant agrees to abide by such rules and regulations and to use its best efforts to cause its concessionaires, officers, employees, contractors, agents, customers and invitees to conform thereto. Landlord may at any time temporarily close parking areas and other Common Areas, and Landlord may do such other acts in and to the Common Areas as in its judgment may be desirable. Tenant shall, upon request, furnish to Landlord the license numbers of the cars operated by Tenant and its concessionaires, officers and employees. If Tenant or its concessionaires, officers or employees fail to park their cars or other vehicles in Common Areas designated by Landlord, Landlord shall have the right in its sole discretion to (i) charge Tenant Ten and No/100 Dollars ($10.00) per day per car parked in any Common Areas other than those designated, and/or (ii) have such cars or other vehicles physically removed from the Shopping Center at Tenant's expense, without any liability whatsoever to Landlord. Tenant shall not at any time interfere with the rights of Landlord and other tenants, its and their concessionaires, officers, employees, contractors, agents, customers and invitees, to use any part ofthe parking areas and other Common Areas. Neither Tenant nor Tenant's employees, contractors, concessionaires or agents shall solicit business in the parking or other Common Areas or distribute any handbills or other advertising matter in such areas or place any such handbills or advertising matter in or on any automobiles parked therein without Landlord's written consent. Anything in this Lease to the contrary notwithstanding, Landlord shall have the right at any time during the Term to alter, modify, change or move the parking facilities or other Common Areas within the Shopping Center as now constituted or planned or hereafter enlarged or diminished. It is expressly understood and agreed that the designation or use from time to time ofportions of the Shopping Center as Common Areas shall not restrict Landlord's use of such areas for buildings, structures, or for such other purpose as Landlord shall determine. Landlord reserves the right to institute valet parking and to grant to third parties the non-exclusive right to cross over and use, in common with Landlord and all tenants of the Shopping Center, the Common Areas as designated from time to time by Landlord. ARTICLE 15 - TAX RESPONSIBILITIES In addition to Tenant's responsibility to reimburse Landlord for Taxes (as hereinafter defined), Tenant shall pay, in a timely manner, all operating license fees for the conduct of its business and ad valorem and other taxes and assessments levied upon its trade fixtures, personal property, inventory and stock of merchandise, as well as any applicable sales taxes attributable to the payment of Rent. Said obligations of Tenant shall survive any termination or expiration of this Lease and shall continue until fully paid to the applicable taxing authority. Upon any failure by Tenant to satisfy its responsibilities under this Article, Landlord shall have the right, but not the obligation, to make payment on behalf of Tenant, and such payment shall be deemed to be Additional Rent due for the month in which the taxes are paid, and shall become due and payable upon ten (10) days written notice to Tenant evidencing such payment by Landlord. ARTICLE 16 - MECHANIC'S LIEN If by reason of any alteration, repair, labor performed or materials furnished to the Premises for or on behalf of Tenant any mechanic's or other lien shall be filed, claimed, perfected or otherwise established as provided by law against the Premises and/or the Shopping Center or any portion thereof, Tenant shall discharge or remove the lien by bonding or otherwise, within ten (10) days after notice from Landlord to Tenant. In the event Tenant fails to timely discharge or remove any such lien, Landlord may, but shall not be obligated to, cause such lien to be removed or bonded over and Tenant agrees to pay to Landlord the costs Landlord incurs as a result, as Additional Rent hereunder. Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease. ARTICLE 17 - PRO RATA SHARE OF EXPENSES, TAXES AND INSURANCE The term "Expenses" is hereby defined as all costs and charges incurred by Landlord in its discretion in connection with Landlord's ownership, management, operation, maintenance, repair and replacement of the Shopping Center, including but not limited to costs and -7- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 charges for: water and sewer; business licenses and permits; supplies; utilities (including utility system installations); off-site utilities and improvements serving the Shopping Center), such as (by way of example only) sewer lift stations, solid waste disposal, retention/detention ponds, storm drainage facilities, roadways and driveways; security; improvements and amenities; elevators and stairways; the applicable annual amount of any costs or charges which Landlord has elected to amortize over a period of years; roof (including roof systems and membranes); legal and accounting services not related to lease negotiations or evictions; lighting; traffic control; parking facilities (including resurfacing and resealing); reserves for repairs, maintenance, and replacement of Shopping Center facilities; painting; removal of snow and ice from all areas of the Shopping Center; fire sprinkler systems and fire, life safety and other alarms (including testing, inspections and monitoring); planting, replanting and replacement of all landscaping; sprinkler and irrigation systems; trash pick-up and removal, including porter services; on-site administrative office or facility and personnel; signage; and extermination services. The term "Insurance" is hereby defined as all costs, charges and expenses of every kind whatsoever associated with inswing the Shopping Center and the Common Areas, or causing the same to be insured, including, but not limited to causes of loss special form (formerly "All Risk") property insurance, including the perils of flood and earthquake, rent interruption insurance, all liability insurance, workers' compensation insurance, and other insurance coverages deemed reasonable and necessary by Landlord, and/or its lender and Landlord's share of any deductible or co-insurance in connection with a loss. The term "Taxes" is hereby defined as all general and special taxes and assessments (ad valorem and non -ad valorem), including existing and future assessments for road, sewer, utility and other local improvements and other governmental charges or any special assessments, taxes and charges imposed by any applicable local community development association, which may be lawfully charged, assessed, or imposed upon all or any portion of the Shopping Center and its Common Areas, on both land and any or all improvements contained therein, and including but not limited to, all applicable wage, unemployment, social security and personal property taxes and assessments. Landlord shall pay, or cause to be paid, all Taxes before the same become delinquent; provided however, that if authorities having jurisdiction assess Taxes (or any portion thereof) which Landlord deems excessive, Landlord may defer compliance therewith to the extent permitted by law so long as the validity or amount thereof is contested by Landlord in good faith and so long as Tenant's occupancy of the Premises is not disturbed or threatened. Taxes shall include any payment by Landlord resulting from a compromise or settlement agreement with the applicable taxing authority as to the amount of any Taxes. In every case, Taxes shall be adjusted to take into account any abatement or refund thereof paid to Landlord, less all of Landlord's costs of securing such abatement or refund (Landlord having the sole right to contest Taxes). If Landlord shall elect to contest Taxes, Landlord shall be entitled to bill Tenant for its Pro Rata Share (as hereinafter defined) of the costs and expenses thus incurred by Landlord as and when the same are incurred, and the same shall constitute part of such Taxes. To the extent that Landlord has received payment of such costs and expenses from Tenant, the same shall not be deducted as aforesaid from the abatement or refund, if any, ultimately received with respect thereto. As Additional Rent, Tenant agrees to pay its Pro Rata Share of: (i) all Expenses, (ii) all Taxes, (iii) all Insurance, and (iv) an administrative fee of fifteen percent (15%) of the total amount of all Expenses, Taxes and Insurance (all as defined above). In addition, as Additional Rent, Tenant shall pay a property management fee at the rate of four percent (4%) of Rent, which may be payable to Landlord, its affiliate, subsidiary, or third -party manager. The Tenant's "Pro Rata Share" shall be calculated by multiplying the applicable annualized charge for the calendar year then under consideration, by a fraction, the numerator of which shall be the Floor Area of the Premises and, except as provided in the next paragraph of this Article, the denominator ofwhich shall be the then -applicable Floor Area of leasable building space in the Shopping Center on which such charges were calculated; provided, however, the denominator of the fraction shall not include the Floor Area, now existing or hereafter constructed, of any tenant occupying more than ten thousand (10,000) square feet of Floor Area, and the applicable charges used to calculate Tenant's Pro Rata Share shall not include any reimbursement Landlord receives from any such tenant. In the event any other tenant of the Shopping Center self -insures, and/or is taxed separately, and/or is responsible, under terms of its lease, for payment of specific expenses and therefore does not reimburse Landlord for same, then anything herein to the contrary notwithstanding, Tenant's Pro Rata Share of any such expense shall be determined based upon the proportion that the Floor Area of the Premises bears to the total Floor Arca of only those tenants who actually contribute to the payment of such expense. Tenant's payment of the costs and expenses set forth in this Article shall be paid monthly in advance, based upon Landlord's reasonable estimates for the year's applicable charges. Landlord shall perform a reconciliation on a calendar -year basis when the actual costs from the preceding year have been determined. Should the Tenn end prior to the end of a calendar year, its payment of costs and expenses hereunder shall be prorated on a monthly basis for such partial calendar year; provided, however, to any extent Taxes are billed by the applicable taxing authority on a basis other than calendar year, any such amounts may be billed and/or reconciled by Landlord based on such applicable tax year. In the event the annual reconciliation reveals a balance due from Tenant, Landlord will invoice Tenant for the remaining balance and Tenant shall have thirty (30) days from the date of such invoice to pay Landlord the balance due. Should the annual reconciliation reveal an overpayment by Tenant, Landlord shall notify Tenant of such overpayment and apply a credit to Tenant's account, and upon notification from Landlord, Tenant may deduct the overpayment from its next Rent payment coming due. Should there be an overpayment by Tenant during the last Lease Year of the Term, then Landlord shall notify Tenant of such overpayment, and upon Tenant's request, refund any monies due to Tenant within forty-five (45) days after the Term expiration date, provided no other charges due from Tenant under the Lease are outstanding. Tenant's failure to object to any statement, invoice or billing rendered by Landlord within a period of ninety (90) days after Tenant's receipt thereof shall constitute Tenant's acquiescence with respect thereto and shall render such statement, invoice or billing an account between Landlord and Tenant. Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease -9- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 18 - CONSTRUCTION OF IMPROVEMENTS Those items designated as "Landlord's Work" (if any) in Exhibit "B", attached hereto and made a part hereof, shall be performed by Landlord. Those items designated as "Tenant's Work" (if any) in Exhibit "C", attached hereto and made a part hereof, shall be performed by Tenant. ARTICLE 19 - FIXTURES AND INTERIOR ALTERATIONS Except for Tenant's Work (as performed in accordance with Exhibit "C") and the installation of unattached moveable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Premises, Tenant shall not make any alterations or modifications to the Premises without the prior written consent of Landlord, which consent shall be in Landlord's sole discretion. Any alterations or improvements in and to the Premises shall not adversely affect the structural integrity of the Premises or reduce its value. if Landlord's approval is given, Tenant shall make such permitted alterations, additions or improvements in a good workmanlike manner and in accordance with all requirements of municipal and other governmental authorities. Under no circumstances shall Tenant be allowed to make structural alterations, additions, or improvements or penetrate the roof or exterior walls of the Premises without the express prior written consent of Landlord. It is expressly understood that the use of the roof above the Premises and exterior walls are reserved to Landlord. All permanent improvements shall belong to Landlord and become a part of the Premises upon termination or expiration ofthis Lease. Tenant shall be responsible for obtaining at its sole cost and expense all necessary permits and approvals from any governmental authority related to any work to be performed by Tenant on the Premises. Prior to applying for each such permit and approval, Tenant shall submit the plans for the same to Landlord for review and Tenant shall not submit any such application to any governmental authority without Landlord's prior approval. Tenant shall provide Landlord with as -built drawings for Tenant's Work and any other alterations to the Premises performed by or on behalf of Tenant. No approval of plans by Landlord shall constitute a warranty or representation as to the technical sufficiency, adequacy or safety of the plans, structures, any of their component parts, or any other physical condition or feature pertaining to the improvements, it being acknowledged by Tenant that Landlord has made such approvals solely for determining and protecting the value of Landlord's property for internal purposes, and not as an expert in construction -related matters. Any unattached moveable trade fixtures installed by Tenant shall at all tines be and remain the property of Tenant, and Tenant shall have the right to remove all or any part of the same from the Premises at any time so long as Tenant is not in default of the terms and provisions of this Lease; provided, however, Tenant shall repair (or reimburse Landlord for the cost of repairing) any damage to the Premises resulting from the installation and removal of such items. All alterations, additions, and improvements made in and to the Premises, including all light fixtures and all floor covering that is cemented, attached, tacked, adhesively fixed, stapled, or in any way installed or fixed to the floor, and all other fixtures (other than trade fixtures) which are installed in the Premises, shall remain in and be surrendered with the Premises and shall become the property of Landlord at the expiration or sooner termination of this Lease. ARTICLE 20 - INDEMNIFICATION AND INSURANCE Except to the extent caused by the acts or omissions of Landlord or its agents, employees, contractors, servants, or licensees, and subject to Article 23, Tenant shall indemnify, defend with counsel acceptable to Landlord and save harmless Landlord, Landlord's property manager, employees, lessors, partners, officers, shareholders, members, trustees, principles, agents and any holders of a mortgage and/or Lien on all or any portion of the Shopping Center, from and against all claims of whatever nature arising from any act, omission or negligence of Tenant, or Tenant's contractors, licensees, agents, servants, employees, customers or invitees, or arising from any accident, injury, or damage whatsoever caused to any person, or to the property of any person, or from any violation of applicable law including, without limitation, any law, regulation, or ordinance, occurring from and after the Delivery Date and until the end of Tenant's legal possession thereof, in or about the Premises, or arising from any accident, injury or damage occurring outside of the Premises, including, without limitation, the Common Areas, where such accident, damage or injury results or is claimed to have resulted from an act or omission on the part of Tenant or Tenant's contractors, licensees, agents, servants, employees, customers or invitees. This indemnity and hold harmless agreement shall include indemnity against all obligations, damages, judgments, penalties, claims, charges, costs, expenses and liabilities incurred in or in connection with any such claim or proceeding brought thereon, and the defense thereof and shall survive the expiration or earlier termination of this Lease. Tenant covenants and agrees that, effective as of Tenant's first entry into the Premises and thereafter at all times during the Term, Tenant will carry and maintain, at its sole cost and expense, the following types of insurance in the amounts specified and in such form as hereinafter provided: (i) Commercial general liability insurance (occurrence basis commercial general liability insurance policy on all of Tenant's operations at the Shopping Center, including Products and Completed Operations and Premises Legal Liability, on a form that is reasonably satisfactory to Landlord and containing no exclusion for the acts or omissions of the additional insured(s)) with a combined single limit for bodily injury, including death, to any person, and for property damages, of not less than One Million and No/100 Dollars ($1,000,000.00) per occurrence, Two Million and No/100 Dollars ($2,000,000.00) aggregate, plus excess/umbrella liability insurance containing a per occurrence combined single limit of One Million and No/100 Dollars ($1,000,000.00) aggregate, for general liability, automobile liability and contractual liability; (ii) "Special Causes of Loss Form" property insurance covering all of the items specified as Tenant's Work, all portions of the Premises which Tenant is responsible for repairing and maintaining hereunder (including all glass, including plate glass windows and doors) in or on the Premises, Tenant's leasehold improvements and personal property and personal property of others in Tenant's possession from time -to -time in or upon the Premises, in an amount not less than the full replacement cost without deduction, together with insurance against water damage, vandalism and malicious mischief, -9- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 (iii) Business automobile liability insurance on all vehicles that Tenant owns or leases and hired and non -owned liability insurance if there are no automobiles owned by Tenant, all of which shall be subject to a minimum limit of One Million and No/100 Dollars ($1,000,000.00) per accident; (iv) Business income insurance in an amount equal to the annual Rent for a twenty-four (24) month period; (v) Workers' Compensation insurance covering all persons employed, directly or indirectly, by Tenant, with respect to whom death or bodily injury claims could be asserted against Landlord or Tenant, at a minimum meeting the requirements of the applicable state workers' compensation laws, and Employers Liability Coverage with a limit of at least One Million and No/100 Dollars ($1,000,000.00) per accident and disease; (vi) Any contractor of Tenant performing work on the Premises must carry and maintain, effective as of the contractor's first entry into the Premises, at no expense to Landlord, naming Landlord, Landlord's lender, if any, and such other parties as Landlord may require as additional insureds: (A) commercial general liability insurance, including contractors liability coverage, contractual liability coverage, completed operations coverage, business auto liability coverage, broad form property damage endorsement and contractor's protective liability coverage, providing protection with limits for each occurrence of not less than One Million and No/100 Dollars ($1,000,000.00) per occurrence, Two Million and No/] 00 Dollars ($2,000,000.00) aggregate; and (B) workers' compensation insurance covering all persons employed, directly or indirectly, by Tenant's contractor, with respect to whom death or bodily injury claims could be asserted against Landlord, Tenant, or Tenant's contractor, in form and with limits in at least the amounts required by applicable laws and Employers Liability Coverage with a limit of at least One Million and No/100 Dollars ($1,000,000.00) per accident and disease; (vii) if Tenant produces, sells and/or serves alcoholic beverages for on- or off -premises consumption, whether for charge or no charge, liquor liability insurance with limits not less than One Million and No/100 Dollars ($1,000,000.00) per occurrence, Two Million and No/100 Dollars ($2,000,000.00) aggregate, covering all operations of Tenant at the Shopping Center and providing coverage for defense costs outside of the limits of liability; (viii) Environmental Legal Liability including coverage for pollution clean-up, mold, fungus and related bacteria, with a limit of not less than One Million and No/100 Dollars ($1,000,000.00) per occurrence, Two Million and No/100 Dollars ($2,000,000.00) aggregate, with defense costs covered outside of the limits of liability; (ix) Boiler & Machinery coverage on Tenant's operations at the Premises, including coverage for loss of business income, on a replacement cost, agreed value basis; and (x) Such other insurance coverage against other insurable hazards as are from time to time reasonably requested by Landlord. All policies and certificates of insurance shall evidence that Tenant's insurance policies required pursuant to the provisions of this Lease: (i) name Tenant as the insured, with Landlord and Landlord's property manager, Landlord's lender (if applicable) and such other parties as Landlord may require as additional insureds, and contain a standard mortgagee endorsement, and giving Landlord thirty (3 0) days' prior written notice of cancellation or termination; (ii) be primary insurance and non-contributing with the subject insurance coverage; (iii) contain cross -liability coverage or a severability of interest clause in a commercially reasonable fonu; (iv) provide that the insurer thereunder waives any right of recovery by way of subrogation against Landlord as provided in Article 23 in connection with any loss or damage covered by such insurance policy; (v) not contain any deductible provision in excess of Five Thousand and No/100 Dollars ($5,000.00); and (vi) be in commercially reasonable form (on Acord Form 27 and 28, as applicable, or substitute equivalents if no longer available). All insurance carriers providing insurance required by this Article must have no less than an A.M. Best's A -/X rating (or the substantial equivalent, if Best's Insurance Ratings is no longer published). Tenant shall comply with all requirements and recommendations of Landlord's insurance carriers. If certificates of insurance required pursuant to this Article are not received by Landlord on or before the date Landlord delivers possession of the Premises to Tenant, Tenant shall not be permitted to perform any work on the Premises or otherwise access, use or occupy the Premises until such certificates are received by Landlord. Tenant shall deliver each certificate of insurance to Landlord by email to the following email address: coi-fli edens.com. Each email must contain a subject line that contains the name of the Shopping Center, Tenant's Trade Name and the store space number of the Premises. Landlord's receipt by email of the certificate of insurance shall be deemed sufficient notice to Landlord for this and only this purpose under Lease (except as expressly set forth in Article 5 above). Tenant's obligations to carry the insurance provided for herein may be included within the coverage of a so-called blanket policy or policies of insurance carried and maintained by Tenant; provided however, that the coverage afforded Landlord and other additional insureds will not be reduced or diminished by reason of the use of such blanket policy of insurance. If Tenant fails to comply with the above requirement, Landlord may, but shall not be obligated to under any circumstance, obtain such insurance and keep the same in effect, and Tenant shall pay Landlord, as Additional Rent, the premium cost thereofupon demand (Landlord's election to obtain or not to obtain such insurance shall not affect Tenant's indemnity obligation to Landlord under this Article). Except to the extent caused by the acts or omissions of Tenant or its agents, employees, contractors, servants, licensees, invitees or customers, and subject to Article 23, Landlord agrees to indemnify and save harmless Tenant from any claim or loss by reason of an accident or damage to any person or property happening on any Common Area (including without limitation, parking areas, sidewalks, ramps and service areas) of the Shopping Center, and further agrees to carry commercial general liability insurance coverage on all Common Areas with a company qualified to transact business in the state in which the Premises are located, stipulating limits of liability of not less than One Million and No/ 100 Dollars ($1,000,000.00) each occurrence/ Two Million and No/100 Dollars ($2,000,000.00) general aggregate combined single limit coverage. Notwithstanding any language to the contrary, Tenant shall have no rights in said policy(s) maintained by Landlord and shall not, by reason of reimbursement, be entitled to be named an additional insured thereunder. -10- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 21 - NON -LIABILITY; GENERAL DAMAGE AND FIRE DAMAGE All property kept, stored or maintained in or on the Premises shall be so kept, stored or maintained at the sole risk of Tenant. Notwithstanding any other provision in this Lease to the contrary, Landlord shall not be liable to Tenant, its subtenants or concessionaires, or any other persons permitted by Tenant to occupy or do business in the Premises, for any damage to property, regardless of cause, and even in the case of Landlord's fault or negligence. Landlord and Tenant have agreed to allocate the risk of loss to all such property of Tenant, its subtenants or concessionaires or any other persons permitted by Tenant to occupy or do business in the Premises, by Tenant obtaining (or causing such subtenants or concessionaires or other persons to obtain) insurance insuring the full replacement costs of all such property, which insurance shall include a waiver of subrogation provision against Landlord for any loss or claim paid under such insurance caused by the act or negligence of Landlord. Except as otherwise required by applicable law and in addition to the provisions of the preceding paragraph of this Article, Landlord shall not be liable to Tenant for any damage to property of Tenant or others located in or on the Premises, nor for the loss of, or damage to, any property of Tenant or of others by theft or otherwise nor shall Landlord be liable for any injury or damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water, rain or snow, or leaks from any part of the Premises or from the pipes, appliances or plumbing works, or from any other place, or from dampness, or water being upon or coming through the roof, exterior walls (including windows and doors), skylight, vent, trapdoor, or from any other cause whatsoever. Tenant shall notify Landlord immediately, in writing upon the discovery of any water infiltration in or about the Premises or Common Areas. Further, Landlord shall not be liable for any damage caused by other tenants or persons in or about the Premises, by any third -party contractors, whether private, public, or quasi -public, or by the failure of Landlord to perform under this Lease. Should the Premises be partially destroyed by fire or other casualty so that fifty percent (50%) or more ofthe Floor Area ofthe Premises may be occupied by Tenant, Landlord will with reasonable diligence, after receiving alll necessary permits and approvals and insurance proceeds sufficient to cover the cost of restoration, repair or restore the same so that thereafter the Premises shall be substantially in the same condition as originally delivered to Tenant; provided, Landlord shall not have any obligation to restore (and Tenant shall be obligated to restore) the leasehold improvements, trade fixtures, inventory, shelving, and equipment and other personal property located within the Premises and damaged by such loss. Notwithstanding the foregoing, if (i) such damage occurs in the last two (2) years of the Term and Tenant does not exercise any renewal options available to it, or negotiate a new lease with a terra of at least five (5) years; or (ii) any lender of Landlord does not permit the use of insurance proceeds for such repair or restoration, Landlord may elect not to rebuild and cancel this Lease. Should the Premises be so extensively damaged by fire or other casualty so that more than fifty percent (50%) ofthe Floor Area of the Premises is destroyed or rendered untenantable, then Landlord may, at Landlord's sole discretion, at its expense, restore or rebuild the same so that thereafter the Premises shall be substantially in the same condition as originally delivered to Tenant. If Landlord elects not to rebuild the Premises, either Landlord or Tenant may elect to terminate this Lease by sending written notice thereof to the other party within a reasonable time after Landlord has made such determination. Tenant agrees that during any period of reconstruction or repair of the Premises, it will continue the operation of its business within the Premises to the extent practicable. During the period from the occurrence of a casualty until Landlord's repairs are completed, Minimum Rent shall be reduced and abated in proportion to the amount of Floor Area of the Premises which is rendered untenable as a result of such casualty; provided, however, that if such damage or destruction is caused by the intentional or negligent acts or omissions of Tenant, its assignees, sublessees, servants, agents, employees, contractors, invitees, licensees, or concessionaires, then, and in that event, the Minimum Rent shall not abate. Tenant shall not be entitled to and hereby waives, releases, and relinquishes any and all claims against Landlord for any compensation or damage for loss ofuse of all or any part ofthe Premises or for any inconvenience or annoyance occasioned by any such damage, destruction, repairs, or restoration ofthe Premises. Unless this Lease is terminated as provided in this Article, if the Premises or leasehold improvements or other property within the Premises shall be damaged or destroyed by fire or other casualty, then Tenant shall: (i) repair and restore all portions ofthe Premises not required to be restored by Landlord pursuant to this Article to substantially the condition which such portions of the Premises were in at the time of such casualty; (ii) equip the Premises with trade fixtures and al I personal property necessary or proper for the operation of Tenant's business; and (iii) open for business in the Premises as soon thereafter as possible. If, however, the Shopping Center shall be substantially damaged or destroyed by fire or casualty, irrespective of whether or not the Premises are damaged or destroyed, Landlord shall promptly restore, to the extent originally constructed by Landlord (consistent, however, with zoning laws and building codes then in existence), so much of such Shopping Center as was originally constructed by Landlord to substantially the condition thereof at the time of such damage, unless Landlord, within a reasonable time after such loss but no later than sixty (60) days, gives notice to Tenant of Landlord's election to terminate this Lease. If Landlord shall give such notice, then anything in this Article to the contrary notwithstanding this Lease shall terminate as of the date of such notice with the same force and effect as if such date were the date originally established as the expiration date hereof. ARTICLE 22 - PROPERTY INSURANCE BY LANDLORD Landlord will carry and maintain or cause to be maintained property insurance, with such coverages, deductibles and co- insurance provisions as Landlord may determine, plus all endorsements and other insurance coverages deemed reasonable and necessary by Landlord and or its lender, on the Premises and other buildings in the Shopping Center, but specifically excluding any property or improvements to the Premises made by or belonging to Tenant. If during the Term the Premises are used for any purpose or in any manner which causes an increase in the rates of such insurance, Tenant shall pay to Landlord, as Additional Rent, the additional premium caused thereby upon demand. Tenant shall have no rights in any policy maintained by Landlord and shall not, by reason of reimbursement or otherwise, be entitled to be named an additional insured thereunder. ARTICLE 23 - MUTUAL WAIVER OF SUBROGATION Notwithstanding any provision herein to the contrary, Landlord and Tenant agree that, with respect to any loss which is covered by property insurance required to be carried under this Lease by each of them, respectively, the one carrying or required to carry such insurance and suffering said loss releases the other of and from any and all claims with respect to such loss, including loss of income, M DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 and further that their respective insurance companies shall have no right of subrogation against the other on account thereof (and each parry shall cause each property insurance policy carried by it to provide for waivers of any right of subrogation that the insurer may acquire against the other party hereto with respect to any such losses, even if such loss or damage was caused by the fault or negligence of the other party, its employees or agents). Landlord and Tenant acknowledge that they have chosen to allocate the risk of loss pursuant to the insurance provisions of this Lease and that it is fair and equitable to both parties in light of the insurance required to be carried hereunder that a party should be released from liability for its own fault or negligence in causing loss to the other party's property. Tenant shall cause its subtenants, concessionaires or other persons permitted by Tenant to occupy or do business in the Premises to maintain property insurance providing waivers of subrogation against Landlord for any loss covered by such insurance in the same manner as Tenant is required to provide under this provision. Landlord's and Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease. ARTICLE 24 - DEFAULT BY TENANT (A) Tenant shall be in monetary default if it fails: (i) to pay when due each installment of Minimum Rent; (ii) to pay when due Percentage Rent (if applicable); or (iii) to pay when due Additional Rent. (B) In the event Tenant is in monetary default, it shall have a grace period of five (5) days to cure such default after Landlord has given Tenant written notice thereof, provided, however, if Landlord has given Tenant a notice of default, even though the same shall have been cured and this Lease not terminated, and within twelve (12) months from the date which said notice of default was given by Landlord to Tenant, Tenant shall again be in monetary default, the same shall be deemed an event of default without any notice or grace period. (C) Tenant shall be in non -monetary default if it fails to keep or violates any other conditions, stipulations, or agreements contained herein on the part of Tenant to be kept and performed. (D) In the event Tenant is in non -monetary default, it shall have a grace period of fifteen (15) days to cure such default after Landlord has given Tenant written notice thereof, provided, however, if Landlord has given Tenant a notice of default, even though the same shall have been cured and this Lease not terminated, and within twelve (12) months from the date which said notice of default was given by Landlord to Tenant, Tenant shall again be in non -monetary default, the same shall be deemed an event of default without any notice or grace period. (E) In the event Tenant is in either monetary or non -monetary default beyond any applicable grace period, Landlord, at its option may: (i) terminate this Lease, in which event Tenant shall immediately surrender the Premises to Landlord (ii) re-enter and take possession of the Premises and remove Tenant, Tenant's agents, any subtenants, any licensees, any concessionaires and any invitees, and any of its or their property therefrom and, if Landlord so elects, make such alterations and repairs as may be necessary to relet the Premises, place "for lease" signs within the Premises and relet the Premises or any part thereof, as the agent of Tenant, at such rent and for such term and subject to such terms and conditions as Landlord may, deem advisable and receive the rent therefor. Upon each such reletting all rent received by Landlord from such reletting shall be applied, first, to the payment of any indebtedness other than Rent due hereunder from Tenant to Landlord; second, to the payment of any loss and expenses of such reletting, including brokerage fees and attorneys' fees and costs of such alterations and repairs; third, to the payment of Rent and other charges due and unpaid hereunder, and the residue, if any, shall be held by Landlord and applied in payment of future Rent as the same may become due and payable hereunder, and Tenant agrees to pay to Landlord on demand any deficiency that may arise by reason of such reletting. Notwithstanding any such reletting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. (F) Pursuit of any of the remedies herein provided shall not preclude pursuit of any of the other remedies provided under this Lease or any other remedies provided at law or in equity, nor shall pursuit of any remedy herein provided constitute a forfeiture or waiver of any Rent due to Landlord hereunder or of any damages accruing to Landlord by reason of the violation of any of the covenants and provisions herein contained. Forbearance by Landlord to enforce one or more of the remedies herein provided upon an event of default shall not be deemed or construed to constitute a waiver of such default. No delay or omission by Landlord to exercise any right or power accruing upon any noncompliance or default by Tenant with respect to any of the terms hereof, shall impair any such right or power or be construed to be a waiver thereof, and every such right or power may be exercised by Landlord at any time during the continuation of this Lease. It is further agreed that a waiver by Landlord of any of the covenants and agreements hereof to be performed by Tenant shall not be construed to be a waiver of any subsequent breach thereof or of any other covenants or agreements herein contained. (G) Re-entry and removal may be effectuated by summary dispossession proceedings, by any suitable action or proceedings at law, by force, or otherwise, and Landlord shall not be liable for prosecution or any claim of damages therefor. Landlord shall be entitled to the benefits of all provisions of law respecting the speedy recovery of lands and tenements held over by Tenant or proceedings in forcible entry and detainer, Tenant hereby expressly waiving any statutory notice to quit. Landlord shall not be liable in any way in connection with any action it takes pursuant to this Article. Tenant's liability under the terms of this Lease shall survive Landlord's re-entry, the institution of summary proceeding, and the issuance of any warrants with respect thereto. -12- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 (H) In the event Landlord elects to terminate the Lease or terminate the Tenant's right to possession without terminating the Lease, Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant's default (including but not limited to recovering possession of the Premises, attorneys' fees and costs) accrued to the date of such termination, plus such Rent and other indebtedness as would otherwise have been required to be paid by Tenant to Landlord during the period following the termination through the date which would have been the natural expiration of the Term, diminished by any net sums thereafter received by Landlord through reletting the Premises during such period (after deducting expenses incurred by Landlord for such reletting of the Premises, including but not limited to broker commissions, and renovations and alterations to the Premises), and that portion of any leasing commission paid by Landlord and applicable to the unexpired Term of the Lease. Actions to collect amounts due from Tenant as provided in this subsection may be brought from time to time by Landlord during the aforesaid period, on one or more occasions, without the necessity of Landlord waiting until the expiration of such period and in no event shall Tenant be entitled to any excess of Rent (or Rent plus other sums) obtained by reletting over and above the Rent payable hereunder. (1) If, because of any breach or default by Tenant in Tenant's obligations hereunder, it shall become necessary for Landlord to employ an attorney to enforce or defend any of Landlord's rights or remedies hereunder, Tenant agrees to pay the actual attorneys' fees and costs incurred by Landlord in connection with such as Additional Rent hereunder. ARTICLE 25 -WAIVER OF TRIAL BY JURY To the extent permitted by law, Landlord and Tenant hereby mutually waive any right to trial by jury in any action, proceeding or counterclaim brought by either party on any matters whatsoever arising out of or in any way connected with this Lease, the relationship of Landlord and Tenant, the Premises, and/or the Shopping Center. ARTICLE 26 - LIEN OF LANDLORD FOR RENT, TAXES AND OTHER SUMS Landlord shall have, and Tenant hereby grants to Landlord, a security interest in any furnishings, equipment, fixtures, inventory, accounts receivable or other personal property of any kind belonging to Tenant, or the equity of Tenant therein, which may be placed on or in the Premises and also upon all proceeds of any insurance which may accrue to Tenant by reason of destruction or damage to any such property for the purpose of securing the payment and performance obligations of Tenant heretmder. Upon default or breach of any covenants of this Lease by Tenant, Landlord shall have all remedies available under the Uniform Commercial Code enacted in the state where the Premises are located including, but not limited to, the right to take possession of the above-mentioned property and dispose of it by sale in a commercially reasonable manner. Tenant hereby agrees to sign a financing statement upon request by Landlord, for the purpose of serving notice to third parties of the security interest herein granted. The security interest granted to Landlord herein is given in addition to any applicable statutory lien and shall be cumulative thereto. ARTICLE 27 DEFAULT BY LANDLORD Should Landlord be in default under any of the terms of this Lease, Tenant shall give Landlord prompt written notice thereof in the manner specified in Article 41 and Tenant shall allow Landlord a reasonable length of time (in any event, not less than thirty (30) days from the date of such notice) in which to cure such default. A default by Landlord hereunder shall be deemed cured if Landlord in good faith commences to cure the same within thirty (30) days after receipt of notice and thereafter with reasonable diligence proceeds to complete the cure of such default. If Landlord shall fail to perform any covenant, term or condition of this Lease upon Landlord's part to be performed, Tenant may not terminate the Lease and Tenant's sole remedy shall be money damages, and further, Tenant hereby waives any and all rights or claims to indirect, consequential or special damages. ARTICLE 28 - TENANT'S REPAIRS Tenant agrees to keep the interior of the Premises, including, but not limited to, all windows, doors, window and door hardware, glass, plate glass, electrical, plumbing, floors and any floor coverings, interior walls and ceiling, in good condition and repair, and agrees to replace damaged items, and shall make all necessary repairs, except repairs which are the express responsibility of Landlord hereunder, and excepting reasonable wear and tear. Notwithstanding any provision of this Lease to the contrary, within the repair and replacement responsibilities of Tenant shall be included any and all repair and replacement of windows and doors (specifically including plate and door glass), and maintenance, repairs or replacements to heating, ventilating and air conditioning equipment (the "HVAC"), including heating and air conditioning units, duct work, fans, motors, registers and grilles, and other systems exclusively serving the Premises. Tenant agrees to procure and maintain an HVAC maintenance contract, providing for the maintenance and repair of the HVAC according to manufacturer's specifications and including routine maintenance and the replacement of filters at a minimtun of four (4) times per year. Such HVAC maintenance contract must be with a licensed and insured contractor acceptable to Landlord, or if Landlord so elects, with a contractor designated by Landlord. Upon the request of Landlord, Tenant shall furnish Landlord a copy of the HVAC maintenance contract, certified by Tenant to be in full force and effect, and should Tenant fail to do so, Landlord shall have the right (but not the obligation) to enter into an HVAC maintenance contract on Tenant's behalf and Tenant agrees to pay Landlord the actual cost of said contract, as Additional Rent due hereunder. Upon request of Landlord, Tenant shall furnish Landlord copies of documentation and work orders to confirm Tenant's compliance hereunder and the condition of the HVAC. IfTenant refuses or neglects to repair as required hereunder and to the reasonable satisfaction of Landlord as soon as reasonably possible after written demand, Landlord may, but shalll not be required to do so, make such repairs without liability to Tenant for any loss or damage that may accrue to Tenant's merchandise, fixtures, or other property or to Tenant's business by reason thereof, and upon completion thereof, Tenant shall pay Landlord's costs for making such repairs plus twenty percent (20%) for overhead, upon presentation of a bill therefor, as Additional Rent, together with Interest on the cost from the date of completion of repairs by Landlord. -13- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 29 - LANDLORD'S REPAIRS Within a reasonable period after receipt of written notice from Tenant and, except for those items specifically mentioned in Articles 28 and 32, Landlord shall repair and maintain the exterior of the Premises, including the roof, gutter, downspouts, masonry walls, slabs, foundation and structural members, in good condition and repair. Landlord shall repair any portion of the Common Areas at any time when Landlord determines it necessary; provided, however, that Landlord shall not be obligated to make or pay for any repairs to Tenant's store building or Common Areas rendered necessary by the fault, act or negligence of Tenant or any of its servants, agents, employees, contractors, assignees, sublessees, licensees or concessionaires, except in the case of damage by fire or the elements, or other casualty to the extent required to be covered by Landlord's property insurance hereunder. If Landlord makes any repairs necessitated by the negligent acts or omissions of Tenant or Tenant's employees, contractors, agents, assignees, sublessees, concessionaires, or licensees, then Tenant shall pay Landlord's costs for making such repairs plus twenty percent (20%) for overhead, upon presentation of a bill therefor, as Additional Rent, together with Interest on the cost from the date of completion of repairs by Landlord. ARTICLE 30 - UTILITIES Tenant agrees to pay all charges for telephone, electricity, water, sewer and other utilities or services (including meter and sub- meter fees, impact fees and/or tap fees associated with Tenant's occupancy) used by Tenant in or on the Premises (together with service fees charged by outside third patties for reading Tenant's submeter(s), if applicable and any applicable sales tax), and Landlord agrees to provide Tenant with access to such utilities; provided, however, in no event shall Landlord be liable for any interruption or failure in the supply of utilities to the Premises. Commencing on the Delivery Date, Tenant shall pay for all such utilities during the Term, except as may be expressly provided in this Lease. If a utility service is provided to the Premises through a meter utilized by multiple tenants, then Landlord, at its election, may install re -registering meters and collect any and all charges applicable to the Premises from Tenant, and Landlord shall make payment to the proper utility company or governmental unit, provided that Tenant shall not be charged more than the rates it would be charged for the same services if furnished directly to the Premises by the utility provider, and any such payments by Tenant shall be treated as Additional Rent hereunder. Any utility or related service, including aprivately owned sewerage disposal system, which Landlord elects to provide or cause to be provided to the Premises, may be furnished by any agent employed by Landlord or by an independent contractor selected by Landlord, and Tenant shall accept the same therefrom to the exclusion of all other suppliers, so long as the rates charged by Landlord or by the supplier of such utility or related service are competitive. Interruption or impairment of any such utility or related services caused by or necessitated by repairs or improvements, or any other causes, shall not give rise to a right or cause of action by Tenant against Landlord. ARTICLE 31 - RIGHT OF ACCESS During any reasonable time before and after the Delivery Date, Landlord or its authorized representatives may enter upon the Premises, or any portion thereof, and any appurtenances thereto (with persons and materials) for any of the following purposes: (A) inspecting the Premises; (B) making any repairs, replacements, or alterations which Landlord may be required or permitted to make or perform under this Lease, or which Landlord may deem desirable for the Premises or the building in which the Premises is located; and (C) showing the Premises to prospective purchasers, lenders or tenants. Notwithstanding anything herein to the contrary, Landlord may enter the Premises when, in Landlord's sole discretion, an emergency situation exists and entrance is necessary in Landlord's judgment. Landlord shall have the right to place upon the storefront of the Premises a "for lease" or "for rent" sign at any time within the period of one hundred twenty (120) days prior to the expiration of the Term. ARTICLE 32 - SIGNS Prior to the date Tenant opens for business, Tenant shall have installed its exterior signage pursuant to this Article. If Tenant docs not comply with the foregoing requirement, Tenant shall pay Landlord Fifty and No/100 Dollars ($50.00) per day as Additional Rent until such sign is installed. "Signs" shall include all signs, designs, monuments, logos, banners, projected images, pennants, decals, advertisements, pictures, notices, lettering, numerals, graphics or decoration. Tenant shall not maintain or display any signs that are visible from the exterior of the Premises, including without limitation, any signs on the exterior of the Premises (including without limitation, any marquee, awning, or canopy), the interior of the Premises, or either side of any window without complying with this Article and the Signage & Display Criteria (as set forth in Exhibit "D" attached hereto and made a part hereof) and without Landlord's prior written consent. All of Tenant's signs shall be subject to prior approval by Landlord in writing and installed by a professional sign company, and shall conform to all Laws; provided, however, that the care and maintenance of such signs shall be the responsibility of Tenant. Upon demand of Landlord, Tenant shall, at its sole cost and expense, immediately remove any signs that Tenant has placed or permitted to be placed that do not conform to this Article and Tenant agrees to repair and restore any damage caused by their installation or removal. Further, Landlord shall have the right to temporarily remove any signs in connection with any repairs and/or renovations in or upon the Premises or the Shopping Center wherein such signs are situated. -14- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 Upon termination or expiration of this Lease, Tenant shall remove its exterior fagade signage and repair any damage caused by the removal thereof, including, but not limited to, the patching of holes or penetrations, and the painting of any patched areas with paint matching the color of the Shopping Center fagade at the time such repairs are made. ARTICLE 33 - FORCE MAJEURE If either Landlord or Tenant shall fail to timely perform any of its obligations under this Lease (excluding Tenant's financial obligations, i.e. payment of Rent) as a result of Force Majeure (as hereinafter defined), such party shall not be liable for loss or damage for such failure and the other party shall not be released from any of its obligations under this Lease. If either Landlord or Tenant is delayed or prevented from performing any of its non -monetary obligations hereunder as a result of Force Majeure, the period of such delay or prevention shall be added to the time herein provided for the performance of any such obligation. Force Majeure shall mean any period of delay which arises from or through natural disasters, such as floods, earthquakes, hurricanes, or other severe weather events; strikes, lockouts, or labor difficulty; explosion, sabotage, accident, riot, or civil commotion; acts of war, fire or other casualty. ARTICLE 34 - QUIET ENJOYMENT Tenant, upon paying all sums due from Tenant to Landlord and performing and observing all of the terms, covenants and conditions of this Lease on Tenant's part to be performed and observed, shall peaceably and quietly have, hold and enjoy the Premises during the Term without interference from Landlord, subject nevertheless to the terms of this Lease and to any mortgages, ground or underlying leases, agreements and encumbrances to which this Lease is or may Inc subordinated. ARTICLE 35 - BANKRUPTCY In the event a petition for bankruptcy or insolvency, or for reorganization or for the appointment of a receiver or trustee of all or a portion of the property of Tenant, shall be filed against Tenant in any court, pursuant to any statute either of the United States or of any state (hereinafter referred to as "Bankruptcy Law"), and if, within thirty (30) days thereafter, Tenant fails to secure a discharge thereof, or in the event Tenant shall voluntarily file any such petition or make an assignment for the benefit of creditors or petition for or enter into an arrangement, or if this Lease is taken under writ of execution, then Tenant shall be in default of this Lease and Landlord, in its discretion and at its election may, to the extent permitted by law, elect to cancel and terminate this Lease. Upon the cancellation and termination of this Lease pursuant to the provisions of this Article, Landlord, in addition to all the remedies provided by law, shall be entitled to all remedies available under this Lease upon Tenant's default. In the event this Lease is assumed or assigned by a trustee pursuant to the provisions of the prevailing Bankruptcy Law, then the trustee shall cure any default under this Lease and shall provide such adequate assurance of future performance of this Lease as is required by the Bankruptcy Law including the following: (A) the source of Minimum Rent and other considerations due under this Lease; (B) that, if applicable, any Percentage Rent due under this Lease will not decline; (C) the assumption or assignment of this Lease will not breach any provision such as a radius, location, use or exclusivity provisions in any other lease, finance agreement or master agreement relating to the Shopping Center; and (D) the assumption or assignment of this Lease will not disrupt any tenant mix or balance. In the event the trustee docs not cure any such defaults and provide any such adequate assurances under the Bankruptcy Law, then this Lease shall be deemed rejected and Landlord shall have the right to immediate possession of the Premises, and shall be entitled to all remedies provided by the Bankruptcy Law for damages for breach and/or termination of this Lease. If this Lease shall be guaranteed on behalf of Tenant, all of the provisions of this Article with respect to the bankruptcy of Tenant, shall be deemed to read "Tenant or the Guarantor hereof." ARTICLE 36 - CONDEMNATION If twenty-five percent (25%) or more of the Floor Area of the Premises shall be taken in any proceeding by public authorities by condemnation or otherwise, or be acquired for public or quasi -public purposes, each of Tenant and Landlord shall have the option to terminate this Lease by giving written notice to the other not later than sixty (60) days following the issuance of the final condemnation order or full execution of the condemnation settlement agreement, as applicable. In the event that less than twenty-five percent (25%) of the Floor Area of the Premises shall be taken in any proceeding by public authorities by condemnation or otherwise, or be acquired for public or quasi -public purposes, and the remaining part of the Premises shall be reasonably usable by Tenant, or in the event twenty- five percent (25%) or more of the Floor Area of the Premises is so taken and this Lease is not terminated in accordance with this Article, then the Minimum Rent shall be reduced in the same proportion that the amount of floor space in the Premises has been reduced. In the event that twenty-five percent (25%) or more of the parking spaces of the Shopping Center shalll be taken in any proceeding by public authorities by condemnation or otherwise, or be acquired for public or quasi -public purposes, Tenant shall have the option to terminate this Lease; provided, however, that Landlord shall have a period of ninety (90) days to cure the parking deficiency, or to diligently proceed to cure the parking deficiency, in which event Tenant shall not have the right to cancel this Lease; and further provided, that Tenant shall not have the right to cancel this Lease so long as Landlord maintains a parking ratio of at least that required by applicable law or any permitted variance therefrom. All compensation awarded for any taking (or the proceeds of private sale under threat thereof), whether for the whole or a part of the Premises, shall be the property of Landlord, whether such award is compensation for damages to Landlord's or Tenant's interest in the Premises, and Tenant hereby assigns all ofits interest in any such award to Landlord and Tenant agrees to execute and deliver to Landlord any assignment or further assurance thereof upon request; provided, however, Landlord shall have no interest in any award made to Tenant for loss of business, for moving expenses, or for the taking of Tenant's -15- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 fixtures and personal property within the Premises, if a separate award for such items is made to Tenant. In the event applicable law permits only one claim with respect to a taking, then Landlord and Tenant agree to file a joint claim to prosecute their respective claims. ARTICLE 37 - ASSIGNMENT AND SUBLETTING All assignments of this Lease or subleases of the Premises by Tenant (sometimes hereinafter collectively referred to herein as a "Transfer") shall be subject to and in accordance with all of the provisions of this Lease, including this Article. So long as Tenant is not in default under any of the provisions of this Lease and fulfills all of the terms and conditions of this Article, then: (A) Tenant may assign this Lease or sublease the entire Premises without the consent of Landlord to an Affiliate (as hereinafter defined) of Tenant (for such period of time as such person or entity remains an Affiliate of Tenant, it being agreed that any subsequent transaction having the overall effect that such person or entity ceases to be an Affiliate of Tenant shall be treated as if such transaction was, for all purposes, an assignment of this Lease governed by the provisions of this Article). The term "Affiliate" shall mean a person or entity that: (1) Controls, (2) is under the Control of, or (3) is under common Control with, Tenant. The term "Control" shall mean direct ownership of fifty percent (50%) or more of the outstanding voting stock of a corporation, or other majority equity interest if not a corporation, and the possession of power to direct or cause the direction of the management and policy of such corporation or other entity, whether through ownership of voting securities, partnership or membership interests, by statute, by contract, or otherwise. (B) Tenant may assign this Lease or sublease all or any part of the Premises to a party other than an Affiliate only after first obtaining the prior written consent of Landlord, which consent shall be in Landlord's sole and absolute discretion and may be arbitrarily withheld. Except as set forth in subparagraph (A) above, any Transfer by Tenant without Landlord's prior written consent shall be void and, at Landlord's election, shall constitute a default of Tenant hereunder. Consent by Landlord to one or more Transfers shall not operate as a waiver of Landlord's rights with respect to any subsequent Transfer. If Tenant is a partnership, a withdrawal or change (voluntary, involuntary, or by operation of law) of any partner owning twenty percent (20%) or more of the partnership, or the dissolution or liquidation of the partnership, shall be deemed a Transfer. If Tenant consists of more than one person, a purported assignment (voluntary, involuntary, or by operation of law) from any of such persons to any other person or entity shall be deemed a Transfer. If Tenant is a corporation or limited liability company, any dissolution, merger, consolidation, or other reorganization of Tenant, or the sale or other transfer of fifty percent (50%) or more of the voting stock or membership interest of Tenant, or the sale of fifty percent (50%) or more of the value of the assets of Tenant (whether in a single transaction or multiple transactions), shall be deemed a Transfer. The foregoing provisions shall not apply to corporations, the stock of which is regularly traded through a recognized exchange. The terns "sublet" and/or "sublease" shall be deemed to include the granting of licenses, concessions, and any other rights of occupancy of any portion ofthe Premises. Notwithstanding the foregoing provisions of subparagraphs (A) and (B) above, any Transfer by Tenant shall be only for the Permitted Use and for no other use(s), and in no event shall any Transfer release or relieve Tenant from any obligation of this Lease. It shall be a condition of the validity of any Transfer, including a Transfer to an Affiliate, that such assignee or sublessee first agree in writing directly with Landlord to be bound by all of the obligations of Tenant hereunder, including, without limitation, the obligation to pay the Rent and other amounts provided for under this Lease, the covenant to use the Premises only for the Permitted Use, and the covenant against further Transfer, but no such sublease or assignment shall relieve Tenant herein named of any of its obligations hereunder, and Tenant shall remain fully liable therefor. In the event that Tenant receives a bona fide written offer from a third party for a Transfer, except for a Transfer in accordance with subparagraph (A) above, Tenant shall forthwith notify Landlord in writing, attaching a copy of said offer, of Tenant's desire to a Transfer of this Lease upon the terms of said offer, whereupon Landlord shall have thirty (30) days to accept or reject said proposed Transfer, or at Landlord's sole option (and in lieu of granting or denying consent), cancel and terminate this Lease, in which case Landlord may elect to (but shall not be obligated to) enter into a direct lease with the proposed assignee or subtenant Tenant shall furnish Landlord with such information regarding the prospective assignee or sublessee as Landlord may require, including without limitation information regarding financial ability and business experience relating to the uses hereunder. The failure of Landlord to either accept or reject said assignment or sublease within the said thirty (30) day period shall be deemed a rejection of said assignment or sublease. In the event Tenant shall sublease the entire Premises, or any portion thereof, in accordance herewith for rentals in excess of the Rent payable hereunder, including Percentage Rent (if applicable), Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rental. As a condition to Landlord's processing of any request by Tenant for approval to a proposed Transfer, any such request shall be accompanied by a check made payable to Landlord in the amount of Two Thousand and No/ 100 Dollars ($2,000.00), which shall be non-refundable when paid regardless of whether Landlord shall grant consent or Tenant's proposed assignment or sublet transaction shall go into effect. The term "Landlord" as used in this Lease means only the owner or entity from time to time owning the building containing the Premises, so that in the event of any transfer thereof, the owner or entity who is a grantor in any such transfer shall be and hereby is, without further agreement, entirely freed and relieved of all the obligations of Landlord hereunder. Any such transfer of the Premises, unless pursuant to a foreclosure sale or deed in lieu of such foreclosure, shall be subject to this Lease and it shall be deemed and construed without further agreement that the purchaser at any such sale has assumed and agreed to carry out any and all obligations of Landlord under this Lease, so long as such purchaser shall be the owner of the building containing the Premises. Landlord shall have the right to sell, convey, transfer or assign all or part of its interest in the real property and the buildings of which the Premises are a part or its interest in this Lease. All covenants and obligations of Landlord under this Lease shall cease upon the execution of such conveyance, transfer or assignment: provided, however that such covenants and obligations shall be binding upon the subsequent owner or owners thereof or holders of this Lease. -16- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 38 - SUBORDINATION AND ATTORNMENT Tenant agrees that this Lease shall at all times automatically be subject and subordinate to the lien of any mortgages (which term shall include all security instruments) that are now existing or that may be placed on the Shopping Center or any portion thereof containing the Premises, and to any and all advances to be made thereunder, and to the interest thereon and all renewals, modifications, replacements and extensions thereof, without the need for any further instrument or for the mortgagee or trustee named in said mortgages or deeds of trust to make any election; except that any mortgagee or trustee may elect to give the rights and interest of Tenant under this Lease priority over the lien of its mortgage or deed of trust by notice delivered to Tenant. In the event of such election, and upon notification by such mortgagee or trustee to Tenant to that effect, the rights and interest of Tenant under this Lease shall be automatically deemed to have priority over the lien of said mortgage or deed of trust, without the need for any further instrument, whether this Lease is dated prior to or subsequent to the date of said mortgage or decd of host. This clause shall be self -operative and no further instrument of subordination shall be required to effectuate such subordination. Tenant agrees, upon demand, without cost, to execute and deliver any instrument as may be required to confirm such subordination within ten (10) days after Landlord's request. If Tenant fails to execute, acknowledge and deliver to Landlord or a mortgagee or prospective mortgagee of Landlord a statement in accordance with the foregoing provision of this Article within fifteen (15) days after the mailing of such request, Landlord, in addition to any other remedies available to it in consequence thereof, may execute, acknowledge and deliver the same as the attorney- in-fact of Tenant and in Tenant's name, place, and stead, and Tenant hereby irrevocably makes, constitutes, and appoints Landlord, its successors and assigns, as such attorney-in-fact for that purpose. At the option of the holder of any mortgage affecting the Premises, Tenant agree, that no foreclosure of a mortgage affecting the Premises, nor the institution of any suit, action, summary or other proceeding against Landlord herein, or any successor landlord, or any foreclosure proceeding brought by the holder of any such mortgage to recover possession of such property, shall by operation of law or otherwise result in cancellation or termination of this Lease or the obligations of Tenant hereunder, and upon the request of the holder of any such mortgage, Tenant covenants and agrees to execute and deliver within ten (10) days after Landlord's request, an instrument in writing satisfactory to such party or parties or to the purchaser of the mortgaged premises in foreclosure whereby Tenant attorns to such successor in interest. With reference to any assignment by Landlord of Landlord's interest in this Lease, or the rents payable hereunder, conditional in nature or otherwise, which assignment is made to the holder of any mortgage on the Premises, Tenant agrees: (A) that the execution thereof by Landlord, and the acceptance thereof by such holder, shall never be deemed to be an assumption by such holder of any of the obligations of Landlord hereunder, unless such holder shall, by written notice sent to Tenant, specifically otherwise elect; and (B) that, except as aforesaid, such holder shall be treated as having assumed Landlord's obligations hereunder only upon foreclosure of such holder's mortgage and the taking ofpossession ofthe Premises by such holder. ARTICLE 39 - TENANT'S ESTOPPEL CERTIFICATE Within ten (10) days after each request by Landlord, Tenant shall deliver a written estoppel certificate to Landlord (the "Estoppel Certificate"), executed on behalf of Tenant by persons having appropriate authority. Each Estoppel Certificate shall be made in favor of Landlord, any mortgagee, any assignee, any purchaser or any other person specified by Landlord, and shall contain information required by Landlord, and satisfactory to any mortgagee, assignee, purchaser or other person specified by Landlord including, but not limited to: (A) ratification of this Lease; (B) the Commencement Date and expiration date of the Term; (C) confirmation that this Lease is in full force and effect and has not been assigned, modified, supplemented or amended (except by such writings as shall be so stated); (D) confirmation that all conditions and obligations under this Lease to be performed by Landlord have been satisfied or stating those not performed; (E) confirmation that there are no defenses or offsets against the enforcement of this Lease by Tenant or specifying any such defenses; (F) the amount of then -current Rent payable and the date to which all Rent has been paid; (G) any contractual Rent modifications beyond the date of estoppel; (H) the approximate number of square feet of Floor Area in the Premises; (I) that no Rent has been paid in advance or specifying any such advance Rent; and (1) the amount of any security deposit held by Landlord. If Tenant fails to execute, aclmowledge and deliver to Landlord or any mortgagee, assignee, purchaser or other person specified by Landlord a statement in accordance with the foregoing provision of this Article within fifteen (15) days after the mailing of such request, such shall constitute an acknowledgment by Tenant that this Lease is unmodified and in full force and effect and that all conditions and obligations under this Lease to be performed by Landlord have been satisfied, and that there are no defenses or offsets against the enforcement of this Lease by Tenant. -17- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 40 - EXCULPATION Notwithstanding anything herein contained to the contrary, it is specifically understood and agreed that there shall be no personal liability for any deficiency or otherwise on the part of Landlord, its agents, representatives, employees, or any of its constituent members, partners or shareholders, or their respective legal representatives, heirs, successors and assigns as the case may be, with respect to any of the terms, provisions, covenants and conditions of this Lease or otherwise, and that Tenant shall look solely to the estate, property and equity of Landlord (or such successor in interest) in the Shopping Center (subject to the prior rights of any mortgagees) for the satisfaction of each and every remedy of Tenant in the event of any breach of any of the terms, provisions, covenants and conditions of this Lease to be performed by Landlord, or in the event of any other claim which Tenant may allege against Landlord, its agents, representatives, employees, constituent members, partners or shareholders, or their respective legal representatives, heirs, successors and assigns, which exculpation of personal liability shall be absolute and without exception. In the event of the sale or other transfer of Landlord's right, title and interest in the Premises or the Shopping Center, Landlord shall be released from all liability and obligations hereunder. ARTICLE 41 - NOTICE Whenever by the terms of this Lease notice, demand, or other communication shall or may be given either to Landlord or Tenant, the same shall be in writing and in compliance with the terms of this Article. All notices required to be given to Landlord shall be (a) delivered by hand, (b) sent by United States registered or certified mail, return receipt requested, postage prepaid, or (c) delivered by a nationally recognized overnight delivery service that guarantees next business day delivery and provides evidence of receipt to the address shown in Article 1(B). All notices required to be given to Tenant shall be (a) delivered by hand, (b) sent by United States registered or certified mail, return receipt requested, postage prepaid or (c) delivered by a nationally recognized overnight delivery service that guarantees next business day delivery and provides evidence of receipt by Tenant at the address shown in Article 1(E). Any such notice shall be considered given on the date of such hand delivery, deposit with such overnight delivery for next business day delivery, or deposit in the United States mail, but the time period (if any is provided herein) in which to respond to such notice shall commence on the date of hand or courier delivery or on the date received following deposit in the United States mail as provided above. Rejection or other refusal to accept or inability to deliver because of changed address of which no notice was given shall be deemed to be receipt of the notice. Each parry shall promptly notify the other in writing of any change of address. Any such notice, demand or communication from an attorney acting or purporting to act on behalf of a party shall be deemed to be notice from such party provided that such attorney is authorized to act on behalf of such party. ARTICLE 42 - HOLDING OVER If Tenant remains in possession of the Premises after the termination or expiration of this Lease and without the execution of a new lease, Tenant shall be deemed to be occupying the Premises as a tenant at sufferance at a rent equal to two hundred percent (200%) of the Rent that Tenant paid for the Lease Year immediately preceding the termination or expiration of this Lease and all other terms and conditions of this Lease shall apply. ARTICLE 43 - PARTIAL INVALIDITY If any term or provision of this Lease or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforceable to the fullest extent permitted by law. ARTICLE 44 - SIGNATURES REQUIRED The submission of this document does not constitute a binding Lease until such time as it has been executed and delivered by Tenant and Landlord. ARTICLE 45 - NO JOINT VENTURE The relationship of the parties is that of Landlord and Tenant only, and nothing in this Lease shall be construed as creating a partnership, joint venture, principal, agent or any other relationship. Except as expressly otherwise provided herein, neither party shall have any right or power to create any expense or liability chargeable to the other party. ARTICLE 46 - TIME OF ESSENCE Time is of the essence in this Lease, and all provisions herein relating thereto shall be strictly construed. ARTICLE 47 - ACCORD AND SATISFACTION No payment by Tenant or receipt by Landlord of a lesser amount than the Rent or other amounts herein stipulated shall be deemed to be other than on account of the stipulated Rent and amounts due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment thereof be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such amounts or pursue any other remedy provided in this Lease. ARTICLE 48 - RECORDATION Tenant agrees not to record this Lease or any portion or a memorandum thereof. -IR- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 49 - CAPTIONS The captions contained herein are for convenience and reference only and shall not be deemed as part of this Lease or construed as in any manner limiting or amplifying the terms and provisions of this Lease to which they relate. ARTICLE 50 - RESPONSIBILITY OF TENANT Any restriction on, or requirement imposed upon Tenant under this Lease shall be deemed to extend to the Guarantor and Tenant's subtenants, concessionaires and licensees; and it shall be Tenant's obligation to cause the foregoing persons to comply with the restrictions and requirements of this Lease. All obligations of Tenant under this Lease not fully performed as of the expiration or earlier termination of the Term shall survive the expiration or earlier termination of the Term. ARTICLE 51 - SURRENDER OF PREMISES On the expiration or earlier termination of this Lease, Tenant shall surrender promptly the Premises to Landlord in the same condition as when received, ordinary wear and tear excepted, subject to the terms and conditions of this Lease. ARTICLE 52 - GOVERNING LAW AND INTERPRETATION This Lease shall be governed by the laws of the State in which the Premises are located. Both parties have read this Lease and had the opportunity to employ legal counsel and negotiate changes to the Lease. The Lease is the joint product of the parties and, in the event of any ambiguity herein, no inference shall be drawn against a parry by reason of document preparation. The intentional omission of any provision from this Lease shall create no implication regarding the subject matter contained in such omitted provision. ARTICLE 53 - BROKERS Landlord and Tenant, respectively, represent and warrant to the other that it has not dealt with any real estate brokers or other persons who may claim a fee or commission in connection with this Lease other than the Broker, if any, listed in Article 1(Y), and each party agrees to indemnify and hold the other harmless against any such claim made by any other broker claiming by, through or under such party. Tenant's obligations hereunder shall survive the expiration or earlier termination of this Lease. ARTICLE 54 - ATTORNEYS' FEES; LANDLORD'S FEES AND EXPENSES In the event that any legal matter, dispute, action or proceeding exists or is commenced by or between Landlord and Tenant under this Lease, the prevailing party shall be reimbursed reasonable attorneys' fees and court costs in such matter. If either party hereto without fault is made a party to any litigation instituted by or against any other party to this Lease, such other party shall indemnify and hold harmless Landlord or Tenant, as the case may be, against all costs and expenses, including reasonable attorneys' fees incurred in connection therewith. Unless prohibited by applicable law or otherwise expressly set forth herein, Tenant agrees to pay to Landlord the amount of all legal fees and expenses incurred by Landlord arising out of or resulting from any act or omission by Tenant with respect to this Lease or the Premises, including without limitation, any breach by Tenant of its obligations hereunder. Further, if Tenant shal I request Landlord's consent or joinder in any instrument pertaining to this Lease, Tenant agrees promptly to reimburse Landlord, as Additional Rent, the actual legal and other costs and fees incurred by Landlord in processing such request, whether or not Landlord complies therewith, in addition to any specific fee provided for in this Lease. Whenever Tenant shall request approval by Landlord or Landlord's architect of plans, drawings, specifications, or otherwise with respect to any work to be performed in the Premises, the installation of signs or subsequent changes thereof, or the like, Tenant specifically agrees promptly to pay Landlord's architect (or reimburse Landlord for any payment Landlord makes to said architect) for all charges involved in the review and re -review, if necessary, and approval or disapproval thereof, whether or not approval shall ultimately be given. ARTICLE 55 - ABANDONMENT OF PERSONAL PROPERTY Should Tenant fail to remove its personal property upon abandonment, expiration, termination or recovery of possession by Landlord, then upon such abandonment, expiration, termination or recovery of possession and after ten (10) days' written notice to Tenant, which notice shall also be conspicuously posted on the Premises, all personal property of any nature then remaining on the Premises shall be deemed abandoned and title thereto shall vest exclusively to Landlord, unless Landlord shall give notice to Tenant to remove all or any part of such personal property in which event Tenant shall promptly, at its own expense, remove same or Landlord may do so at Tenant's expense and said expense shall be treated as Additional Rent hereunder. Tenant hereby waives and agrees to hold Landlord harmless from any claim for loss of damage arising from Landlord's dealing with Tenant's personal property pursuant to the terms of this Article. ARTICLE 56 - AMERICANS WITH DISABILITIES ACT Tenant shall be liable for any cost, claim or alteration arising from the Americans with Disabilities Act which is: (A) related to the Premises, including, but not limited to, all doors (both interior and exterior), door hardware, electrical, plumbing, and floor covering, (unless resulting from improvements or alterations hereafter made by Landlord to the Shopping Center or the Premises); (B) resulting from any improvement or alteration of the Premises made by Tenant; or -19- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 (C) resulting from Tenant's use of the Premises. Landlord shall be liable for any cost, claim or alteration arising from the Americans with Disabilities Act which results from improvements or alterations hereafter made by Landlord to the Common Areas or the Premises. ARTICLE 57- CLARIFICATION OF TERMS The terms "Landlord" and "Tenant" shall include, whenever the context permits or requires, as singular or plural, the parties hereto, and the heirs, legal representatives, successors and assigns of the respective parties. ARTICLE 58 - ENVIRONMENTAL MATTERS As used herein, "Hazardous Materials" shall mean any substance, chemical, compound, product, solid, gas, liquid, waste, byproduct, pollutant, contaminant, or material which is hazardous or toxic, and includes, without limitation, (a) asbestos, polychlorinated biphenyls, and petroleum (including crude oil or any fraction thereof) and (b) any such material classified or regulated as "hazardous" or "toxic" pursuant to any Environmental Law (as hereinafter defined). As used herein, "Environmental Law" shall mean any current or future legal requirement pertaining to (a) the protection of health, safety, and the indoor or outdoor environment, (b) the conservation, management, or use of natural resources and wildlife, (c) the protection or use of surface water and groundwater, (d) the management, manufacture, possession, presence, use, generation, transportation, treatment, storage, disposal or Release (as hereinafter defined) of Hazardous Materials, (e) pollution (including any Release to air, land, surface water, and groundwater), and includes, without limitation, the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986, 42 USC 9601 et seq., Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act of 1976 and Hazardous and Solid Waste Amendments of 1984, 42 USC 6901 et seq., Federal Water Pollution Control Act, as amended by the Clean Water Act of 1977, 33 USC 1251 et seq., Clean Air Act of 1966, as amended, 42 USC 7401 et seq., Toxic Substances Control Act of 1976, 15 USC 2601 et seq., Hazardous Materials Transportation Act, 49 USC App. 1801 et seq., Occupational. Safety and Health Act of 1970, as amended, 29 USC 651 et seq., Oil Pollution Act of 1990, 33 USC 2701 et seq. Emergency Planning and Community Right -to -Know Act of 1986, 42 USC 11001 et seq., National Environmental Policy Act of 1969, 42 USC 4321 et seq., Safe Drinking Water Act of 1974, as amended, 42 USC 300(f) et seq., any similar implementing or successor law, any similar state law or regulation, and any amendment, rule, regulation, order, or directive issued thereunder. As used herein, "Rcicase" shall mean any spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing into the indoor or outdoor environment, including, without limitation, the abandonment or discarding of barrels, drums, containers, tanks, and other receptacles containing or previously containing any Hazardous Materials. Tenant shall not cause or permit any Hazardous Materials to be used, stored, generated or disposed of on or in the Premises by Tenant, Tenant's agents, employees, contractors or invitees. If the Premises become contaminated in any manner, Tenant shall indemnify and hold harmless Landlord from any and all claims, damages, fines, judgments, penalties, costs, liabilities or losses (including, without limitation, a decrease in value of the Premises, damages due to loss or restriction of rentable or usable space, or any damages due that adversely impact the marketing of the space, and any and all sums paid for settlement of claims, attorneys' fees, reasonable consultant and expert fees) arising as a result of such contamination by Tenant. This indemnification includes, without limitation, any and all costs incurred due to any investigation of the site or any cleanup, removal or restoration mandated by a federal, state or local agency or political subdivision. Without limitation of the foregoing, if Tenant causes or permits the presence of any Hazardous Materials on or in the Premises and such results in contamination, Tenant shall promptly notify Landlord and, at Tenant's sole expense, take any and all necessary actions to return the Premises to the condition existing prior to the presence of any such Hazardous Materials or, at the election of Landlord, reimburse Landlord as Additional Rent all costs and expenses related to Landlord's performance of such work within fifteen (15) days following Landlord's demand for same. Tenant shall undertake no testing for Hazardous Materials on orin the Premises or take any remedial actions without in each instance obtaining Landlord's prior written consent. Landlord shall have access to the Premises in order to investigate and test with respect to any suspected Release of Hazardous Materials in contravention of this subparagraph, and to access the Premises as needed for any remedial action deemed necessary by Landlord, or the performance of any work related thereto. Tenant shall not intentionally or unintentionally Release or permit the Release of any material into the atmosphere, ground, sewer system or any body of water, if such material (as reasonably determined by Landlord or any governmental authority) does or may pollute or contaminate, or may adversely affect (a) the health, welfare, or safety ofpersons or property, whether located on the Premises or elsewhere in the Shopping Center, or (b) the condition, use or enjoyment of the Shopping Center or any personal property located thereon, or any surrounding real property. Tenant shall further: (A) maintain the Premises in compliance with any applicable Environmental Law and be responsible for making any, notification or report concerning the Premises to a governmental authority ifrequired by any applicable Environmental Law; (B) obtain and maintain in full force and effect all governmental approvals required by any Environmental Law applicable to Tenant's operations at the Premises; (C) expeditiously cure, to the reasonable satisfaction of Landlord, any violation of applicable Environmental Laws at the Premises, at its own expense, to the extent such violation is attributable to events or conditions which arose on or after the Delivery Date; (D) conduct expeditiously to the reasonable satisfaction of Landlord and in accordance with any applicable Environmental Law any action necessary to remove, remediate, clean up, or abate any Release or threatened Release of a Hazardous -20- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 Material at Tenant's expense to the extent such response action is attributable to events or conditions which arose on or after the Delivery Date; (E) allow Landlord or its representatives, from time to time at Landlord's reasonable discretion and expense, to inspect the Premises and conduct environmental assessments (inchuhng invasive soil or groundwater sampling); (F) promptly provide or otherwise make available to Landlord any reasonably requested environmental records concerning the Premises which Tenant possesses or can reasonably obtain; and (G) remove from the Premises and/or Shopping Center, at its expense, by the termination date any Hazardous Materials or equipment to manufacture, generate, transport, treat, store, dispose, or handle any Hazardous Material used by Tenant, including, without limitation, any underground storage tank. Tenant shall indemnify, hold harmless, and hereby waives any claim for contribution against Landlord or Landlord's property manager, for any damages to the extent they arise from events or conditions which did not exist prior to the Delivery Date and relate to: (i) any Release or threatened Release of any Hazardous Material at or about the Premises; (ii) the operation or violation of any Environmental Law at or about the Premises; (iii) any environmental claim in connection with the Premises; or (iv) the inaccuracy or breach of any representation or warranty by Tenant in this Article of this Lease. The foregoing indemnification and waiver and Tenant's obligations under this Article shall be binding upon Tenant and the successors and assigns of Tenant, and shall inure to the benefit of Landlord, its directors, officers, employees and agents, and their successors and assigns, and shall survive the expiration or earlier termination of this Lease. ARTICLE 59 - PERSONAL INTEREST DISCLOSURE Tenant acknowledges that the agent negotiating this Lease on Landlord's behalf, because of possible personal interest in the Shopping Center, represents only the Landlord. Tenant may wish to seek third -party representation to advocate Tenant's rights, at Tenant's sole cost and expense. ARTICLE 60 - UNRELATED BUSINESS INCOME If, upon the advice of counsel, Landlord believes that any portion of the payments it receives from Tenant under this Lease may be characterized as unrelated business income under the United States Internal Revenue Code then, upon request from Landlord, Tenant shall execute an amendment to this Lease containing terms as reasonably required by Landlord such that all payments received by Landlord from Tenant under this Lease shall not be characterized as tmrelated business income. ARTICLE 61 - RULE AGAINST PERPETUITIES Notwithstanding any provision in this Lease to the contrary, if the Term has not commenced within twenty-one (21) years after the date hereof, this Lease shall automatically terminate on the 21 st anniversary of the date hereof. The sole purpose of this provision is to avoid any possible interpretation of this Lease as violating the Rule Against Perpetuities or other rule of law against restraints on alienation. ARTICLE 62 - NO WAIVERS; AMENDMENTS Failure of Landlord to insist upon strict compliance by Tenant of any condition or provision of this Lease shall not be deemed a waiver by Landlord of that condition. No waiver shall be effective against Landlord unless in writing and signed by Landlord. Similarly, this Lease cannot be amended except by a writing signed by Landlord and Tenant. ARTICLE 63 - ENTIRE AGREEMENT This Lease contains all of the agreements between the parties hereto and may not be modified in any manner other than by agreement in writing signed by all the parties hereto or their successors in interest. This Lease may not be changed or terminated orally. There are no other agreements, representations or inducements, whether written or oral, between the parties concerning the subject matter of this Lease. ARTICLE 64 - SHOPPING CENTER RESTRICTIONS Notwithstanding anything to the contrary contained herein, this Lease is subject to and made on the understanding that certain restrictions apply to the Shopping Center (the "Shopping Center Restrictions"). The current Shopping Center Restrictions are as set forth in Exhibit "E", attached hereto and made a part hereof. Tenant acknowledges that Tenant's use and/or occupancy of the Premises in violation of any Shopping Center Restrictions could subject Landlord to substantial damages and as such Tenant aclmowledges and agrees that any such violation by Tenant of any such Shopping Center Restrictions shall constitute a default hereunder entitling Landlord to cancel this Lease or enjoin Tenant from violating such Shopping Center Restrictions, or exercise any of the remedies for a Tenant default provided for herein and any, other remedies available under the law of the state where the Premises is located. Nothing contained in this Article shall be construed to permit Tenant to expand the Permitted Use set forth in this Lease. -21- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 65 - SUCCESSORS AND ASSIGNS Except as otherwise herein expressly provided, this Lease and all the covenants, terms, provisions and conditions herein contained shall inure to the benefit of and be binding upon the heirs, representatives, successors and assigns of each party hereto, and all covenants herein contained shall run with the land and bind any and all successors in title to Landlord. The reference contained herein to successors and assigns of Tenant is not intended to constitute a consent to assignment by Tenant, but has reference only to those instances in which Landlord may later give consent to a particular assignment as required by the provisions of this Lease. ARTICLE 66 - GUARANTOR This Lease shall be voidable at the option of Landlord if the person(s) and/or entity(ies) listed in Article 1(X) hereof shall fail to execute and deliver, simultaneously with Tenant's execution and delivery of this Lease, a Guaranty of Lease in the form of the Guaranty of Lease attached hereto as Exhibit "F" and made a part hereof. ARTICLE 67 - AUTHORITY In the event Tenant shall be a corporation or limited liability company, the persons executing this Lease on behalf of Tenant hereby individually covenant and warrant that: Tenant is a duly qualified corporation or limited liability company; all steps have been taken prior to the date hereof to qualify Tenant to do business in the state in which the Shopping Center is located; Tenant has taken all corporate or partnership action, as the case may be, necessary to carry out the transaction contemplated herein, so that when executed, this Lease constitutes a valid and binding obligation enforceable in accordance with its terms: all franchise and corporate or limited liability company taxes have been paid to date; all future forms, reports, fees and other documents necessary to comply with applicable laws will be filed when due; and those persons executing this Lease on behalf of Tenant are duly qualified and authorized to bind, and in fact do bind, the corporation or limited liability company. If requested by Landlord, Tenant shall provide Landlord with corporate resolutions or other proof in a form acceptable to Landlord, authorizing the execution of this Lease at the time of execution. In the event Tenant hereunder shall be a partnership, either general or limited, the persons or entities executing this Lease on behalf of Tenant hereby individually covenant and warrant that: Tenant is a duly qualified partnership; all steps have been taken prior to the date hereof to qualify Tenant to do business in the state in which the Shopping Center is located, if required by law; Tenant has taken all partnership action necessary to carry out of the transaction contemplated herein, so that when executed, this Lease constitutes a valid and binding obligation enforceable in accordance with its terms; all franchise and partnership taxes have been paid to date; all future forms, reports, fees and other documents necessary to comply with applicable law will be filed when due; and those entities executing this Lease on behalf of the partnership are duly qualified to bind, and in fact do bind, the partnership. If requested by Landlord, Tenant shall provide Landlord with partnership resolutions or other proof in a form acceptable to Landlord, authorizing the execution of this Lease at the time of execution. ARTICLE 68 - CONFIDENTIALITY Tenant and its agents, employees, officers, directors, accountants and attorneys agree to keep the financial terms of this Lease strictly confidential, and shall not disclose, directly or indirectly, such terms to any person or entity without first obtaining the prior written consent of Landlord; provided, however, that Landlord's consent shall not be required for any disclosure (i) to Tenant's officers, directors, employees, lenders, accountants, attorneys or current or potential investors in, or purchasers of Tenant's business; or (ii) when compelled by applicable laws, regulations or court orders. ARTICLE 69 - TERMINATION Landlord shall have the right to terminate this Lease in the event Landlord redevelops or demolishes the Shopping Center or any part thereof provided Landlord gives Tenant one hundred eighty (180) days prior written notice of its intent to do so. Then and in such event, this Lease and the tenancy so created shall terininatc, and Tenant shall be under no further obligation to pay Rent for any period from and after the termination date as specified in the aforementioned notice. Landlord and Tenant shall be under no further obligation to each other, except with respect to any liabilities incurred by either of the parties pursuant to the terms and conditions of the Lease prior to the date of termination, and those which specifically survive the termination of this Lease. ARTICLE 70 - NOTICE TO MORTGAGEE After receiving written notice from any person, firm, or other entity, that it holds a mortgage (which term shall include a deed of trust) which includes as part of the mortgaged premises the Premises, Tenant shall, so long as such mortgage is outstanding, be required to give to such holder the same notice as is required to be given to Landlord under the terms of this Lease, but such notice may be given by Tenant to Landlord and such holder concurrently. It is further agreed that such holder shall have the same opportunity to cure any default, and the same time within which to effect such curing, as is available to Landlord plus an additional sixty (60) days and such further time as shall be required to gain control over the Shopping Center in order to effect such cure; and if necessary to cure such a default, such holder shall have access to the Premises. ARTICLE 71 - PATRIOT ACT Tenant represents and warrants as to itself and its shareholders, partners and members that neither Tenant nor any shareholders, partners or members of Tenant is listed in Executive Order 13224 -Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit or Support Terrorism, as amended (the "Executive Order 13224"), and Tenant has no present, actual knowledge that any other persons or entities holding any legal or beneficial interest whatsoever in Tenant are included in, owned by, controlled by, knowingly acting for or on behalf of, knowingly providing assistance, support, sponsorship, or services of any kind to, or otherwise knowingly associated with any of the persons or entities referred to or described in Executive Order 13224, or other banned or blocked person, entity, nation, or transaction pursuant to any law, order, rule or regulation that is enforced or administered by the Office of Foreign Assets Control. Any breach by Tenant of the foregoing representations and warranties shall be a default by Tenant and shall be covered by the indemnity provisions of Article 20 of this Lease. -22- DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 ARTICLE 72 - LIENS FOR IMPROVEMENTS Notwithstanding anything in this Lease to the contrary, specifically including but not limited to Article 16, Tenant shall pay all debts incurred by, and shall satisfy all liens and claims of lien of contractors, subcontractors, sub -subcontractors, mechanics, laborers, and materialmen with respect to any and all improvements, construction, alterations, and repairs in and on the Premises and any improvements thereon, specifically including but not limited to Tenant's Work, and shall indemnify Landlord against all legal costs and charges, including reasonable attorney's fees, in any suit involving any liens or claims of lien, judgments, or encumbrances caused or suffered by Tenant with respect to the Premises or any part thereof. Regardless of whether Landlord has approved any work to be performed by or on behalf of Tenant, Tenant shall have no authority to create or permit any liens or claims for lien for labor or material on or against Landlord's interest in the Premises and agrees to notify all persons contracting with Tenant for any improvements, constriction, alterations, and repairs in and on the Premises, including all materialmen, contractors, subcontractors, sub -subcontractors, mechanics, and laborers involved in such work, that they must look solely to Tenant and Tenant's leasehold interest to secure the payment of any bill or account for work done or material furnished in connection with work performed in and on the Premises. ARTICLE 73 - RADON GAS The Shopping Center has not been tested for radon gas. Florida Statute 404.056(8) requires that the following statement be part of this Leases "RADON GAS: Radon is a naturally occurring 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 your county public health unit." ARTICLE 74 - COUNTERPARTS/ACCEPTANCE OF ELECTRONIC SIGNATURES This Lease may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In addition, the parties agree that this Lease will be considered executed when the signature of a party is delivered by electronic signature technology (e.g., Docusign). Such electronic signature will be treated in all respects as having the same effect as an original "wet ink" signature. [REST OF THIS PAGE INTENTIONALLY LEFT BL,41VKJ -23- DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 IN WITNESS WHEREOF, the parties hereto have set their Hands and Seals the day and year first above written. LANDLORD: E&A SUNSHINE, LLC, a South Carolina limited liability company By: Edens Limited Partnership, a Delaware limited partnership, its sole member By: Edens GP, LLC, a Delaware limited liability company, its sole general partner DocuSigned by: By: [ �b'& ft�� o ie W. McLean Chief Executive Officer TENANT: AAR FADE INC. a Florida corporation DocuSigned by: By: [Signature) Alex Rodriguez [Print Name] Owner Its [Title] -24- DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXHIBIT A SITE PLAN C • • I SHOPRNG CENTER LEASED P EG IUm' EE gym• —` • • • •� �• • • •�w111.. 4I - - m» ��}{Ii-111 ------- 1 7— t 'EDENS. Nhibit vin wr, r it 0i182022 �m nrv�Mir.V 8�a i��i tli�C9M.14, ammo.nra�:;w�.�.��.rcrmn�.rw,.�mwa��. mawmwm am.rxiwm u�ari�:5�un 'G'&21F'k1G r n,ss: iau r� n�: u ti na.u�wr nm ;air, t�.a �a r, a rani rwi r, ✓�tammr w;�:��wia.�mmn.�Wn�:wnaw�urm��m�.�.c'r�;umamumamro mm�ewne.�w:mn;a. DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXHIBIT B LANDLORD'S WORK Landlord's Work: None. Tenant expressly acknowledges and agrees that Tenant has been given the opportunity to inspect the Premises and that the Premises is provided to Tenant and Tenant accepts the Premises in its current "as -is" condition and Landlord makes no representations or warranties as to the condition of the Premises. [REST OF THIS PAGE INTENTIONALLY LEFT BLANK] DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXHIBIT C TENANT'S WORK As Is Construction Tenant, at its sole cost and expense, shall renovate, remodel, refurbish and redecorate the Premises, including, but not limited to, making all interior improvements, alterations and changes to the Premises to place same in a first class, modern and attractive condition, to enable Tenant to use the Premises for Tenant's Permitted Use (collectively, the "Tenant's Work"). Except as may be expressly set forth herein, Tenant's Work shall also include all such work upon the Premises necessary for the issuance of a final and unappealable certificate of occupancy (or its local equivalent) (the "Certificate of Occupancy"). All work to be performed by Tenant hereunder shall be in accordance with detailed plans and specifications prepared by Tenant's architect, including fagade elevations and details, utility layout plans and all other plans and specifications necessary to enable Tenant to complete Tenant's Work (the "Tenant's Plans"). Tenant's Plans shall be submitted to Landlord within fifteen (15) business days following the Effective Date for Landlord's prior written approval (as to both design and materials) which approval may be granted or withheld in Landlord's sole and absolute discretion. Landlord agrees to use commercially reasonable efforts to promptly review and either approve, conditionally approve, or disapprove Tenant's Plans within ten (10) business days atter Landlord's receipt thereof. If Landlord advises Tenant that changes to Tenant's Plans are required, Tenant shall have ten (10) business days thereafter to revise (as required by Landlord) and resubmit Tenant's Plans for Landlord's approval. This process shall continue until Landlord has approved Tenant's Plans. In addition to Tenant's Plans, copies of all certificates of insurance and miscellaneous close out documents shall also be submitted to Landlord simultaneously with Tenant's Plans submissions. One (1) hard copy and an electronic (CAD) set of Tenant's Plans are required. Within five (5) business days following Landlord's approval of Tenant's Plans (the "Permit Filing Date"), Tenant shall, at Tenant's expense, apply for all necessary governmental permits, approvals and licenses (collectively, the `Building Permits") required to perform Tenant's Work and thereafter Tenant shall diligently pursue obtaining the Building Permits. Tenant shall deliver a copy of the Building Permits to Landlord within three (3) business days of Tenant's receipt of same. Tenant acknowledges and agrees that its agreement to abide by the deadlines set forth in this Exhibit "C" is a material inducement to Landlord's entering into this Lease on the terms and conditions set forth herein. Notwithstanding anything in this Lease to the contrary, a breach of Tenant's obligation to comply with such deadlines shall be an immediate default and shall not require the issuance of prior written notice by Landlord or be subject to any grace period whatsoever. Accordingly, in the event Tenant fails to meet any of such deadlines, including but not limited to the deadline for submitting Tenant's Plans to Landlord for review and for filing its application for Building Permits, in addition to any other rights and remedies available to Landlord hereunder, the one hundred twenty (120) day period set forth in Article 1(J) above shall be reduced by one (I ) day for each day after the applicable deadline until the plans are submitted to Landlord, the application for Building Permits is filed, and/or construction is commenced, as applicable. All of Tenant's architects, contractors and subcontractors shall be (i) approved by Landlord (which approval shall not be unreasonably withheld), (ii) licensed and (iii) insured and, Tenant shall provide Landlord with the name, address, telephone number and, if available, email address of Tenant's construction representative (and/or project manager). Prior to commencing any work Tenant and its contractor must comply with the insurance requirements set forth in Article 20 of the Lease. Tenant's contractor is required to abide by Landlord's rules and regulations for construction, copies of which will be provided upon written request prior to the commencement of Tenant's Work, and to make certain refundable deposit with and/or payments to Landlord not exceeding $5,000.00, which deposit and/or payment shall be returned in full after the contractor has completed Tenant's Work, provided no rules have been violated, and no damage has occurred to the Shopping Center. Notwithstanding such requirements, Tenant shall indemnify and protect Landlord with respect to any breach of such rules and regulations by Tenant's contactor or the failure of Tenant's contactor to make the foregoing deposit. No changes of materials or finishes are permitted after Landlord's final approval of the Tenant's Plans unless approved in writing by Landlord. All work involving the roof of the Premises and the fire alarm and sprinkler system shall be performed by Landlord's designated contractor or subcontractor at Tenant's expense. All tap, meter, impact and other utility service fees shall be paid by Tenant. Tenant shall commence construction of Tenant's Work in the Premises no later than ten (10) days after whichever of the following shall be the latest to occur: (a) The date Tenant receives Landlord's approval of Tenant's Plans; or (b) The date of issuance of all Building Permits for Tenant's Work; or (c) The Delivery Date. Tenant's Work shall be performed and constructed, in a good and workmanlike manner and in accordance with all laws and the Shopping Center Sustainability Practices and shall be diligently pursued to completion. All building materials, tools, and equipment must be stored within the Premises, or such other locations as may be specifically designated in writing by Landlord's tenant construction coordinator, and all trash, debris and rubbish must be stored and/or disposed of as directed by Landlord, and, upon completion ofTenant's Work, Tenant must remove all temporary structures, surplus materials, debris and rubbish of whatever kind remaining in the Premises or any other portion of the Shopping Center. In no event shall any material be stored in the Common Areas. If Tenant fails to comply with any these requirements within one (1) business day following notice from Landlord, then the same shall constitute a default under the Lease, and, in addition to any other remedies to which Landlord may be entitled for the default by Tenant, Tenant shall be assessed a fee of Two Hundred and no/100 Dollars ($200.00) for each day thereafter until Tenant complies with the applicable requirement. Tenant expressly agrees to indemnify, defend and hold Landlord harmless from and against any liability to any individual, firm, partnership, association, corporation, limited liability company, or any other entity or estate for damage to Person or property occurring during the work proposed hereunder. Tenant shall provide Landlord with proof that it has obtained a Certificate of Occupancy (or local jurisdictional equivalent) for DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 the Premises within ten (10) days of the completion of Tenant's Work. Neither Landlord's approval of Tenant's Plans, nor any other inspections or approvals of the improvements to the Premises or plans for construction thereof, by Landlord's employees, agents or inspecting engineers shall constitute a warranty or representation as to the technical sufficiency, adequacy or safety of the plans, structures, any of the component parts, or any other physical condition or feature pertaining to the improvements, it being acknowledged by Tenant that Landlord has made such approvals solely as a landlord in determining and protecting the value of its property for internal purposes, and not for construction -related matters nor for compliance with all Laws. MATERIALS: The following list of materials applies to Tenant's scope of work as set forth above in this Exhibit "C". REQUIRED: • Gypsum Wall Board (GW B) - Mold resistant GWB is required in all areas exposed to moisture and recommended for all other areas. All Gypsum Wall Board to be manufactured domestically. • Insulation - Formaldehyde -free, high recycled content fiberglass batt insulation is required. • Paints and Coatings - Low Volatile Organic Compounds (VOC) paints and coatings are required for all interior surfaces. Greenguard and Green Seal certified products are acceptable. • Adhesives and Sealants - Low VOC adhesives and sealants are required for all interior surfaces. Greenguard and Green Seal certified products are acceptable. • Ceilings - Ceiling tiles with at least 50% recycled content are required unless existing tiles are salvaged and reused. • Solid Surfaces - Urea -formaldehyde free composite wood products (particle/plywood, MDF) are required when used in the interior of the space. • Use high -efficiency fluorescent T-5 or T-8, CFL, or LED fixtures. • When installing new HVAC equipment, use a packaged rooftop unit (RTU) with gas or electric heat that meets or exceeds ENERGY STAR or local energy code. RECOMMENDED: • General - It is recommended that Tenant use materials that contain a recycled content above 50% and are produced within a 500 mile radius of the center. • Material Storage — Tenant should properly store materials to prevent exposure to moisture and reduce potential for mold growth. • Wood- Forest Stewardship Council (FSC) certified wood is recommended. • Carpet- All Carpet and Rug Institute Green Label/Green Label Plus certified carpet, pads and adhesives are acceptable. • Hard -surface flooring - Vinyl flooring and base are prohibited. Tenant is recommended to use non-toxic products from renewable resources including concrete, linoleum, cork, ceramic/porcelain tile, wood, bamboo or rubber. All Greenguard certified products are acceptable. • Entryway Systems - It is recommended that entryway systems be installed at all entrances to capture dirt and particulates from entering the building. Where a permanent walk -off mat is not practical, a roll-out mat is acceptable as long as it is cleaned weekly and made of a sustainable material. The mat should be at least 6 feet long. • Solid Surfaces - Greenguard certified solid surfaces are recommended. • Furnishings - Greenguard certified furnishings are recommended. • Install dimmers and sensors to turn off lights in unoccupied rooms, particularly in areas such as bathrooms, copy rooms and storage rooms. ALL CONSTRUCTION SHALL COMPLY WITH ANY LOCAL CODES APPLICABLE TO THE PERMITTED USE AND SUCH CODE REQUIREMENTS SHALL SUPERSEDE ALL OF THE ABOVE ITEMS. TENANT, AT TENANT'S SOLE COST, SHALL BE RESPONSIBLE FOR ANY ADDITIONAL IMPROVEMENTS REQUIRED BY LOCAL CODE IN CONNECTION WITH TENANT'S SPECIFIC USE OF THE PREMISES. [REST OF THIS PAGE INTENTIONALLY LEFT BLANK] -2- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXHIBIT C-1 FORM OF LIEN WAIVER WAIVER AND RELEASE OF LIEN UPON FINAL PAYMENT OWNER: GENERAL CONTRACTOR: PROJECT NAME: STATE OF COUNTY OF The undersigned lienor, in consideration of the final payment in the amount of and /100 Dollars $ , the receipt and sufficiency of which is hereby acknowledged, hereby waives and releases its lien and right to claim a lien for labor, services, or materials furnished to on the job of to the following described property: ADDITIONAL WARRANTIES AND REPRESENTATIONS (1) Any and all contractors, subcontractors, laborers, suppliers and materialmen that have provided labor, material or services to the undersigned for use or incorporation into the construction of the improvements to the Property have been paid and satisfied in full, and there are no outstanding claims of any character arising out of, or related to, undersigned's activities on, or improvements to, the Property. This statement is intended to comply with Fla. Stat. Ann. § 713.06(d), and this document should be treated as the Contractor's Final Affidavit under that section. This Waiver is specifically made for the benefit of Owner and the Owner's lender, and any other person or entity with a legal or equitable interest in the Property. (2) This Waiver constitutes a representation by the undersigned signatory, for and on behalf of the undersigned, that the payment referenced above, once received, constitutes full and complete payment for all work performed, and all costs or expenses incurred (including, but not limited to, costs for supervision, field office overhead, home office overhead, interest on capital, profit, and general conditions costs) relative to the work or improvements at the Property. The undersigned hereby specifically waives, quitclaims and releases any claim for damages due to delay, hindrance, interference, acceleration, inefficiencies or extra work, or any other claim of any kind it may have against the Owner and its lender, any tenant of the Owner, the Owner's project and/or development manager (if any), the General Contractor (if this Waiver is signed by a subcontractor or supplier), or any other person or entity with a legal or equitable interest in the Property, relative to the work or improvements at the Property. IN WITNESS WHEREOF, the undersigned signatory, acting for and on behalf of the firm or company listed below and all of its laborers, subcontractors, and suppliers, has placed his hand and seal this day of , 20 FIRM OR COMPANY: By: Print Name: Sworn to and subscribed Before me this day of Its: 120 Notary Public (NOTARY SEAL) My Commission Expires: -3- DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXHIBIT D SIGNAGE & DISPLAY CRITERIA The following sign guidelines shall govern the design, color, size, illumination, location and manner of installation of all of Tenant's signs to be placed on or near the Premises and/or the Shopping Center. The design, size and location of all signs must be approved in writing by Landlord, in its sole discretion. Landlord's approval of Tenant's sign shall not constitute the assumption of any liability on the part of Landlord with respect to accuracy or conformity with any zoning, building or signage code or other governmental or regulatory requirements. Tenant shall be solely responsible, at its sole cost, for its sign plan and obtaining all permits and approvals from all appropriate governmental and regulatory bodies. Tenant is required to use professional environmental graphic designers and signage companies to determine sign design and specifications. Tenant's signage shall be subject to Landlord's approval in accordance with Landlord's Retailer Signage & Display Criteria (which may be modified from time to time as Landlord may elect) a copy of which was made available to Tenant before the execution of the Lease and will be thereafter provided to Tenant by Landlord at any time following Tenant's request for the same. Tenant hereby acknowledges having had the opportunity to review the Retailer Signage & Display Criteria and either has reviewed it or has elected not to review it. 1. Tenant is permitted one (1) front sign, one (1) blade sign, and one (1) rear sign [if applicable]. All signs are subject to both government and Landlord approvals, in Landlord's sole discretion. 2. All Tenants are required to have a unique identity. If Tenant does not have an identity, the Landlord will refer the Tenant to a preferred professional designer to establish an identity. Generic business names like "Cleaners," "Bank," "Diner," etc. are not allowed. 3. Only signs that carry Underwriters Laboratory (UL) listing will be permitted. The following sign types arc not permitted (without written approval by Landlord, in Landlord's sole discretion): a. Signs of the flashing, rotating, moving, blinking or animated type b. Signs with red, green or yellow as a primary color (includes material finish & illumination) c. Signs with exposed neon tubing, exposed lamps, or any exposed sign illumination or illuminated sign cabinets d. Roof mounted signs 4. Tenant shall submit sign working drawings to Landlord within the timeframe required by the Lease and no sign shall be installed until Landlord's written approval has been granted in Landlord's sole discretion. Tenant shall provide Landlord a copy of the sign permit prior to sign installation. All drawings should show actual construction of the sign. No standard details will be acceptable. The sign working drawings must indicate the following: a. Shopping center name b. Store name c. Space number d. Complete address e. Type and size of all lettering f Elevation view of storefront showing sign (drawn to scale) with overall height and width dimensions of sign, overall square footage of sign, detail dimensions ofmajor sign elements (graphics, letterfomis, etc.) and the linear dimension of the allowable areas of Tenant's presentation. g. A technical section (to scale) through the sign and storefront showing all pertinent construction details. Describe all fastener and weld details. Show attachment detail to building. h. Colors and finishes of all materials i. Wattage and light intensity by lumping type j. Location of penetrations for conduit and sleeves, etc. required for sign installation k. A photograph of the storefront with sign location shown to scale 5. Tenant's sign shall be located above the storefront of the Premises and within the limits of the area designated by Landlord as the "sign band." Tenant's sign shall be centered vertically within said sign band and horizontally within the lineal front footage of the Premises. Fagade signs to have a minimum clearance of 10" from upper and lower edges of sign band, and 12" clearance from demising wall centerline. The letters of Tenant's sign shall have a maximum height of I Vand a minimum height of 12". 6. Major Tenant signage shall be regulated by Landlord and the size and location will be at the discretion and approval of Landlord. 7. All Tenant signage shall be installed in accordance with Landlord provided Signage & Display Criteria. These criteria also provide direction and character images for window signs, graphics and displays, in addition to A -frame signs, outdoor furniture and awnings. These design elements must be approved by the Landlord in its sole discretion in order to maintain a first class shopping experience. 8. Illumination shall be internal to the sign (exposed neon within letterforms, halo -illuminated) or by external front lighting. Light sources shall not cause glare hazardous to pedestrians or vehicle drivers. Lighting is to be white. Colored lamps shall be permitted only with Landlord approval. 9. Face illumination to only consist of day/night type face material so that face reads as solid element during the day and illuminates at night. Illumination to be consistent with no shows or hot spots. Standard type acrylic faced letters/signs with colored faces are prohibited. 10. Non -illuminated storefront fagade signage prohibited without express Landlord approval. DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 11. All tenant signs must be new and custom-made. Restored vintage or reuse signs are acceptable if approved by Landlord. 12. No sign shall be placed in final position without Landlord approval. Poor quality materials or construction will not be approved. Final installation will be subject to approval and must conform to criteria and drawings provided, as well as to local building codes. 13. If applicable, Tenant shall provide a dedicated circuit for the Tenant's signage illumination and shall coordinate and utilize Landlord -provided master switching relay system for all illuminated signage. 14. Service/rear egress/delivery doors to Tenant areas will have standard identification (Tenant's name and address number) designed and installed by the Landlord at the Tenant's expense. No other signing or graphic is permitted at the service entrance. 15. The signage contractor shall perform all cutting and patching of existing surfaces where required for installation of the signage work included herein. The procedures proposed for the accomplishment of cutting and patching work shall be submitted by the sign contractor to the Landlord for approval. Submission to also include work schedule showing start of work, finish date and any other important dates within project timeline. 16. All penetrations of the building structure required for sign installation shall be neatly sealed in a watertight manner. 17. All signs shall be individually pin -mounted or, if canopy mounted, on a raceway (not to be larger than 4'x4') pre -finished to match building or per individuat development standard. 18. Landlord is not responsible for cost incurred for replacement or construction of signs that do not conform to these sign guidelines. 19. Sign company names or stamps shall be concealed if permitted by code. 20. Public safety decals on glass in minimum sizes, subject to the approval of Landlord, may be used, as required by building codes or other governmental regulations. 21. Prohibited sign materials include, but are not limited to the following: a. Flashing lights b. Animated components c. Vinyl trim caps on letterform/sign face or return. See note J for face material limitations. Use of minimal size aluminum retainers or other low profile retainers for letterfonn/sign face are encouraged. d. Cabinet signs with illuminated, translucent background and silhouette letters e. Vacuum -formed plastic letters f Paper, cardboard, stickers, or decals applied to or located behind the storefront glazing g. Sandblasted wood signs in natural wood finish with painted, raised letters and/or logos h. Advertising placards, banners, pennants, names, insignia, trademarks, or other descriptive or promotional material not designed as part of Tenant's overall presentation and brand identity may not be affixed or maintained on windows, glass fixtures, equipment, or another area of the storefront without Landlord approval. i. Exposed raceways, exposed ballast boxes or electrical transformers. If raceway is used, it must be integrated into design of sign. Note applies to wall/fa�ade and canopy signs. j. Acrylic faced letterforms and sign cabinet. Only allowed acrylic faced elements are day/night type where face appears a solid color during the day and illuminates white at night. See note C for trim cap limitations. o"cunig"snv°wp /ooCp45z/9-cu40-4o 1*so7-E6ne43cClp5 ��&*~�� ~~--`^—^^~^^~~ Square Master Sign Prograrn _______________ Page Pwrpqw, The purpose ufthis Master Sign Program is to set acriteria for all tenants to follow concerning the design aesthetic oftheir identification signage. In accordance with the Tenants Lease Agreement, tenants will be obligated to comply with the following criteria and meet all requirements before ally identification signage may be installed. Anchor tenant as used in this document shall mean a single with a size exceeding 40,000 s[Outparce|shall mean asingle user inasingle building whose size |s less than 40.000st All storefront identification signs under this criteria shall beindividual, reverse lit channel letters with halo lighting mounted nnafull size raceway the following specifications: ° Font Style: Gotham Medium ° Letter Faces: .090" thick aluminum ° Primary Face Color: Red (PMS D32-[o,Black, except for anchors and outpauc|s which can beGreen (PMS 363 -[ match color mPuh|mgreen) orWhite aswell as Red and/or Black ° Letter Returns: .O§3^thick aluminum welded wface, one color throughout ° Letter Backs: ]/l6''clear |exan back ALL PAINT LETTERS TO BE PAINTED WITH A GLOSS ENAMEL FINISH. All letter sets are to be mounted on a full 090aluminum raceway painted to match existing storefront color (see Landlord for color upec). access panel mreveal electrical components ncqvie�for inspeservice,onand service, -2and� grounding and bonding asper NEC Z5U. DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 155unishirie Square Master Sign Program "'y I'll I�''j, h Pact 1., 2 Q -7 -Sine RlestfKtJon-s; 'fenarn, signage is restricted to the sign hand area only. No signage is permitted to encroach on an, arcl aximurn sc U are footage of sign is cl,,itectural feature of the building. M, area allowed mined by the fern ant leased Space an(,] sign �and area available. Restrictions wire as follows� * Must comply with C,ity of Boynton Beach Sign Cocle1.5 square I'm for each lineal foot of lease space frontage, Tenant Signage shall not exceed 8096 of the designated sign band area. 1"enant's are NOT' permitted to modify the approved letter style in any way, the integrity of the approved font III rentain in tact. In .line stores: 18" to 30" for single line copy and 12" max. letters with a 30" total copy height for stacked. "' Stores with pop --up, sign features: 6' rillax for single line copy. Stacked copy cannot exceed 6' of total copy height. * Outparcels: 30" max. letter height within the sign hand, with allowance of 48" if'placed on the wall Outside any sign barld. * Anchors: 6' rnax for single line copy. Stacked copy cannot exceed 8' of total copy height. C -AltiminAtion., All storefront idoitification lettering shall he individual, reverse lit channel lettering using LE , D, Lighting cornponents. All illumination MUSt be in compliance with the, Florida Building Code and all local government codes and regulations. tl(JLIStty standards apply and each electrical component must be U.L. listed and properly labeled. All power supplies must be concealed in the soffit or behind the. wall but must be accessible for inspections and service. Disconnect switches (20 arnp) are mandatory and rillust be shown on tile side of the sign air(] on the power supply as per NEC 6070_2. Grounding and Bonding as per NEC 250, D- Prohibited Sups;. All signs prohibited by the City Sign code are also prohibited herein. Also this SI, n Program takes precedent over the City Sign Code in cases of conflict, however Sic this Sign Prograrn is silent on art item, the City Sign Code shall be enforced. DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 Surishine Square Master Sign Program E - Excepdons: I - Registered Trademarks: Tenants that have Registered Trademarked logos, either with a recognized font style and/or, logo emblem are permitted to rise their letter style and logo for their identification signage. Corporate colors may be utilized in Nationally Recognized Logos. However, logo emblems are limited to the following specification: • May NOT EXCEED 20% of the entire sign • May NOT EXCEED the maximum letter height of the sign • Logos must be within immediate proximity of the sign text. Logos may not stand alone or apart. ALL TENANTS that do not possess a Registered Trademark must comply with all other specifications in this entire design criteria. 2 - Anchor Tenants , Corner Tenants and Outparcel Tenants: Tenants that fall under this category are allowed two elevations of signage as long as the following applies: * Tenant in a corner unit rnust occupy entire space where sign area is proposed. * Tenant CANNOT EXCEED inaximUrn allowable square footage according to the City of Boynton Beach Sign Code and Regulations. U...-Terian,t-Ranel son Mon.uBVp:t1PyjQq_ Signs: Tenant panels on shared Sunshine Square Monument/Pylon Sign(s) are negotiated in the lease. All tenants that are awarded a space on the shared sign are required to install Red graphics (PMS 032- Q except for the Anchor, Tenant, The Anchor Tenant shall be located on the top sign panel and can be Red (PMS 032--Q or Green (PMS 363--C match Publix green). All letters and graphics will be on white Plexiglas. Corporate colors may be used in Nationally Registered logos provided the tenant narne is Red. If tenant does not have a Trademarked font or logo than the graphic font must match center approved font. 111,,-,,,U,nder Canopy Signs: Tenant Under Canopy Signs are non-illurninated panels painted with black vinyl graphics on a white background revealing current tenant's business name and are to be installed on existing black wrought iron bracket. All colors are to be consistent throughout, however, various font styles are permitted. Any new brackets added for new tenants spaces shall match the existing brackets in design, size and color. o"cunig"snv°wp /ooCp45z/9-cu40-4o 1*so7-E6ne43cClp5 61" ��o v��. � 111)' quare quare Master Sign Progrwri /orn`,xuuvo[o"xed` Page Ceneral: Each tenant must follow anapproval process before any identification signage may beinstalled. The tenant must first provide the landlord with one (l) se, of plans proposing the following: ° Elevation drawing showing your proposed sign either super imposed ona photograph nfthe leased space wranarchitectural drawing ofthe sign shown on the leased space. The drawing shall provide an exact likeness of size, pnopnrdnn, font type and color of the permanent sign proposed. ° Mans of proposed identification sign should call out all specifications in accordance with this design criteria. All colors, sizes, and construction information Should bedetailed onproposed plans. ° Once all plans are reviewed by the Property Owner and/or its representative and all approvals are received, apert-nit must beobtained horn the City nfBoynton Beach Building Department prior toany installations of said identification. Tenant sign vendors mus, be properly creclentialed in order »ocommence work azthe Sunrise Square Shopping [en/pr. All licenses and insurances should be in place and available for the Landlord's review auany given time during the length of the lease, DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 Sunshine 13'qLja,r'e Masl'erSigri Prograrn Red & (3reen Color Samples: PMS 363-C Green (to match Publix Green) PMS 032---C Red DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXHIBIT E SHOPPING CENTER RESTRICTIONS AT&T Mobility Exclusive Use: the sale of wireless communication products and services, local and long distance services and products, cable television products and services, satellite products and services, and internet access products and services Banfield Exclusive Use: animal hospital, veterinary clinic or medical or health facility for small domesticated animals, on a regular or incidental basis, including mobile vaccinations and teeth cleaning Chinatown Chinese Exclusive Use: Chinese take-out only restaurant Crown Wine & Spirits Exclusive Use: liquor and wine store Crumb) Cookies Exclusive Use: retail cookie store DIY Frozen Yogurt Exclusive Use: frozen yogurt Eye & Ear Sales and Service Exclusive Use: sale of optical and hearing products, eye and ear examinations, optical lab or optical surgery H&R Block Exclusive Use: tax preparation, electronic filing or refund anticipation loans MD Now Urgent Care Exclusive Use: a clinic providing walk-in urgent care medical services Panera Bread Exclusive Use: operation of a bakery/cafe restaurant, primarily featuring a full complement of bakery goods, breads and bagels baked fresh on-site, and salads, sandwiches, and soups for on- and off -premises consumption. By may of example and for clarification purposes, the foregoing shall include Manhattan Bagels, Einstein Bagels, Brueggers, Chesapeake Bay Bagels, Atlanta Bread, La Madeline, The Corner Bakery, Jason's Deli, My Friend's Place, Just Fresh, Cafe Carolina & Bakery, McAlister's Deli, Cosi, Dean & Deluca, or other restaurants having substantially the same concept. The restrictions shall not apply to (among other things) a tenant or occupant that sells goods, products or services that fall within the Exclusive Use definition if less than 20% of the tenant's or occupant's Gross Sales are derived from such items. Pet Supermarket Exclusive Use: right to sell pets, pet food, wild bird food, wild bird supplies, pet supplies, services and related items Pet Supermarket Restrictive Uses: lease space in center to a direct category competitor of Tenant (for example, Petco, Pet Supplies Plus or Petsmart) Publix Exclusive Use: (i) engage in the retail sale of groceries and other products typically offered for sale in a grocery supermarket; (ii) operate a grocery supermarket, bakery, delicatessen, and/or fish market; (iii) sell drugs or other products which are required by law to be dispensed by a registered pharmacist, even though such pharmacist may not be required to be present for delivery of such products; (iv) engage in retail sales of items offood for "off -premises" consumption; and (v) engage in retail sales of beer, ovine, distilled spirits and other alcoholic beverages for "off -premises" consumption (i.e. a liquor store) Publix Restrictive Uses: (i) any unlawful purpose, or in any way which would constitute a legal nuisance to adjoining tenants in the Shopping Center; dry cleaning plant; adult entertainment facility; adult book store; a so-called "head shop'; a gaming, gambling, betting or game of chance business (exclusive ofthe sale oflottery tickets); or (ii) massage parlor (other than Massage Envy or similar massage center offering massage therapy services), health spa (other than not more than two (2) "upscale" health spas such as Spa Sydell or Natural Body, which upscale health spas shall not exceed an aggregate of 4,000 square feet of Leasable Floor Area and which shall only be located within the "Permitted Gym and Real Estate Office Area" shown on the Staging and Use Plan); cinema or theater; skating rink; bowling alley; discotheque; dance hall; nightclub; amusement gallery; pool room; gymnasium (other than a Ladies Workout Express, Curves or similar use (each a "Small Format Gym") not to exceed two small Format Gyms and an aggregate of 2,400 square feet of Leasable Floor Area and which shall only be located within the "Permitted Gym and Real Estate Office Area" shown on the Staging and Use Plan); pin ball or electronic game room (provided, the foregoing restriction shall not prohibit the operation of a maximum of three (3) pin ball and electronic game machines in not more than two tenants' premises and provided the Leasable Floor Area devoted to such game machines in any individual tenant's premises shall not exceed 250 square feet); funeral parlor; flea market; bingo parlor; cafeteria; sale, rental or lease of automobiles, hocks, other motorized vehicles, or trailers; car wash; billboard; cell phone tower, pawn shop or driving school. In addition, Landlord hereby covenants and agrees that no other premises in the Shopping Center or Outparcels located within 500 feet of the Storeroom (which distance shall be measured from the Storeroom demising wall nearest said other premises to the demising wall of said other premises nearest the Storeroom) shall be used for a day care center. Landlord hereby covenants that no premise in the Shopping Center or Outparcels shall be used for a "concept" restaurant and/or cocktail lounge of a parking intensive nature, such restaurants and/or cocktail lounges, being similar in nature to Bennigan's, T.J. Applebee's, Outback Steakhouse, Chili's, Hooters, and T.G.I. Friday's. No more than eight (8) restaurants, in aggregate, may be located in the Shopping Center. In no event shall a restaurant of any kind be located within one hundred (100) feet of the Storeroom nor within the "No Restaurant Area" depicted on the Staging and Use Plan. The location, type and size of those restaurants shall be further limited as follows: (i) Retail A, as shown on the Site Plan, which will be located on Outparcel 3, may house no more than two (2) quick -serve restaurants (such as a take-out restaurant or a restaurant providing limited seating to customers) and no fast-food or sit-down restaurants; (ii) Retail B, as shown on the Site Plan, may house only one (1) quick - serve or sit-down restaurant, including but not limited to a Panera Bread, Crispers, Atlanta Bread Company or similar format restaurant specifically within this building but not elsewhere in the Shopping Center, the main customer door of which must face to the north or northeast; (iii) Retail 1, as shown on the Site Plan, may house as many as four (4) restaurants, only one of which may be a sit-down restaurant and said sit-down restaurant may not exceed 3,100 square feet and must be located in the DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 northern half of the building, and the aggregate square footage of all other restaurants in Retail I may not exceed 4,300 square feet; and (iv) Retail 2, as shown on the Site Plan, may house as many as three (3) restaurants, only one (1) of which may be a sit-down restaurant occupying not more than 3,000 square feet, the main customer door of which must face to the north, and any other restaurants in the building must be quick -serve restaurants each occupying not more than 1,400 square feet, only one of which may have a main customer door that faces to the East and the others of which must face to the North. Notwithstanding the foregoing, if no restaurant is located within the Retail B building, then Landlord may house as many as two (2) sit-down restaurants in the Retail I building, both of which must be located in the northern half of the building; however, this sentence shall not operate to increase the total number of restaurants permitted in the Retail 1 building. Any provision above to the contrary notwithstanding, Landlord shall be entitled to permit the operation of one (1) real estate broker services office not to exceed 3,000 square feet of Leasable Floor Area, which shall only be located within the area depicted as the "Permitted Gym and Real Estate Office Arca" on the Staging and Use Plan. Any provision above to the contrary notwithstanding, Landlord may permit the existing health club operator (the "Club Tenant"), which is operating in the Shopping Center as "Zoo Health Club" as of the Effective Date hereof, to continue its operations, including the exercise of any extension or renewals of its existing lease (the "Club Lease") (the "Club Exception"). The Club Exception shall include Landlord's right to relocate the Club Tenant to the tenant bay shown on the Staging and Use Plan as "Club Tenant Relocation Area". Landlord shall be permitted to approve one assignment or conveyance of ownership interest by the Club Tenant to a third -parry, and thereafter, shall deny any requests for approval of an assiginncnt or conveyance of ownership interest by the new Club Tenant, to the extent permitted by the Club Lease. The Club Exception shall not extend to any other party desiring to operate a gymnasium or health spa other than expressly permitted in this Paragraph 16.03(b). Upon the expiration of the Club Tenant lease or its earlier termination, Landlord may replace the existing Club Tenant within the Shopping Center provided such operation is located within the "Permitted Gym and Real Estate Area" and so long as such operation does not conduct twenty- four (24) hour operations and occupies not more than 4,000 square feet of Leasable Floor Area. Notwithstanding anything to the contrary contained in this Paragraph 16.03(b), only one (1) "Small Format Gym" (occupying 2,400 square feet or less) shall be permitted to operate within the Shopping Center so long as the Club Tenant or any Club Tenant replacement is actively operating within the Shopping Center. Pure Barre Exclusive Use: barre based exercises (not including bar based weights) Sage Dental Exclusive Use: operation of a dental office for general, cosmetic and/or a specialty dentistry practice, including endodontics, periodontics, oral surgery, pediatrics, implantology and/or orthodontics, and other related procedures that are legally performed by a licensed dentist. Tropical Smoothie Caf6 Exclusive Use: blended beverages or fresh squeezed juice drinks; blended beverages" shalt be defined as any beverage blended with ice, fruits, vegetables, yogurt, nuts, and nutritional supplements, and shall also include pre -made bottled blended beverages TD Bank Exclusive Use: a commercial bank, savings bank, savings and loan or credit union DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXHIBIT F FORM OF GUARANTY OF LEASE GUARANTY OF LEASE The undersigned Adam Maltz, Ross Multz, Alex Rodriguez and Daphne Rodriguez, jointly and severally, herein called Guarantors, hereby unconditionally and irrevocably guarantees to Landlord (a) the due and punctual payment in full (and not merely the collectability) of all Rent, Additional Rent, and all other amounts due and payable by Tenant under the Lease dated 12022 by and between E&A Sunshine, LLC as Landlord and AAR Fade Inc as Tenant; and (b) the full and faithful performance and observance of all terms, covenants, and conditions contained in said Lease to be performed or observed by Tenant. If more than one person or entity constitutes the Guarantor, the liability of all such person or entities under this Guaranty shall be joint and several in all respects. Guarantors shall be liable for any and all future transactions between Landlord and Tenant arising out of or relating to the Lease, including but not limited to any future extension of the lease term. Further, Guarantors expressly agree that Landlord may, in its sole and absolute discretion, without notice to or further consent of Guarantors and without in any way releasing, affecting, or impairing the obligations and liabilities of Guarantors hereunder (a) waive compliance with any of the terms of the Lease; (b) modify, amend, or change any provisions of the Lease by agreement between Tenant and Landlord; (c) grant extensions or renewals of the Lease and/or effect any release, compromise, or settlement in connection therewith; (d) assign or otherwise transfer all or part of its interest in the Premises, or this Guaranty or any interest therein or herein; and (e) consent to an assignment, subletting, conveyance, or other transfer of all or any part of the interest of Tenant in the Lease. Guarantors acknowledge that they are materially benefitted by the Lease and the undertaking by Guarantors to execute and deliver this Guaranty is a material inducement to Landlord to enter into the Lease. If Tenant holds over beyond the term of the Lease, Guarantors' obligations hereunder shall extend and apply with respect to the full and faithfid performance and observance of all of the covenants, terms, and conditions of the Lease and of any such modification thereof. This Guaranty, and all of the terms hereof, shall be binding on Guarantors and the successors, assigns, and legal representatives of Guarantors. Guarantors do not require and hereby waives all notices of Tenant's nonpayment, nonperformance, or nonobservance of the covenants, terms, and conditions of the Lease. Guarantors hereby expressly waive all notices and demands otherwise required by law which Guarantors may lawfully waive. Insofar as the payment by Tenant of any sums of money to Landlord is involved, this Guaranty is a guaranty of payment and not of collection, and shall remain in full force and effect until payment in full to Landlord of all sums payable under the Lease. Guarantors waive any right to require that Landlord bring any legal action against Tenant before, simultaneously with, or after enforcing its rights and remedies hereunder against Guarantors. Landlord shall not be required to make any demand on Tenant, apply any security deposit being held by Landlord on behalf of Tenant or any other credit in favor of Tenant, or otherwise pursue or exhaust its remedies against Tenant before, simultaneously with, or after enforcing its rights and remedies hereunder against Guarantors. Neither Guarantors' obligation to make payment in accordance with the terms of the Guaranty nor any remedy for the enforcement thereof shall be impaired, modified, released, limited, or affected in any way by any impairment, modification, release, or limitation of the liability of Tenant or its estate in bankruptcy, resulting from (a) the operation of any present or future provision of the Bankruptcy Code of the United States or from the decision of any court interpreting the same; (b) the rejection, or disaffirmance, of the Lease in any such proceedings; or (c) the assumption and assignment or transfer of the Lease by Tenant or Tenant's bankruptcy trustee. Guarantors represent and warrant that this Guaranty has been duly authorized by all necessary corporate action on Guarantors' part, has been duly executed and delivered by a duly authorized officer, and constitutes Guarantors' valid and legally binding agreement in accordance with its terms. The liabilities of Guarantors are coextensive with that of Tenant and also joint and several, and legal action may be brought against Guarantors and carried to final judgment either with or without making Tenant a parry thereto. Until all of Tenant's obligations under the Lease are fully performed, Guarantors (a) waive any rights that Guarantors may have against Tenant by reason of any one or more payments or acts in compliance with the obligations of Guarantors under this Guaranty; and (b) subordinates any liability of indebtedness of Tenant held by Guarantors to the obligations of Tenant to Landlord under its Lease. Guarantors waive the benefit of any statute of limitations affecting Guarantors' liability under this Guaranty. This Guaranty shall be governed by and construed in accordance with the laws of the State in which the Premises encumbered by the Lease shall exist. Guarantors hereby consent to the jurisdiction of any competent court within said State and in Landlord's discretion, including, without limitation, Federal courts of the United States. Guarantors hereby waive trial by jury in any action brought on or with respect to this Guaranty. Guarantors agree to pay all costs and expenses incurred by Landlord in enforcing this Guaranty, including, without limitation, all legal fees and disbursements. Within ten (10) business days after each request by Landlord is received by Guarantors, Guarantors shall deliver estoppel certificates to Landlord ("Estoppel Certificate") certifying in writing that this Guaranty remains in full force and effect and such other matters as reasonably requested by Landlord. Each Estoppel Certificate shall be made in favor of Landlord, any mortgagee, any assignee, any purchaser or any other person specified by Landlord. Guarantors represent and warrant as to themselves and, if applicable, their shareholders, partners and members that none of them, nor any of their shareholders, partners or members, is listed in Executive Order 13224 -Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit or Support Terrorism, as amended ("Executive Order 13224"), and none of them has any present, actual knowledge that any other persons or entities holding any legal or beneficial interest whatsoever in each are included in, owned by, controlled by, knowingly acting for or on behalf of, knowingly providing assistance, support, sponsorship, or services of any kind to, or otherwise knowingly associated with any of the persons or entities referred to or described in Executive Order 13224, or other banned or blocked person, entity, nation, or transaction pursuant to any law, order, rule or regulation that is enforced or administered by the Office of Foreign Assets Control. Any breach of the foregoing representations and warranties shall constitute an event of default by Guarantors and shall be covered by the indemnity provisions of the Lease. DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 IN WITNESS WHEREOF, the undersigned has signed this Guaranty this day of 12022. GUARANTOR: Adam Multz [Home Address] [Horne Address] [Phone Number] GUARANTOR: Ross Multz [Home Address] [Home Address] [Phone Number] GUARANTOR: Alex Rodriguez [Home Address] [Home Address] [Phone Number] GUARANTOR: Daphne Rodriguez [Home Address] [Home Address] [Phone Number] DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXEMPTION OF WAGES FROM GARNISHMENT IF YOU PROVIDE MORE THAN ONE-HALF OF THE SUPPORT FOR A CHILD OR OTHER DEPENDENT, ALL OR PART OF YOUR INCOME IS EXEMPT FROM GARNISHMENT UNDER FLORIDA LAW. YOU CAN WAIVE THIS PROTECTION ONLY BY SIGNING THIS DOCUMENT. BY SIGNING BELOW, YOU AGREE TO WAIVE THE PROTECTION FROM GARNISHMENT. GUARANTOR: Adam Multz [Address] [Address] [Phone Number] Date Signed: GUARANTOR: Ross Multz [Address] [Address] [Phone Number] Date Signed: [Signature Page to Continue] DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 GUARANTOR: Alex Rodriguez [Address] [Address] [Phone Number] Date Signed: GUARANTOR: Daphne Rodriguez [Address] [Address] [Phone Number/ Date Signed: DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 SHOPPING CENTER LEASE AGREEMENT TABLE OF CONTENTS ARTICLE 1 - DEFINITIONS AND CERTAIN BASIC PROVISIONS.......................................................................................................... 1 ARTICLE IA - CERTAIN SPECIAL PROVISIONS...................................................................................................................................... 2 ARTICLE2 - GRANT..................................................................................................................................................................................... 3 ARTICLE3 - RENT..................................................................................................................................................................................... 3 ARTICLE 4 - PERCENTAGE RENT.............................................................................................................................................................. 4 ARTICLE 5 - GROSS SALES REPORTING.................................................................................................................................................. 4 ARTICLE 6 - ADDITIONAL RENT............................................................................................................................................................... 5 ARTICLE 7 - SECURITY DEPOSIT.............................................................................................................................................................. 5 ARTICLE 8 - COMMENCEMENT OF TERM AND RENT.......................................................................................................................... 5 ARTICLE9 - PREMISES................................................................................................................................................................................ 6 ARTICLE10 - USE OF PREMISES............................................................................................................................................................... 6 ARTICLE I 1 - CONTINUOUS OPERATION................................................................................................................................................ 6 ARTICLE 12 - RETAIL RESTRICTION LIMIT............................................................................................................................................ 7 ARTICLE 13 - CARE OF PREMISES............................................................................................................................................................ 7 ARTICLE 14 - COMMON AREAS AND PARKING..................................................................................................................................... 7 ARTICLE 15 - TAX RESPONSIBILITIES..................................................................................................................................................... 7 ARTICLE16- MECHANIC'S LIEN.............................................................................................................................................................. 8 ARTICLE 17 - PRO RATA SHARE OF EXPENSES, TAXES AND INSURANCE..................................................................................... 8 ARTICLE 18 - CONSTRUCTION OF IMPROVEMENTS............................................................................................................................ 9 ARTICLE 19 - FIXTURES AND INTERIOR ALTERATIONS ....._.._..._.................. .............. ......................._...._............_........._............. 9 ARTICLE 20- INDEMNIFICATION AND INSURANCE............................................................................................................................ 9 ARTICLE 21 - NON -LIABILITY; GENERAL DAMAGE AND FIRE DAMAGE..................................................................................... 11 ARTICLE 22 - PROPERTY INSURANCE BY LANDLORD...................................................................................................................... 11 ARTICLE 23 - MUTUAL WAIVER OF SUBROGATION.......................................................................................................................... 12 ARTICLE 24 - DEFAULT BY TENANT.., .......................................................... __ ............................................................... _ __ 12 ARTICLE 25 - WAIVER OF TRIAL BY JURY........................................................................................................................................... 13 ARTICLE 26 - LIEN OF LANDLORD FOR RENT, TAXES AND OTHER SUMS................................................................................... 1.3 ARTICLE 27 - DEFAULT BY LANDLORD................................................................................................................................................ 13 ARTICLE28 - TENANT'S REPAIRS........................................................................................................................................................... 13 ARTICLE 29 - LANDLORD'S REPAIRS., ................................................................... - ........................................................................ 13 ARTICLE30 - UTILITIES............................................................................................................................................................................ 14 ARTICLE 31 - RIGHT OF ACCESS............................................................................................................................................................. 14 ARTICLE32 - SIGNS................................................................................................................................................................................... 14 ARTICLE33 - FORCE MAJEURE............................................................................................................................................................... 15 ARTICLE 34 - QUIET ENJOYMENT.......................................................................................................................................................... 15 ARTICLE35 - BANKRUPTCY.................................................................................................................................................................... 15 ARTICLE 36 - CONDEMNATION............................................................................................................................................................... 15 ARTICLE 37 - ASSIGNMENT AND SUBLETTING................................................................................................................................... 16 ARTICLE 38 - SUBORDINATION AND ATTORNMENT......................................................................................................................... 17 ARTICLE 39 - TENANT'S ESTOPPEL CERTIFICATE.............................................................................................................................. 17 ARTICLE 40 - EXCULPATION................................................................................................................................................................... 18 ARTICLE41 - NOTICE................................................................................................................................................................................ 18 ARTICLE 42 - HOLDING OVER................................................................................................................................................................. 18 ARTICLE 43 - PARTIAL INVALIDITY...................................................................................................................................................... 18 ARTICLE 44 - SIGNATURES REQUIRED................................................................................................................................................. 18 ARTICLE 45 - NO JOINT VENTURE.......................................................................................................................................................... 18 ARTICLE 46 - TIME OF ESSENCE............................................................................................................................................................. 18 ARTICLE 47 - ACCORD AND SATISFACTION........................................................................................................................................ 18 ARTICLE48 - RECORDATION................................................................................................................................................................... 18 ARTICLE49 - CAPTIONS............................................................................................................................................................................ 19 ARTICLE 50 - RESPONSIBILITY OF TENANT........................................................................................................................................ 19 ARTICLE 51 - SURRENDER OF PREMISES............................................................................................................................................. 19 ARTICLE 52 - GOVERNING LAW AND INTERPRETATION................................................................................................................. 19 ARTICLE53 - BROKERS............................................................................................................................................................................. 19 ARTICLE 54 - ATTORNEYS' FEES; LANDLORD'S FEES AND EXPENSES., __ ................................... ....................... __ _ 19 ARTICLE 55 - ABANDONMENT OF PERSONAL PROPERTY............................................................................................................... 19 ARTICLE 56 - AMERICANS WITH DISABILITIES ACT......................................................................................................................... 19 ARTICLE 57 - CLARIFICATION OF TERMS............................................................................................................................................ 20 ARTICLE 58 - ENVIRONMENTAL MATTERS......................................................................................................................................... 20 ARTICLE 59 - PERSONAL INTEREST DISCLOSURE............................................................................................................................. 21 ARTICLE 60 - UNRELATED BUSINESS INCOME................................................................................................................................... 21 ARTICLE 61 - RULE AGAINST PERPETUITIES...................................................................................................................................... 21 ARTICLE 62 - NO WAIVERS; AMENDMENTS........................................................................................................................................ 21 ARTICLE 63 - ENTIRE AGREEMENT........................................................................................................................................................ 21 ARTICLE 64 - SHOPPING CENTER RESTRICTIONS..... .................................................. .............. _ ............................................ 21 ARTICLE 65 - SUCCESSORS AND ASSIGNS........................................................................................................................................... 22 ARTICLE 66 - GUARANTOR...................................................................................................................................................................... 22 ARTICLE67 - AUTHORITY........................................................................................................................................................................ 22 ARTICLE 69 - CONFIDENTIALITY........................................................................................................................................................... 22 ARTICLE 69 - TERMINATION...____...____...____...____...____...____...____...____...____...____...____...____...____...____...__.. 22 DocuSign Envelope ID: 2CF45219-C8404971-AED7-E6B6A43CC1F5 ARTICLE 70 - NOTICE TO MORTGAGEE..................................................................... ARTICLE 71 - PATRIOT ACT.......................................................................................... ARTICLE 72 — LIENS FOR IMPROVEMENTS............................................................... ARTICLE 73 — RADON GAS............................................................................................ ARTICLE 74— COUNTERPARTS/ACCEPTANCE OF ELECTRONIC SIGNATURES EXHIBITS EXHIBIT A SITE PLAN EXHIBIT B LANDLORD'S WORK EXHIBIT C TENANT'S WORK EXHIBIT G1 FORM OF LIEN WAIVER EXHIBIT D SIGNAGE & DISPLAY CRITERIA EXHIBIT E SHOPPING CENTER RESTRICTIONS EXHIBIT F FORM OF GUARANTY OF LEASE ........................................................................... 22 ....................................................................... 22 ........................................................................... 22 ..................................................................... 22 ........................................................................ 22 DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 GUARANTY OF LEASE The undersigned Adam Multz, Ross Multz, Alex Rodriguez and Daphne Rodriguez, jointly and severally, herein called Guarantors, hereby unconditionally and irrevocably guarantees to Landlord (a) the due and punctual payment in full (and not merely the collectability) of all Rent, Additional Rent, and all other amounts due and payable by Tenant under the Lease dated February 22 , 2022 by and between E&A Sunshine, LLC as Landlord and AAR Fade Inc as Tenant; and (b) the full and faithful performance and observance of all terms, covenants, and conditions contained in said Lease to be performed or observed by Tenant. If more than one person or entity constitutes the Guarantor, the liability of all such person or entities under this Guaranty shall be joint and several in all respects. Guarantors shall be liable for any and all future transactions between Landlord and Tenant arising out of or relating to the Lease, including but not limited to any future extension of the lease term. Further, Guarantors expressly agree that Landlord may, in its sole and absolute discretion, without notice to or further consent of Guarantors and without in any way releasing, affecting, or impairing the obligations and liabilities of Guarantors hereunder (a) waive compliance with any of the terms of the Lease; (b) modify, amend, or change any provisions of the Lease by agreement between Tenant and Landlord; (c) grant extensions or renewals of the Lease and/or effect any release, compromise, or settlement in connection therewith; (d) assign or otherwise transfer all or part of its interest in the Premises, or this Guaranty or any interest therein or herein; and (e) consent to an assignment, subletting, conveyance, or other transfer of all or any part of the interest of Tenant in the Lease. Guarantors acknowledge that they are materially benefitted by the Lease and the undertaking by Guarantors to execute and deliver this Guaranty is a material inducement to Landlord to enter into the Lease. If Tenant holds over beyond the tern of the Lease, Guarantors' obligations hereunder shall extend and apply with respect to the full and faithful performance and observance of all of the covenants, terms, and conditions of the Lease and of any such modification thereof. This Guaranty, and all of the terms hereof, shall be binding on Guarantors and the successors, assigns, and legal representatives of Guarantors. Guarantors do not require and hereby waives all notices of Tenant's nonpayment, nonperformance, or nonobservance of the covenants, terms, and conditions of the Lease. Guarantors hereby expressly waive all notices and demands otherwise required by law which Guarantors may lawfully waive. Insofar as the payment by Tenant of any sums of money to Landlord is involved, this Guaranty is a guaranty of payment and not of collection, and shall remain in full force and effect until payment in full to Landlord of all sums payable under the Lease. Guarantors waive any right to require that Landlord bring any legal action against Tenant before, simultaneously with, or after enforcing its rights and remedies hereunder against Guarantors. Landlord shall not be required to make any demand on Tenant, apply any security deposit being held by Landlord on behalf of Tenant or any other credit in favor of Tenant, or otherwise pursue or exhaust its remedies against Tenant before, simultaneously with, or after enforcing its rights and remedies hereunder against Guarantors. Neither Guarantors' obligation to make payment in accordance with the terms of the Guaranty nor any remedy for the enforcement thereof shall be impaired, modified, released, limited, or affected in any way by any impairment, modification, release, or limitation of the liability of Tenant or its estate in bankruptcy, resulting from (a) the operation of any present or future provision of the Bankruptcy Code of the United States or from the decision of any court interpreting the same; (b) the rejection, or disaffirmance, of the Lease in any such proceedings; or (c) the assumption and assignment or transfer of the Lease by Tenant or Tenant's banlauptcy trustee. Guarantors represent and warrant that this Guaranty has been duly authorized by all necessary corporate action on Guarantors' part, has been duly executed and delivered by a duly authorized officer, and constitutes Guarantors' valid and legally binding agreement in accordance with its terms. The liabilities of Guarantors are coextensive with that of Tenant and also joint and several, and legal action may be brought against Guarantors and carried to final judgment either with or without making Tenant a party thereto. Until all of Tenant's obligations under the Lease are fully performed, Guarantors (a) waive any rights that Guarantors may have against Tenant by reason of any one or more payments or acts in compliance with the obligations of Guarantors under this Guaranty; and (b) subordinates any liability of indebtedness of Tenant held by Guarantors to the obligations of Tenant to Landlord under its Lease. Guarantors waive the benefit of any statute of limitations affecting Guarantors' liability under this Guaranty. This Guaranty shall be governed by and construed in accordance with the laws of the State in which the Premises encumbered by the Lease shall exist. Guarantors hereby consent to the jurisdiction of any competent court within said State and in Landlord's discretion, including, without limitation, Federal courts of the United States. Guarantors hereby waive trial by jury in any action brought on or with respect to this Guaranty. Guarantors agree to pay all costs and expenses incurred by Landlord in enforcing this Guaranty, including, without limitation, all legal fees and disbursements. Within ten (10) business days after each request by Landlord is received by Guarantors, Guarantors shall deliver estoppel certificates to Landlord ("Estoppel Certificate") certifying in writing that this Guaranty remains in full force and effect and such other matters as reasonably requested by Landlord. Each Estoppel Certificate shall be made in favor of Landlord, any mortgagee, any assignee, any purchaser or any other person specified by Landlord. Guarantors represent and warrant as to themselves and, if applicable, their shareholders, partners and members that none of them, nor any of their shareholders, partners or members, is listed in Executive Order 13224 -Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit or Support Terrorism, as amended ("Executive Order 13224"), and none of them has any present, actual knowledge that any other persons or entities holding any legal or beneficial interest whatsoever in each are included in, owned by, controlled by, knowingly acting for or on behalf of, knowingly providing assistance, support, sponsorship, or services of any kind to, or otherwise knowingly associated with any of the persons or entities referred to or described in Executive Order 13224, or other banned or blocked person, entity, nation, or transaction pursuant to any law, order, rule or regulation that is enforced or administered by the Office of Foreign Assets Control. Any breach of the foregoing representations and warranties shall constitute an event of default by Guarantors and shall be covered by the indemnity provisions of the Lease. DocuSign Envelope ID: 2CF45219-C840-4971-AED7-E6B6A43CC1F5 IN WITNESS WHEREOF, the undersigned has signed this Guaranty this 22 dayof February 2022 GUARANTOR: ocuSigned by: ED 1, 24Cso346399e4Fs Adam Multz 2225 sw 16th pl [Home Address] Boca Raton Florida 33486 [Home Address] 8458214606 [Phone Number] GUARANTOR: DocuSigned by: i€€iaae�€easasa. Ross Multz 13426 shell beach court [Home Address] Delray Beach Florida 33446 [Home Address] 8452703525 [Phone Number] GUARANTOR: DocuSigned Alex Rodriguez 8 Nottingham place [Home Address] Boynton Beach, fl 33426 [Home Address] 7864797278 [Phone Number] GUARANTOR: Ened by: L-'O'ues,s- , - Daphne Rodriguez 8 Nottingham Pl [Home Address] Boynton Beach, FL 33426 [Home Address] 3059753694 [Phone Number] DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 EXEMPTION OF WAGES FROM GARNISHMENT IF YOU PROVIDE MORE THAN ONE-HALF OF THE SUPPORT FOR A CHILD OR OTHER DEPENDENT, ALL OR PART OF YOUR INCOME IS EXEMPT FROM GARNISHMENT UNDER FLORIDA LAW. YOU CAN WAIVE THIS PROTECTION ONLY BY SIGNING THIS DOCUMENT. BY SIGNING BELOW, YOU AGREE TO WAIVE THE PROTECTION FROM GARNISHMENT. GUARANTOR: D��occ^uS••igned by: Adam Multz 2225 sw 16th pl [Address] Boca Raton F1 33486 [Address] 8458214606 [Phone Number] Date Signed: 2/22/2022 1 9:07:39 AM PST GUARANTOR: DocuSigned by: Ross Multz 13426 shell beach court [Address] Delray Beach Florida 33446 [Address] 8452703525 [Phone Number/ Date Signed: 2/22/2022 1 12:12:06 PM EST [Signature Page to Continue] DocuSign Envelope ID:2CF45219-C840-4971-AED7-E6B6A43CC1F5 GUARANTOR: DocuSigned by: Alex Rodriguez 8 Nottingham place [Address] Boynton Beach , fl 33426 [Address] 7864797278 [Phone Number] Date Signed: 2/22/2022 1 12:05:34 PM EST GUARANTOR: F�..Dned by: a963ESQe575YR�B... Daphne Rodriguez 8 Nottingham PI [Address] Boynton Beach, FL 33426 [Address] 3059753694 [Phone Number/ Date Signed: 2/22/2022 1 9:18:22 AM PST 1, i �e B101YO NTO�IIIIIdlll211l1lll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 CONSENT AGENDA AGENDA ITEM: 10.D. SUBJECT: Approval of a 60 -day Extension for the Commercial Property Improvement Grant Program to Custom Truss LLC located at 510 1 ndustrial Avenue -311J�IJ�/_1W19 The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial costs associated with the construction, repair, and/or rehabilitation of commercial building improvements. The Commercial Property Improvement Grant Program provides a 50% reimbursement of the applicant's expenditure for the eligible improvements up to a maximum grant total of $50,000. Under the program guidelines eligible improvements must be permanent items that stay with the building. On September 14, 2021, the CRA Board approved a Commercial Property Improvement Grant in the amount of $25,000 to Custom Truss LLC located at 510 Industrial Avenue, Boynton Beach, FL 33426 (see Attachments I - 11). Custom Truss is one of the oldest and most reliable truss manufacturers in Florida and is proud to provide custom wooden trusses to homeowners and builders throughout South Florida and the Caribbean. Custom Truss has been located in Delray Beach since 2001 and recently relocated to Boynton Beach when they purchased an industrial property. Custom Truss LLC is seeking reimbursement for interior and exterior improvements including: Converting storage to new office space, window replacement, stair replacement, new bathroom, new air conditioning, etc. The total cost of eligible property improvements exceeds $223,200. Per the grant guidelines, the applicant has 180 days from permit approval to complete their project and submit for reimbursement. The project received their permit on July 20, 2022 (see Attachment 111). The applicant had until January 18, 2023, to complete the project and submit for reimbursement. On January 6, 2023, the owner of the property sent an email requesting the 60 - day administrative extension until March 19, 2023, which was approved by staff (see Attachment I V). On March 10, 2023, Custom Truss received their Certificate of Occupancy from the City's Building Department (see Attachment V). On March 15, 2023, staff received the packet of documentation requesting reimbursement. After review of the documents, the grant recipient was notified they provided the proper documentation, however, they were lacking their Palm Beach County Business Tax Receipt (BTR). Since being notified by staff on March 16th, the grant recipient has submitted their County BTR application and are waiting on County approval. Custom Truss LLC is requesting CRA Board approval for a 60 -day extension from March 19, 2023, to May 18, 2023, to finalize their County BTR application process in order to submit their final reimbursement request. FISCAL IMPACT: FY2020-2021 Budget Project Fund, Line Item 02-58400444, $25,000. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan A:L\ 107_1NOZ6729Mki61 Approval of the 60 -day extension from March 19, 2023, to May 18, 2023, for the Commercial Property Improvement Grant to Custom Truss LLC located at 510 Industrial Avenue, Boynton Beach, FL 33426. ATTACHMENTS: Description D Attachment I - Commercial Property Improvement Application D Attachment II - Location Map D Attachment III - Permit Approval D Attachment IV - 60 -day Extension Request D Attachment V - Certificate of Occupancy BOYNTON �CRA BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERICAL PROPERTY IMPROVEMENT GRANTPROGRAM The Commercial Property Improvement Grant Program is designed r. 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 and rehabilitation of buildings i +, RPlan, 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 goa�s 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 six months or reiocating to Boynton Beach. The term "existing business" means a company that has been in operation within the BBCRA Area for a minimurn of two years 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. Page 1 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 AppHcant(s) may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. The Commercial Property Improvement Grant Program offers financial assistance to the landlord 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. 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-beacti.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 "I . ........... Page 2 of 17 Property Improvement 100 East Ocean Avenue, 4"' Floor, Boynton Beach, FL 33435 —Phone: (561.) 600 9090 www,boyntonbeachcra,corn * lmprovernents 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 appiication. * 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, * Grant funds will be reimbursed exclusively for approved work and approved change orders. * The Comrnercial 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 reirnbUrsernent. To ensure that the property does not have any outstanding liens, violations or monies omied for utilities, the BBCRA will perform a lien search an the properly at a cost of $115.00, which will be deducted from any grant funding awarded to the recipient. Initials Page 3 of 17 Property Improvement 100 East Ocean Avenue, 0' Floor, Boynton Beach, FL. 33435 -- Phone: (561.) 600 .. 9090 www.boyntonbeachcra.corn 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. 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 CRA no longer make payments for any reimbursement requests, regardless of whether the request was submitted prior to the termination of the grant. Only one 60 day administrative extension will be permitted, and the BBCRA has the sole and absolute discretion to grant or deny such extension, * Project items 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. * 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. All commercial projects require permitting and site plan modification reviews. 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 purpos.es, of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Initials Page 4 of 17 Property Improvernent 100 East Ocean Avenue, 4"' Floor, Boynton Beach, FL 33435 — Phone: (56J.) 600 - 9090 www.boyntonbeachcr-a.com * Structural wa i's * Grease tra p installati * Electrical systems, including exterior and interior lighting * Landscaping and irrigation within the project site I * Fencing (excluding chain link, barbed wire, and wood panels) * Electric vehicle charging stations — See attached ReNew PACE Eligible Product List • 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 0 Flooring ADA Improvements Signage Doors/windows Patio decks connected to the building * Roofing (Not to exceed 50% of total grant award) * Security came ras/system** (not including security personnei) ** 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 niaxinlUm arnount 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 Cornrnercial Property Improvement Grant Program- Massage/Personal Services Firearm Sales/Shooting Ranges Religion- Affiliated Retail Stores Non-profit Organizations Adult Gambling Arcades Check Cashing Stores Adult Entertainment Vapor/E-Cigarette Stores Medical Research Centers/Housing Massage/Personal Services Churches/places of worships Alcohol and/or Drug Rehabilitation Centers/blousing Any other use that the BBCIAO staff or "CRA Board determine will not support the redevelopment of the BBCRA Area Page 5 of 17 Property Improvement 100 East Ocean Avenue, 41" Hoor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www,boyntor)beachcra.com . ..... .i is i� RUTUTS7 on the type of business, which then determines the amount of eligible funding. Ali 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. 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 MaXiMUrn amount of $50,000 in grant funding. * Restaurant * Gourmet Food Market * Bakery m I or 1 em 1� I I liall 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 protect budget as specified at the firne of BBCRA Board approval, up to a maxim= arnoun't of $25,000 in grant funding. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: * Home D&cor/Design — home furnishings, art galleries, kitchen wares * ACCOUnting Offices * Real Estate Offices * Boutiques — clothing, shoes & accessories * Law Offices * Hair/Naill Salons (no more than two approvals per fiscal year) Initials Page 6 of 17 Property I rnprovenient 100 East Ocean ,Avenue, 4i" Floor, Boynton Beach, FL 33435 Phone: (561) 600 - 9090 www.boyritorik)eachcra.com • 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 facade paly improvements 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 (no more than two approvals per fiscal year) 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 * Convenience Stores: (Fagade and Security Improvement only) Lease Terms * Pawn Shops * Liquor Store * Laundry/Dry Cleaner facility 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. The commercial lease MUst define the landlord -tenant relationship and at mininIUM 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 terns of lease and methodology for future rent increases; * Responsible party for interior and exterior repairs arid/or irnprovernents; * Insurance requirements; * Ability to terminate; and Initials Page 7 of 1.7 Property lrnprovenient 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 -- Phone: (561) 600 - 9090 www.boyritoril3eaclicr-a.com I 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 must submit an original, "hard copy" 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: A. 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. Written detailed project budget describing the improvements to be done to the property, 1 Cost estimate(s) from a licensed contractor(s) as specified in the applicant's If 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, 4. Signage design, project color chips, material samples and material specifications, % if applicable. '5. Copy of building permit receipt/application, If the permit has not beer) applied for prior to submission of the grant application, a copy of the building permit receipt is due within 90 days of grant approval, or the grant award may be terminated. 6. Resume for each principal/owner of the business. T Copy of the corporate documents for the applying business entity. 8. Copy of executed multi-year commercial lease agreement. 9, Copy of Warranty Deed. 10. Two years of corporate tax returns (for existing businesses only). A1,.T o years of personal tax returns for the principal/owners of a new business. Page 8 oft7 Property Improvement 100 East Ocean avenue, 4"' Floor, Boynton Beach, FL 33435 - Phone: (561) 600 9090 www,boyntoi,abeachcra.com 12.Copy of design and construction plans associated with the proposed improvements. 13. 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. 14.A minimum of four color digital "before" photos of the exterior and interior portions A of the project.' 15. Completed and signed application (attached). 16. Authorization to perform credit check for the business and each principal/owner of the business (attached). 1Z,,W9 Form and Vendor Application (attached). City Planning and Development Department Acknowledgement Form (attached). ,1,City Permit Department Acknowledgement Form (attached). The above referenced City Forms (line 18 and 19) 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) 742-60M All regUired documentation must be submitted no later than noon two weeks,.iqTi.g.r-I.o th-e, secon�!-Tgg a f the mqnt�. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement, lf 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. Page 9 of 17 Property Improvement 1.00 East Ocean Avenue, 4111 Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www.boyntonbeachcra,coni 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, This 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. 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. 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). Wtials Page 10 of 17 Property improvement 100 East Ocean Avenue, 4"' Floor, Boynton each, FL 33435 -- Phone: (561) 600 - 9090 www.boyntonbeachcnacorn 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 5. A minimum of 4 color "after" photos of the project. 6. A copy of the Certificate of Occupancy/Compietion. 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 1313CRA, 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 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 riot create any rights for any pates, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the BBCI A 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 direcfly responsible have been paid is sufficient assurance for the BBCRA to award grant funding Page 11. of 17 Property Crnprovement 100 East Ocean Avenue, 4'h Floor, Boynton Beach, FL 33435 .- Phone.- (561) 600 - 9090 www.boyntonbeachcraxorn BOYNTON ammBEACH 0':*1MUNfTY 'y APPLICANT INFORMATION BUSINESS INFORMATION: Business Name (d/b/a if applicable): P,7 CurrentBusiness Address: 1-, JAI` J �,A 2 -- ') Fed ID#: -, > (L� ') L 2 '�f >, 'I , Business PhoneNurnber� t CeH: mF 4 Website:� --- - ----------------- ............ Existing usiness. Yes No Number of years in existence: Time at Current Location: New Business to Boynton Beach; Yes' , No Do you have an executed lease agreement: Yes"" No If so, monthly base rent:' New Business Address (if applicable): 0 SCIUare footage of current location: ,- I Square footage of new location: Type of Business: LW1vvt,,,-4,et Tier I Business: o Tier 2 Business:11 V- Tier 3 Business: (Tier Classification subject to BBCRA Board Approval) Number of Employees: _ 2,0. Hours of Operation: . ....... . List of improvements seeking reimbursement for s gF Requested grant amount, Page 1.2 of 17 Property Improvernent 100 East Ocean Avenue, 4111 Floor, Boynton Beach, FL. 33435 -- Phone: (561) 600 - 9090 www.boyntonbeachcra.con°r BOYNTON amm B EAC H COMMUNUY RfiET`),,EN?"1" PRINCIPAL/OWNE,R INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: 11/-L"',�-". Date of Birth: Email: 7 . .......... ..... . . ..... . Residential Address: . ........ ......... .. .. .. .. ............. ... Cell Phbne Number: t �, -"b - ? C) 2. Principai/Owner Name: Date of Birth -,Email-, Residential Address: Cell Phone Number: 3. Principal/Owner Name: Date offirth:Email- Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Email: Residential Address: Cell Phone Number: Are you applying for grant assistant Linder any other program offered by the BBCRA? Yes No if yes, what additionalrograrns are you applying for: 41 Page 13 of 17 Property improvement 1.00 East Ocean Avenue, 0' Floor, Boynton Beach, FL 33435 — Phone: (561) 600 9090 www.boyntorrbeaclicra.com BOYNTON APPLICANT INFORMATION Are you receiving grant assistance under any other governmental agencies: Yes _.._ No LANDLORD INFORMATION: Landlord Name: K- Lanftrd's Mailing Address: c Landlord's Phone NUrnber.- L4 S '� C .-11-1.±---.-1------ . . .. . . .. ........ .............. 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). 1, 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 tinder the Boynton Beach Community Redeveiopment Agency Commercial Property Improvement Grant Program, and it is true and cornplete 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 irylprisonment 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 14 of 17 Property improvement 100 East Ocean Avenue, 0' Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com BOYNTON mAmBEA(C F1 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. Shouid 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 deerned 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 r-ne from obtaining grant funding, l give permission to the BBCRA or its agents to take photos of myself and business to be Used to promote the program. l 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 2.13, of 17 Property Improvement 100 East Ocean Avenue, 4'h Floor, Boynton Beach, FL 3343S -- Phone: (561) 600 - 9090 www,boyntonbe ichcra.corn u BOYN APPLICANT q E Principal/Owner's Signature irate i'rrnted —.____._ __._._........ awe �ritie Principal/Owner's Signature Dake _._..r............_....__....................... _.... ...._.__....._..._..._... ....._..__..._..__... _ -_..............._............ rn.....___.._...h_. Printed Mae Title Principal/C wner's Signature Date __-_.............. ........ __.,............................................................................. ............... _.....,.._..._...._._.,.....__.._.......,...__....._........_.._...........__..._........._........................ _................ Printed Name Title Notary as to PrincipallOwner' Signatures - Multiple notary pages inay be used if si nie individually STATE OF COUNTY iNT C7... '17_ .. BEFORE ME, an officer daily authorized by law to administer oaths and take aclgn ,,>vy]ed erraents, personally appearedt�...f i ._i ._....., arra is"" ase? ;,/ aicn t me or prodraced_..,. _...__... as identification, and acknowledged he/she executed the foregoing Agreel-raent for the use and purposed mentioned in it and that the instrument is his/her act and deed, IN WITNESS OF THE FOREGOING, ri ve set ray hand and official seal in the State and County aforesaid on this .w�....._,..._...-__.__...��40, � day of ....M .�.:..�._p..... �� rF .. _. ---------- a„ it .. My CommissionFpires: y i cCUtiSSi GG 923128 �Fl GG 2 , 2023 ' tiNOU4 Publ*4 aFmde Page 16 of 17 si rs Property Improvement 100 East Ocean Avenue, 4" Floor, Boynton beach, FL. 33435 -- Phone: (561) 600 - 9090 www.boyntonbeachcra,corn APPLICANT q E Principal/Owner's Signature irate i'rrnted —.____._ __._._........ awe �ritie Principal/Owner's Signature Dake _._..r............_....__....................... _.... ...._.__....._..._..._... ....._..__..._..__... _ -_..............._............ rn.....___.._...h_. Printed Mae Title Principal/C wner's Signature Date __-_.............. ........ __.,............................................................................. ............... _.....,.._..._...._._.,.....__.._.......,...__....._........_.._...........__..._........._........................ _................ Printed Name Title Notary as to PrincipallOwner' Signatures - Multiple notary pages inay be used if si nie individually STATE OF COUNTY iNT C7... '17_ .. BEFORE ME, an officer daily authorized by law to administer oaths and take aclgn ,,>vy]ed erraents, personally appearedt�...f i ._i ._....., arra is"" ase? ;,/ aicn t me or prodraced_..,. _...__... as identification, and acknowledged he/she executed the foregoing Agreel-raent for the use and purposed mentioned in it and that the instrument is his/her act and deed, IN WITNESS OF THE FOREGOING, ri ve set ray hand and official seal in the State and County aforesaid on this .w�....._,..._...-__.__...��40, � day of ....M .�.:..�._p..... �� rF .. _. ---------- a„ it .. My CommissionFpires: y i cCUtiSSi GG 923128 �Fl GG 2 , 2023 ' tiNOU4 Publ*4 aFmde Page 16 of 17 si rs Property Improvement 100 East Ocean Avenue, 4" Floor, Boynton beach, FL. 33435 -- Phone: (561) 600 - 9090 www.boyntonbeachcra,corn 0. LANDLORD INFORMATION E ndj`d's'igryature Cate �' i7nted Name Title Landlord's Signature gate Printed Marna Titin; Notary as to Priv ipall er',Signatures - Multiple l notary Pages /nay be used if signing individually mm STATE OF COUNTY OF BEFORE ME, an off i+ personally appeared on e Or produced� .." � ._td i�sti a:ti�rs, and acknowledged h0,6' xecuted the foregoing Agreement for the use and purposed mentioned ir& it and that the instrument is his/her act and deed, W WITNESS OF THE FOREGOING, i have set my{ hand and official seal in the ;tate and County aforesaid on this (-) w , day of .._rte f _._ , r 20 121 .._ EMILY PASHER My COMMISSION 4 GG S22H28 •-�l EXPJAES: ecer be; 2 , 2022 NOTARY PUBLIC Ply Commission Expires: Pate 1.7 of 1.7 Property improvement 100 East Ocean Avenue, 41n Floor, Boynton Beach, FL 33 •33 .._- Phrarre: (561) 600 _. 9090 rww.boyntorrbeachcra.com 8/26/2021 PAPA Maps DOROTHYJACKS A H :h�°� AS ,Y. n�,r�vA„ , �,��y��v�11��da�°��'n��'111';IIllllllllllllllll' Wo vrhe« whu roe , V""I eu+ 11ax bllo valliuc, $2,147,321 https://ma ps. co. pal m-beach.fl. us/cwgis/papa. htm I?gval ue=08434520000000071 # 1 /1 uuuuuii�ipp uuuuuiuuiiul uuuuuuuuui� OVEQ ouo�l uuuuuuuuiu� up a uui° Lynton Beach Building Division e mazakasd 07/20/2022BoyhFL 33425-0310 Ird,!l2��d' ---------------------------------------------------------------------------- Application Number . . . . . 21-00000729 Date 7/20/22 Application pin number . . . 0015470109 Property Address . . . . . . 510 INDUSTRIAL AVE PCN: 08-43-45-20-00-000-0071 Lot Number: Tenant nbr, name 510 IA Application type description COMMERCIAL REMODEL, INT/EXT ---------------------------------------------------------------------------- Application desc 2ND FLOOR TENANT BUILDOUT Owner ------------------------ IOK Holdings Inc 510 INDUSTRIAL AVE BOYNTON BEACH FL 33426 Contractor ------------------------ COURCHENE DEVELOPMENT CORP 1101 S ROGERS CIR STE 5 BOCA RATON FL 33487 (561) 997-8520 Work Description Information COMMUNITY NUMBER 120196 1 FIRM MAP 12099CO789F 1 X FLOOD ZONE/ 0.2% CHANCE 1 --- Structure Information 000 000 MULTI OFFICE, WAREHOUSE Construction Type . . . . . TYPE III B CONSTR Occupancy Type . . . . . . MIXED USE Flood Zone . . . . . . . . X FLOOD ZONE/ 0.2% CHANCE ---------------------------------------------------------------------------- Permit BUILDING PERMIT Additional desc BUILDING PERMIT Phone Access Code 2435030 Permit pin number 2435030 Issue Date . . . . 7/20/22 Valuation . . . . 421850 Expiration Date . . 1/16/23 ---------------------------------------------------------------------------- Permit ELECTRICAL PERMIT Additional desc ELECTRIC PER PLANS Phone Access Code 2439750 Permit pin number 2439750 Sub Contractor AMP ELECTRIC INC Issue Date . . . . 7/20/22 Valuation . . . . 47000 Expiration Date . . 1/16/23 IAV /4PDPDITI(DrV T TF -II= F1,EC:)lJIFZI= I=rVTS CIDF= TF -WS F -I=F -'e IT, T"I=F-,= A -%."m' E3I= PRI=-TP-,IGTI r -VS F'F=LIGd,E�LI= T(D TF -II F FRC.:iF I=FaTY T" T A,`a' ISI= F=C: lU C.) I rV T" I= F� LIF= L I C:F� I= C a CD F� F :7 S C> F= T" I= C: C9 U -F N' .S U C:" - T I-II= F;Z I= U I F1, I= I= PVT F= Cr FR, F -I C> I= C>FR, F� FR C3 F=' E F ZTY C) I= FZ S C�Iial�,TIC3 fa.I='I�I�C�9�,�L L, fR"E. -F" =FSI= /iV EI = F� F=. FZI T -S FZ I= C2 U I F2I= r3 F= FR eJ CDT" I= I= �'4:3VI=F=2 IVIF=FVT L F=PV TITII=S SUC-- 1 FI=L�9I=F=ZAL P.I=PV SII=�v„ ------------ - f 'moi-s-crlec�ee-¢-a� i—'v<`h - �a��rra}-a ------------------------ Ir'e =b F-s�rti r'r its ra cst rise Iv ci vvitY 'ra t --ix (i --s} rr 'vt frc3rr�r th� -. All ��®�s Tait ��gI ��a�a�a�I�v to 10V .4 EB Ei A' E'G ins ection. nspections scheduled after 3:00 will not COMMENCEMENT MAY RESULT IN YOUR PAYING WICE FOR IMPROVEMENTS TO YOUR PROPERTY. A NOTICET MUST BE RECORDED AND POSTED ON THE JOB SITETHE FIRST INSPECTION. I YOU INTEND TO OBTAIN1 C1 , CONSULT WITH YOUR LENDER OR AN ATTORNEY BEFORE RECORDINGYOUR NOTICE T"." u16 Lynton Beach Building Division OVE9Ave mazakasd 07/20/2022 Boy "#ach, FL 33425-0310 ---------------------------------------------------------------------------- Page 2 Application Number . . . . . 21-00000729 Date 7/20/22 Application pin number ---------------------------------------------------------------------------- . . . 0015470109 Permit FIRE PERMIT Additional desc . . Phone Access Code 2543924 Permit pin number 2543924 Issue Date . . . . 7/20/22 Valuation . . . . 421850 Expiration Date . . 1/16/23 ---------------------------------------------------------------------------- Permit LOW VOLTAGE PERMIT Additional desc . . Phone Access Code 2543460 Permit pin number 2543460 Sub Contractor . AMP ELECTRIC INC Issue Date . . . . 7/20/22 Valuation . . . . 421850 Expiration Date . . 1/16/23 ---------------------------------------------------------------------------- Permit MECHANICAL PERMIT Additional desc MECHANICAL PER PLANS Phone Access Code 2439768 Permit pin number 2439768 Sub Contractor . ASTRO AIR INC (DARSCH) Issue Date . . . . 7/20/22 Valuation . . . . 47000 Expiration Date . . 1/16/23 ---------------------------------------------------------------------------- Permit PLUMBING PERMIT Additional desc PLUMBING PER PLANS Phone Access Code 2439776 Permit pin number 2439776 Sub Contractor . CATOE & SON PLUMBING INC Issue Date . . . . 7/20/22 Valuation . . . . 47000 Expiration Date . . 1/16/23 ---------------------------------------------------------------------------- Special Notes and Comments 3/3/2021, 8:13:34 AM BYB2RPC N.O.C. REQUIRED BEFORE THE 1ST INSPECTION, REGISTERED AND CERTIFIED. I" /-kC>ED11-T1C3 " -FCD� -TFAFH C -'F= -T"I -'3 I" -T "F-= F UE3LAC; C -)F TF 4SLJC'.Fl AS -T "FE FZ E= <D LJ I F2U-- NA U--I`.1-I- i- C--) F', "CD M U-- CD Fl- F, FzCD F- U-- F -Z I -e CD \Af " k_ -F2 A, CD C-- I -,-T I C> A, F� F� F% C:) \,fA, L, A, " L-3 Ti I E=- F-1 F-= NA AY E?. F-= ID ID ITIC9fV AL__ F'-F7(-MJ1FZF7rD F- F -C3 M C -) -T " F7 Fz ^--3 vv^ -FF -=F --Z C>FZ F=F7rDE-FRAt "L -JL -L- --J iti-iin six .ssUz. of tnms Fso .. nit r' Zftc-' tkC- 1�xst I 0a-4 uuuuuii�ipp uuuuuiuuiiul uuuuuuuuui� OVEQ ui Lynton Beach Building Division mazakasd 07/20/2022Boy r �7 #each, AveFL 33425-0310 ---------------------------------------------------------------------------- Page 3 Application Number . . . . . 21-00000729 Date 7/20/22 Property Address . . . . . . 510 INDUSTRIAL AVE PCN: 08-43-45-20-00-000-0071 Lot Number: Tenant nbr, name . . . . . . 510 IA Application description . . . COMMERCIAL REMODEL, INT/EXT ---------------------------------------------------------------------------- Required Inspections Phone Insp Seq Insp# Code Description Initials Date ---------------------------------------------------------------------------- Permit type . . . . BUILDING PERMIT 10 1010 1010 1010 FOOTER 10 1030 1030 1030 SLAB FORM 10 1700 1700 1700 FRAMING - INT 10 1740 1740 1740 INSULATION 10 1760 1760 1760 DRYWALL SCREW 10 1777 1780 1780 CEILING GRID 999 1999 1999 1999 BUILD FINAL Permit type . . . . ELECTRICAL PERMIT 10 3400 3400 3400 ELEC ROUGH 10 3600 3600 3600 ELEC CEILING ROUGH 999 3999 3999 3999 ELEC FINAL Permit type . . . . FIRE PERMIT 10 9055 9055 9055 FIRE FRAME 10 9700 9700 9700 FIRE SMOKE TEST 999 9999 9999 9999 FIRE FINAL Permit type . . . . LOW VOLTAGE PERMIT 10 3400 3400 3400 ELEC ROUGH 10 3600 3600 3600 ELEC CEILING ROUGH 999 3999 3999 3999 ELEC FINAL uuuuuii�ipp uuuuuiuuiiul uuuuuuuuui� OVE9 ouo�l uuuuuuuuiu� u�l �� uui° °u°°uu r�� '�IIDUIII Lynton Beach Building Division e mazakasd 07/20/2022BoyFL 33425-0310 ---------------------------------------------------------------------------- Page 4 Application Number . . . . . 21-00000729 Date 7/20/22 Property Address . . . . . . 510 INDUSTRIAL AVE PCN: 08-43-45-20-00-000-0071 Lot Number: Tenant nbr, name . . . . . . 510 IA Application description . . . COMMERCIAL REMODEL, INT/EXT ---------------------------------------------------------------------------- Required Inspections Phone Insp Seq Insp# Code Description Initials Date ---------------------------------------------------------------------------- Permit type . . . . MECHANICAL PERMIT 10 6200 6200 6200 MECH ROUGH 10 6400 6400 6400 SMOKE TEST 999 6999 6999 6999 MECH FINAL Permit type . . . . 10 4100 4100 10 4400 4400 999 4999 4999 PLUMBING PERMIT 4100 PLUMB ROUGH/UNDERGROUND 4400 PLUMB ROUGH/TOP-OUT 4999 PLUMB FINAL All inspections must be scheduled 24 hours prior to inspection. Inspections scheduled after 3:00 will not have the option for the next business day. "Notice: IN ADDITION TO THE REQUIREMENTS OF THIS PERMIT, THERE MAY DE ADDITIONAL RESTRICTIONS APPLICABLE TO THIS PROPERTY THAT MAY DE FOUND IN THE PUBLIC RECORDS OF THE COUNTY SUCH AS THE REQUIREMENT FOR HOME OR PROPERTY OWNER ASSOCIATION APPROVAL, AND THERE MAY BE ADDITIONAL PERMITS REQUIRED FROM OTHER GOVERNMENTAL ENTITIES SUCH AS WATER MANAGEMENT DISTRICTS, STATE AGENCIES OR FEDERAL AGENCIES." A permit is considered NULL and VOID if an approved inspection is not received within six (0) months from the issuance of this permit or after the last approved inspection. 105.4 DI3AAFBC Nicklien, Bonnie From: Nicklien, Bonnie Sent: Friday, January 06, 2023 12:21 PM To: Iva Kutlova Subject: RE: Permit Card 'Fhank you for the request. Your 60 -day grant extension request Inas been approved and extended to Friday IMarch 1.71' l will touch base at the beginning of (F=ebruary for another update„ From: Iva Kutlova <ivakutlova@msn.com> Sent: Friday, January 06, 2023 11:15 AM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Permit Card Hi Bonnie, I will wait for the CO and have one reimbursement. Also, I would like to request 60 days extension because of delays on interior glass panels. Thank you again for all the help. Iva From: Nicklien, Bonnie <NicklienB@bbfl.us> Sent: Friday, January 6, 2023 7:42 AM To: Iva Kutlova <ivakutlova@msn.com> Subject: RE: Permit Card Unfortunately, we are unable to process full reimbursement with a .'fCO. Flowever you can request partial reimbursement up to 50% of your total grant award now but the balance of your grant award would be held until CO. (Let me know if you would like to do a partial request or prefer to wait for your CO to do one reimbursement request. Allsop your grant expires .January 1.61h but you are eligible to request one 60 -day extension from staff. Please provide that request in writing before the 1..61" and explain the reason for the request and estimated completion date of your Ipro,llect. Then l will approve your request and extend your grant deadline. (Let me (know if you Ihave any questions. Bonnie 1 3oninsr^ Ilidlicdr1licrn Glrauurlt aurr;i If;Irl alu ct Pal bur ger Boynton Beach CorlmnII.Glrnll'tl? "genif�y 11IXi II C. 1I.)u e ain Pi�'llie. I B o°��rrrtirn Be chi Il::ku)ri da 3 05 i� d' 7 � 5 ��w" 61 � „11 ��( a'I�n�'.�p r 1 "° �� d'"dur d,du�lr�u V : r�ukul�l.p.,uur http://www.boyntonbeachcra.com America's Gateway to the Gulfstream "IIS ,rsc be ad,iiused that IIlor8ria has a broad uc r::orii��is 4,v a.nunr.l alll r,orut. ° �:nc tiil:) m ��rua e urur�rlll inua� r , ��fn��uruu: �;�� a � � �� r; rnwa rlect to u u u ur uwd r. II rVq"ntl rV IP1@."il.d.;PN"Ii.s Www, er'nllla8� hIeI('"'tl'Jire„''VOq@II C-rrn�ldl COrn"nrrnNVII"Illld Zt8Mn arlltl;r a �I i+r"rurc-ma.nllll address Ilrnaln°'ir'be-u[.Plcct b) From: Iva Kutlova <ivakutlova@msn.com> Sent: Thursday, January 05, 2023 3:16 PM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Permit Card Happy New Year Bonnie! We have a TCO, waiting on interior glass doors that got delayed,. They are supposed to arrive first week of February. We already moved and I have the rest of the documentation. Do you need CO or TCO is ok? Thanks Iva From: Nicklien, Bonnie <Nicl<lienB@bbfl.us> Sent: Wednesday, January 4, 2023 8:34 AM To: Iva Kutlova <ivakutlova@msn.com> Subject: RE: Permit Card Fli Vva and Flappy New Yearn Touching base on how the irnove went and to fellow up on beginndng the r61rnbursernent process. See bellow for the iterns needed to process your (property Improvement Grant. 2 • Certificate of Occupancy • Final Release of Lien from Courchene Development • Final Pay Application (aka Invoice) from Courchene Development • Proofs of payment from Custom 'f cuss LLC to Courchene Development (each proof of payment should show to the to, from, date and amount) totaling contract amount • D'ig'ital After Photos • Current City and County Business "rax Receipts Rent Reim bulr'seirnent will begin once your, Property improvement Grant Application its compllete and can The retro- ireiirnbursed beginning in the month you received your CO and continue 1.2 months moving forward. Please provide proof of rent payment from Custom "lrruss to II0IK 11olldlings. IPlease Ilet me (know the status of your 'FCO vs. CO. "oIlrlruic II\,fi l<,lienl n_irai'ntr and II:)r�ii.Oct h l nuu ngIN. Boynton Be! gin" h fn" r"nr,11101 110 „'.. 0tl"n"ain /),,1/e, �� Bcn'n� nto n Beach, I"lill.'urpda 33435 I d II Yd"t 909d') �� f 561 73'I3258 ) l'1J Ii l� l u u�i��^, r'n l i 0 �n�� kt k'r l" I p.0 �iy„ http://www.boyntonbeachcra.com � p:/Cwww.boyntonbeachcra.com America's Gateway to the Gulfstream IIbe :nnw:l�,Jrc" d that ��1orlda has a lnB oa:.i r�Iip.,ul)iin records IIa�:'o�d a ind �� Hll cor r"r�'r� .Po nciierlc° , t�I) rn '��na I�r:n'�' Hll Irl jcc; t t,'��: qq pp � III nhi/ r� �G9 n, d isc�losuri.!J�hnPlc:: I.. ., q ernl ll H in4.;clir as a ' I. " r�nrnn r:�lU Ir"!,tl.tl�Pntl, ,� annNhJ, m a.nll"�" „rN..9� 8t.` 01, n,:Y�nn"" .Vr re, oq„911” d nnn"n 11 corll"Ilr"nllNnn'nlltl"M±;NiIBogn arll"',' 11I0LI111 �C IlManiill rddri ��as ri,ian'�ri be �an9lr.W"'�r.R t"�`n llrllull+Ilan° n:;lliam" Nrnr„�n.,nrlrr. From: Iva Kutlova <ivakutlova@msn.com> Sent: Monday, December 19, 2022 2:53 PM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Permit Card Great, happy holidays! 3 Thanks for all the help. Iva From: Nicklien, Bonnie <NicklienB@bbfl.us> Sent: Monday, December 19, 2022 11:40 AM To: Iva Kutlova <ivakutlova@msn.com> Subject: RE: Permit Card Awesome news! We can touch base after the holidays on the r6mbursement process. Best Regards, Bolninle lr:;':+rru.uk II1', lick lieru �Guraiirts aur:.:i II:°„roper:'t Ih,N rn rger I� r'u Nrr Beach Iorr'nrR'wIIrII'A;;h 1`4"n:;.,y UN) il,rzi�llrAiidtl i,. "o'il+ntan Beach, ili�wuJa 331135 i Ihttp://mtww.lboyntonbeachcra.com America's Gateway to the Gulfstream l)leaW ern!061d &l'trat [. ��lorkia has a bmr?rl pubhc rnccflls lain alnd'trill bf3 me''1Ja erriI�:O II'na' be sIiub&�:A to di c1os re.Jurrler Il:lcar da r�i::?� �)rds 1ZV)N1, 1,V)eu°ria 11 ad:Jdirii-sses Prue pubhc recotds. ffiere�f�ore, yc�a uur-rrr:frlil !..onir�uuilunuraflon ama c: ur e -aunt' h:we ail ub e t to puubkc chsiiR)sure. From: Iva Kutlova <ivakutlova@msn.com> Sent: Monday, December 19, 2022 2:15 PM To: Nicklien, Bonnie <Nicl<lienB@bbfl.us> Subject: Re: Permit Card Hi Bonnie, yes we are moving this week. We have a TCO, just waiting for some interior glass doors. Thanks Iva 4 From: Nicklien, Bonnie <NicklienB@bbfl.us> Sent: Monday, December 19, 2022 9:25 AM To: Iva Kutlova <ivakutlova@msn.com> Subject: RE: Permit Card Ih-iope you are busy moving in todayl Please Ilet me know if there are any clhainges/updates to your sc'Ihedude. Wishing you and your familly a woinderfull holiday season oignic II"ilir::kkem p 3lra911r1t unlnd \adannra;nlgea B�O;;Y'yrattln Beach AneN"pev 110 „'.. 0:ear lin /),,11/e. �� Baa�B'B� nton Beach, h, I"Tiaaa"pa ra 33435 d'1�fickduendi@bbfl q.us http://www.boyntonbeachcra.com America's Gateway to the Gulfstream btl :)C[,d'n"mc. d'that "dorJ dan has n dnn'oa'Yn.d fie. ,!ogd!'n &od' a ind aH t.`oIS"espo nmw"1erca 'Lil) rk e 1Ja ImmH Ir 1111 tll 1 '::t tcii I ernlll H i34:idi a a a a " ', d; qi" mma!",:aa.alle::aN..968t. OI,tl,:Y�aa'� Il�a"I�""'Ila'DnI,„'ia"tl�aNq,„911"t"—rnal'r�all t.°tl,a',Prll"Iln"rllN nnnll�.Mi,hNirBtl�Pogrl !nrll�;':l r q�l°: a;a�dNrla„ ..,II"IIP t::,a t�rrnd "°q II'a;,4.��w�tl,":, :n,r,a 1� a U1' C-nfaa:lill )adadn i. ss uuuauly" besubuect tcIleilulbkc a:;llia t drrsu.,uril From: Iva Kutlova <ivakutlova@msn.com> Sent: Tuesday, November 29, 2022 1:29 PM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Permit Card Hi Bonnie, we are scheduling final inspections in the next 2 weeks. Moovung date is Dec 19th for now 5 Thanks Iva Sent from my iPhone On Nov 29, 2022, at 12:29 PM, Nicklien, Bonnie <NicklienB@bbfl.us> wrote: Good Afternoon Wa, Volpe you had a wondeirfO 'rhanksgliviingl Just touching base on the construction project. Thanks for the update, Bonnie :'"rrnn�e IlNilicklien 3u ain ":r 11"° d Il)r iDu ec U) l n ge: I3cvli'ntorll Be&!r l, J.)0 it /d"ea,Nllp A''l�Je. l,rioydatok"U Bealich, u'::gtl"oN"nalar 3335 �� 561 61130 90:�H .V (ndu i 737 3 25„8 P`fi6lua nBr��bbfLu.u:s h't 1pWwww.boyntonbeachcra.com America's Gateway to the Gulfstream c M!! c[liaiset :l that I”klrl a has a [Woad pVu[) Nr. r w:,�cc)rlil a awaind fila tii:B me Biala d."n'n a8 Iin,ii V''li/ bclsu wPld!!'u�zt to q"m;:; Iwa"mpwprw,".U�,GII w', ea' " d.�rntl,U;'IU IIw"tl.+:rB"Il.s cmaH irKidIr s"m9!ls are pu"9bhc0"w1!'vW rt.pq'ds, ore, '!��"N"''iNq$II"c,-n,.11.�lll �"" a II ��ruuuruuwuunu�."..��.urr nrud your e-maIIII address II II :u"IIS' be sub.le 't to 4"'ubhe clllamr',Nosure. From: Iva Kutlova <ivakutlova@msn.com> Sent: Tuesday, October 25, 2022 10:01 AM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Permit Card C. Hi Bonnie, we have been stuck again for 3 weeks with fire sprinklers permit. We have reached the city and it looks like it should be done any day now.... Thank we still have 3-4 weeks to finish. Thanks Iva From: Nicklien, Bonnie <NiciclienB@bbfl.us> Sent: Friday, October 21, 2022 10:12 AM To: Iva Kutlova <ivakutlova@msn.com> Subject: RE: Permit Card .Fust touching base on your project completion. your email below had the completion date of October t.7r". As a friendly reminder, the items II will need to process your reimbursement request is outlined below: 1., IFinal Release of (Lien from Courchene Development Corp 2... (Pay Applications from Courchene Development Corp 3. Proof of (payment in the form of cancelled checks and/or bank statements from Custom Truss II..II..C'to Courchene Development Corp, IE::ach proof of (payment shoulld show the to, from, date and amount. 4.. Signed Perrins and Certificate of Completion from City 6. (Digital After Photos 6.. Current City and County Business .'Fax IReceipt Thank you for the update on your project, 1::njoy your weekend, Bonnie 3r;mn'8e Pwfi:;khen Gurn!:Iursts aIli..a�'J II"riiaNect \,N uuna".ler %oVnton II`tca h+.:orII"'VN,.a,.nulr'rlli,ha 3343113 1100II �I�ud�r��n,ruri /'ik��,i�'e. Il.3,��r,11�,(rrt��uru 3��;11�.11~n,„ Il��l�)rnrl�'��r �� rlur N$lu��^urllbN+''ahhl'N.rus Ihttlp://www.lboyintonbeaclhcira.com DIt N America's Gateway to the Gulfstream P|leasebeadxisedthatF|mridahas m[roadpubUcrecords |avvandoUmornespomdenoetiz)mewiai.!nnai|nnoV[Wsub]ectt11.11 �isc|osuneUnderF]or[iareomnds|ami,ennaUaddnessesancpubUcnecordsl yC)ure'mai|cmnnnnunicatimnan� yOu11'e'mai|addressrnaVbesubjectt1iDpubHc6isc|msur�, From: Iva Kudova<kmkutuva@mon.cum> Sent: Tuesday, September U6'2OJ23:40PM To: Nick|ien,Bonnie <Nick|ienB8Dbbfl.us> Subject: Re: Permit Card HiBonnie, the contractor isgiving meOctober 17thcompletion date. Thanks Iva Sent from my iPhone On Sep 6, 2022, at 2:02 PM, Nicklien, Bonnie <NicklienB@bbfl.us> wrote: IM [::ollowing up on my email be�ow. Flmve a great day, Bonnie Bmnnie hi6l|ien Grants and �id'lanager 0o�vnton3eachCornmunityAgency DIM iDomanNve, BoVntmnBeach, F|�rida 334,35 -- -- G81-6OO-9O9O 581-737-3,2G8 -WicHenB@bbf|.us | --http�//vwww.boymtombeachcra.cmmm 8 America's Gateway to the Gulfstream ll, Ilia:lS'I!.be .nu.N�,/nsc:uJ tNnnt II:�ioi1dNa has a bnrad p:7�p.uUluc records Iln.:W ziind aHl til) 111110 "I'llia en,iaHlluii,ii /lit [Xi rul,: ornd�YwiH II d�c.on"°tl,l l i, cm.�BN ii:I3 J NII N "m"s s a. ii,c°i lul'PNBdw': � I'R.i�Nq'd';,p" . pnlrrh; Nrrrl�l'' ''h tl NqW&II t�"—n""kn,nlll �:d;�lirlllirri ..��"'flCz 1�8tl��pq"n n w N ; N w a. ,Pii� x Ld:ruuu r^ -nor null : N::Nn, uuuwll°, prd au.u[upd�CIt a Ilnu�ullnNlid:: 6 r la,,uure, From: Nicklien, Bonnie Sent: Monday, August 22, 2022 12:31 PM To: Iva Kutlova <ivakutlova@msn.com> Subject: RE: Permit Card N Iva, Dust 'touching (base to see (how construction its goiingN your ernaiill below s'ta'ted 6-8 weeks and it's been about 4 weeks so N thought II would check-iin. IHere is a q,uiclk checklist for you to use as you near the end of your (project and subrnirt for reimbursement: 1. IFinal Release of (Lien from Courchene Development Corp 2.. Pay Applications from Courchene Development Corp 3..Proof of (payment in the form of cancellled checks and/or bank statements from Custom Truss (LLC to Courchene Development Corp., Each (proof of payment should show the toy from, date and amount. 4. Signed Permits and Certificate of Completion from City 6. Digital After Photos 6. Current City and County Business .'Fax Receipt Once l receive these items, N will be able to process your reimbursement check. Please Ilea me (know if you have any q,uestlions. Best Regards, Bonnie From: Iva Kutlova <ivakutlova@msn.com> Sent: Thursday, July 21, 2022 1:24 PM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Re: Permit Card 9 The contractor is telling me 6-8 weeks. We have everything ordered for over a year, so it should be quick. Thanks for you help and patience. Thanks Iva From: Nicklien, Bonnie <NiciclienB@bbfl.us> Sent: Thursday, July 21, 2022 9:01 AM To: Iva Kutlova <ivakutlova@msn.com> Subject: RE: Permit Card yayl .U.hank you for slharing. You now have 180 days from permit approval (July 20t") to complete your project and submit for reimbursement (Jan 16, 202.3), you are eligible to request one 60 -day extension if needed. Can you please telll ime your propected timeline and next steps now that your Ihave your (permit? ii; orlrn'Ie Ilr'lli'r;khien°u Giants a:)i ndJ Il r lryd^:NII\ tan n ter ffi.)°II/nto n Beach d...dnull""Ilr"r"nu..inuly Agency 100 II Dd Ir dun Ade l3oipit'I�:dn ltewu !i.n„ II gorudia 33N3!!'I) 56 � 600-9090 561 y11 : n".,,,1!:158 I"''lod k lien B@Libl:L n.urn lhttp://www.boyntonlbeaclhcra.com 0 America's Gateway to the Gulfstream I'llr'!�7sc be 361,6rer J t ::7t Ila1orkla has a En oandJ pu.uh1kc rdc^: )riris Ilru ndd Ilindi all edllliaHll Irn xit [x.i ruEl 6"!alai, to uurl'w„ I NII'nl!JerI tori&::ll Il d tl tl;8nda d la's i"iJa c nliaH �ir�HJ�Jiil N�,aw� of es are I,Wu.u�PlBc O iic ord: s, I hcriii. „''httl)u�@II' dw?:-n""an 111 r;,orll,�Ilrrnun"n lltl, atlon"n n,� � lI unI'', ipdq) ur la-rnauVlll adJri.lss II"Iinan°'i„ be sube t til':'li-.mbllc ilfi c[!l! uurc, 10 From: Iva Kuduva Sent: Thursday, July Z1,2OZ211:SZAM To: Nicklien, Bonnie <NicklienB@bbfl.us> Subject: Fw:Permit Card HiBonnie, finally �� Iva From: Pau|inaMardnen0u Sent: Thursday, July 21,2O227:04AM To: Iva Kut|uva Subject: Permit Card <imaQe009jp0> Courchene Development Corporation Boca Raton, FL 33487 11 CITY OF BOYNTON BEACH P 0 BOX 310 BOYNTON BEACH FL 33425 C E R T I F I C A T E 0 F 0 C C U P A N C Y Issue Date . 3/10/23 Parcel Number . . . . . . 08-43-45-20-00-000-0071 Property Address . . . . 510 INDUSTRIAL AVE BOYNTON BEACH FL 33426 Subdivision Name . . . . Legal Description . . . . 20-45-43, PB1P4 S 250 FT OF E 1/2 OF E 1/2 OF LT 7 Property Zoning . . . . . LIGHT INDUSTRIAL Owner . . . . . . Contractor . . . Application Number. . . . Description of Work . . . Construction Type . . . . Occupancy Type . . . . . Flood Zone AUTOMATIC SPRINKLER SYSTE EDITION OF CODE SPECIAL CONDITIONS Approved: IOK Holdings Inc 510 INDUSTRIAL AVE BOYNTON BEACH FL 33426 COURCHENE DEVELOPMENT CORP 21-00000729 000 000 COMMERCIAL REMODEL, INT/EXT TYPE III B CONSTR MIXED USE X FLOOD ZONE/ 0.2% CHANCE Y 2020 (?� lek-11A Fir Marsha For buildings and structures in flood hazard areas, documentation of the as -built lowest floor elevation has been provided and is retained in the records of the Building Division. Building Official John Kuntzman 01 Approved . . . . . . . . Bui di g0ro f of VOID UNLESS SIGNED BY BUIL ING OFFICIAL The described portion of the structure has been inspected for compliance with the requirements of the code for the occupancy and division of occupancy and the use for which the proposed occupancy is classified. 1, i �e B101YO NTO�III�Idlll911l1lll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 CONSENT AGENDA AGENDA ITEM: 10.E. SUBJECT: Approval of a 60 -day Extension for the Commercial Property Improvement Grant Program to J W S Investments Restaurant d/b/a Tropical Island Restaurant located at 126W. Boynton Beach Boulevard '411J�IJ�1_1X119 The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial costs associated with the construction, repair, and/or rehabilitation of commercial building improvements. The Commercial Property Improvement Grant Program provides a 50% reimbursement of the applicant's expenditure for the eligible improvements up to a maximum grant total of $50,000. Under the program guidelines eligible improvements must be permanent items that stay with the building. On July 12, 2022, the CRA Board approved a Commercial Property Improvement Grant in the amount of $50,000 to J W S Investments Restaurant LLC d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard, Boynton Beach, FL 33435 (see Attachments I - 11). Tropical Island Restaurant is committed to providing their personal rendition of the best Caribbean Island cuisine with an innovative take on traditional cooking methods. It is their personal challenge to help bring a taste of Island cuisine and let its distinctive flavors and spice to South Florida. With the blend of African, French, and Spanish flavors, Tropical Island Restaurant offers mouth watering authentic dishes that will have you feeling like you're in the islands. Tropical Island Restaurant was in operation at its old location at 400 E. Boynton Beach Boulevard since 2015. They have expanded from a 960 square foot restaurant and relocated to a 2,790 square foot structure located at 126 W. Boynton Beach Boulevard which is constructed and operational. The applicant is seeking reimbursement for a complete renovation of the building to include: An expanded footprint by adding an additional building to the south side, new roofing, new parking lot, patio area, and other eligible build -out items. The total cost of eligible property improvements is approximately $1,150,000. Per the grant guidelines, the applicant has 180 days from permit approval to complete their project and submit for reimbursement. The project received their permit on April 10, 2021, which means the project would need to be completed by October 7, 2021. Due to the large construction project, supply chain issues, and other construction related delays, staff requested a waiver to this requirement and allowed the applicant 180 days from August 9, 2022, to February 5, 2023, to complete the project and submit the required documentation for reimbursement which the CRA Board approved (see Attachment 111). On January 27, 2023, staff received an email requesting the 60 -day administrative extension from February 5, 2023, to April 4, 2023, which was approved by staff (see Attachment IV). On March 23, 2023, Tropical Island Restaurant received their Temporary Certificate of Occupancy and one day later celebrated their Ribbon Cutting on March 24, 2023 (see Attachment V). The applicant is seeking CRA Board approval for an additional 60 -day extension from April 4, 2023, to June 3, 2023, to allow time for their last inspection with the City's Building Department and receive their Final Certificate of Occupancy. Once issued, the grant recipient will be able to submit their reimbursement request. FISCAL IMPACT: FY2021-2022 Budget Project Fund, Line Item 02-58400-444, $50,000. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the 60 -day extension from April 4, 2023, to May 5, 2023, for the Commercial Property Improvement Grant to JWS Investments Restaurant LLC d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard, Boynton Beach, FL 33435. ATTACHMENTS: Description D Attachment I - Commercial Property Improvement Grant Application D Attachment II - Location Map D Attachment III -August 9, 2022 CRA Board Minutes D Attachment IV - 60 -day Extension Request D Attachment V - Temporary Certificate of Occupancy ...,„u �a6. BOYNT011`4 �� Nrrrnmmuusk ��RA C�I � �nmiauuu�i��H( October 1, 2021 — September 30, 2022 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERICAL PROPERTY IMPROVEMENT 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 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 a minimum of two years 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. Initials UVIA Page 1 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 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 landlord 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. 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_prog ram. 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 2 of 17 Property Improvement 100 East Ocean Avenue, 0 Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com • 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. • 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. Y Initials,��° Page 3 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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. • 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 60 day administrative extension will be permitted, and the BBCRA has the sole and absolute discretion to grant or deny such extension. • Project items 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. • 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. All commercial projects require permitting and site plan modification reviews. 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. Initial, Page 4 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 • 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 • 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 • Check Cashing Stores • Adult Entertainment • Vapor/E-Cigarette Stores • Medical Research Centers/Housing • Massage/Personal Services • Churches/places of worships • Alcohol and/or Drug Rehabilitation Centers/Housing • Any other use that the BBCRA staff or BBCRA Board determine will not support the redevelopment of the BBCRA Area Initials Page 5 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com • CBD Retail Stores 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. 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: • Home D6cor/Design — home furnishings, art galleries, kitchen wares • Accounting Offices • Real Estate Offices • Boutiques — clothing, shoes & accessories • Law Offices • Hair/Nail Salons (no more than two approvals per fiscal year) Initials,3—AA Page 6 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com • 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 • 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 (no more than two approvals per fiscal year) 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 • • Convenience Stores: (Fagade • and Security Improvement only) Lease Terms Pawn Shops Liquor Store Laundry/Dry Cleaner facility 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; Initials„ ' Page 7 of 17 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com • 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. 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. Signage design, project color chips, material samples and material specifications, if applicable. 6. 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 90 days of grant approval, or the grant award may be terminated. 7. Resume for each principal/owner of the business. 8. Copy of the corporate documents for the applying business entity. Initial Page 8 of 17 Property improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 9. Copy of executed multi-year commercial lease agreement. 10. Copy of Warranty Deed. 11. Two years of corporate tax returns (for existing businesses only). 12. Two years of personal tax returns for the principal/owners of a new business. 13. Copy of design and construction plans associated with the proposed improvements. 14. 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. 15.A minimum of four color digital "before" photos of the exterior and interior portions of the project. 16. Completed and signed application (attached). 17. Authorization to perform credit check for the business and each principal/owner of the business (attached). 18. W9 Form and Vendor Application (attached). 19. City Planning and Development Department Acknowledgement Form (attached). 20. City Permit Department Acknowledgement Form (attached). The above referenced City Forms (line 18 and 19) 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) 742-6000. Approval of Funding Request All required documentation must be submitted no later than noon two weeks rior 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 Init al o„; ... Page 9 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 This 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. 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. Initials Page 10 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 4F AN APPLICATION IS NOT A GUARANTEE OF 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 Initial. a Page 11 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com ... . . . . . . . . . . . . . . . . . ...... BOYNTO "go""BEACI I R�A m0@1121 awmuiNirnf, APPLICANT INFORMATION BUSINESS INFORMATION: Business, Name (d/b/a if applicable):, 4", Current Business Address: y/ Fed ID#: ,V Cf Business Phone Number* Cell:' Website: Existing Business: Yes No Number of years in existence: c ') Time at Current Location:.. New Business to Boynton Beach: Yes No .. . ........ Do you have an executed lease agreement: Yes L,.,, "No — If so, monthly base rent: New Business Address (if applicable): . . . ....... ............ .... . . ........ Square footage of current location: . ..... � ) .,L_ Square footage of new location: Type of Business: _'_'__-ww` - ----- - - -------------- Tier 1 Business: Tier 2 Business. o Tier 3 Business: n (Tier Classification subject to BBCRA Board Approval) Number of Employees: Hours of Operation: List of improvements seeking reimbursement for: V Requested grant amount: Page 12 of 17 Property Improvement 100 East Ocean Avenue, 4 th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com BOWsTTO' RA A(v��"w�«p��V„ ' APPLICANT INFORMATION PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) 1. Principal/Owner Name: Residential Addre �� Email: Date of Birth: ss: Cell Phone Number: 2. Principal/Owner Name: Date of Birth:"� Residential Addr • ss: Cell Phone Number: 3. Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: 4. Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Email j, Email: Email: Are you applying for grant assistance under any other program offered by the BBCRA? Yes N o yes, why„ additional programs aro you applying for: ._ e Page 13 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com � too COMMIJUl"T'' I"" AGE NC4 " 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 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 Init iaIs Page 14 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com �r RA BOYNTO al1��11(( ,;I(((��0EF �IYj1fa UN FwNw �igd 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. Initial Page 15 of 17 Property Improvement 100 East Ocean Avenue, 4 1 Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com i BOYNT01 i�%��.�,1'��,1��l��j% F P�,k i C%00 "�",°;;��I��U��I��nl��`��rNf�i"i'��ol��;1�,7��1��INnN°��„I"��,��e��lyol�"4j,uvn� APPLICANT SIGNATURES: Prir clpal/ Printed MN 2. Principal/ Print N 3. 4. APPLICANT INFORMATION s Si nate Date ......�! Principal/Owner's Signature Date _....................._ _ ....._...-......-�....._ _ - ............._............ . w _.......__._....-............... .. .. Printed Name Title Principal/Owner's Signature Printed Name Date Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF °h COUNTY OF, ....':...aI.;i_. N-.. ,.. BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared ... b, ��"...�� l",,,, � 'AV ¢ 4°, y known to °"°'" "� who is are +ersona me orroduced p -...._............... as identifiation� �an� 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 as 20 � BONNIE NICKLIEN �A�Y PUBL C ?a 4}Notary Public State of Flo Commission # HH 8718 My Commission E pire -emission Expires: ',,OFF May 25, age 16 of 17 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com V, % 4� � �R�ILuNN00�PV�P R/A, Y N TO, N p�,IMV, COIVIllh?11JNITY RED A( PEP�N?ICY LANDLORD SIGNATURES: 1. LANDLORD INFORMATION vrimea Name i itie Landlord's Signature 6 Date iiT�('_ P �.�.� 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 ;�_'Wit.°wl __, who is/are personally known to me or producedw_w . ,_... _ 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 _= l`, day of 'tt _ ww 20 NOTARY IJB�IG M Commission Ex ires LIEN Notary Public -State of Florida 87189 +�oFF e My Commission Expires ,n,+++` May 25,2025 Page 17 of 17 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com Meeting Minutes CRA Board Boynton Beach, Florida August 9, 2022 outs, because it is supposed to be a redevelopment area. She stated that if they get a loan, the business will have to make a profit. David Katz, 67 Midwood Lane, stated that he wanted to speak to the issue with Mr. Grant. He said that she appreciated Board Members' Hay and Turkin's position, but he suggested falling back on State Statute that prohibits anyone from lobbing for two years. He stated that this would cover the Board. No one else coming forward, Public Comment was closed. 9. CRA Advisory Board A. Pending Assignments 1. Review and Discuss the CRA Funded Current and New Business Promotions and Marketing Events including Strategies to Promote the Marina Thuy Shutt, Executive Director, stated that the Board met last Thursday and recommended approval of the draft budget for Fiscal Year 22/23 as presented. She commented that they also reviewed the business promotions and other events and will come back at a meeting next month, contingent on if the Board wants them to review the second round of funds for the budget. She pointed out they were not given a timeline. There was consensus to give the Board two month's work of research time. B. Reports on Pending Assignments 10. Consent Agenda A. CRA Financial Report Period Ending July 31, 2022 B. Approval of CRA Special Board Meeting Minutes - June 7, 2022 C. Approval of CRA Board Meeting Minutes - June 14, 2022 D. Approval of CRA Board Meeting Minutes - July 12, 2022 E. Approval of Commercial Rent Reimbursement Grant Program in the Amount of $14,479.98 to SimpleWHOA LLC d/b/a Simple'WHOA! Nutrition located in Ocean Palm Plaza at 1550 N. Federal Highway, Unit 12 F. Approval of Commercial Rent Reimbursement Grant Program in the Amount of $15,000 to TalentPartners LLC located at 2626 N. Federal Highway 12 Meeting Minutes CRA Board Boynton Beach, Florida August 9, 2022 G. Approval of Commercial Property Improvement Grant Program in the Amount of $18,610.33 to TalentPartners LLC located at 2626 N. Federal Highway H. Approval of Commercial Property Improvement Grant Program in the Amount of $50,000 to Amar Bakery, LLC d/b/a Amar Bakery & Market located in Ocean Palm Plaza at 1600 N. Federal Highway, Unit 14-15 I. Approval of Commercial Rent Reimbursement Grant Program in the Amount of $21,000 to Amar Bakery, LLC d/b/a Amar Bakery & Market located in Ocean Palm Plaza at 1600 N. Federal Highway, Unit 14-15 J. Approval of 90 -day Extension for the Commercial Property Improvement Grant for The Coffee and Ale Exchange, LLC d/b/a Bond Street Ale and Coffee Located at 400 N. Federal Highway, Unit 12 K. Approval of a 90 -day Extension Request for the Commercial Property Improvement Grant Program for Advantage Physical Therapy LLC d/b/a Apex Network Physical Therapy #39 located at 906 S. Federal Highway, Suite L. Approval of a Waiver for the Commercial Property Improvement Grant Program to JWS Investments Restaurant d/b/a Tropical Island Restaurant located at 126 W. Boynton Beach Boulevard Motion Board Member Kelley moved to approve the Consent Agenda. Board Member Hay seconded the motion. The motion passed unanimously. 11. Pulled Consent Agenda Items None. 12. Old Business A. Consideration and Discussion of Fiscal Year 2022-2023 Project Fund Budget REVISED Vicki Hill, CRA Finance Director, reviewed the project fund worksheet, and stated that Chair Penserga noted the remaining balance was $300k to $400K and now it showed as $191 K. Chair Penserga asked what changed. Ms. Hill responded that they received the bill for the Neighborhood Officer Program (NOP.) She said that in regard to Business Promotions and Events, the rollover changed 11 Nicklien, Bonnie From: Nicklien, Bonnie Sent: Monday, January 30, 2023 9:23 AM To: Jean Morisset Subject: RE: Commercial Property improvement grant 60 -day administrative extension 'Fhank you for your emaiilll Your request for a 60 -day extension has been approved. you have until April 4, 2023 to complete your propect and submit your request for reimbursement. Please Ilet me (know if you have any questions., i'll touch base in a few weeks to see how things are moving along. From: Jean Morisset <jeanmorisset@aol.com> Sent: Friday, January 27, 2023 9:20 AM To: Nicklien, Bonnie <Nicl<lienB@bbfl.us> Subject: Commercial Property improvement grant 60 -day administrative extension Good Morning Bonnie, I wanted to request the 60 days administrative extension, I looks like we will have an additional 4 to 5 weeks until turnkey completion. Thank you again for everything. CITY OF BOYNTON BEACH DEVELOPMENT DEPARTMENT I BUILDING DIVISION 100 East Boynton Beach Boulevard - Boynton Beach, FL 33425 - (561) 742-6350 - Fax 742-6357 M 9:1 Am Im Project: Permit: 20-00004172 By this Temporary/Partial Certificate of Occupancy, permission is hereby given to occupy the building or portion of the building identified by the address 126 W BOYNTON BEACH BLVD BB for a period of thirty (30) days beginning March 23, 2023, in accordance with the stipulations stated in the Application for Temporary/Partial Certificate of Occupancy. Fire Ma hal or M F(";ge-htative The following conditions must be satisfied prior to the issuance of an unconditional Certificate of Occupancy: 1. Turn in all the necessary final installation documents. Missing A) Final Survey B) Elevation Certificate C) Form Board Survey 1, i �e B101YO NTO�III�14III611I1III�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 OLD BUSINESS AGENDA ITEM: 12.A. SUBJECT: Quarterly Progress Report from BBQOZ, LLC for the 115 N. Federal Highway Mixed Use Project (aka The Pierce) On June 7, 2022, the CRA Board approved a Purchase and Development Agreement (PDA), the Tax Increment Revenue Funding Agreement (TI RFA), 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 1-111). 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 TI RFA 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 anticipates being in a position to submit for a building permit in June. An in-person presentation at the April 11, 2023, CRA Board meeting has not been requested by the Board. However, Ms. Kemissa Colin, BB QOZ, LLC's VP of Development, indicated that they will be participating virtually on April 11, 2023. ,�:Z\ :01W_1 Ll W2 :Zeal x0 EAU z1olel:7_1 Ji F 2016 Boynton Beach Community Redevelopment Plan Al :Z\ 107_1NOZ67i9fflLlh1 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 D Attachment II - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) TIRFA D Attachment III - Executed 115 N. Federal Highway (aka The Pierce) Parking Lease Agreement D Attachment IV -115 N. Federal Highway April 2023 BB QOZ, LLC Progress Report 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 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 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 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 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 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 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 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 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 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 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 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 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 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. 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. 01671768-3 12 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. 01671768-3 13 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 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 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 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 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. Signatures on following page. The remainder of this page was intentionally left blank. 01671768-3 18 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: WITNESS: Printed Name: Approved as to form and legal sufficiency: Title: Chair L Date: ..�..._..........._. ........w...�...�.�...._.��,._......�..__. 01617766-3 19 Attorney 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 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 01671768-3 21 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement 01671768-3 22 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 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 2 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. 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 01649149-7 3 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 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 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: 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 01649149-7 7 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 8 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 9 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. 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 01649149-7 10 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. 01649149-7 11 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. 01649149-7 12 110.10. 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 01649149-7 13 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�� 0]649149-7 14 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'91�ts &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 wdW Thru COATES [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 016491494 15 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: Notary � y •�� i�`ig61 �� 01649149-7 16 bliA State of Florj�fi at Large 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 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 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 01649149-7 19 EXHIBIT Arc CONCEPTUAL SITE PLAN 01649149-7 20 miuu win= N LU = 4) z x UJ n ffl rGl LMU M, 0 30 . ..... ... .. miuu win= N LU = 4) z x UJ n ffl rGl LMU M, 0 EXHIBIT "D" DRAFT PARKING LEASE 01649149-7 21 �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 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 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 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 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 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 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 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 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 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 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 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 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 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 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 ONINNV1d �b' 3 Jf71�311f IJ�JV VOIHO-IJ 'HOV30 NO1N1.08 ltl 03tl001 U0311H06) ° xia vnapv' 1N3WdOl3A30 031VIlIddVS m N 803 30N31d 3H1 "',Quv vsh V V V V i . . .m 1 f. t. a ��. ,n ki H) u / t!A iJIIf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w d � 1 _ i / t!A iJIIf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 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 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 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. [INSERT TENANT NAME] a By: Name: Title: 01671768-3 25 ANNEX 1 To Tenant Esto el 01671768-3 26 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 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 28 ASSIGNEE: L. .. ............ a F By:_.______ _ Name (Print): Title: LEGAL DESCRIPTION 01671768-3 PURCHASER'S Initials: SELLER's Initials: PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT B LEASES 016717683 PURCHASER's Initials: SELLER's Initials: 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: 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 0167176&3 PURCHASER'S Initials: SELLER'S Initials: 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: 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: � 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: 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: 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. 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. .. 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 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 •�. 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• 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: 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 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 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 7 Purdose and Sale Agreement Page 17 of 17 KIRGULSEM MMfNM BEAK COMMUNITY REDEVBA44WM AGENCY Printed Name: Steven B. Grant Tits: Chair IF Date. 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� 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: 4f Ir 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 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement 01671768-3 22 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 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 2 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. 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 01649149-7 3 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 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 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: 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 01649149-7 7 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 8 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 9 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. 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 01649149-7 10 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. 01649149-7 11 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. 01649149-7 12 110.10. 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 01649149-7 13 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�� 0]649149-7 14 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'91�ts &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 wdW Thru COATES [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 016491494 15 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: Notary � y •�� i�`ig61 �� 01649149-7 16 bliA State of Florj�fi at Large 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 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 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 01649149-7 19 EXHIBIT Arc CONCEPTUAL SITE PLAN 01649149-7 20 miuu win= N LU = 4) z x UJ n ffl rGl LMU M, 0 30 . ..... ... .. miuu win= N LU = 4) z x UJ n ffl rGl LMU M, 0 EXHIBIT "D" DRAFT PARKING LEASE 01649149-7 21 �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 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 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 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 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 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 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 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 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 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 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 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 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 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 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 ONINNV1d �b' 3 Jf71�311f IJ�JV VOIHO-IJ 'HOV30 NO1N1.08 ltl 03tl001 U0311H06) ° xia vnapv' 1N3WdOl3A30 031VIlIddVS m N 803 30N31d 3H1 "',Quv vsh V V V V i . . .m 1 f. t. a ��. ,n ki H) u / t!A iJIIf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w d � 1 _ i / t!A iJIIf q, 14'I �rr.� ll` Jd w ['91-1u ,fl,u P � 3 } Of 0 0 J LL w 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 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 ,�1, a c oi 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 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 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 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 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 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 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 7 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 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 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 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 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 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 BOYN By. ✓ By. ? "sPrint ..: .... _�.. ��. ....M�.. w Approved for legal suffici6cy: By 01673347.4 259421A 259421v4 ------ ------- - City Attorney Approved for financial sufficiency: Financial Services Director 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 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 EXMBIT B Parking Garage Floor Plan 01673347-4 259421v3 259421v4 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 AFFILIATED DEVELcaPMENT Project: The Pierce Date: 03/31/2023 Prepared by: BB QOZ, LLC Project Updates The site plan appeared in front of the P&D Board on February 6 and was unanimously approved. It was then presented to the City Commission on February 21 for the first hearing then again on March 9, and received unanimous approval by the Board. We are advancing plans and anticipate being in a position to submit for our building permit in June. No updates on financing at this time. 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 * Recordation of development order and expiration of 30 day appeals period (April 9, 2023) 613 NW Yd Avenue, Suite 104 • Fort Lauderdale, FL 33311 • 9S4-953-6733 1, i �e B101YO NTO�IIIIIJIII211I1III�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 OLD BUSINESS AGENDAITEM: 12.13. SUBJECT: Consideration of Approval of 500 Ocean Performance Audit for Year Ending December 31, 2022, for Compliance with the Direct Incentive Funding Agreement -311J�IJ�/_1W19 The CRA entered into a Direct Incentive Funding Agreement (DIFA) with LeCesse Development Corp d/b/a Skye at Boynton Beach LLC on May 27, 2015, to provide financial assistance to the redevelopment project known as 500 Ocean in the form of Tax Increment Revenue reimbursement on their annually paid property taxes (see Attachment 1). The CRA's DI FA funding incentive was intended to provide the developer with additional funding to assist with the costs associated with carrying the commercial space created within the development. Under the agreement, the DI FA funding term specifies a total of ten (10) annual reimbursement payments over a period of ten consecutive years as follows: Years 1-4: 75%, Years 5-7: 50%, and Years 8-10: 25%. In June 2021, an Estoppel Certificate was made to Avanti Residential - 500 Ocean TIC I LLC in connection with Avanti's acquisition of the property from Seller, LeCesse Development Corp d/b/a Skye at Boynton Beach, LLC (see Attachment 11). As required under the terms of the DI FA, on March 7, 2023, Avanti Residential -500 Ocean TIC I LLC submitted a Performance Audit and proof of property tax payment for the year ending December 31, 2022. Based on the City of Boynton Beach Building Department and CRA staff's review, the Performance Audit is in compliance with the terms of the DI FA (Attachments I I I and I V). The amount of Tax Increment Revenue generated from the 500 Ocean project and the amount reimbursed to the Developer will be $578,087. The amount remaining with the CRA totals $192,696 (see Attachment V). If approved by the Board, the CRA will be issuing DI FA payment number four (4) in the amount of $578,087 for FY 2022-2023. FISCAL IMPACT: FY 2022 - 2023 Budget, Project Fund, Line Item 02-58400-443, $578,087 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Downtown District CRA BOARD OPTIONS: Approve the Performance Audit as submitted and authorize release of DIFA payment number four (4) in the amount of $578,087 to Avanti Residential -500 Ocean TIC I LLC. ATTACHMENTS: Description D Attachment I - Direct Incentive Funding Agreement D Attachment II - Estoppel Certificate D Attachment III - Requirements for DIFA D Attachment IV - Proof of tax payment D Attachment V - 2022 Incentive Calculation DIRECT INCENTIVE FUNDING AGREEMEM This is an agreement (hereinafter "Agreement") entered into as of the day of h"11 2015, by and between: 14MMI Oil I =1 SKYE AT BOYNTON BEACH, LLC, a Florida limited liability company, with a business address of 1201 Ponce de Leon Blvd. Coral Gables, Florida 33134 (hereinafter collectively referred to as the "Developer"). 19 pro) 0 K11 WHEREAS, the CRA has determined that entering into public/private partnerships for the purpose of eliminating slum and blight, encouraging economic development, creating affordable housing and other goals within the adopted CRA plan is beneficial to the public; and WHEREAS, this Agreement pertains to Direct Incentive funding for the 500 Ocean Project, City File No. NWSP 14-002, (hereinafter the "Project") located on property described on Exhibit "All within the CRA boundaries (hereinafter the "Property"); and WHEREAS, the CRA has determined that the Project is advancing the goals of the CRA plan by meeting the ICC 700-2012 National Green Building Standard Silver and by adding 6,600 sq. ft. of office space; and WHEREAS, at the October 14, 2014 meeting, the CRA Board of Directors (hereinafter "CRA Board"), by appropriate action, made the Project eligible for a percentage of the Tax Increment revenue pursuant to this Direct Incentive Funding Agreement (hereinafter "Agreement"); and WHEREAS, this Direct Incentive Funding Agreement is not intended to be a "Development Agreement" within the meaning of Florida Statutes, Section 163.3221; and WHEREAS, the CRA Board approved this Agreement to its form at its November 12, 2014 meeting; NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, it is agreed herein between the parties as follows: Section 1. Recitals. The foregoing recitals are true and correct and incorporated herein. Section 2. Deiinitions. As used in this Agreement, the following terms shall have the following meanings: 00418021-4 Page 1 of 17 "Agreement" means this Direct Incentive Funding Agreement and all Exhibits and attachments hereto, as any of the same may hereafter be amended from time to time. "Base Value" means the assessed value of the Property as determined by the Palm Beach County Property Appraiser prior to construction of the improvements as reflected in Exhibit "B" attached Pcereto. "Certificate of Occupancy" means the certificate issued by the City pursuant to the City of Boynton. Beach Building and Zoning Code indicating that a building or structure complies with applicable City of Boynton Beach Building and Zoning Code requirements and that the same may be used for the purposes stated therein. "Certification" means National Green Building Certification issued by the National Association of Home Builders Research Center to developments that meet the criteria of the ICC 700-2012 National Green Building Standard. "City" means the City of Boynton Beach, Florida. "Commence Construction" or "Commencement of Construction" means the issuance by the City of the permit required for the commencement of vertical construction and the actual commencement of such vertical construction pursuant to and in accordance with such permit. "Construction Loan Documents" means the documents evidencing financing of the construction of the Project. "Direct Incentive Funding" means an annual amount which equals the Pledged Project Increment Revenues less any amounts deducted pursuant to the terms of Section 5 above due to the failure of the Developer to comply with the terms of this Agreement. "Designer's Report" means a report to be submitted to the CRA by Developer outlining all of the elements of the Project to be constructed to obtain the Silver Rating National Green Building Standard as more fully described in Exhibit "C." "Developer" means SKYE AT BOYNT ON BEACH, LLC, as described in the attached Exhibit "G'. "Electric Vehicle or EV Charging Station" means an electric recharging point, charging point and the EVSE (Electric Vehicle Supply Equipment), that supplies electric energy for the recharging of electric vehicles or plug-in hybrid electric -gasoline vehicles. "Silver Rating National Green Building Standard" the standard of the National Association of Home Builders' (NAHB) Green Building Program based upon American National Standard Institute approved ICC 700-2012 National Green Building Standard. The Standard defines green building for single- and multifamily homes, residential remodeling projects, and site development projects while still allowing for the flexibility required for regionally -appropriate best green practices. To comply with the Standard, a builder or remodeler must incorporate a minimum number of features in the following areas: lot and site development; energy, water, and resource efficiency; indoor environmental quality; and home owner education. The Silver Rating requires 349 Performance Points, 004180214 Page 2 of 17 "Office Space" means the 6,600 sq. ft. of office space to be constructed as part of the Project as depicted on the site approved site plan City File No. NWSP 14-002, which is attached hereto as Exhibit "Pledged Project Increment Revenues" means the variable disbursement of revenue to the Developer that equate to a percentage of the Project Increment Revenues as set forth in Section 6 of this Agreement. The example of the Pledged Project Increment Revenues calculated over the term of the Agreement is shown in Exhibit I'D". "Project" means that certain land development project currently referred to as 500 Ocean, City File No. NWSP 14-002, attached hereto as Exhibit "E" located on property further described on Exhibit "A" within the CRA boundaries. "Project Increment Revenues" means the amount deposited in the Redevelopment Trust Fund for the Redevelopment Area pursuant to Florida Statutes, Section 163.387, which is attributable to the Project. "Redevelopment Area" means those areas within the limits of the City which have been declared blighted and established by the City in accordance with the provisions of Florida Statutes, Chapter 163, Part III. "Redevelopment Trust Fund" means the trust fund established pursuant to Section 163.387, Florida Statutes for the deposit of increment revenues attributable to development within the Redevelopment Area. "Retail Space" means the approximately 13,300 sq. ft. of retail space to be constructed as part of the Project. "Site Plan" means the site plan for the Project approved by the City of Boynton Beach on July 1, 2014, a copy of which is attached hereto as Exhibit "E." "Systems Audit" means a review performed by an independent auditor approved by the CRA and paid for by Developer of the Project according to the 2012 ICC -700 National Green Building checklist including original inspections and certification of the residential units to confirm ongoing compliance with the standards, subsequent blower door testing to confirm compliance with original testing. (Exhibit "F") "Substantial Completion" or "Substantially Complete" means the completion of 90% of the Project's units, as evidenced by issuance of certificates of occupancy for such units. "Successor or Assignee" means a subsequent owner of the Project, as approved of by the CRA pursuant to this agreement, other than the original Developer, SKYE AT BOYNTON BEACH, LLC. "Tax Collector" means the duly elected tax collector for Palm Beach County, Florida. "Tax Roll" means the real property ad valorem assessment roll maintained by the Property Appraiser for the purpose of the levy and colIection of ad valorem taxes. 004190214 Page 3 of 17 "Unit Type" means Al, Bl, Cl, C2, C3, and DI designation based on the unit floor plan approved in the Site Plan, Section 3. Effective Date. This Agreement shall be effective as of the date of the execution. of the Construction Loan Documents for the Project as evidenced by the submission by Developer of copies of same to the CRA, 4.1 As part of the Project, Developer agrees to construct the units for the Project as described in the Site Plan and to obtain the Silver Rating National Green Building Standard. The Site Plan may be modified from time to time by Developer in accordance with and pursuant to the Code of Ordinances of the City of Boynton Beach provided that the Developer shall not have the tight to reduce the number of residential units, reduce the energy efficiency of the units, eliminate the EV Charging Stations or to make any other change which would substantially reduce the taxable value of the Project without the prior approval of the CRA_ "Substantially" as used in this Section means any change that would require a major Site Plan Modification from the City of Boynton Beach, 4.2 As part of the Project, Developer agrees to construct the 6,600 sq. ft. of office space as reflected in City File NWSP 14-002, attached hereto as Exhibit "E." 4.3 Convicted Vendor List. As provided in F.S. 287.132-133, by entering into this Agreement or performing any work in furtherance hereof, Developer certifies that it, and all of its affiliates, contractors, sub -contractors and/or agents who perform any work on the Project, have not been placed on the Convicted Vendor List maintained by the State of Florida Department of Management Services within thirty-six (36) months immediately preceding the Effective Date. Section 5. Certification Requirements. The Project has been modeled to attain the Silver Rating National Green Building Standard. As a condition precedent to its receipt of any funds pursuant to this Agreement, the Developer shall provide evidence that the all units, once constructed have received a Silver Rating National Green Building Standard using third party verification. The Developer shall provide third party verification that the constructed units comply with the standards for the Silver Rating National Green Building Standard for the duration of Direct Incentive Funding Agreement. Implementation of this Certification requirement shall be as follows: . ................. 5.1.1 Silver Ratinsi Standard. Developer shall conform to the Designer's Report attached hereto as —Exhibit "C" outlining components of the Project necessary for compliance to receive a Silver Rating ICC -700 National Green Building 2012 Standard. This will require a level of Silver for each section inclusive of 75 "Additional Points" available under the program. Certification that this standard has been met will be accomplished at the Developer's expense through the National Association of Home Builders Resource Center as overseer of the program. 5.1.2 Initial Certification. The Developer will provide evidence of Certification meeting the Silver Rating National Green Building Standard based on two inspections for each apartment including a pre -drywall and final inspection. A detailed checklist will be created and all the components and practices will be listed to show individual unit compliance with the Silver Rating National Green Building Standard. The checklists and reports shall be submitted to the City's Development Services Department within fifteen (15) days of completion of the inspection of the Project. 00418021A Page 4 of 17 5.1.3 Occupant Manuals and Training. The Developer shall produce and distribute to all of the Projects occupants a manual identifying the green attributes of each unit and the overall Project. This manual shall also include any manufacturer's information or product data for equipment, fixtures, and appliances. Through the manual, occupants will be familiarized with the green building practices implemented and the impact of occupants' activities on costs of operating the building. The manual shall include a narrative detailing the importance of constructing a green building, including a list of green building attributes included in the building; the green building program certificate (copy of the National Green Building Standard that is sometimes referred to as the "NGBS") with measures achieved and the warranty, operation, & maintenance instructions for all equipment, fixtures, appliances, & finishes as per requirements of Chapter 10 of the Designers Report of NGBS. Training will also be provided to the building management company regarding all equipment operation and control systems at the cost of the Developer. 5.1.4 Installation and Maintenance of Electric Vehicle Char_ing Stations. gi _ The Developer shall install at the Project the following three Electric Vehicle Charging Stations: one in the commercial. parking area and two in the residential parking area. Proof of installation of the EV Stations shall be submitted to the City's Development Department upon completion of the Project. Developer or its assigns shall. be responsible for the electrical expense and maintenance of the EV charging stations throughout the term of this Agreement. 5.2 Non -Discrimination. The Developer, its successors and assigns, agree that no person shall on the grounds of race, color, disability, national origin, religion, age, familial status, sex, or sexual orientation be subjected to discrimination in the lease of any Units provided for in this Agreement. Should such discrimination occur, the CRA will provide notice to the Developer of a breach of this condition and thereafter, Developer has 15 days to demand arbitration as to the claim of discrimination. The parties will then mutually agree to an arbitrator and if they cannot agree, the auspices of the American Arbitration Association will govern. This arbitration is independent of any other actions being taken by other agencies. However, a finding by any other agency or court that such discrimination has occurred may be relied upon by the CRA as conclusive proof of a breach of this provision. If Developer does not demand arbitration within fifteen (15) days, or if arbitration is conducted and it is determined by the arbitrator that discrimination occurred, the CRA shall have the right to terminate this Agreement and pursue any and all other lawful remedies. The cost of such arbitration shall be borne by the non -prevailing party. Such non -prevailing party shall be determined by the arbitrator. 5.3 Systems Auditina. Prior to receiving any annual allotment of any Direct Incentive Funding pursuant to this Agreement, Developer shall provide written evidence, at its sole cost and expense, that is satisfactory to the CRA in its sole discretion, of continued compliance in all material respects by the Developer to the terms of this Agreement and with all agreed upon Silver Rating National Green Building Standards set forth in this Agreement. On an annual basis, the Developer will perform a systems audit on at least thirty-four (34) Units each year for the next ten (10) years as evidence that the Units continue to meet the Silver Rating National Green Building Standard and to ensure that the EV Charging stations are constructed and in working order. This systems auditing process is based on the schedule attached and contained within Exhibit 'IF". The Developer shall provide the Systems Audit Report to the City's Development Services Department on an annual basis, beginning April 30th in the year in which funding begins pursuant Section 6.2 and no later than April 30th of each year thereafter for duration of this Agreement indicating the units' compliance with the Silver Rating of the National Green Building Standard. 5.3.1 This systems audit shall be conducted by an independent auditor, selected and paid for by the Developer with the approval of the CRA. 004190214 Page 5 of 17 5.3.2 The examinations and opinions included in the systems audit required under this Section must be conducted in accordance with the definition of systems auditing contained in Section 2 of this Agreement. 53-3 The Developer shall provide the Systems Audit Report to the City's Development Services Department on an annual basis, beginning April 30th in the year in which funding begins pursuant Section 6.2 and no later than April 30th of each year thereafter for duration of this Agreement indicating the units' compliance with the Silver Rating of the National Green Building Standard. Each annual performance audit must be submitted to the City's Development Services Department no later than the last day of April for the preceding year. The City shall either accept the audit as sufficient or make the determination that the audit and/or documentation for the audit are deficient, and shall so notify the CRA in writing, within twenty (20) days of receipt of Systems Audit Report. In the event of notification of deficiencies by the City to the CRA, the CRA shall notify the Developer of such deficiencies and distribution of Direct Incentive funding shall be suspended until resolution of the deficiencies. If deficiencies are not resolved to the CRA's satisfaction and a sufficient Systems Audit Report is not submitted to the CRA within 90 days of receipt of notice by the CRA that the submitted Systems Audit Report is deficient, the Developer shall be in breach of this Agreement and the CRA may pursue all remedies available to it under this Agreement and at law and in equity. 5.3.4 Disbursement of Direct Incentive Funding shall occur upon (1) the CRA's acceptance of a properly documented and sufficient Systems Audit Report by the CRA Board demonstrating compliance with the provisions of this Agreement, (2) final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year, and (3) documents evidencing payment by the Developer of all ad valorem. taxes for the preceding year. 5.4 Inspection. Upon providing Developer ten (10) business days prior written notice at any time during normal business hours and as often as the CRA deems necessary the Developer shall make available to the CRA for examination, all of its records pertaining to the Systems Audits of the units at Developer's office with respect to all matters covered by this Agreement. The CRA reserves the right to require copies of such records and/or to conduct an inspection of the Developer's records regarding this Agreement at any time for any period covered by this Agreement, all at the CRA's cost and expense. Any delay in the production of documents requested by the CRA shall toll the CRA's time for review of a request for distribution of funds. 5.5 Non -Compliance. In any year in which the Systems Audit Report discloses that Developer is in non-compliance in any material respect with the requirements of the Silver Rating National Green Building Standard, the Developer may be deemed in default of this Agreement and after the exhaustion of all opportunities to Cure the Default available to Developer as set forth in Section 8, the CRA will be entitled to all appropriate remedies at law and equity, including but not limited to the remedies set forth in Section 8 below and the CRA, may cease making any further the Direct Incentive Funding to the Developer. Exceeding the agreed upon requirements of the Gold Rating National Green Building Standard in any given subject year shall not entitle the Developer to additional funding under this Agreement or to a credit or set-off against any reduction in funds due to failure to meet the Gold Rating National Green Building Standard hereunder. Section 6. Direct Incentive Funding, The Direct Incentive Funding provided for under this Agreement is granted to the Developer for the purpose of offsetting, in part, the Developer's cost of creating and maintaining the energy efficiency improvements, including the improvements necessary to attain the Silver Rating National Green Building Standard and of constructing the 6,600 sq. ft. of office space within the Project. W418021.4 Page 6 of 17 6.1 Direct Incentive Funding Formula and Term. The CRA hereby agrees to provide Direct Incentive Funding, that is, to pledge and assign to Developer pursuant to the terms of this Agreement for a period of ten (10) consecutive years, as provided herein, an annual amount which equals the Pledged Project Increment Revenues less any amounts deducted pursuant to the terms of Section 5 above due to the failure of the Developer to comply with the terms of this Agreement. No Direct Incentive Funding payments shall be made if the Developer is in default under the terms of this agreement and Developer has failed to sufficiently cure the default as provided herein. The amount of the Direct Incentive Funding is based on the following formula: Project Increment Revenue times the agreed upon percentage factor paid to Developer each year for a ten year period. The CRA has agreed to pay the Developer the following annual percentage factors: Years One — Four: Seventy -Five Percent of the Pledged Project Increment Revenues Years Five —Seven: Fifty Percent of the Pledged Project Increment Revenues Years Eight —Ten: Twenty -Five Percent of the Pledged Project Increment Revenues 6.2 Commencement and Conditions of Funding. The ten (10) year term for the payment of Direct Incentive Funding to Developer by the CRA shall commence on the last day of year that the following conditions are met: A. The 6,600 square feet of Class A Office Space is at a minimum shell complete and all phases of the Project have received either a Certificate of Completion or Certificate of Use from the City of Boynton Beach; B. All phases including the residential, office and retail portions of the Project have been placed on the Tax Roll; C. The CRA has received Project Increment Revenues from all phases of the Project; D. The Systems Audit Report is received and found to be sufficient by the City and CRA- and E. Developer is in compliance with the terms of this Agreement F. Proof of installation and ongoing efficiency of the three (3) EV charging stations 6.3 Disbursement of Funds. Subject to the CRA finding that the conditions in Section 6.2 have been meet and determining that the Developer is not in breach of the terms of this Agreement, the CRA shall begin annual disbursement of the Direct Incentive Fundin i unon I I i the C worn KI twism m"fu*1 I within the CRA District by the Palm Beach County Property Appraiser for the preceding year, and (3) documents evidencing payment by the Developer of ad valorem taxes for the preceding year. There is no Developer is in default of this Agreement. 6.4 No Prior Plefte of Pledged Project Increment Revenues. The CRA warrants DD418021-4 Page 7 of 17 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. .1 .4 0 . 0. P"WW'FUS161 rmml . Mai W. I aw W-- � I 1116RIONIRRIWIN&K mal ;'A 10 1 'W1111MM"Iffil M..' supplemented. Section 7. Restrictive Covenant. Upon completion of the Project and prior to the issuance of final Certificates of Occupancy by the City, the Developer shall prepare a 'Restrictive Covenant Agreement meeting the requirements outlined in this Agreement. The Restrictive Covenants shall be approved by the CRA which approval shall not be unreasonably withheld or delayed or conditioned. The Restrictive Covenant Agreement shall be recorded and shall contain restrictive covenants including, at least, the following terms: 7.1 Restrictive Covenants. The restrictive covenants governing Certification shall include the following: 7.1.1 All Units shall be certified to achieve the Silver Rating National Green Building Standard. and no restrictions shall be adopted which prohibit or limit the ability to achieve or maintain said standard. The Restrictive Covenants shall also provide that three EV Charging Stations shall also be placed on site and maintained as reflected on Exhibit "E"; 7.1.2 Reference to the Occupant Manuals and availability of Training regarding the green attributes of each unit and the Project as required above in Section 5; 7.1.3 The Restrictive Covenants shall terminate at such time as this Agreement terminates as provided herein, including but not limited to Sections 4 and 8; 7.1.4 The Restrictive Covenants shall reference the required annual Systems Audit set forth in Section 5 above and provide the CRA the right to access the units during normal business hours after providing reasonable notice to be audited for the duration of this Agreement. Section 8. Limitation on the Assi,-n ent of Project Ownership. Assignment of the Project ownership to any other entity or personnel, including those listed on the Florida Department of State Division of Corporations Annual Report filed April 24, 2014 as evidenced in Exhibit prior to the issuance of the Certificate of Occupancy for the entirety of the Project shall make this Agreement null and void. In this event, the CRA shall not be liable for payment of any of the Direct Incentive Funding under the terms of this Agreement. Notwithstanding the foregoing, assignment of ownership pursuant to the exercise of foreclosure by Developers mortgagee shall be permitted. Section 9. Events of Defau L t, Remedies and Termination. 9.1 Default. Upon the occurrence of any one or more of the following events, the CRA may, at its sole discretion, terminate this Agreement and any and. all Direct Incentive Funding under this Agreement upon. occurrence of any one or more of the following events of default. The CRA may, at its sole option, continue to make payments or portions of payments after the occurrence of one or more of such events without waiving the right to exercise such remedies and without incurring liability for further payment. The following shall constitute events of default: 00418021.4 Page 8 of 17 Ll .1 Any inaccurate, incomplete, false or misleading statements made by Developer or its agents or representatives to the CRA with regard to the negotiation, drafting and representations in this Agreement or any associated Direct Incentive Program Applications or documents; 9.1.2 Prior to the issuance of the Certificate of Occupancy for the entire Project, if SKYE AT BOYNTON BEACH, LLC, the Developer, is vacated, abandoned, or closed or otherwise ceases to exist except for a permitted assignment or transfer of such limited liability entity;. 9.1.3 Any breach by or failure of the Developer to observe or perform any of the terms, covenants, conditions, obligations, or provisions of this Agreement in any material respect and the Developer's failure to cure the same for a period exceeding thirty (90) days after receipt of written notice from. the CRA of the breach of failure to perform. If the CRA determines that the nature of Developer's default is such that more than ninety (90) days are reasonably required for its cure, then Developer shall not be deemed to be in default if Developer commenced such cure within said 90 -day period and thereafter diligently pursues such cure to completion; 9.1.4 The making by Developer of any general assignment, or general arrangement for the benefit of creditors; 9.1.5 The filing by or against Developer of a petition to have the Developer adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy unless, in the case of a petition filed against the Developer, the same is not dismissed within one hundred twenty (120) days; 9.1.6 Appointment of a trustee or receiver to take possession of substantially all of Developer's assets, where possession is not restored to Developer within. one hundred twenty (120) days; 9.1.7 The attachment, execution or other judicial seizure of substantially all of Developer's assets where such seizure is not discharged within one hundred twenty (120) days; 9.1.8 Should the Site Plan, building or any other necessary permit expire at any time, and should Developer fail to apply for a renewal or extension within sixty (60) days of the expiration of the permit or Site Plan, then this Agreement shall terminate and be of no fin-ther force and effect. 9.1.9 Should the Developer modify the Site Plan in a material manner, as determined by the CRA, with regard to the Silver Rating National Green Building Standard elements of the project and/or the square footage of office space without approval from the CRA then this Agreement shall terminate and be of no further force and effect. 9.2 Remedies. Upon the occurrence of any one or more of the foregoing events of default as set forth in Section 9. 1, CRA shall at its option, give notice in writing to the Developer to cure its breach or failure of performance if such failure may be cured. Developer shall not be entitled to any Direct Incentive Funding disbursements until the default is cured. The CRA retains the sole discretion as to whether to disperse any Direct Incentive Funding withheld as a result of the Developer's breach or failure to perform until Developer cures the same pursuant to this Agreement. Upon the failure of Developer to cure within (90) days or such longer reasonable period determined by the CRA if Developer is diligently pursing a cure, the CRA may exercise any one or more of the following remedies: 00418021-4 Page 9 of 17 9.2.1 Terminate this Agreement upon not less than fifteen (15) days notice by certified letter to the Developer at the address specified in Section 9.5 of this Agreement, such notice to take effect when delivered to the Developer. 'EMM�11 9.2.3 Temporarily or permanently withhold the disbursement of any Direct Incentive Funding disbursement or any portion of a disbursement and discontinue any further disbursements. 9.2.4 Take any other remedial actions available at law and in equity. 9.3 Attorney's Fees and Costs. In any judicial action arising from this Agreement the prevailing party shall be entitled to an award of its reasonable attorney's fees and costs, at both the trial and appellate levels, to be paid by the non -prevailing party. 9.4 Law and Remedy. This Agreement shall be governed by the laws of the State of Florida. Venue of any and all legal actions arising from this Agreement shall be in Palm Beach County, Florida. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be c.•umulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or other -wise. No single or partial exercise by any party of any right, power, or remedy hereunder, shall preclude any other or further exercise thereof. 9.5 'Strict Performance. No failure by either party to insist upon strict performance of any covenant, agreement, term or condition of this Agreement or to exercise any right or remedy available to such party by reason of the other party's Default and no payment or acceptance of full or partial payments of amounts due under this Agreement during the continuance (or with CRA's knowledge of the occurrence) of any Default or Event of Default, shall constitute a waiver of any such Default or Event of Default or of such covenant, agreement, term, or condition or of any other covenant, agreement, term, or condition. No waiver of any Default shall affect or alter this Agreement, but each and every covenant, agreement, term and condition of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent Default. Payment by either party of any amounts due under this Agreement shall be without prejudice to and shall not constitute a waiver of any rights against the other party provided for under this Agreement or at law or in equity. One party's compliance with any request or demand made by the other party shall not be deemed a waiver of such other party's right to contest the validity of such request or demand. All the terms, provisions, and conditions of this Agreement and the restrictive covenants shall inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. The Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that both parties have contributed substantially and materially to the preparation of the Agreement and the restrictive covenants. 9.6 Remedies Under Bankruptcy and Insolvency Codes. If an order for relief is entered or if any stay of proceeding or other act becomes effective against Developer or in any proceeding which is commenced by or against Developer under the present or any future federal bankruptcy code or in a proceeding which is commenced by or against Developer, seeking a reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any other present or future applicable federal, state or other bankruptcy or insolvency statute or law, CRA shall be entitled to invoke any and all rights and remedies available to it under such bankruptcy or insolvency code, statute or law or this Agreement. 004180214 Page 10 of 17 9.7 Termination. The obligations of Developer and CRAshall terminate upon earlier of (i) ex�iiration of the Direct Incentive Funding payments to Developer as provided in ASection above as a result of the exi;,dration of the ajytaid t. AA ent (%eriodq! _0 complete the Project before July 30, 2017, unless extended as provided by written agreement of t parties. Section 10. General Conditions. 10.1 CRA's Maintenance of Records and Annual Account Funding. Commencing with the Effective Date, the CRA shall. maintain and administer separate financial records which reflect the terms of this Agreement. Such records shall clearly document for the benefit of the CRA and the Developer, the Base Year amount and the annual Project Increment Revenues collected by the CRA attributable to the Project and the annual Direct Incentive Funding payments owing and paid to Developer under this Agreement. 10.2 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. Prior to Substantial Completion of the Project, this Agreement may not be assigned by the Developer without the prior written consent of the CRA. After Substantial Completion, this Agreement may be transferred by the Developer; provided, however, that any assignee thereto shall specifically assume all of the obligations of the Developer under this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. In the event that the CRA determines that the Developer is in violation. of this paragraph, the CRA shall have the right to terminate this Agreement and to seek repayment of the funds paid by the CRA to the Developer. Notwithstanding anything to the contrary contained in this section, prior to the issuance of the Certificate of Occupancy, Developer may assign this Agreement to an affiliate of Developer with the consent of CRA, such consent not to be unreasonably withheld. Such assignment shall not relieve the Developer of any of its obligations or duties as set forth herein. After the issuance of the Certificate of Occupancy, Developer may assign this Agreement to an affiliate of Developer without the consent of but with at least 10 day notice to CRA. 10.3 No Brokers. CRA and. Developer each represents to the other that it has not dealt with any broker, finder, or like entity in connection with this Agreement or the transactions contemplated hereby, and each party shall indemnify the other against any claim for brokerage commissions, fees, or other compensation by any person alleging to have acted for or dealt with the indemnifying party in connection with this Agreement or the transactions contemplated hereby. 10.4 Indemnification and Hold Harmless. The Developer agrees to protect, defend, reimburse, indemnify and hold the CRA, its agents, employees and elected officers and each of them, free and harmless at all times from and against any and all claims, liability, expenses, losses, costs, fines and damages, including attorney's fees, and causes of every kind and character (sometimes collectively "Liability") against and from the CRA which arise out of this Agreement, except to the extent that any of the Liability results from the negligence or willful misconduct of the CRA. The Developer recognizes the broad nature of this indemnification and hold harmless clause, and. voluntarily makes this covenant and expressly acknowledges the receipt of good and valuable consideration provided by the CRA in support of this clause in accordance with the laws of the State of Florida. This paragraph shall survive the termination of the Agreement. 00418021-4 Page 11 of 17 10.5 Notices and other Communications. Whenever it is provided herein that notice, demand, request, consent, approval or other communication shall or may be given to, or served upon, either of the parties by the other (or any recognized mortgagee), or whenever either of the parties desires to give or serve upon the other any notice, demand, request, consent, approval or other communication with res ect hereto or to the Pro* ect each such notice demand re ue ------------ If to Developer: Tom Hayden SKYE AT BOYNTON BEACH, LLC 650 S. Northlake Boulevard Suite 450 Altamonte Springs, FL 32701 With a copy to: Gerald Biondo Murai Wald Biondo & Moreno, P.A. 1200 Ponce de Leon Blvd. Coral Gables, FL 33134 If to CRA: Vivian Brooks, Executive Director Boynton Beach Community Redevelopment Agency 710 N. Federal Highway Boynton Reach, Florida 33435 With a copy to: Tara Duby Lewis, Longman & Walker, P. A. 515 N. Flagler Drive, #1500 West Palm Beach, FL 33401 LO.5.1 Any Notice may be given in a manner provided in this Agreement either party's behalf by its attorneys designated by such party by Notice hereunder. LO.5.2 EveryNotice shall be effective on the date actually received, as indicat on the receipt therefore, or on the date delivery thereof is refused by the intended recipient. 10.6 Time is of the Essence. The parties acknowledge that time is of the essence the performance of the provisions in this Agreement, 10.7 Entire Amement. The CRA and Developer agree that this Agreement s A mm OWN WOM" a lutillunwt, Stpur-sc'mi-, -vj wulcivisc UIL-01-cu, I WIXCUL UAtXIILW#- Oyme partl 3 hereto. n 10.8 Exhibits. Each Exhibit referred to in this Agreement forms _,an essenti ,tart of this Agreement. Angi Exhibit not ij4tsicallp attached sball be treated as iscart of this A, are incorporated herein by reference, 00418MIA Page 12 of 17 10.9 Severability, If any provision of this Agreement or application thereof to any person or situation shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law, 10.10 Prion terms fty of Interpretation. In the event of any conflict between the te s and conditions of thisAgreementand the Direct Incentive Program, the terms and conditions of this Agreement shall prevail. 10.11 Headings. Headings herein are for convenience of reference only and shall not be considered in any interpretation of this Agreement. 10.12 Insurance. All parties hereto understand and agree that the CRA does not intend to purchase property insurance in connection with this Project. 10.13 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the CRA and the Developer (or in any representative capacity) as applicable, 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, I 1A This Agreement may be recorded in the Public Records of Palm Beach County, 11.2 Any obligation so created by this Agreement shall be effective as a lien only upon the recording of such lien and shall be subordinate to any mortgage applicable to such property. Notwithstanding the foregoing, nothing herein contained shall be construed as creating an obligation hereunder upon any mortgagee or holder of other security interest including deed of trust prior to said Mortgagee or holder acquiring title by foreclosure or otherwise, This agreement and the rights and obligations hereunder, including without limiting the generality of the foregoing, the Restrictive Covenant, are subordinate in all respects to any first mortgage lien now or hereafter placed on the Property. 11.3 Nothing contained in this Amendment shall be deemed to be a right in favor of, or a duty to, the general public or any tenant occupant, invite, trespass or person or entity of any other status or classification for any reason, use or purpose whatsoever, whether public or private, it being the intention of the parties hereto that nothing in this Agreement, expressed or implied, shall confer upon any person or entity any such right or duty. Rights granted to, or duty in favor of, a third party beneficiary are neither intended nor granted. 11.4 CRA Specifically grants to Developer the right to obtain a mortgage for the development, construction and ownership of the Project. CRA understands, acknowledges and agrees that this Agreement, including but not limited to the Restrictive Covenant Agreement contemplated by Section 7, and each and every other obligation, term and condition of this Agreement is subordinate to such mortgage, its modifications and amendments, changes or replacements, and for all purposes, such mortgage shall be, and treated as, prior in right and time to this Agreement. CRA shall, if requested, OA 18021-4 Page 13 of 17 execute such additional documents in recordable form as may be necessary or convenient to evidence this promise and provision. Section 12, Public Records p0nc T"f IFTS -Cornent, -177cillpor with Florida's Public Records Law. Specifically, the Developer shall: Keep and maintain public records that ordinarily and necessarily would be required by the CRA in order to perform the service; # 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 Meet all requirements for retaining public records and transfer to the CRA, at no cost, all public records in possession of the Developer upon termination of the Agreement and destroy 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 compatible with the information technology systems of the agency. 13.1 If the Project shall be damaged by fire, the elements, unavoidable accident or other casualty, so that compliance in any material respects by the Developer with the agreed upon Silver Rating National Green Building Standards as set forth in this Agreement is impossible, interrupted or frustrated, or if as a result of such damage by fire, the elements, unavoidable accident or other casualty, the obligations, terms and conditions of this Agreement cannot be carried out by the Developer, the Agreement shall nonetheless remain in full force and effect so long as the Developer commences within thirty (30) days of the event the obtaining of building permits for the restoration and repairs and once issued diligently pursues such repair and/or restoration until completion. If Developer has not commenced repairs and restoration within ninety (90) days, the CRA may terminate this Agreement. It is understood, acknowledged and agreed that in the event of damage that exceed the normal and customary insurance deductible of the Developer that Developer must apply for and then receive insurance proceeds in order to commence restoration and repair. So long as the Developer timely applies for and is diligently pursuing the receipt of such insurance proceeds, Developer shall have complied with the preceding requirement provided such repairs and restoration are completed within six (6) months of the dates of the event. In the event of a natural disaster, Act of God or similar major catastrophe the parties acknowledge, understand and agree that performance as to repair or restoration may not be possible within the time frames stated 00418021-4 Page 14 of 17 above and the Developer shall be given such time as is reasonable to commence repairs and restorati and to complete same. During the period that the Project is being repaired and restored, the CRA sh have no obligation to disburse Direct Incentive Funding to Developer. If repairs and restoration have n I been completed within one (1) year of the event of natural disaster, Act or God or major catastrophe, t CRA may terminate this 1 Agreement. 1 13.2 This Section 1. 1 shall be paramount to all other provisions of this Agreement, incluR ing but not limited to Section 4 and Section 8. 1;i1i'l '1011 i 11 11 1111 1 W418021.4 Page 15 of 17 IN WITNESS OF THE . FOREGOING, the parties have set their bands and seals the day and year firs) above v,41teic. WITNESSES STATE OF FLORIDA SS: COUNTY I � L SKYE ATB TON BEACH, LLC a Florida limited lia y'company 13y:. ............ Print Name: Title: ------------------------------------ ------- ------------------------------------ - - ---------- BEFORE ME, an officer duly authorized by law to adniftuster oaths and take acknowledgments, (tersonally appeared kj 4 t A . j-- of SKYE AT BOYNTON BEACH, LLC, and acknoMcdgeT�-iid—er oath that he/she has executed the foregoing Agreement as the proper official of SKYE AT BOYNTON BEACH, LLC, for the use and purposes mentioned herein and,that the instrument is the act and deed of SKYE AT BOYNTON BEACH, LLC. kn, wn," tome 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, 2±�day of 2015 MCommission Expirft Nota Pu c, State'of Florida at, Large y Va INTENTIONALLY LEFT BLANK] 00418021-4 Page 16 of 17 WITNESSES PrinlINIal,= M All" Xw Yor trie uso 5711 pupTso-s TIRMUTITTRUT Y .......... ;§\BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she is as identification. have set my hand and official sea]. at in the State and 015. My Commission Expires: of londa at argge WAIS021-4 Page 17 of 17 S" ft" pAfcs OR vzv'kqt'p wwfw, Owhat JLL-2011 $5,500 24660/0827 CENT OF TITLE CAPSMME REM LLC DEC -2004 $650,WD 16074/0853 WAARANTY DEW WVWM VMTURES I U.0 DEC -1994 $100 GBSS6 / 0817 COW OF TrtLE DEC- I WJ4 $100 09558/0415 CERT OF 7ITL9 OCF-1 994 $100 084.57 /0154 CWOFTnU 1.7 74X Yew MM4 2013 No ExmpWn bftmadm AvaN". NmmImr of Wks 0 Iftl Sqtmm Feet 2337 ACms 41171 Va Coft 1700 - Offia ONE STOKY X"IM4 M" - Wxed Um HIO (O"OVNTON OtACH I Ta Yew aid 2013 2012 tmpvmomwkje $sT.Qw $23.590 $73,471 kmd VWUO $5,017,533 33,541m788 $3,541,788 T,qw marw value $5,069,017 53,565,370 53,565,259 All vahm sim va cGimmmy ist each ywr 74X Yew MM4 2013 =2 ANOOMW van $3,021,916 $3156s,378 $3,565,259 KWWWWn AMOM $0 $o $0 TwaWs Vahm 53.#Z1,916 $3, 5,378 S3,1565,259 Tkx'Yt*r M14 20IR 2012 AdIrtlewm $97.504 $0,931 380,873 Mm Ad VaJorm $ilos$ SMI Ma TOW trx $98J59 551 NO $611671 EXHIBIT "C" nal lwvrwln snlwpWwarvfigrn'Rpr'n lwtudlingxmrr ryrolalNr,pwxlAe� Wr.r rw.eeahlgrnitlanreW,nlmumc upI'nd%euA so-M�nikynhir➢v to aemGlar4ew�mrvrX vax�tlter CwfaPw. eoan tlmvyyn cMet4 wP rarvrvrfny„!mminrmy wvdly, ianvAucnpgkrc, rxr rmnkw4lPoeulMyn eur/nrcxpl.vw, y rrvr Mtlnvnrvllly{ aPeetlufYrrxrLhV!rp Igba+oa urtamnrcarlamr+rowu.flwmanierwY ngrr�prrrnrm araa,mwnr., wprnegtMra wurlgge C IN mMtruccWn ex¢vlpm+ent s (� WmrxMvxlpryytrnmr,Fax vw awmrrmrt¢ hwparmm�p}„4gFr xwtl Miwwv lsa aMwduvtlCrnaPortlmkwArmmmwwuu �. �. uamgrMrn PmglMorwMrzaY wrx9'tlm. kwigler dan vwrG UWm{m Pogxre pdwry Iw.) IvydrrNrgglq Yfur invm ul anPorrreofrvw merokro.6nuuYr deulrrµ wwFlumada,J+proml!n, rwlro��TM 0 qurvlarrn, uravlaYml�t rfnldbawleurtlnmurnx. rwwnnep wrwa,w.e.rra�¢q«mlmarm a,rrnkcmnnmadnngrmxniuwre,wwvv+w rttirraglWruM�� z nvWlNann W x4regvrllr9irrgslPu..Onvnrvfaw pGwl vlw!rbxurw rvm¢4vartrv1t4ru1. 44X#.MS}?rtmm�vrvaty rrrrnmgwrvaMpruskMarkMrtrvraxm!ga rxlMa4l nir--,Ak»mrul �ugr �� www' I'Pw n�agWr�rAia+�w Yrwn?Nnrnnem vp lm wut incfur9tttq 9Aun w»Ivterw uPtPrrupnlA I4 m!Wlle wrorerr rrverra N gitlq��IW14'urMre!e nMyA'renl+vryrexpulynln Mrae r,yutlCr In aPrm 9mnlµ!5 @rediurynmArc�� m�'""""' �,annmm�kmncn,r,u,wa rmm�larwvrw� Iw«.dmu-alnnxow+rcfc«., rc«I,Iro, nrAn+�otl r„000rr IrkeMnlvrµyof fkrm lm.tk.....n...... slaw+Yuryrmantrw vamfuneklw+rvenrl++vrcw.m.lrvrM;. Y cmmaaal,q,ry n+nrN[ ewi�rc, w5,lr+new, wul vVumtlwry rnnnvn. xuvuarl Irwdwweinlavexr�rt an�nu. Vr( I; 791 M i i x w 791 M i i x i w 791 M i i In accordance Athe unit samplingplan. Function of EV charging stations Verify that Irrigation System Is functioning as desillned (nozzles and spray heads, zoning) Verify that 118hUrts motbin sensors are fimcdoning Visual Inspection of building emmlope. The following are caulked, psketad, weather stripped, sealed - Joints, ono Ions doors, skylightsareu! appropriately Openings atween window and door assemblies, lambs, e Verify shower heads and faucets remain installed as d n j Check carbon monoxitile alarms Check that MERV 8 fikers are still being Dryer exhaust wonection Is maintained Kitchen exhaust d functions property waterNA heating pipe Insulation Leave hind sin educational care detailing: green buNdk* features and energy cortservedon ttpa, themwsUt contral b2neft of tuming Nights off 11 arml Bunding v1smum vafficeflon Mali EAch reskidenft iunit mllif be verffied In smildenm -tee, waVon plan audned In the table beWw,, 9 w ro as I Ili 0 0 i ly �� 1 113 Flow 5 2 In 124 cor Floor 2 0 0 0 14 3 a 1 Floor l d I34 Bar I calow AT � IIIA al ww C2 F low Floor, u° , 113 Flow 5 2 In Detail by Document Nurnb "Gma Contact. Us E-Fifing Services Document Searches Florida Limited I-labilit y,Company SKYE AT BOYNTON BEACH, LLC Filing Information Document Number L15000045440 FE1/ElN Number NONE Date Filed 03/12/2015 Effective Date 03/12/2015 state FL Status ACTIVE Principal Address 65C S. NORTHLAKE BLVD ALTAMONTE SPRJNGS, FL 32701 MallinA Address 650 A BLVD ALTAMONTE SPRINGS, FL 32701 NI III LECESSE DEVELOPMENT CORR 650 S. NORTHLAKE BLVD. SUITE 650 ALTAMONTE SPRINGS, FL 32701 F-ITM 0=. I Name & Address 0=610101011 W -A I *i F.Al of Y'A AA [AIN I =*"*I Sul 011 'LT WIN MORGAN, ROBERT Forrns Help 1 of 4/13/2015 5:08 PM FIEBER, JIM 47 ELM STREET NEW CANAAN, CT 06840 FUR11, JOHN 650 S NORTHLAKE BLVD IFAI "IF11: k 01 11 lkilL MKYAFI#ll 4 A 11 A : 11 '0409"w liff"mill WHATITIMIURTIT-Alkiff"s ** r= I ki mnj 7t mn[23�-M 03/12L901 5 Forida Uirnited L ab � .......... tt I i y View urnage un PDF format 2 of 3 4/13/2015 5:08 PM Article 11 The street address of the principal office of the Limited Liability Company is M, nw-M&MCqu I W11 WIN WIMMUMEM"MI MUMM. an Moil Fwl nwjamel I W-1 w tj 101M 0 wgMygrill Article III The name and Florida street address of the registered agent il . . . . . . . . . . . . . . . . Article IV mmigul call I wwqxgu Nau Title: VP ROBERT MORGAN w 444 a- Al WO A#' r""A"A 'II Title: VP JIM FIEBER #f.. STREET NEW CANAAN, CT. 06840 US Title: VP JOHN FLYNN 650 S NORTHLAKE BLVD., SUITE 450 ALTAMONTE SPRINGS, FL. 32701 US Title: VP DAMIEN KAALI-NAGY 21 SOUTH AVENUE NEW CANAAN, CT. 06840 US Article V The effective date for this Limited Liability Company shall be: 03/12/2015 a- s117RI n;M om ESTOPPEL CERTIFICATE Re: Direct Incentive Funding Agreement (the "DIFA" entered into as of May 27, 2015 by and between the Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes (the "Agency" and Skye at Boynton Beach, LLC, a Florida limited liability company (the "Developer and/or Seller") affecting a portion of the real property described in Exhibit A attached to and made part of the DIFA, located in Palm Beach County, Colorado (the "Property") This Estoppel Certificate ("Certificate") is made to (a) Avanti Residential, LLC, a Delaware limited liability company (together with its successors and assigns, collectively, "Purchaser") in connection with Purchaser's acquisition of the Property from Seller, (b) Purchaser's lender, Berkley Point Capital LLC d/b/a Newmark Knight Frank, a Delaware limited liability company (together with their successors and assigns, collectively, "Lender") in connection with Lender's anticipated term loan to Tenant, as such term is defined below, which loan is to be secured by the Property or a leasehold interest in the Property, (c) Federal Home Loan Mortgage Corporation (together with its successors and assigns, "Freddie Mac"), and (d) Chicago Title Insurance Company ("Title Insurance Company" and together with Purchaser, Lender, and Freddie Mac, collectively the "Relvine Parties"). All capitalized terms which are not defined herein shall be ascribed the definitions set forth in the DIFA. Now, therefore, knowing that Purchaser will rely upon the accuracy of the information contained herein and to induce the Title Company to issue an Owner's Title Insurance Policy to Tenant, as defined below, and to induce the Lender to issue a loan to the Tenant, the Agency represents, warrants and certifies as follows: A. The Agency hereby certifies to the Relying Parties that: (1) The DIFA is in full force and effect and has not been amended, assigned, modified or supplemented by any other agreement except as set forth on Schedule 1. (2) There is no existing default under, or violation of any covenant, term, condition, provision, restriction, standard, limitation, rule, regulation or guideline in the DIFA by Developer, nor are there any conditions or facts which, after giving requisite notice, or the passage of time, or both, would result in such a default or violation or afford Agency with the right or ability to terminate the DIFA. No notice of default has been issued by the Agency. (3) The Project was completed in accordance with the DIFA prior to June 30, 2018. Developer has received a Certificate of Occupancy for the entire Project and Developer has satisfied the conditions of funding in accordance with Section 6.2 of the DIFA. Accordingly, the ten (10) year term for the payment of the Direct Incentive Funding to Developer by the CRA commenced by the CRA Board on February 11, 2020 and will expire in 2030. (4) Developer has provided the Systems Audit Report to the City's Development Services Department on annual basis, including the Systems Audit Report due on or before April 30, 2021 (the 112021 Systems„ Audit„ RRI]grCl and the 2021 Systems Audit Report is acceptable to the City. (5) The Direct Incentive Funding paid to Developer for the 2019 calendar year was $392,811 and for the 2020 calendar year was $435,635.31. The Direct Incentive Funding to be paid to Developer for the 2021 calendar year will be projected after the Palm Beach County Property Report is received on June 30, 2021 and is expected to be paid to Developer after approval by the CRA Board in 2022. 4836-5629-1306.4 (6) Since a Certificate of Occupancy has been issued for the entire Project, the Agency acknowledges that Developer (or any successor or assign of Developer) may freely transfer or assign its rights, interests or obligations in the Property, the Projector the DIFA, to any third party without the consent of the Agency in accordance with Section 8 of the DIFA. Agency acknowledges that the DIFA will be assigned to Purchaser, and its successors and assigns, in connection with Purchaser's acquisition of the Property from Developer. The Agency further acknowledges that the Property will be transferred from Purchaser to an entity formed by or affiliated with Safehold Inc., a Maryland corporation ("Landlord") and leased to tenants in common, formed by and affiliated with the Purchaser (the "Tenant") pursuant to a Ground Lease Agreement dated on or about the date hereof (the "Ground Lease") and that such transfer may result in a further assignment of developer's rights in the DIFA to the Tenant. The transfers of the Property and the assignments of the DIFA described in this Section 6 do not require the consent of the Agency. The Agency further acknowledges that the Tenant will collaterally assign the DIFA to Lender, and its successors and assigns, and that the exercise of Lender's right to foreclose on any mortgages, deeds of trust, security agreements or collateral assignments (including, but not limited to, the Tenant's rights under the DIFA) in favor of Lender, and or the right of Lender to sell or take possession of the leasehold estate under the Ground Lease, won't require the consent of the Agency. (7) The Agency is the entity (or lawful successor to such entity) identified in the DIFA as having the authority to make certifications contained herein with respect to the compliance by the parties to the DIFA. (8) Agency agrees to provide Lender with notices under the DIFA in accordance with Section 10.5 of the DIFA. Lender's address for notices is: Berkeley Point Capital LLC, d/b/a Newmark Knight Frank Attention: Director, Loan Servicing 8 Springhouse Innovation Park, Suite 200 Lower Gwynedd, Pennsylvania 19002 (9) Notwithstanding Section 6.5 of the DIFA, CRA has not issued any Tax Increment Revenue Bonds, nor pledged any tax increment revenue, in connection with the DIFA or the Property. [Signature appears on the following page] 4836-5629-1306.4 Dated this gday 2" 2021, AGENCY:....- . BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Name: Title: 4836-5629-1306A , Sg,hedule Amendments to the DIFA First Amendment to Direct Incentive Funding Agreement made and entered into February 16, 2017 by the Agency and the Developer recorded on March 1, 2017 in Officials Records Book 28920, page 643. Second Amendment to Direct Incentive Funding Agreement made and entered into December 12, 2017 by the Agency and the Developer recorded on July 6, 2018 in Officials Records Book 229973, page 1991. Third Amendment to Direct Incentive Funding Agreement made and entered into February 2020 by the Agency and the Developer. 4836-5629-1306.4 The City of Boynton Beach DEVELOPMENT DEPARTMENT BUILDING DIVISON 100 E. Boynton Beach Boulevard P.O. Box 310 Boynton Beach, Florida 33425-0310 TEL: 561-742-6350 FAX: 561-7426357 www.boynton-beach.org March 07,2023 Thuy Shutt Executive Director Boynton Beach CRA 100 East Ocean Ave Boynton Beach, Florida 33435 Ref: 500 Ocean Project Re: Systems Audit 2023 Dear Ms. Shutt: I have received the audit report and letter of certification prepared by RunBrook. Dated 03/03/2023 for the above referenced project. Based on the information contained within the report and the findings provided the project is in compliance with section 5.3 of the filed March, 12, 2015 Direct Incentive Funding (DIF) Agreement. If you have any questions or concerns please contact me in the Building Division at 561.742.6376. Sincerely, John Kuntzman, CBO, PX, BN, CFM Building Official Cc: Michael Rumpf, Director of Development S:\Development\BUILDING\Kuntzman, Sohn\Correspondance\Seabourne Cove Systems Audit 040616.doc RUNBROOK GREEN BUILDIN(. 8 E.NF.RGY'rEST'ING Date: 03/03/2023 Re: 500 Ocean Systems Audit Report and DIFA Compliance Attn: John Kuntzman Development / Building Official Mr. Kuntzman, The Direct Incentive Funding Agreement (DIFA) for the 500 Ocean project in Boynton Beach requires annual systems audit reports be performed in accordance with Section 5.3 and Exhibit F. RunBrook (formerly SustainaBase) has performed the systems audit reports in 2018, 2019, 2020, 2021 and 2022 and found the property to be in compliance with Exhibit F (500 Ocean Green Building Monitoring Plan). Please feel free to contact me if you have any questions. Sincerely, ee Daniel J. Denis, President at RunBrook LEED AP (BD+C) & Green Rater RESNET HERS Rater ENERGY STAR Verifier FGBC Certifying Agent NGBS Green Verifier Cc: Callum King (LeCesse Development) Chad Hochuli (LeCesse Development) Robert Urbanksi (Avanti Residential) www.RunBrook.com ddenis@runbrook.com 313 Datura Street, Suite 300 West Palm Beach, FL 33401 Office: 1-833-R U N B ROO K Budding Systems Audit Report (Calender Year 2022) 500 Ocean, -t ligBeach, [�Ioirida 101 S IFedeirall 11 My, 11::.:,�oyintoin Beach, F11 3343,15 CI of 113oyntoin l3each, CoirnirnUnIty Redevelopment Agency Prepared by: RunBrook M-13 Datura Street, Suite 200 West Palm Beach, FL 33401 www.RunBrook.com ddenis@RunBrook.com 1-833-RUNBROOK on le livIIIlwvati' G, F?, E E P4 C IR "T" I FI E D GREEN BULDING & ENERGY TESTING 2022 Building Systems Audit Report — 500 Ocean Project The Boynton Beach Community Redevelopment Agency (CRA) entered into a Direct Incentive Funding Agreement (DIFA) with Morgan Boynton Beach, LLC for the 500 Ocean Project, a seven story, 341 -unit, multifamily apartment building located at 101 South Federal Highway in Boynton Beach, Florida. Pursuant to the DIFA, the 500 Ocean project was required to secure a Silver level green building certification from the National Green Building Standard (NGBS). The project is required to perform annual building systems audits on at least 34 residential units for the next ten years to monitor green building measures/features in residential and common areas. See Attachment A for a copy of the systems audit checklists. RunBrook, LLC, performed the audits and performed the tests described in this report. This building systems audit report documents field observations and building performance tests conducted at the 500 Ocean property on February 3, 2023. Field observations were recording using the systems audit checklist (Attachment A) to verify that green building measures/features were installed and functioning appropriately in both common and residential areas. Examples of checklist items include verifying that: electric vehicle charging stations are functioning, the building envelope was well sealed, shower heads and faucets maintain low flow, and appropriate HVAC filters were used. Examples of performance tests include completion of a blower door test to measure unit air leakage, a key factor in energy efficiency, and occupancy comfort. RunBrook, LLC, utilized qualified RESNET Home Energy Rating professionals to perform the site inspections and perform blower door tests. RunBrook's Energy Raters visited each unit and filled out the building systems audit checklist. RunBrook's Energy Raters also performed the blower door test. This was done by installed a blower door canvas to the front door and depressurizing the unit using a blower door fan and manometer to reach a pressure differential of -50 pascals (unit WRT the corridor). The corresponding flow rate measured in CFM was then recorded along with the blower door fan ring used for each unit. Using test data along with unit volume, the number of air changes per hour at 50 pascals of pressure was calculated (ACH50). The ACH50 measurement indicates the number of times the total air volume in the unit changes in one hour under a pressure differential of 50 pascals. Low values for ACH50 indicate a tight envelope with little to no leakage to the outdoors and adjacent spaces. High values for ACH50 indicate a loose envelope exhibiting leakage to the outdoors and adjacent spaces. Page 1 1 LeCesse Development & Cambridge Management Green Building Consulting by RunBrook 2O22Building Systems Audit Report —5ODOcean Project B°N�~ �� ~��w�� Si urvv��nary The table be|nvv provides a list of the unit types and unit numbers audited in 2022 included in this Building Systems Audit Report. Audits were performed on February 3, 2023. Page | I LeCesseDevelopment & Cambridge Management Green Building Consulting byRunBrook 500 Ocean Annual SVstem,s Audit Matrix 1 2018, 2019 2020 2,021 2,022 2023 2024 2025 2026 2027 JID Unit # Unit # Unit # Unit # Unit # Unit ff Unit # Unit # Unit # Unit # 1 112 125 113 361 112 2 114 133 149 363 114 3 116 238 156 364 �116 4 118 258 218 367 �118 5 120 322 230 370 120 6 121 336 240 371 121 7 122 345 255 372 122 8 126 357 311 561 125 9 127 36,8 1 331 463 1261 1 10 128 369 376 464 127 11 134 375 420 465 128 12 136 414 450 467 �134 13 211 429 511 469 211 14 213 431 523 470 213 15 214 432 576 472 214 16 216 440 620 474 216 17 219 442 158 561 219 18 220 468 221 563 220 19 222 475 1 317 564 2221 1 20 228 518 335 565 228 21 239 521 356 566 239 22 244 533 374 568 244 23 447 537 378 569 447 24 448 544 412 570 448 25 449 562 413 571 449 26 451 575 430 660 451 27 452 615 471 657 452 28 453 630 512 655 453 29 455 640 514 651 455 30 456 644 1 517 654 4561 1 31 457 610 519 656 457 32 458 562 541 658 458 33 459 316 572 653 459 34 460 550 619 6,49 460 35 659 1 647 1 Page | I LeCesseDevelopment & Cambridge Management Green Building Consulting byRunBrook 2022 Building Systems Audit Report — 500 Ocean Project StiininaI 'I'i � CaIII �� iIIrei llls Building measures/features located in common areas audited included the electric charging stations, irrigation systems, and timers. All systems audited were functioning and no significant deficiencies were note. The following photographs were taken as documentation. Electric charging station in functioning order, protected by parking barricade, signage in place Irrigation heads in functioning order, native plants well maintained Page 13 LeCesse Development & Cambridge Management Green Building Consulting by RunBrook 2022 Building Systems Audit Report — 500 Ocean Project III w, St,,wirriar,,V III°°°° e siiiii vfti l Units Building measures/features located in residential units audited included sealing of the residential envelope including windows, doors, sliding glass doors, and shared walls. Other building measures/features audited in residential units included showerheads, carbon monoxide alarms, filters (ensuring that they are MERV 8), and dryer exhaust connections. Blower door tests were also performed in each unit. All systems audited were functioning and no significant deficiencies were note. The following photographs were taken as documentation. Drver exhaust fans attached and MERV 8 filters maintained Low flow showerheads remain in place Page 14 LeCesse Development & Cambridge Management Green Building Consulting by RunBrook 2022 Building Systems Audit Report — 500 Ocean Project Envelope sealing measures to limit air infiltration Blower Door Unit Set Up Page 15 LeCesse Development & Cambridge Management Green Building Consulting by RunBrook Check that MERV 8 'filters are shill ing used Dryer exhaust connecdon K maknined, Kitchen exhaust connection is maintained Ulnit S, F Aud,itor Name: Frank Costaghola Quiditor Company: RunBroo�k .. ...... . ... . ..... . ......... .. ---------- . ........... Auchtor Signature J110, �:111 Unit Volurne RUNBROOK 5616W3375 GREEN OULDING & ENERGY TEVING Visual inspection of envelope. The foHowing are caulked, Basketed, weather stripped, or sealed, . . . . . ............. . . . . . .. . . . ........................ . . -, -- . . . . ..... .. ...... . ........................... . . . . . ... . . . ............... . ..... a) Joints, seams, perietrations . ....... ........... . ........... ... . -", - . . . . . . . . . . ..................... . ........ . ... ... .. .. . ...... --- .......... . .. . ........ . .. .......... . .... . ..... ... . .. ....... ---. . . . ............... . . . ...... b�) Windows, d,00�rs, skylights ZI c) Openings between window and doors, jamibs, frames . .. . . ... . .............. . ..... .......... . . . . ..... . .. . ............ . ....... . .... ........... ............. . ... ...... Verify that showerheads and faucets remain installed ,as designed (no-chariging heads,), .... ........ . .............. . ....... ..... . . . . . . . ... . ..... . ........... . ............... ... . . . . ... .... . . .... .. . ...................... . . Check carbon monoxide alarms, Check that MERV 8 filters are still being used . .... . .. ... Dryer exhatAst conn e c ti o r i is maintained' Kitchen exhaust connection is rnaintained i NA Unit S, F '---j Unit Wume RunBrook,J�LC �vu RUNBROOK" GREEN BILPLENNG & "NEA w' NST114G �yw �N,,runbrc�ok.o rn .. ... . ..... 561-676-3375 E Project Name: 00 Ocean N uuuld r Name: Morgan Boynton Beach, LL' .. ------------- - _ - ----..... Lct/Unit: I _ ,.,, , .. ._..... ----- - ....... Perrnrt Office: Boynton, Bauch CRA ......... tr ey x.01Federal Highway, Boynton ton I ch FL _,e. _ Date of Au.0 -- ,_..� „.. dot/lest J _ ...._ m.. .. .... `_7 77 -771777 - It "iiSU l inspection of envelope. The following in arra caulked, gask tdi, weather r strip�p ed, or se le& .............._..._ ....__ 111111-111 a,) Joints,, sans, penetrations m ......... __ ®,,. ------------ b) Windows, doors, skylights _, ��....................... ............ -_.__... ..... ..... ....... ...... _-11 --I'll, . c), Openings between n w li ndow and doors, ----------------------- ---n..„„ ...... m., , .b... .......... .__..._-_ ..m .......... .... jambsfr ne,5 -1 ....... ._ _._._ 'that Verify h�warheads and faucets remain installed as�sI�rd (r'�..s) .... "I, t m .... .......................................... ............_....._ i"c ._...._ Check carbon monoxide .. .......... .... �... .... ........_ .._......._ ;heck that M' ERV 8 filters are still b�eing used r Dryer er e �h�au s,t connection is maintained Al” ____......... ............... ........... ._._ .. .... ......... .......... Kitchen exhaust conrnectio n is maintained . .,........ N A . ................ ........ ........� --—..._... Re -circulating hoods over microwave �_ ,.... wa.... ... Unit . F � m Uniiit o I u rn e� ..„ v r > wr �-,Pascals,1 wCM�I� 77— i ...... .,, ...... ACH5IO CFM50, x 60, HouseVolume m � Auditor Name rr Nle Auditor Company: L�N"N'.N':" ...___ ......... Auditor Signature: ......... ..... ....... _ u m� ...._. .... ........... ..... ... r. ..., L °�� V 0 G IY"V �r C� {.4 w � �yorn RUNBROOK Q S61-676-3375 �.�. n�'°��I�.�r 0.,nd�,.rwI�w� & 5001 Ocean Buil�dg Systems Audlit F'o�r�m Project Name: 500 Ocean Lot/Unit . . .... . ..................................... . . . ........ ----- ---------------- ....... ... ... ......... . ...... . .... .......................... . ..... ........ . . . Stre�et: 1,01 S. Federal Highway, Boynton Rech, FL Visual inspection of envelope,, The following are ca:ullked, gasketed, weather s,trip�ped, or se�a9ed: . . .. ... .... .................... ........ ........... . .. ....... a), Joints, seams, penetrations b) Winclows, doors, skylights c) Openings between window, and doors, jambs, frarnes ... ....... ... ..... ............................. . . . . . . . Verify that showerheads, and faucets rernain installed as designed (no -changing heads) ... ... . ........... . . . . ................. . . . . . --, - . .. ... . . . ..... .. ......................... .......... . . . . . . . .......... Check carbon rrionoxid:6 alarrns Check that MERV 8 filters are still being Used Dryer exhaiust connection is maintained Kitchen exhaust connection is maintained TIMM Date Of Audit/TeSt: e , 13 'Unit S. F � (.';� ('1.4; Unit Volulime ....... S, L Auditor Name: ....... . . .......... . ..... . ... . ........ . . -f 11100� I �-.91 I vvww.n.,mbrock.com iA (LD R,M bl,rook.corn RUNBROOK" ... .... .... 561--676-3,375 GREEN BLJJL()iNG & EPAEAG'Y TIES'JvNIG lot al 1 11 01 5�00 Oic'e�an BuIldin I g Syst�ems Audit Forml MEMHM� �11 11 � Lot/Unit . . . . . ..................... . . ........ . ............ . ........................ . . . . ............ . ...... Street.- 101 S., Federal Highway, Boynton Beach, FL Visual ins,pec�tion of envelope. The following are caulked,gasketed, weathen stripped, or seale& a) Joints, seams, penetrations b) Windows, doors, skylights c) Openings, between window and doors, jaren bs,frarnes .. .. .................. ... . .... .. ....... . .. ... ...... .. ... . .. . . . . ... . .. .. . . . . . .......... . . .. . ........ . ... . . . .. .................... Verify that showerheads and faucets remain installed as designed (no -changing heads) .................... . . .......... . ...... . . . . . .. . ........... . ... .... . . .. . .... . ..................................... .. ........... . .. ....... .. . ..... . .... Check carbon, monoxide alairms Check that MER V8 filters are still beiinig used lye,r exhaust connection is maintained Kitchen exhaust connection is maintained MEM. Date of Auclit/"Fest: > 3 Unit Volume MM3�� Auditor Name: Franik Coistagliola . . . .... . ........... . ... . ... ..... ........... . ........ .......... . . i RUnBrookXLC,-�, M 7 OMMOM�� wvv.runbroc,)k orn RUNBROOK 5 61- 6 7 6.3 37 5 GREEN WALDNG & Vw&RGIY TESINNG 4 o" n�- Neuoject. N'wNameN : 00O _ ®w, t�ullc�l r N�p�Nr°rip: Mllor n ... Lot/Uniit ......... IP rruiut O,ffice Boynton Besot CRA ....-..__ _.. _. .......... ., . ..,,.. ......... „ „e a� Street. 0 S. Federal Highway, hwuwr * B rwt n Beach, L ...... ._... ... ,__ �. �... ...._. ....-... - .....,...... ,,. ........... Date of A,uidJit/T st .... ��M ��; .. Visual inspection f envelope, the followf inE are° ... c_a. .u., .l,..k. ed, `sketedP weather stripped, or su l _...... _ ........ ......................................... _...... _,,,, ., Joints, s rrus, penetrations , ..... � .. 6/ ........--...... . ..._.... _ ...----.. ..__...,�,_.. ....,�.. ...,.... .... _....---..__., ... ,, ........ ...._.. ._......... .... -- ), Winclo s, doors, skylights, --------------- ..----- ._ /j ..........__"__—_,............. ... ... ,. ......... .......... - .... ........ ------ ...-- - c)openings b� "t'tiaw� e nwindow and dr�r�rsP. �� ,.......e., ....,.....�... ...,.,..�.�.�. .,. ...,.... ......... _....--- f �rt�uhs, frames � �'. Verify that showenceds and faucets r rnair'i onist llir d w s designed (no -changing heads) . � ___ _ . Check carbon anoxid alarms � ............................. .... . . . . . ..... . . . m ... _ "it'iers '... ....... ......... -------------- ,.... .,_,_ Chck that are stall being used _...... ..... m , .... ...... --------- --._._.. ,_ .. -_- n , . , r , Dryer exhaust connection is r`nNrntafined ... .-1111111111--", Kitchenexhaust connection is N9tNndNARe-circulating --__... hods over elrorir TOet��i Unit S. F IN 't t Unit VOkirne �l __................ m ." . .. ................... . . . . ., ,. Auditor r Name: Freak : aghol .... ... .... .... ...... - uIt rm ui n rt t �� V Auditor erg tuJre, ole ,., 184 tlG �!cIt(%pli@kN� 561-676-3375 500 Ocean Build'ing Systems Audit Foirm Projest Name- 500 ocean Lot/Unit: 13 1-1 --- . ......... . . . ........ .......... ....... . ... --- ... . . . ........ ..... ---- .. . . ................. . . . . . - Street: 101 S. Federal Highway,,, Boyntion Be�aich, Fl. Visual inspection of envelope. The folHowing are caulked, gask eted, weather stripped, o�r seailed: .............. . ..... . . . -- . ...... . ........... . ....... . ...... . . -- ...... ............... . . . . . ....... ..... .. - - - --------------- a) Joints, searns, netratioins b), 'Window s, doors, skylights c) Openings between window and doors, jarnbs, fir ames, . . .. ......... . ........ . . . ....... .. . . . .......... .... - -------- Verify that shower rhealds and faucets rernain installed as designed (ino-chan&g heads) .. . ............... .. .... . . . . Check carbon monoxide arms Check that MERV 8 filters, are still being, used Dryer exhaust coninection is maintained Kitchen ehau:lst connection is maintained 7 Date of ALJddit/"Fest: Unit VOWme MIAMR, 0 Auditor N�ame: ............... .. .. ... . .... ..... Auldlitor Companyf� ,aiyqw,runbr-nak.wni 1 1. 1-- --- - --------------- --- fop�Aag!iqj,k�L r'qnbrook,c1i'.')i'n RUNBROOK" -- --------- ------ ------ 561-676-3375 GREFN BUILWNG �& ENERI,,'.';'v'TEs I My= Project rnia aft Ocean rrrdd r Narrne: Morgan,Boynton' B mch,-LL .. ..... _.. —,..... ..................... -.-- h t/U nit,e� ry� r �n'rdt GfficBoynton o � � M Ba9p 41"94P'µ street. 1B a FederalHighway,,nt .on B _ �, . "a'r 5:1 cd'll FL t _.... 1.>N�� dt \J �"^t 0.ardIL/L:J4 w„pp yn 11 � i4✓.,, ' �_,.,., ,,,....u.. _..,.., ...,....e, ,.......�.�e...... .... .....,� PgNdl inspection of envelope, The fdlowi ire .'�,N.,�..,oµ �. �e.�W.�.w�.., .,�,...,,.. riFr�i„ ..��.M,+,' ,,,,,,,,,,,,,,,,,,,,,,J.✓ w .,...,.,:.«., aUlked', sketed, thea stripped, or sealed, .... � Joints, srrns� penetrations _�.. , ... __ , m.„ .. Windows, doors, Ml.. _ skylights ,� _............. __....._................. ,..--..----- _ ........ .. P 0 Openings between window rnd doors, fr a . _.... , , "1.a �i�rrnrru _ Verify that showb.er-heads h��'�ds and fl"nrLn� is rr.,r~rr�nurn installed __.,...� _ as designed (no -changing gun heads) .... _ Check carbon monoxide alarms -_..---- ...... ..... .,, -- --- - Check a�k that Gid" filters are still d in .Bused .......... -- �. - �w m... ......w„ . _.............. . Dryer exhaust arnrn ctio n is maintained, � � . ��"° ......... _.....�� . ........ B t .... --_ .... _.__...... Kitchen exhaust connection trio n is t Brntai nr.d , ....... NA Re-circulating,hoods over microwave ' 0 Ull r"n it Unit Volume, a..,, � s nim. ..m '" „............... - _,.. 77777-7`- ACHSO CFM50 x 60 Ho'use° lunI � ------ , ,.. Auditor Name: __. ,®, .. ®m Frank Ct t li l �..----------- ..... Auditor L� .. m .. _. ---------- ._ Auditor Signature: ..... .. ._----_ r. ..... RUNBROOK" ,r�nrnl:asr��w{� fco t o 'lBP- t �9r q R GREEN BLIJmLt„ )Nrii & tn4tRGY n FSrnti G 561-676-3375 '"",',, "I . . ............... . . . .... ...... .. . . . .... . . . .............. . . ................... ...... ........ .. . ...... . .... . . . ...... .. ............... .............. ....... . .... .... . ......... . ....... ......... Project Name. 500 Ocean .......................................... . . . ...... . . .... .... ... ,"I"'I'll . . ........................ Budder Nairne. Morgan Boynton Beach, LLC . .. . ........ . ...... .... — . ........... . ...... ... .. ......... ... . . . ........... .......... .. . .... . . .. Lot/UniL . . ............... . . . ........ . ...... . . ..... . ........... . ... . . . ... . . ...................... .............. ............ Permt Officeoynton Beach CRA .. ........... . ........ . ... . . . . . .. . . . .. . .............. . .... ........ . .......... . ..................... ....... . . .......... .............. . . . ....... _ ... ...... ........ ........ .. . Street: 1015, Federal Highway, Boynton Beach, FL . ..... ....... . . . ... ......................... .. Date of Audit/Test: ... ........ of wo Visual inspection of envelope, The, following are caulked, gaske,te�d, weather strippe�d, or- seale& . .... . ... . .... . ...... . ... ......... . . ....... . IIII .... . ........ . . . .. .. .......... . a) Joints, searns, penetrations .. ........ . .. . . ......... . .. . ...... . . . . .............................. .... . . . .. . . ..... ...... ... .. ....... . ........ .............. . ..................... . . . ...... ------- ... . ... ... ................ . ........... ................. ..................... ... . . ................ . .. .. . . ....... .......... b) Windows, doors, skylights . . - ------- --- ---- . .. .... . c) Openings between wirmdowand doors, ... . . . .. ... . .. . .. .................. . .................. . ... /"I'V, ..... W" .. ....... . . .. . .. ....... - . ...... .. ....... . ...... . ... . . ..... . . . . .. .. ..... s ......... f.r a r.T.? e s . ..... . . ......... .......................j..a.m..b . ... . ....... . . ----------- -------------------- ------- ----------- - ----- ___I'___L/ Verify that showerhe ads and Faucets reniain instailled .. ........ �_ ""n . . . . . . . . . . . ................ . . . . . .... ............. ..... . . ............. . ........ . ....... . ............. ............. . ........ ...... .... .... as, designed (no-changing heads) . ............................. .. . . ..... . . . .. ......... .... . . ...... . ................. ......... . .. . . ....................... . . . ....... . ..... . ... . .......... .. ..... . . ............. ........ CI k carbon rnonoxIide alarms ..... ................ . . . ........... . ...... .. . ....... . . .. ............... . . ......... . . . . ....... ..... ..... ... .. .... . ............... . .. . . . . . ... ........... .. . . ....... .... ..... . .... ...................... . . ....... ......... - --------------------------- - --------- ---- ----- --------------- --- --------- --- . . . . . . . . . . . ........... ................... Check that MERV 8 filters, are still being used . . .. .... . . . . . . . . . . . ...... . ... ... . . . . . ...... .. .. . . . .... ......... .......... ............................... ... ................. . . .... ....... ... ........ ..................... .................. . .......... . . . ......... ............. Dryer exhaust connection is, ninaintained . ............ ........ ..... . L/11 .......... .. .... .......... . ....... ... . . . . .. . ........ . ....... . . ...... ................... .......... . .. ....... . ... .... ............... . .... . . . ............ ............... . . .. . ..... . ... ... .... Kitchen exhaust connection, is maintained NA - - - ---------------- . .......... . ...... . ......... .. .. ... . ...... . ...... . .... Re-circulating holod,s ove�r microwave _7 ; ........... ........... . . . . . . . . . . . . . ........... . .. .. .. .. .. .. .. .. .. .. . ........... ........... . . . Unit V61LArne . ........ . . ill's, so ..... .... .. 441,10m.'t M, "0 . . . . . ........ 7777 . .. ..... ............... ............p.........----- ... ..................... . ... ....... .... . ...... ... - --------- . . ....... . .... .. ..... V'H A0 CFM50 x 60 Ho'use Volume . . ...... ............... . . . ..... . .................. . .. .. uditor N.......... : Aame rani..... ..... - -- - - - - ------- ---------------------- . Fk Costaighola . ... . ........... . . .... . ..... ............................................ . . .. ........... ... . . . . ......... . . . ...... . ........ ..... . . . .................... . . . . . .......... - ------------- . . .... . . . .. ...... . ... ............ . . ............. . ......... . .................... ... . ...... . . . . ..... . ..... ....... Auditor Company:rook"�,LCII,'-7 1 11' .. ..... . ... . . ..... .... ........ ... . . . .. - - - ---- - ---- - ------------------------- ....... ... 1--el . .......... . . . .. . - - - - - - - - ---- ---------- — - - ----- - ---------------- . ........................... ............ ...... Auditor Signature'. .. ....... . ... ..... . . . . . . . . . . . ........ . . . . . . ..................................... -----.... . .. . .... . ......... tt to RUNBROOK - --------- ------- - ------------ - fc, slIglk' 561-676-3375 G R E E N B U i L 0 f N G & E N C', R, (5Y r"E I w N 0 1 o w • ME IT I -11-11- Project Nar�ne, 500 can .. _..e , Builder Narxnr..Morgan.... Boyntono. --- �....... — ....... .. mm . C rr nit Office_ Boynton ch CRA "4 J Street: 101Si. Federal Highway,,B ent reach, Date f inn dit/Te � --.. wn,.. 7 7777 r' .,�,�„„w.�✓„�s.,�,.rr,�r. .. ...�.�.�.. usuiiall inspection of noel e, The follow,ing are dam., � ,� .� mom. �� R� c�,�,!,;i c w.ulk cl, gasketed, w rea,th r stripped, or se lc�rl, ............... _._._...... ...-. ....... • .... .- ,,,.. ®„ ..------- .,...... �..... Joints, warns, penetrations ......--- .. ...... _ ,.,...�.�..... .... .....A ... ....__.-..-- Windows, doors, skylights .........- ......._--- ,. ............ .....-.. ^) Openingsb�etwyeWfi 4nLw doors, � jd�r� bs, fr r�rnes Xfwd� Verify that shcnw, lerh s and faucets rer pail n installed � � � — ......... _ designedas �:..�....... ,.— ......... ... .. . .... ...... ..__-_ Chn rbonircnoxi alarms .. t M ...... h c�wM. RV filters re still H ern used v. -_.. .a.. ......... ....... _. Dryer . e 1.a exhaust connection rs r��lr��t;lrwr� ....... _ .._..,,, m.m .. "I'll. Kitchen exhalust, connectionis rnaintarrne� A +-rrtalltrnhs over microwave rn Unit WtNl. tgrrde,ti��r� use, P 'r ACH50 CFM50 House Volume .... ,.. �.m.� -- _ Auditor me: real C s agli l � ... ... ._... - m.m .. ...... Auditor Cnmp... rw�IC ._.-. -- ...... _ �. Auditor Signature: ,„ two RUNBROOK'....... t�.�i�,Cn�n�,�nuua8nr��ran�� rrruw� 1 B do@.. inbr r� kx rn 1-676-337 GIREltN f,'PUtLDnr G & t.rnr.RGY r t,S�"t04(1 500 Oc�ean Building Systems Audit Form Lot/Unit: . . . . ... . ......................... street. 101 S, Federal Highiway, ntoin Be�aich, FL Visual inspection olf enve1ope. The fohowing arle caUlked, gasketed, weather stripped, or sea:led: . . .................... --------- . ..... ........ -- . ... . . . ............. a) Joints, seams, penetrations b) Windows, doors, skyhghts c) Op enings between window andl doors, jarnbs, frarnes, .. ..... . .... Verify, that showerheads and faucets remain installed as designed (no-chang4ig heads) --1-111- - — - --- - ----------- . . . .... .. . . . . . . . . ....................................... . . ...... . .... ...... .. ...... .... . ........ .. ..... .............. ..... Chieck carbon moinoxide alarn�is Check that MlERV 8 filters are still being used Dryer exhaust connection is raw aintained Kitchen exhaust connection is maintained Date of Audit/Test: ") "'R Unit Volume Un,it S. F Audlitor Name --- -- ----------- MOM 0 � � Auditor Signature-, Run,Pmr*ok.,iLLC RUNBROOK" GREEN BUR CONG ENrR(jY T ESTU'4G WWWRInbro( k-cotn 561-676-337S G Visual inspection nvelope, The following are caulk ed, gasketed, weather stripped, or seale& --l-1-111 ....... . ...... ... .. . . .............. . . . . -1111111 1 ............ . .. . . -1- 1 . .. ...... ..... . . . . ..... al) Joints, seams, penetrations ib) Windows, d'ooirs, skyfights 0 Openn,g5 betweeri window and doors, jambs, frarnes ........ . ... . —111 ... .... . .. ------ -'-- .... ......... . - 11-11 .. .......... Verify that showerheads and faucets ren'iain irustkld as d�esigned (no -changing heads) ...... . ....... -, - - "I .................. . . . . -- ... .. .........- ' ck .Check carbon monoxide alarms Check that MERV 8 filters are still being used Dryer exhaUSt connection is maintained' Kitchen:, exhaust connection is maintained Date of AUdit/'Fest: .. ....... . . -11111", ........ . ...... -. ..... ----- . . .... NA [ Re -circulating hoods over microwave Unit S, F f�: zas ei Unit Volurne ........ . . Auditor Name: ....... . ..... Auditor on! _YUNOP't", jib RUNBROOK" GREEN BUR.NNG & iEtA4tGY TESIIN(I I YW, rt,n'l brooU ons fc c -,),3't a P 561-6 3375 Visual inspection of envelope, Thefollowing are caulked, gasketed, weathier stripped, or sealed: .... . .. ............ . ... . .... .. . ... ... ... .. --------------- -1-11-1-1- 1 1 - ------- - - - - --- .. ................ .... . . a) Joints, sous, penetrat�uons b) Windows, doors, skyhghts; c) Openings betwee�n window and doors, jambs, fraimes . .. .... ........... . . . — . .......... . . ........... . . - -- --l— . ..... .... .. ........ Vedfyrthat sholwer-heads and faUcets remain insta;Hed as designied (n - ochanging heads) ....... . ... . . .. . . . ............ ........... . ....... . .... .... . ........ .. . .... .. . ............... . . . . .. ....... . .. ... Check carbon monoxide larms Chieck that MERV 8 filters are still Iin used Dryer exhaust connection is maintained Kitchen exhaust connection is rnaintairied Unit Wume Auditor Name: .. .................. . ..... . --- ------------- -- - -1111— � Auditor Company: 1, S 4 XtI'K gI U, "", RUNBROOK" MEIN BURNPiG & ENEWlY TES"I"PskG . . .. . ..... .. ....... .. E.......... . . 561 -676-33 75 Project ar : 50,0 Ocean lUild �r Nanie...Mo�r an .. _...... __... m . .....m�... Beach, LLC � t Iit.,�. � PeirBoynto�n ...... _ — niNt.Office. ni�ton�.Beach CRA streRt 1 S. Federal Highway, Boynton Beach, FL - tate cif AUd it/Test At 'Visual inspection of enveIlope, The ffolll w ing are caulked, lked, sleet , wether stripped, or seaW, .. ............ �......... Joints, sear is, penetrations, .. ...... -----.......... h) Windows, doors, skylights w.� Am �� ....m 11 . ), Openings s betwen window and doors, _ _....... Verify that show, rh s an faucets remain installed -- ..,....._ .....,..._ _.___ -_ _... as signed (no-changing heads) ...... f ............ ...... .... ... Check carbon monoxide Marn15 .w IEE S rrlte. Check that . filters are still being used ..... ..... ... .......................................... ..... _........... --- _........ -------- _.. ...._.................. ........ ... .... ....... Dryer exhaust ust connection is maintained ...... -iin- Kitchen exhaustconnection s maintained 9Re-circulatinghd over rrauro+ry W all owF c� .d�a ._. .. U1nit S,, F Unit Volume J.,..µ.._� . m; ...... __ _ _ _ _ m,m CI5 _. AuditorName: Frank t ells Auditor Company: ul rook LC ...... ............_ --- Auditor Sign t r : RUNBROOKfr ^ m t��Grolr��1lU Project arra u� , ... Bu l 's'r an,i I r ars ntoin q. Lot/Unit: .. __ _.......� l•errnit Of fice: Boy nto n Beach' ...... tret:,AS. Federal Highway, Boynton Bead, FIL ,. ,.. Date of Udlt/Te ......... sN Areas rfe w, Npt� Cpri�IW u LWI,nspecfion of envelope. The olloi tl ar QaLdke„, gask tud, waLher stripped, ele,;ea segyma'rn penetrations en non°n Irv” 4 d & Windows, doors,'skylights bN"w t., 6 p P" q ....... . ............. .......................... .................. __._ _...__.._---.--._. ............_,_..�—®,,.. ., c), Openings between window and doors, jamb �. �e. , ® . m.e.........P. ..n... w..........m ....... ... Verify that nc werhe`:ad and faucets reffiann installed a'esign (rio- hargL heads),, :.--------- . ...................... ..__- _ ..,,.._....................................... Cheek carbon rr o noxid e alarm ... .... Check that ME 8 felt. - rs ars still being used' ., .... Dryer _ haLJSt con"nnectuon us maintained _.... _ � _ ........ ....... ......... .....__ it hen exhaust tl_� �^� unad��ta�r��.. f ARe-circulating ..� mm®.. .. over microwaive wanne _ 0JW Unit , F77 Unit VOkJMC� � � House �t ` rAN li t S �.wwm�w ........... ... _.... ----_._ 5 -CFM50 x 60 House Volume � �� AUditor Name: ........ .. - ....w Frank Costaghola Auditor C Run F _ --- -----._ ..� �. ..... �, . _ ....- .. Auditor Signature.- Oleo, www. quuribP"o. k�u:;anu1 RUNBROOK" 1(; o s r 561-676-3375 C,,AF, n.nen FM hLIANG& Rinw.R 3If rf+; t Project Name; 500, tarn B uilderame,: orr ara Boynton arra, LLQ ..... ................. w.n. L t/U nnt� Permit Office. lBoynton Basan CRA _. Street 01 S., Federal Highway,�rynto n Bain, Ft. .... ..... ... ........... ................. _....... _. Cate oaf radit/Test I .2 71 "iSUal inspection of e n'w e]op . The following are caulked,_._... . sl ed, weather stripped, r sealed: ...----.__... —..— a) Joints, searns, ~e etratrtrs ..... ......... _...... ,—_........... ................. ..... .... — . m, .... ...—.— ._.... ............. ... .. ,...... ...... _..--" .,, „................ _............ ,,,,,,,, .„..,.,,. b) Windows, doors, skylights ._._...... .... ll „..... � ............... .. ,... ......... ”--.._,. .....m. ,................... __.-',,. ...�..,....___ ...., -....�.,. ........_ _...,.'.. ......... ..__._._.__... c-)' p� rnnn!gs, l -t rn rand n an, d dr.a rs, ..... . .�, ... ......d ----_ _.,...,. ,. ,. �, .m ............. ._... ._._—.,,._.....,.. ,.,, .... ...... _..___..,..,, lan bs, fraunies ,., .... ,_ ......,.. oo--..._— ,,. .. _.---- .-- Verify that showerheads, acrd fain sets rerrnanrn installed as,d..esiII-Ig n d (no changing heads) .., Check carbon n monoxide alarms .moo ., _._._._......_ ......._. .................. ............... .............. Check t lel filters are stall ba irn used �" „ r exhaust r rnrn tion is rnnarrstanM IW.d �.. _........ � , �rv� . Kitchen . r .- ,. hauust connection is rn"narrntai n d �.... NA Re -circulating hoods, over microwave ✓.M.»u�.G a.ru� . ,u.l :.�,�� ..... �..5� ..iaur�,u rsw r, �u�...,.,uc.....�. .ane... r rwc.�yc. i�/✓,vim./..I %.,wrre Unit S, F � � ,f"� Ul nit Volume�. �yi .,..,, A X .��.,�..,, ry �o 0 CFMI50 x 60 HouseVolume -...... ......... --... _...._.,,...n y . l r Name: ... ........_ _—... ......_... .ran Ct ...gl ,..l _-- ---.-._ --. .... m -.-...... .------- ,,, ..... ...----- ...... .,,�, N �......, n ILC, ... --- ----------------- --- --- ---..... .... m ... ...... _.......... ...__.,,..�.i. ......R......d., Aq� --...un„_....r..�.. ...-u m ....... ,r'................. .._._.. .a . ..,.,., .-.-..._........ _ ,._....., ...-..... ------ ,...................... RUNBROOK”f �' n �rOntr�r»d��lld � )IFYI o� r ➢�;�bi�u�0�!I rr�dr�bro(,. l , Om --- 561-6716-3375 GREEN n&UG t I,tn IE rG`0 u r„t �s about blank Owner Name: Status: AVANTI RESIDENTIAL 500 OCEAN TIC I LLC Active Last updated: 3/14/2023 04:48:17 PM 6M Tax Dist ri�/ 6 -or information regarding the charges fisted hare, please contact the respective taxing agency directly via the information prat/rdetl h(rQ Ad Valorem Gross Tax Credit Net Tax Savings Type: Ad Valorem CITY OF BOYNTON BEACH $537,678.76 $0.00 $537,678.76 $0.00 COUNTY $324,929.20 $0.00 $324,929.20 $0.00 SO FLA WATER MANAGEMENT DIST. $15,760.50 $0.00 $15,760.50 $0.00 SCHOOL $446,513.10 $0.00 $446,513.10 $0.00 CHILDRENS SERVICES COUNCIL $37,726.56 $0.00 $37,726.56 $0.00 F. 1. N. D. $2,191.81 $0.00 $2,191.81 $0.00 PBC HEALTH CARE DISTRICT $49,733.57 $0.00 $49,733.57 $0.00 Subtotal Gross Tax Credit Net Tax Savings $1,414,533.50 $0.00 $1,414,533.50 $0.00 Non Ad Valorem Gross Tax Credit Net Tax Savings Type: Non -Ad Valorem SOLID WASTE AUTHORITY OF PBC $44,210.21 $0.00 $44,210.21 $0.00 BOYNTON BEACH FIRE RESCUE $45,540.00 $0.00 $45,540.00 $0.00 ASSESSMENT Sub Total Gross Tax Credit Net Tax Savings $89,750.21 $0.00 $89,750.21 $0.00 Grand Total Gross Tax Credit Net Tax Savings $1,504,283.71 $0.00 $1,504,283.71 $0.00 about: blank 1/2 1410312023, 16:49 C) U, I -' "d 1, - Ir,C o -H,,Jory (71 "1 Bill Year Bill Number Last Paid 2022 101353703 11/29/22 about blank nn—l—cl Y—ir Tax Rill Paid By NATIONAL TAX SEARCH Receipt Number 1323.324817 Amount Paid $1,444,112.36 about blank 2/2 c6 N CD N N G N N L T N Cl t0 _ p N LO C O T N M N cn CO 0 O coN r- O N p) C U � M w a LnC Com') to N r 0 `_' Co Q M Q Q a) W O HO � Q Q .— LO Q CD i C Q i O T CD CL Q O 0 > ® ° N U) m CU m a x T �L o O a) N Q O cu Q o LO F- a+ C ® O N co E > X10 a) a) � ❑ c6 C14 CD M E u CY) < o V Ln a In �, U N O cts a� Q) > co CCD O co 0 a •+ C -)u T >-0� v c6 N CD N N G N O) r CNS ch O r C o) r N L) IC Ncu LO C O IT L{i r 'e LO ti It O C C M N cn CO 70 3 -`` V coN r- O N p) C U � LO P- a coc O 00 L� Com') to N r a� Co Q M Q Q a) W O HO � Q Q .— 0 O C Q > CJ 2 > Q a) U CD O M O > U o U) ° N U) m CU m a x =N co O �L � C L a) -o � c _0 oM cu Q o — o u) .L r T'Q E > — Q a) a) � ❑ c6 s M cc E u CY) < o co U) L �, U CU -a Q c o cts a� Q) > co a� o > @ a� NE @ N O co U Q c6 a) �O (D -O C>6 O a) E CU W tm >i a) N CV a N 0 - cu @ N 0) W >=o .a E O U a) U (n c V) C: -0 LL -0 O .> c Co o a) o' N U c c m o-.0 /\ W a) U U w a)i U c v U Y c O � z -- o �� L L Z LU Q = /\ ^2cp 4) t W N N � 0 N 0 O O 0 U _ a IL C II Q m O a) r+� 0 Z U U m J L �_ X_ X_ c _0 Q X 0 c 0 H� �, E E� as ZJcc W ch L +- ami V L _ J O Cl) Q N (D Q O = 4) +r v - v � U ani U N O N d 4) ^ N LL d IL o H Oo F- Q O i ++ O �+ V r Z LL 0 a� LO L O m W Q ca o CD C a LL Q V Z o L 4) a ,� 11u= c L° co U Q p O O O "'' •a 41 3 N m •p 4) LO m La � 'yLr m a 3 `NOV E u c a, c Ln ca >C c M a as O d OC U=U LO O d L _ mt m v c = �,� tv ui = Q v La m ca E r� O d p OD o LL _ U U V O LL v lLC 0 Q> N a H U U a H Q H H c6 x -6 Ncu o c6 N p) C U � -a a CO 0 mc a� Co Q M Q Q a) W O HO � Q Q .— 0 O C Q > CJ 2 > Q a) U CD O M O > U o U) ° N U) m CU m a x =N co O �L � C L a) -o � c _0 oM cu Q o — o u) .L r T'Q E > — Q a) a) � ❑ c6 s M cc E u CY) < o co U) L �, U CU -a Q c o cts a� Q) > co a� o > @ a� NE @ N O co U Q c6 a) �O (D -O C>6 O a) E CU >i a) N CV a N 0 - cu @ N 0) U >=o .a E O U a) U (n c V) C: -0 LL -0 O .> c Co o a) o' N U c c m o-.0 o a)QEE a) U U w a)i U c v U Y c O �^ z -- o �� 1, i �e B101YO NTO�IIIIl4lll211l1lll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 OLD BUSINESS AGENDA ITEM: 12.C. SUBJECT: Discussion and Consideration a of Lease with the USPS to Remain at the CRA -owned Property Located at 217 N. Seacrest Boulevard '411J�IJ�1_1W119 On January 13, 2020, the CRA entered into a Purchase and Sale Agreement for the property located at 217 N. Seacrest Boulevard (see Attachments I and 11). At the time of entering into the Purchase and Sale Agreement, 217 N. Seacrest Boulevard (current USPS location) was to be delivered to the CRA unoccupied. On April 11, 2022, CRA staff received a request from Mr. Rick Hancock, Real Estate Specialist for the USPS, to discuss the US PS's interest in remaining at the current location until a new long- term retail facility could be acquired (see Attachment 111). The matter was brought before the CRA Board on May 10, 2022 and June 14, 2022 (see Attachment IV). The CRA closed on 217 N. Seacrest Boulevard on February 1, 2023, and the US PS remained as a hold -over tenant. Subsequently, the USPS submitted a Letter of Intent (LOI) to the CRA Board for the CRA property located at 401-411 E. Boynton Beach Boulevard as a site in which to relocate their downtown retail portion of the USPS office (see Attachment V). Per the Board's approval of the USPS LOI, a Request for Proposals (RFP) from developers for the construction and ownership of the downtown USPS retail space was issued on September 30, 2022 (see Attachment VI). Responses to the RFP have been received and will be presented to the CRA Board for review and approval once USPS comments are received. CRA staff anticipates receiving the comments in time for the May 8th CRA Board meeting agenda. In the meantime, CRA staff and USPS have been negotiating the terms of the new lease at their current location. USPS agreed to pay rent at the current market value for the 7,205 sq. ft. building. CRA staff had a rent analysis performed on February 23, 2023. It estimated the current market gross rent on a property of the same size and condition at $25.00 per square foot, which does not permit additional recoverable expenses paid by tenants (see Attachment VI 1). USPS agreed to pay $25.00 a square foot, single net rent (which only provides for recovery of real estate taxes paid by tenants). The USPS has provided the expired lease (with $10.40 per square foot rent) and extensions with the previous owner (see Attachment VIII). Also attached is the proposed Lease Extension naming the CRA as the new owner of the property (see Attachment IX). As a Federal agency, the attached leases and extensions are on standard USPS forms and have been reviewed by CRA legal counsel. The extension terms are as follows and all other conditions of the original lease remain in force. Term — 1 Year (02/01/2023 to 01 /31/2024) Rent— $180,125.00 annually USPS may terminate with a 90 -day written notice FISCAL IMPACT: Fiscal Year 2022-2023 Budget: $180,125.00 rental income CRA PLAN/PROJECT/PROGRAM: 2016 CRA Redevelopment Plan and 2010 Downtown Vision and Master Plan CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description D Attachment I - Location Map D Attachment II - Purchase and Sale Agreement & Addendum No D Attachment III - USPS Request for Extension D Attachment IV - M inutes of the 5/10/22 & 6/14/22 CRA Board Meetings D Attachment V - M inutes of the 6/14/22 CRA Board Meeting (Approval of USPS LOI) D Attachment VI - M inutes of the 9/13/22 CRA Board Meeting (RFP-RFQ for USPS office at 401-411 E BB Blvd) D Attachment VII - Rent Analysis D Attachment VIII - 217 N. Seacrest Avenue Lease & Addendums (with Previous Owners) D Attachment IX -217 N. Seacrest Avenue Lease Extension with CRA O a � m U O L U � f6 d � N Co 3 O N } C C: T O m LLj O O CL 't This Purchase and Sale 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 `PURCHASER") and BOYNTON BOUNDLESS PO, LLC (hereinafter "SELLER"). In consideration of the mutual covenants and agreements herein set forth, 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 Properties located in Palm Beach County, Florida (the "Properties") addressed at 217 N. Seacrest Boulevard and more particularly described as follows: SEE ATTACHED EXHIBIT 'A" . PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be One Million Six Hundred Thousand Dollars ($1,600,000.00), Payable in cash, by wire transfer of United States Dollars at the Closing. r •• 3.1 Earnest MoRqy w . Business Days after the execution of Purchase Agreementby both parties, PURCHASER • Lewis, Longmanii. Walker, PA ("Escrow Agent") a deposit in the amount of Two Hundred Thousand Dollars 3.2 A2pftcationLDIsbursement of_Deposit. The Deposit shall be applied a disbursed r • Providing this Agreement is not terminated by either party pursuant to the terms set forth herein, Fifty Thousand Dollars ($100,000.00) shall be released to SELLER sixty (60) days from the Effective Date (hereinafter defined). The remaining Deposit shall be delivered to SELLER at Closing and the PURCHASER shall receive credit for the full Deposit ($200,000.00) against the Purchase Price. If this Agreement is terminated during the Feasibility Period (hereinafter defined) for any reason, the Deposit shall be immediately refunded to the PURCHASER. if this Agreement is terminated due to a default, pursuant to Section 12, the Deposit shall be delivered to (or retained by, as PURCHASER's Initials,, SELLER's Initi ? 01225555.1 Purchase and Sale Agreement Page 2 of 15 applicable) the non -defaulting Party, and the non -defaulting Party shall have such additional rights, if any, as are provided in Section 12. 3.3 Escrow A ent. PURCHASER and SELLER authorize Escrow Agent to receive, deposit and hold funds in escrow and, subject to clearance, disburse them upon proper authorization and in accordance with Florida law and the terms of this Agreement. The parties agree that Escrow Agent will not be liable 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 negligence. If Escrow Agent interpleads the subject matter of the escrow, Escrow Agent will pay the filing fees and costs from the deposit and will recover reasonable attorney's fees and costs to be paid from the escrowed funds which are charged and awarded as court costs in favor of the prevailing party. All claims against Escrow Agent will be arbitrated, so long as Escrow Agent consents to arbitrate. 4. EFFECTIVE DATE. The effective date of this Purchase Agreement shall be the date when the last one of the PURCHASER and SELLER has executed the Agreement. 5. CLOSING. The purchase and sale transaction contemplated herein shall close on or before February 28, 2023 (the "'Closing"), unless extended by Paragraph 8.5 below or other provisions of this Agreement or by written agreement, signed by both parties, extending the Closing, 6. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by 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 7), to which PURCHASER fails to object, or which PURCHASER agrees to accept, pursuant to Section 7.1 and Section 7.2 hereof. 7. FEASIBILITY PERIOD. The PURCHASER, and its designees shall have thirty (30) days from the Effective Date of this Agreement ("Feasibility Period"), at PURCHASER's expense, to make inquiries to determine if the Property is suitable for its intended use 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, valuation appraisals and investigations of the Property, including but not limited to Phase I and Phase 11 investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCHASER may elect, in PURCHASER's sole and absolute discretion, to PURCHASER's Initials: 7d SELLER'S Initia 01.125SSS-1 Purchase and Sale Agreement Page 3 of 15 terminate this contract and receive back all deposits hereunder. 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, subject to such disturbance as was reasonably necessary or convenient in the testing and Investigation of the Property; (ii) to the extent practicable, 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, 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 (subject to the limitation on practicability provided above) arising out of PURCHASER's investigation of the Property. However, PURCHASER's indemnification obligations shall not exceed its statutory limits as provided within Section 768.29, Florida Statutes, and PURCHASER does not waive its sovereign immunity rights. SELLER hereby agrees to indemnify and hold PURCHASER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, attorneys fees, for nonpayment for services rendered to SELLER or for damage to persons or property (subject to the limitation on practicability provided above) arising out of PURCHASER's investigation of the Property. SELLERS' obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 7.1 Title Review. Within twenty (20) days of the Effective Date, PURCHASER shall obtain, at the PURCHASER's expense, from a Title Company chosen by PURCHASER (hereinafter "Title Company" or "Closing Agent"), 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. Any and all assessments, outstanding utility charges, liens and other matters not constituting Permitted Exceptions shall be paid by Seller prior to or at closing from Seller's proceeds. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than thirty (30) days after the Effective Date notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "Title Objections"). If PURCHASER fails to deliver the 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 Title Objections, then SELLER shall have thirty (30) days to diligently and in good faith undertake all necessary activities to cure and remove the Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable to cure and remove, or cause to be cured and removed, the 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 and the Closing for one additional thirty (30) day period, or (ii) accepting the title as It then is but using such portion of the Purchase Price as may be necessary to pay and satisfy any mortgages, outstanding utility PURCHASER's SELLER's lnitiaf�., 01225555-2 Purchase and Sale Agreement Page 4 of 15 charges, delinquent property taxes and/or code enforcement and contractors' liens or other recorded claims of lien upon the property, or (iii) canceling and terminating this Agreement, in which 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. Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment ("Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, provided they are not as a result of the actions of the PURCHASER, 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. 7.2. Survev Review. PURCHASER, at PURCHASER's expense, shall 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, 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 7.1 concerning title objections. 73 SELLER Deliveries. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10) days of the Effective Date of this Agreement, except as specifically indicated: 7.3.1 Copies of any reports or studies (including engineering, environmental, soil borings, and other physical inspection reports), in SELLER's possession or control with respect to the physical condition or operation of the Property, if any. 7.3.2 Copies of all licenses, variances, waivers, permits (including but not limited to all surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits, if any), authorizations, and approvals of any governmental or private authority having jurisdiction over the Property, or any portion thereof (the "Governmental Approvals"), which are material to the use or operation of the Property, if any. 7.3.3 Prior to the Closing Date, SELLER shall execute and deliver to PURCHASER any and all documents and instruments required by PURCHASER, in PURCHSER'S reasonable discretion, which: (i) effectuate the transfer to PURCHASER of those Governmental PURCHASER's Initials: SELLER's Initial 01225555-1 Purchase and Sale Agreement Page 5 of 15 Approvals, or portions thereof which are applicable to the Property, that PURCHASER desires to have assigned to It, and/or (11) allow the Property to be withdrawn from any Governmental Approvals. At the time of closing, there shall not be 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 applicable rules, if any), that are caused by the actions of PURCHASER. SELLER warrants that there will not be, at the time of Closing, any unrecorded instruments affecting the title to the Property, Including, but not limited to any conveyances, easements, licenses or leases. 8. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the Closine) are either fulfilled or waived by PURCHASER in writing: 8.1. Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct In all material respects as of Closing. 8.2. Condition of PropertL. The physical condition of the Property shall be the same on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Rgnding_ Proceedings. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 8.4. !C�fi@.nce withLawsand _Reul@tions. At the time of closing, there shall not be 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 applicable rules, if any), that are caused by the actions of PURCHASER. 8.5. Occupancy. The property shall be conveyed to the PURCHASER at time of closing unoccupied. SELLER shall take all reasonable actions to ensure all tenant agreements have been terminated by the Closing Date. 9. CLOSING DOCUMENTS. The PURCHASER shall prepare, or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the SELLER'S Title Company. At Closing, SELLER shall execute and deliver, or cause to be executed and delivered to PURCHASER the following documents and instruments: 9.1.. Pggg. A Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and Insurable fee simple title to the Property free and clear of all liens, PURCHASER's Initials. SELLER's lnitiajr.','� 01225555-1 Purchase and Sale Agreement Page 6 of 15 encumbrances and other conditions of title other than the Permitted Exceptions. 9.2 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; 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. 9.3. Closing Statement, A closing statement setting forth the Purchase Price, the Deposit, 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 PURCHASER shall also execute and deliver at Closing. 9.4. Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 9.5. 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. 10.1. Prorations. Assessments, rents, interest, insurance and other expenses of the Property shall be prorated through the day before Closing. PURCHASER shall have the option of taking over existing policies of insurance, if assumable, in which event premiums shall be prorated. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Advance rent and security deposits, if any, will be credited to PURCHASER. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. 10.2 Ad Valorem Taxes. PURCHASER and SELLER shall comply with Section 196.295, Florida Statutes, with respect to the payment of prorated ad valorem taxes for the year of closing into escrow with the Palm Beach County Tax Collector's Office. in the event that, following the Closing, the actual amount of assessed real property tax on the Property for the current year is higher than any estimate of such tax used for purposes of the Closing, the parties shall re -prorate any amounts paid or credited based on such estimate as if paid in November. This shall survive the Closing. 10.3. S ecial Assessment_,Liens, Certified, confirmed and ratified special PURCHASER's Initials, SELLER's lniti."77"" 0122555,5-1 Purchase and Sale Agreement Page 7 of 15 assessment liens Imposed by public bodies as of Closing are to be paid by SELLER. Pending liens as of Closing shall be assumed by PURCHASER. If the improvement has been substantially completed as of the Effective Date, any pending lien shall be considered certified, confirmed or ratified and SELLER shall, at Closing, be charged an amount equal to the last estimate or assessment for the improvement by the public body. 10.4. Closin&Costs.. PURCHASER shall be responsible for recording the deed and half of all general closing expenses (settlement fee, courier fees, overnight package, etc.). SELLER is responsible for documentary stamps on the deed and half of all general closing expenses and their own legal fees. All other costs of closing shall be borne by SELLER. PURCHASER, having chosen the Title Company and Closing Agent, shall be responsible for all costs and expenses of the Title Company and Closing Agent, including but not limited to the title insurance premium. 10.5 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 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. 10.6 Existin Mort a es and C7ther 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. 11. REPRESENTATIONS, COVENANTS AND WARRANTIES, To induce PURCHASER to enter Into this Agreement, SELLER makes the following representations, all of which, to the best of its knowledge, in all material respects and except as otherwise provided in this Agreement (I) are now true, and (ii) shall be true as of the date of the Closing unless SELLER receives information to the contrary, and (III) shall survive the Closing. In that event, PURCHASER shall be provided immediate notice as to the change to the following representations: 111 At all times from the Effective Date until prior to Closing, SELLER shall keep the Property (whether before or after the date of Closing) free and clear of any mechanic's or materialmen's liens for work or materials furnished to or contracted for, by or on behalf of SELLER prior to the Closing, and SELLER shall indemnify, defend and hold PURCHASER harmless from and against all expense and liability in connection therewith (including, without limitation, court costs and reasonable attorney's fees). 111 SELLER has no actual knowledge nor has SELLER received any notice of any litigation, claim, action or proceeding, actual or threatened, against SELLER or the Property by any organization, person, individual or governmental agency which would affect (as to any threatened r PURCHASER's Initials. SELLER'S Initial 0122SS554 Purchase and Sale Agreement Page 8 of 15 11,3 SELLER has full power and authority to enter into this Agreement and to assume and perform its obligations hereunder in this Agreement. SELLER does not and will not conflict with or result in the breach of any condition or provision, or constitute a default under, or result in the creation or Imposition of any lien, charge, or encumbrance upon any of the Property or assets of the SELLER by reason of the terms of any contract, mortgage, lien, lease, agreement, indenture, instrument or judgment to which the SELLER is a party of which is or purports to be binding upon the SELLER or which affects the SELLER; no action by any federal, state or municipal or other governmental department, commission, board, bureau or instrumentality is necessary to make this Agreement a valid instrument binding upon the SELLER in accordance with its terms. 11.4 SELLER represents that SELLER will not, between the date of this Agreement and the Closing, without PURCHASER'S prior written consent, which consent shall not be unreasonably withheld or delayed, except in the ordinary course of business, create any encumbrances on the Property. For purposes of this provision the term "encumbrances" shall mean any mortgages, liens, claims, options, or other encumbrances, encroachments, rights-of-way, leases, easements, covenants, conditions or restrictions. SELLER expressly agrees not to refinance the Property. 11.5 SELLER shall perform all of its obligations under the terms of any existing leases with tenants on the Property up until Closing Daae and/or lease termination. 11.6 SELLER shall not list or offer the Property for sale or solicit or negotiate offers to purchase the Property while this Agreement is in effect. 11.7 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 the conclusion of the Feasibility Period to the Closing Date. 11.8 SELLER has noactual knowledge4 Many noticeof litigation,• or proceeding, or 4against SELLERor • # by any organization, person,4 governmental4 M #. threatened any litigation,# proceeding,M 4 occupancy or value of the Property or any part thereof or which would otherwise relate to the Prop". 11.9 SELLER represents that It has no actual knowledge nor has it received any notice that the Property has been, is presently or is contemplated to be utilized as a reservoir of hazardous material. As used herein, the term "Hazardous Material" shall mean any substance, 01225555-1 fi PURCHASER's Initials. SELLER's Initia".�� Purchase and Sale Agreement Page 9 of 15 water or material which has been determined by any state, federal or local government authority to be capable of posing a risk of injury to health, safety and property, including, but not limited to, all of those materials, wastes and substances designated as hazardous or toxic by the U.S. Environmental Protection Agency, the U.S. Department of Labor, the U.S. Department of Transportation, and/or any other state or local governmental agency now or hereafter authorized to regulate materials and substances in the environment (collectively "Governmental Authority(ies)"). 11.10 SELLER represents to PURCHASER that the Property is not subject to any deed restrictions or declaration of restrictions running with the Property which would affect the use of the Property except those constituting Permitted Exceptions as defined above. 11.11 Between the date of this Agreement and the date of closing, SELLER will not file any application for a change of the present zoning classification of the Property. 11.12 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. 11.13 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). 11.14 Additional Warranties and Representations of SELLER. As a material inducement to PURCHASER entering into this Agreement, SELLER, to the best of SELLER'S Information and belief, hereby represents and warrants the following: 11.14.1 There are no pending applications, permits, petitions, contracts, approvals, or other proceedings with any governmental or quasi -governmental authority, including but not limited to, PURCHASER, municipalities, counties, districts, utilities, and/or federal or state agencies, 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 Property to any of the foregoing entities. 11.14.2 There are no facts believed by SELLER to be material to the use, condition and operation of the Property in the manner that it has been used or operated, which it has not disclosed to PURCHASER herein, including but not limited to unrecorded instruments or PURCHASER's initials SELLER's Init! Purchase and Sale Agreement Page 10 of 15 defects in the condition of the Property which will impair the use or operation of the Property in any manner. 11.14.3 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. 11.15 Survival of Warranties and Re resentations: Anything herein to the contrary notwithstandin& the warranties and representations of SELLER shall survive the Closing for a period of one (1) year. This one (1) year period of survival shall apply to any and wall warranties and representations of the SELLER made herein, regardless of wherein set forth in this Agreement, such as, by way of example, Section 16. 12. DEFAULT. 12.1. 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, subject to the provisions of Paragraph 12.3 below, the Deposit actually then being held by the Escrow Agent shall be paid by Escrow Agent to SELLER as agreed liquidated damages and, thereafter, 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, but not otherwise. PURCHASER and SELLER acknowledge 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 held by Escrow Agent most closely approximates the amount necessary to compensate SELLER. PURCHASER and SELLER agree that this is a bona fide liquidated damages provision and not a penalty or forfeiture provision. 12.2. Seller's Default. In the event that SELLER shall fail to fully and timely perform any of its obligations or covenants hereunder or if any of SELLER'S representations 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 Agreement 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 of this Agreement, without waiving any action for damages. 12.3. 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 PURCHASER's Initials:, SELLER's lnitiO�._' 01225S5511 V, Purchase and Sale Agreement Page 11 of 15 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. Both parties agree that if an extension is requested, such extension shall not be unreasonably withheld. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. 12.4. Survival-., The provisions of this section shall survive the termination of this Agreement. 13. 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: Michael S. Weiner &17!sTM*i - 1•1 S678 Grande Orchid Way Delray Beach, FL 33446 If to Purchaser: Michael Simon, Executive Director 5T,—VMzW*7M1_skP 710 N. Federal Highway Boynton Beach, FL 33435 With a copy to: Kenneth Dodge Lewis, Longman & Walker, PA 515 North Flagler Drive Suite 1500 West Palm Beach, FL 33401 14. 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, which shall not be unreasonably withheld. PURCHASER shall have the right 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 163.357(1), Florida Statutes, (as it may 4(1 PURCHASER's lnitlal" — SELLER's Initiads: 01225555.1 Purchase and Sale Agreement Page 12 of 15 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 liable for a sales commission. SELLER shall indemnify, defend and hold harmless the PURCHASER from and against any and all claims, losses, damages, costs or expenses (including, without limitation, attorney's fees) of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by SELLER on its behalf with any broker or finder in connection with this Agreement. The provisions of this Section shall survive Closing or termination of this Agreement. 16. ENVIRONMENTAL CONDITIONS, 16.1. For purposes of this Agreement, pollutant ("Pollutant") shall mean any hazardous or toxic substance, material, or waste of any kind or any contaminant, pollutant, 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 laws ("Environmental Laws") shall mean any applicable federal, state, or local laws, statutes, ordinances, rules, regulations or other governmental restrictions. 16.1.1 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 or contiguous property owned by SELLER, to the best of SELLER'S knowledge. (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 claim, demand, cost or action relating to the Disposal of any Pollutant on the Property. SELLER is not aware nor does it have any notice of any past, present or future events, conditions, activities or practices on contiguous property that is owned by SELLER which may give rise to any liability or form a basis for any claim, demand, cost or action relating to the Disposal of any Pollutant affecting the SELLER'S property. (3) There is no civil, criminal or administrative action, suit, claim, demand, investigation or notice of violation pending or, to the best of that entity's knowledge, threatened against SELLER or the Property relating in any way to the Disposal of Pollutants on the Property, any portion thereof, or on any contiguous property owned by SELLER. PURCHASER's Initials: SELLER's Initials; 01225555-1 Purchase and Sale Agreement Page 13 of 15 17. PUBLIC RECORDS. PURCHASER is a public agency subject to Chapter 119, Florida Statutes. The SELLER is hereby notified thatthe PURCHASER is required by law, pursuant to Chapter 119, to maintain and disclose upon request all records deemed public under the statute including this Agreement and some or all of the documents necessary to consummate the transaction set forth herein. To the extent that any litigation should be instituted by SELLER, either directly or as a third party, to prevent or prohibit PURCHASER from disclosing or providing documents involving this Agreement or the transaction set forth in the Agreement pursuant to a public records request submitted under Chapter 119, SELLER agrees that PURCHASER may either: 1) defend the claim 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' fees and costs, both trial and appellate. 4 9 18.1. 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 the 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 of Florida. 18.2. CorppytAtLion 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. 18.3. Waiver. Neither the failure 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 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 SI PURCHASER's Initial vY5 1, SELLER's Initi s. 01225555-1 Purchase and Sale Agreement Page 14 of 15 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 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. 18.5. 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. 18.6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by PURCHASER and SELLER shall control all printed provisions in conflict therewith. 18.7 Waiver of JuDLLrLial. 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. 18.8. &ttornes Fees and gqsts. 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. 18.9 pindin Authorltra s Each party hereby represents and wa 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. 18.10 f!�r&�n. This Agreement may not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 18.11 Surviv_41. The covenants, warranties, representations, indemnities and undertakings of SELLER set forth in this Agreement, shall survive the Closing, the delivery and recording of the SELLER'S Property Deed and PURCHASER's possession of the Property subject to Section 11.15. PURCHASER's Initials: SELLER's Initial*' 01225555-1 Purchase and Sale Agreement Page 15 of 15 18.12 SELLER Atto[pgytsj' _Fees and Gusts. SELLER acknowledges and agrees that SELLER shall be responsible for its own attorneys' fees and all costs, if any, incurred by SELLER in connection with the transaction contemplated by this Agreement. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: FTSUZJTTIK•�� Title: Chair Date: —ilpkIL7i SELLER: BOYNTON BOUNDLESS PO, LLC Printed Name: Title: —IL 0 Date: WITNESS: WITNESS: Prinied Name: Printed Name: ECOr NT Lewis, Longman & Walker, P.A. Printed MName:VVt Date: PURCHASER's Initials: ,z 4 SELLER's Initial �LZ EXHIBIT A LEGAL DESCRIPTION 217 N. Seacrest Blvd. Boynton Beach, FL 33435 11111111011 F� 11 q . � 11 ' I go-] # 0=1 111MIJ Lots 9, 10, 11 and 12, Block 4, Boynton Heights Addition to Town of Boynton Beach, according to the Plat thereof, recorded in Plat Book 10, Page 64, of the Public Records of Palm Beach County, Florida. Less Portion of Land described as a strip of land over, through and across the following: Lots 9, 10 and 11 and the West 16.01 feet of Lot 12, all in Block 4, according to the revised plat of Boynton Heights, as recorded in Plat Book 10, Page 64, in the Public Records of Palm Beach County, Florida, in Section 28, Township 45 South, Range 43 East, said strip when measured along a line 16.01 feet east of and parallel to the west line of said Lot 12, being the Northerly 12 feet; and less the north 12 feet of the east 8.99 feet of said Lot 12. Together with: Lots 13, 14, 15, 16, Block 4, revised Plat of Boynton Heights, addition to the Town of Boynton Beach, Florida, according to the Plat thereof recorded in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, in Plat Book 10, Page 64. Subject to 3'easement across rear of lots as in Plat Book 10, Page 64, Palm Beach County Records. Together with: Lots 17, 18, 19, 20, 21 and the north 18 feet of Lot 22, Block 4, revised Plat of Boynton Heights, addition to the Town of Boynton Beach, Florida, according to the Plat thereof recorded in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, in Plat Book 10, Less portion of land described as the east 10 feet of Lot 17 and less the north 12 feet of Lots 18, 19, 20, 21 and the north 18 feet of Lot 22 all in said Block 4, and that part of said Lots 17 and 18 which is tangent to a line 12 feet south of and parallel to the north line of said Lot 17 as deeded to the State of Florida. Contract Addendum Re: Buyer(s): Boynton Beach Community Redevelopment Agency Seller(s): Boynton Boundless PO, LLC Property: 217 N. Seacrest Boulevard, Boynton Beach, FL 33435 The parties hereby agree to amend said contract as follows: 1. Paragraph 5 is hereby amended to reflect the closing date as February 1, 2021 A_dd °a cg4 Is cont iJ:: The provisions of this addendum are made a part of the subject contract and shall supersede, govern and control all contract provisions in conflict therewith. A facsimile ("fax") copy of the Contract or this addendum and any signatures hereon shall be considered for all purposes as originals. This contract and/or addendum may be executed in several counterparts, each of which shall be construed as an original, but all of which shall constitute one instrument. References herein to "Seller" and 'Buyer" shall include singular or plural as context so requires or admits. Boynton Beach Community Redevelopment Agency Printed Name: Date: Boynton Boundless PO, LLC By: k ao� b-4 �...__ Date: 01879771-1 DoubleTime® From: Hancock, Richard A - Greensboro, NC To: Shutt. Thuy Cc: Tack, Timothy; Utterback. Theresa; "mweiner(@ssclawfirm.com"; Ken Dodge (kdodaeCd)Ilw-law.com); "Kathryn Rossmell"; Curfman, Vicki; Nicklien, Bonnie; Hill, Vicki Subject: RE: [EXTERNAL] RE: Boynton Beach, FL Downtown Station New Space Project Date: Tuesday, April 26, 2022 1:39:15 PM Attachments: imaae001.Dna image002.12no imaae003.Dna image004.12no imaQe005.Dna imaae006.12no Hi Thuy, Good afternoon, thank you for taking the time to assist us with our search for a new Post Office location. I look forward to speaking with the Board. Per our discussion I do not have any documentation to present at this time. Please contact me with any questions or if you need additional information. Thank you, Rick Richard Hancock Real Estate Specialist USPS Facilities PO Box 27497 Greensboro, NC 27498-1103 336-665-2848 336-324-7891 (Cell) rj.ch.a.rd.a..:.h.a.ncock2..,g�,,,,.US, s. ov From: Shutt, Thuy <ShuttT@bbfl.us> Sent: Tuesday, April 19, 2022 3:41 PM To: Hancock, Richard A - Greensboro, NC <Richard.A.Hancocl<2@usps.gov> Cc: Tack, Timothy <Tacl<T@bbfl.us>; Utterback, Theresa <Utterbacl<T@bbfl.us>; 'mweiner@ssclawfirm.com' <mweiner@ssclawfirm.com>; Ken Dodge (kdodge@llw-law.com) <kdodge@llw-law.com>; 'Kathryn Rossmell' <krossmell@llw-law.com>; Curfman, Vicki <CurfmanV@bbfl.us>; Nicklien, Bonnie <NicklienB@bbfl.us>; Hill, Vicki <HiIIV@bbfl.us> Subject: [EXTERNAL] RE: Boynton Beach, FL Downtown Station New Space Project CAUTION: This email originated from outside USPS. STOP and CONSIDER before responding, clicking on links, or opening attachments. Good afternoon, Rick, Per our telephone conversation today, we will be scheduling you to speak to the Board at their May 10, 2022 CRA Board meeting. The meeting starts at 5:30 pm (EST). The purpose of the meeting will be an introduction or 'Meet and Greet' with the USPS since the CRA cannot take any action at this time. I am copying Mr. Michael Weiner, the current property owner, and our attorney so they are in the loop. I understand you would like to participate virtually so we will follow up with a link and registration information once the agenda packet is published (around May 4th) If you have any supportive documents you would like for us to upload on the screen for the meeting, please forward those by noon (EST) on April 26, 2022. Vicki Curfman who is cc: on this email will be your contact for the registration link and meeting logistics. Thank you. Respectfully, L i A s 11,1 S I i u L m I - R ^ R," i;o:;h"y rpgh hrd :ry ,, d I'r +',w'd_hRrlq"r1W,.9rgIW d Rotii'vN','looprincinI.W IW;tlO E Ocean B ^lwh,, FlP�irkia 33,1,35 ` .. /�www.boyr�tonbeachcra.c rn America's Gateway to the Gulfstream Po+ .ise LPc ,tl&'&,;e I ffi 1'M: FlorI+i has I:: ul l&h, r'eh tl of d,, I&P !:Iffl i ,SII to h f°rC �Jhi ek"1,mil be Iect.W.hh6s&, c"rsu ry.&,.,e�al ¢'q Fk-H&ale :l !Ik:ldlyd "°,¢^_arepublly ffi rcfolu, hOd..r[ e RrYAil err"dcl''''our tl",�mllil rv',:Itllf es"'!r, be suhl P','d h_h From: Hancock, Richard A - Greensboro, NC <R.ich.a.rd...A..Ha.n.mark?:.�«�.iaa.ps.:. r3v> Sent: Monday, April 11, 2022 10:35 AM To: Shutt, Thuy <S.h.uLtF.0 b.b:fl..Us,> Cc: Tack, Timothy <.r::.a..k.>::..(�?.. fl. >; Utterback, Theresa <1,j,;t..L.pr.b.a.. kT.(....b..b:fl..:.. s> Subject: RE: Boynton Beach, FL Downtown Station New Space Project Ms. Thuy, Good morning, per our discussion I would like to present to the Board a proposal to lease the current Downtown facility. This will allow time for the Postal Service to find a new long term location after they purchase the property. We are proposing a one year lease with a 90 early termination clause at Fair Market rent which would be mutually determined. In addition we would like to propose a potential new construction leased retail facility to be completed on the property you own at 409-411 E. Boynton Beach Blvd. Please let me know when I may discuss the proposals with the Board for their feedback and to answer any questions they may have. Additional information will be provided as the new space project moves forward. Thank you for your time and consideration. Sincerely, Rick Richard Hancock Real Estate Specialist USPS Facilities PO Box 27497 Greensboro, INC 27498-1103 336-665-2848 336-324-7891 (Cell) rj.ch.a.rd. a..:.h.a.ncock2,,ut�,,,_ua s. ov From: Hancock, Richard A - Greensboro. NC To: Penserga, Tv Cc: Mack, Andrew; Shutt, Thuv Subject: Re: Boynton Beach, FL USPS New Space Project Date: Monday, April 11, 2022 10:21:53 AM Mayor Penserga, Good morning, I hope this email finds you well. I am the Real Estate Specialist tasked with the relocation of the Boynton Beach Downtown Station facility. We have been in contact with Mr. Mack and Ms. Shutt regarding this project and would like to discuss the status and process of the new space project with you at your convenience. I look forward to speaking with you. Thank you, Rick Richard Hancock Real Estate Specialist USPS Facilities PO Box 27497 Greensboro, NC 27498-1103 336-665-2848 336-324-7891 (Cell) rj.ch.a.rd...a..:.h.a.ncock2..Ul�,,,,.u5, s. ov Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 be open to negotiating and/or relocating. He has someone there managing the place, but Ms. Bell was not open to negotiating on the appraised value. Public Comment Ernest Mignoli, 710 NE 7th Street, Boynton Beach, clarified when he says lawyers for the CRA that it is all the same as the City attorney is because what the CRA does goes to the Commission and votes on things the CRA does. In his opinion, even though there are other law firms for the Boards, ultimately all goes back to the City Attorney's firm. He asked how many times and how many people bring up all the crime in the City at the meetings and then at the meetings, he starts to hear about public nuisances and 132 NE 12th Avenue keeps coming up at the Magistrate's hearing with crime there so bad with weapons, child abuse, etc, etc. He sits in the magistrate's hearings and he advised the Board denies everything, the police deny everything and they all think all is a joke. No one else coming forward, public comment was closed. Attorney Rossmell explained the Board can receive public comment, but confine it to the item being heard on the agenda. Attorney Rossmell explained the Chair can direct the CRA Executive Director to begin negotiations with the owner. There was consensus to do so. C. Discussion and Consideration of Request from the USPS to Remain at the CRA - owned Property Located at 217 N. Seacrest Boulevard Post -Closing Ms. Shutt explained the CRA is under contract with the property owner, Mr. Weiner, to purchase and close on February 28, 2023. Currently, the lease ends January 31, 2023. Mr. Rick Hancock from the United States Postal Service (USPS) requested the Post Office stay at the site while looking at a new location. They need 11 K square feet. One site would be for retail activity such as sales of stamps and post office boxes, and another for distribution and carrier activities. They want a location in E. Boynton Beach for the retail component which would require 3K square feet. The request is to allow them to remain once they close on the property. Currently the CRA does not own the property and staff has included Mr. Weiner in all the discussions with the Post Office. She noted Paragraph 8.5.requires Mr. Weiner to deliver the facility vacant. If the Board relieves him of that, it would be a simple amendment, but the CRA would request that any changes to the current lease require Mr. Weiner to notify the CRA, which would be done unilaterally. The Postal Service can remain as a hold -over tenant. Mr. Hancock, (USPS) Acquisition Project Manager, stated he has been working with staff, contacting individuals in the community and has a real estate firm looking for a new location. They want a one-year lease extension from the CRA and the CRA would have termination rights. They would have an income stream coming in that allows them to find a new location. It is a difficult as there is a tight market to find a new postal 24 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 10, 2022 facility. As to what they are looking for, they know they will not be able to keep all their operations under one roof. They would be interested in the prior property, but to accomplish this, they would need more time. Mr. Hancock advised they would be interested in long-term plans for the properties and would pay fair market rate. The CRA would close on the current post office location in February 2023. The USPS has plans to accomplish their goals within that time line. The history of the property was given. Mr. Weiner, the property owner was available online, but unable to join the meeting. Chair Penserga was uncomfortable moving forward without hearing from him. Board Member Hay appreciated Mr. Hancock's comments. He asked if the 401 building does not work out, if they are looking to stay east of 1-95 and learned they were. Motion Board Member Turkin moved to table to the next meeting. Vice Chair Cruz seconded the motion. The motion passed unanimously. D. Presentation by Palm Beach County Housing Authority on the Properties within the CRA District Ms. Shutt explained the Executive Director was no longer online. She had just had surgery and could not hold on. Motion Vice Chair Cruz moved to table. Board Member Hay seconded the motion. The motion unanimously passed. E. Consideration and Discussion of the Boynton Beach CRA Policy for Processing CRA Board Agenda Items Ms. Shutt explained the Board wanted the agenda to be made available two weeks before the meeting, but there was a conflict with the Letter of Intent Policy (LOI) as the LOI can be submitted within five days of the Board meeting The item was to have the Board adopt the current policy for agenda processing, but come back in June with amendments to the LOI policy to be consistent with one another. Motion Board Member Hay moved to adopt the current processing GRA Board agenda item policy. Board Member Kelley seconded the motion. The motion passed unanimously. Thee was consensus to revise and bring back the LOI policy for adoption. 25 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 14, 2022 . _ .........._....... __ _� ................. _.. _.......... ._ predevelopment costs or leveraged funding for future affordable housing and that the HA's future focus is on: • Acquisition for land assembly and approval for increased density • Dispose of underperforming assets that are not in line with goals • Create new inventory • Refinance and restructure assets, and • refine and strengthen their business model Ms. Gilbert Jones explained that the future road map will serve citizens throughout the County, generate income and expand opportunities. She stated that they also want to consider near market -rate units and that they serve persons earning between 30% and 50% of the AMI. Chair Penserga clarified that the prior Board expressed concern for auctioning and selling the lots for astronomical prices, which renders the housing to be unaffordable. Ms. Gilbert Jones responded that they did not believe they needed to put an affordable restriction on the lots, and that they wanted to dispose of the lots because they were non-performing assets. Aimee Kelley, Board Member, agreed with Chair Penserga's comments that the high prices of land would drive up the home's price and it would make it difficult to build or find buyers willing to pay that price for a home in that area. She also expressed concern that the lots will remain vacant. There were no further comments and Chair Penserga offered to partner with the HA in the future as their missions are aligned. Ms. Gilbert Jones agreed. B. Discussion and Consideration of Request from the USPS to Remain at the CRA -owned Property Located at 217 N. Seacrest Boulevard Post -Closing (TABLED FROM THE 05/10/2022 MEETING) Motion Vice Chair Cruz moved to remove the item from the table. Board Member Kelley seconded the motion. The motion passed unanimously. Ms. Shutt reviewed the current location of the post office and explained that the Purchase and Sale agreement is with Mr. Weiner and the closing is scheduled for February 28, 2023. The USPS lease with Mr. Weiner expires January 1, 2023, and Mr. Weiner will deliver the property to the CRA empty. Currently, the USPS came to the Board to ask for an extension of their lease, but the CRA does not yet own the property. Ms. Shutt informed the Board that a simple contract amendment would allow the USPS to remain as a tenant. She said the USPS wants to remain in the downtown for the retail 5 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 14, 2022 ._ __..._ _ _......... _....w..w. ww_._.w . m,_.ww _w__ 11111..._ ___11,1_1 . ... . .... _ __ component with parking and they need a 3K square -feet building. They have another location for the carrier component in mind and they want to start their public notification process. She mentioned that Mr. Weiner was present, and Rich Hancock, USPS Representative, was present virtually. Mr. Hancock reiterated that they are looking to relocate, but need more time. They sought to extend the lease the space for an additional year with mutual termination rights. He stated that they want to maintain operations, pay fair market value, and have time to move. Mr. Weiner advised that recently, the building was hit by a car and they are working on repairs. The lease specifies the landlord has to fix certain things, which is mostly just the roof. They struggled with the USPS lease in the past, and this item was more difficult than others. They are attempting to fix the 66 -year old building, and they give the USPS weekly updates. His partners have no interest in extending the lease, considering the USPS said in emails that they would hold rent in maintaining the Post Office open for one more month. Mr. Weiner advised that they have always been cooperative with their project in Boynton Beach. He also elaborated that the lease can be terminated in less than a year by either party. He thought that if they can get the appropriate commitment from the USPS for the other property, that something could be worked out. He noted that there is a potential RFP as to selling the land with a commitment from the Post Office, but that there are tax issues. It could be coordinated for the benefit of all parties, but they should do the work now, to make the transition seamless. He repeated they do not want a huge liability for one month's rent and would work together to ensure the Post Office is on Boynton Beach Boulevard. Chair Penserga inquired if the USPS' intends to remain in the area and learned they were, but only for their retail section. Mr. Hancock explained that they identified another location for the carriers. Attorney Rossmell explained that the CRA cannot grant an extension, as they do not own the property and that when the lease is over, they can do so. The paperwork would not be excessive to effect the change. Board Member Hay requested confirmation that Mr. Weiner was not interested in extending the lease. Mr. Weiner responded that at this point, they do not want to take on contingent liability for one month rent. Board Member Hay asked if they could move up the closing date. Mr. Weiner replied if the closing was moved earlier than January 1St, it would be costly for him and his partners. If closing on January 2nd or 3,d, he offered that he and his partners have always been cooperative, and that he would listen. He emphasized for the record that he cannot commit without asking his partners. Board Member Hay stated that he thought they could start negotiating to release Mr. Weiner from having to worry about the 0 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 14, 2022 liabilities. Mr. Weiner noted that they have six months to know that the USPS will remain on Boynton Beach Boulevard and they would work with them. Vice Chair Cruz understood that the contract states there is a requirement to receive the property vacant and inquired if that could be amended. Attorney Rossmell responded that they could amend the contract to move the closing back 30 days or waive it at closing. It would not allow the Post Office to stay for another month. It would allow Mr. Weiner to deliver the building with the USPS in it and for the CRA to take possession of it early. Mr. Weiner stated if the USPS wants to be helpful it will say from the period from February 1 to February 28t", if anything should need any type of maintenance of repair or other attention, the Post Office will do it and Mr. Weiner and his partners will be held harmless. Mr. Weiner would be satisfied with that. Board Member Kelley stated that she liked what Board Member Hay said. Vice Chair Cruz asked if those two options would provide them the same opportunity as mentioned by Board Members Kelley and Board Member Hay as they are consistent. It could release them, then they could move the closing and alleviate liability concerns. Chair Penserga pointed out that there is no immediate urgency to take that action. He commented it is a quick turn -around. The greater priority is making sure the Post Office has a new home. He favored waiting until the Post Office takes the next step. After brief discussion, there was agreement staff and Legal can continue working on this, but not take any action. Mr. Weiner mentioned they have worked with the City for many years. If it had not been for the Post Office being hit by the car and a lack of collaborative effort, he said he did not think the issue would have been be as large as it was. He did not want the Board to think the issue was insignificant, because it was not. If this is the way the Board wants to go, he will see how he can ensure he will not have anything embarrassing occur in the last 30 days or cause him tax implications. C. Discussion and Consideration of Purchase and Sale Agreement for 1213 NW 4th Street, the Cherry Hill Mart Ms. Shutt recounted that at the last meeting, the Board asked staff to negotiate a contract. Ms. Bell was firm on the price of $400K, but the Board wanted the building to be vacant. There is currently a tenant onsite with an 18 -year lease remaining. The draft Purchase and Sale Agreement allows the property owner to work with the tenant so they can deliver the property vacant. Ms. Shutt noted that the Board can execute the contract, but the tenant has the first right of refusal. Once executed, the tenant has 10 days to respond. Ms. Shutt reported that the appraised price of the parcel was $310K. 7 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 14, 2022 �� -1-11--- . . . . . ............. -1- Ms. Shutt commented that there is a standard how the agendas are done with respect to the CRA Board and Advisory Board. The City Commission adopted a resolution how the matters will be handled, Chair Penserga responded that they can address this at the appropriate time. There was sufficient consensus for staff regarding this item. E. Discussion and Consideration of Letters of Intent for the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard Tim Tack, Assistant Director, presented the item as contained on the meeting materials. He detailed that the CRA received a LOI from Millspring Property for the purchase of the 401-411 properties for $630K. He elaborated Stephen Miller, President, wants to use this as a commercial location for Strong Heart Foundation, whose mission is to raise awareness of undiagnosed high blood pressure and atrial fibrillation and another use, which is recycling bottles, which is coordinated with the Lord's Place Re-entry programs. Mr. Tack added that if approved, Mr. Miller would pursue acquisition of the property at 413 E. Boynton Beach Boulevard, which would complete their property assemblage. Mr. Tack also conveyed that on June 3rd, the CRA received another LOI from the United States Postal Service, (USPS) since their current building was sold and they need to relocate its retail operations near its current location. Mr. Tack reviewed the terms and the Board's five options as contained in the meeting materials. Mr. Hancock gave a brief overview of their LOI and explained that their goal is to have a retail presence as near to their current location as possible. They are not looking to be part of, or tied into a larger development and this site would not be connected to the current location. He explained it is a stand-alone proposal to lease the space for a new Past Office. Mr. Hancock explained that they would take the shell building and build it out to be used as a long-term retail facility. They also have a postal carrier component to fill at another location so approvals and timelines for this project are more complicated. They would forward any interest or approvals to the USPS for their approval process once the CRA shows interest, (Vice Chair Cruz left the dais at 7:41 p.m.) Mr. Miller announced that he has been a nurse for 40 years and he has been in business for 15 years in the medical industry, which led to him expanding and strengthening the Strong Heart Foundation. He noted that many in lower income communities do not have regular medical check-ups. Strong Heart Foundation would purchase and provide barber shops and hair salons with automated blood pressure cuffs and heart rhythm monitors, which can identify atrial fibrillation, which people usually do not know they have. The building would also serve as a store front to recycle and repurpose bottles, which they coordinate with the Lord's Place. The construction side of this could be done in different buildings as the two buildings are zoned differently. The Strong Heart Foundation would 13 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 14, 2022 . . . ......... . ... . . . ... ........... . have the store front location for people to walk in and have their heart and blood pressure checked. (Vice Chair Cruz returned to the dais at 7:45 p.m.) Mr. Miller stated that since he submitted his LOI, he learned from former Mayor Grant that he had wanted a Welcome Center in Boynton Beach and he thought they could construct one on the property. Board Member Turkin asked about the square footage of the Welcome Center. Mr. Miller replied that he believes between 900 and 1,500 square feet would be appropriate. Board Member Turkin advised that he likes the idea of brainstorming, finding solutions and the Welcome Center. Board Member Kelley asked Mr. Miller if the building would be a true store front and what services they would provide daily. Mr. Miller explained that the 401 location would be the store front for displays and sales. The construction site to provide the products would take place at 313 NE Railroad Avenue. The manufacturing would be done in those buildings. Chair Penserga felt that there is a problem with finding a location for the USPS and that the Board had agreed to keep it in this area. He wanted to accept their LOI, work with them and issue an RFP so they could have a tenant and perhaps have a two or three- story structure for additional commercial businesses, Ms. Shutt commented if they go to RFP, those provisions could be included, but she commented that the lot was small. She further stated that she was unsure the Post Office would want to share a wall or a floor with another tenant and that here are a few excess parking spaces, but that there would be shared parking if there were additional tenants, Chair Penserga asked Mr. Hancock if they could have a multi -floor building and if the Post Office were to be a tenant in that area, if they would acquire the adjacent property at 413. Mr. Hancock responded that he had no problem sharing a building, but he thought if they build up, there would be parking access issues and trouble getting the mail in and out of the building as there is only a small alleyway. They would be willing to entertain additional tenants as long as the site meets their requirements. As to purchasing, Mr. Hancock explained they are only interested in leasing. They want to stay as close to their current location as possible and develop a new retail facility. Chair Penserga favored issuing the RFP and seeing if they can create additional spaces. Board Member Turkin requested clarification that when they issue the RFP that they will be selling the land, but by issuing the LOI, they will not be a landlord, Chair Penserga confirmed that the CRA would not become a landlord. Ms. Shutt advised that they will work with the Post Office to meet their specifications and bring back a draft RFP for developer qualifications most likely at the August meeting. 14 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 14, 2022 Board Member Hay queried what the CRA would accomplish by issuing an RFP and learned the CRA may be able to create something new. Board Member Hay asked Mr. Miller if they were receptive to sharing a facility with the Post Office, Mr. Miller responded that being on a second floor of a building would not be successful. Chair Penserga thought that it may be addressed with signage. The CRA will look for a developer and the Post Office will lease the property. Mr. Miller would look closer at purchasing and leasing to the USPS. Mr. Hancock expressed his concern about parking. He thought the highest and best use would not tie into parking and they will need access for the customers. They are only providing an initial concept. Susan Oyer, 140 SE 27th Way, complained that she has to pay higher fees for her Post Office Box than other postal locations and asked how many employee spaces were needed. She mentioned that she had been advocating for a Tourist Information Welcome Center for years and recalled one was supposed to be located in the Cultural Center. She questioned whether two stories and a Post Office would be secure as there are checks and other items of value in the mail. Attorney Grant thanked the CRA Board for considering this. He noted that they still have a Town Square with a lot of vacant land and there is vacant retail land across from it. Attorney Rossemll summarized the Board will accept the USPS LOI, work with them and direct staff to work with Legal to issue an RFP which functions as a 30 -day notice. Motion Board Member Hay moved to accept the USPS LOI and to direct staff to publish an RFP on this location, including the design provided by the USPS and bring it back for approval. Board Member Kelley seconded the motion. Ms. Shutt clarified that the RFP will seek development proposals from an entity to build out the shelf that includes all the specifications the USPS needs for the site, the opportunity for additional tenants and requirements the Board could like. Vice Chair Cruz questioned if the Post Office really wanted an additional tenant. There are 22 parking spaces with the USPS there now and it is congested. An additional tenant would require more parking. She did not think they should put a tenant above the Post Office. Chair Penserga explained they have to come back to the Board with their concept and thought that they should let the development community try to come up with something creative. Vote 15 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June 14, 2022 __ _ __ . ....... . .. .................... . . ... __ . . . ........ . . . . . .............. . . ..... . . The motion passed unanimously. F. Request by the City of Boynton Beach for a Temporary Suspension of the Neighborhood Officer Program (NOP) Ms. Shutt explained that the CRA received a letter on May 27th to suspend the program due to staffing issues. The program will resume in September. Joe DeGuilio, Interim Police Chief, advised that he inherited some staffing challenges. They are looking for resources to support a core function, which is road patrol. The two officers will work in the CRA zone. They are not taking them out of the District, just changing their responsibilities temporarily. Board Member Hay moved to approve the program's temporary suspension. Vice Chair Cruz seconded the motion. The motion passed unanimously, 14. CRA Projects in Progress A. CRA Economic & Business Development Grant Program Update Vicki Curfman, Administrative Assistant, reviewed the chart. There was one extension granted over six months and she gave the fund balance and distributions as of May 2, 2022 She announced five new businesses opened in the CRA District. Staff will reach out to them and inform them about the Social Media Outreach Program that is available to them. (Board Member Kelley left the dais at 8:16 p.m.) B. Rock the Block Recap Mercedes Coppin, Business Promotions and Events Manager, reviewed the above free event which took place on May 21 s on E. Ocean Avenue. She spoke about the ive band and family -friendly activities, all to spotlight the businesses operating in the Cultural and Downtown Districts. Multiple Boynton Beach Bucks promotions were offered to encourage attendees to visit the participating businesses. Survey results showed merchants experienced a 100% increase in sales and an 80% increase in foot traffic. About 74% of the attendees were residents and about 39% heard about the event from social media. (Board Member Kelley returned to the dais at 8A9 p.m.) Board Member Kelley commented that the event was great. She noted that there are two restaurants on the street, with only one mildly catering to children and that she had to 16 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida September 13, 2022 13. Old Business A. Discussion and Consideration of PBSO and the Fuel Discount for the Boynton Harbor Marina (TABLED 08/09/2022) Motion Board Member Kelley moved to remove from the table. Board Member Hay seconded the motion. The motion passed unanimously. Motion Board Member Turkin moved to eliminate this item. He stated that he felt the only discounts given should be to our Police Department. Board Member Hay agreed and seconded the motion. Motion Board Member Turkin moved to amend his motion and not approve the item. Board Member Hay seconded the motion. The motion passed unanimously. B. Discussion and Consideration of a Draft RFP/RFQ for the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard Tim Tack, CRA Assistant Director, directed staff to draft the above due to a Letter of Intent from the United States Postal Service (USPS) for a new post office on the above properties. He said that the final draft was forwarded to the Board and there were two changes, which were to update the drawings that included building shell requirements that the developer could use as guidelines for the proposal. John Hancock, USPS, was available online to answer questions. Chair Penserga opened Public Comments was closed. Motion No one coming forward, Public Comment Board Member Hay moved to approve the Draft RFP/RFQ for the CRA -owned property located at 401-411 Boynton Beach Boulevard and issue it subject to the USPS and CRA final Legal review. Board Member Turkin seconded the motion. The motion passed unanimously. C. Semi -Annual Progress Report for the Purchase and Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Village Apartments 2 APPRAISAL REPORT (APPRAISER FILE: 23-0225) RETAIL PROPERTY BOYNTON BEACH POST OFFICE 217 N SEACREST BLVD BOYNTON BEACH, FLORIDA • il BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY BOYNTON BEACH, FL AS OF FEBRUARY 23, 2023 March 1, 2023 Ms. Theresa Utterback Development Services Manager Boynton Beach Community Redevelopment Agency 100 E Ocean Ave Boynton Beach, FL 33435 RE: Appraisal of Real Property Retail Property Boynton Beach Post Office 217 N Seacrest Blvd Boynton Beach, Florida 33435 (Appraiser File: 23-0225) Dear Ms. Utterback: As you requested, we made the necessary investigation and analysis to form an opinion of market rent for the above referenced real property. This report is a market rent analysis of the property. To assist Boynton Beach Community Redevelopment Agency in business-related decisions regarding this property, this appraisal provides an estimate market rent for the subject real property in its "as is" condition. This report is written in APPRAISAL REPORT format. No other party may use or rely on this report for any purpose. This appraisal assignment and report have been prepared in accordance with requirements of the Uniform Standards of Professional Appraisal Practice (USPAP) developed by the Appraisal Standards Board of the Appraisal Foundation, with the appraisal requirements of Title XI of the Federal Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA), with the Interagency Appraisal and Evaluation Guidelines of 2010, with the Appraisal Institute's Code of Professional Ethics and Standards of Professional Appraisal Practice, and with requirements of the State of Florida for state -certified general real estate appraisers. The subject is located along the southwest corner of W Boynton Beach Blvd and N Seacrest Blvd within the municipality of Boynton Beach, Palm Beach County, Florida. The site consists of 39,487 square feet (SF), or 0.91 acres. In 1963, the subject was improved with a one-story, retail building containing 7,205 SF. The subject's quality of materials is rated as average; the improvements have been maintained in average condition. The subject is currently 100% occupied by a single tenant (United States Postal Service) utilizing the property as a post office. The subject lease was executed in June 2002, renewed in January 2013, and then renewed again in February 2018 for an additional five-year term, which expired on January 31, 2023. No renewal options remain. As of the expiration date, the tenant was paying an annual base rent of $74,929, or $10.15/SF NN. This is considered below market rent for the area. 1900 NW CORPORATE BOULEVARD, SUITE 215E, BOCA RATON, FLORIDA 33431 561-998-9326, FAX 561-241-4759 Ms. Theresa Utterback March 2, 2023 The subject does not appear to be listed for sale on the open market, nor is it reported to be encumbered by a purchase and sale agreement. The property last sold in February 2023 for $1,600,000. We estimate market rent for the subject real property in its "as is" condition, as of February 23, 2023, is: $25.00/SF gross. Every attempt has been made to distinguish between tangible real property, tangible personal property, such as furniture, fixtures and equipment, and intangible property, such as assets and business value. This appraisal is limited to valuation of the tangible real property ("real property"). Aucamp Dellenback & Whitney has performed services concerning this property during the past three years. We appraised the property for a different client in a report with an effective date of January 28, 2021. Thank you for this opportunity to assist in meeting your appraisal needs. Respectfully submitted, AUCAMP, DELLENBACK & WHITNEY Brent Wells State -registered Trainee Appraiser RI24758 brent@adw-appraisers.com Jonthan Whitney, MAI State -certified General Real Estate Appraiser RZ2943 jon@adw-appraisers.com 3 File #23®0225 TABLE OF CONTENTS TABLE OF CONTENTS PART 1: INTRODUCTION 1 TITLE PAGE 1 LETTER OF TRANSMITTAL 2 TABLE OF CONTENTS 4 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS 5 LOCATION MAP 6 SUBJECT PHOTOGRAPHS 7 SCOPE OF WORK 14 PART 2: DESCRIPTIONS, ANALYSES, AND VALUE CONCLUSIONS 17 MUNICIPALITY 17 NEIGHBORHOOD 19 MARKET 24 SUBJECT PROPERTY 32 HIGHEST AND BEST USE 40 VALUATION PROCESS 42 INCOME CAPITALIZATION APPROACH 43 PART 3: ADDENDUM 51 CERTIFICATION 51 CONTINGENT AND LIMITING CONDITIONS 53 HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS 56 DEFINITIONS 57 AREA DESCRIPTION AND ANALYSIS 61 APPRAISER QUALIFICATIONS AND LICENSE 66 File 23®0225 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS REPORT TYPE Appraisal Report PROPERTY TYPE Retail property LOCATION 217 N Seacrest Blvd, Boynton Beach, Florida 33435 REPORT DATE March 2, 2023 VALUATION DATE February 23, 2023 INTENDED USER Boynton Beach Community Redevelopment Agency INTENDED USE To assist in business-related decisions regarding this property SITE 39,487 SF or 0.91 acres IMPROVEMENTS Retail building constructed in 1963 and containing 7,205 SF OCCUPANCY 100% by the tenant ZONING Neighborhood Commercial (C2) by the City of Boynton Beach CENSUS TRACT 62.01 FLOOD ZONE X, flood insurance is typically not required in this zone HIGHEST AND BEST USE As Vacant: Immediate development of a residentially -focused mixed-use project, possibly involving assemblage with surrounding parcels As Improved: Interim use of the existing retail building by a single occupant, involving retrofitting and -or a capital improvement program to increase property value in the short term until land prices surpass the value as improved and the subject is redeveloped with a residentially -focused mixed-use project, possibly involving assemblage with surrounding parcels NORMAL MARKETING PERIOD 12 months or less REASONABLE EXPOSURE TIME 12 months or less ASSIGNMENT OVERVIEW The income capitalization approach provides the most useful indication of market rent. File 23®0225 LOCATION MAP LOCATION MAP P. " Tamara c "M 1 Torl 1,ficcoW, Act pig Cpll l r hw P, rl,, �vll �d- Vu d', 14(n Cocip6r(ity D �14YMLmYAi- 014: E a v p ode zsj Hol i Ilea 14"'ll l Tambirr"i T'Tad oral nab keh .11 Ho,meste. Ewgdad�� Nou."",f Kwk r'nyq Loke fillahfv, Eakr' A AAd,*iy 1,okr, AUCAMP, DELLENBACK & WHITNEY 6 File #23-0225 Laky Plaud t Laude i'2 ID" Okcechobeo 7" ll Ituart Buckhead Ridge Hnght,'m l w C wvjl Indiantown to Lg'Mul ?,AkP,vohl(0 me park pal Mourlu Haven Pahokco La Be lie ED aclaiston i ro-oR AW North Fort �prs M Belle G WeSUBJECT Roy'a I P Fort Myee' Lolugh Aces we Co4l Afthu, R", lk m—h,"'P 1�n Carlo�,Park J WOW, R - Do sp nings P. " Tamara c "M 1 Torl 1,ficcoW, Act pig Cpll l r hw P, rl,, �vll �d- Vu d', 14(n Cocip6r(ity D �14YMLmYAi- 014: E a v p ode zsj Hol i Ilea 14"'ll l Tambirr"i T'Tad oral nab keh .11 Ho,meste. Ewgdad�� Nou."",f Kwk r'nyq Loke fillahfv, Eakr' A AAd,*iy 1,okr, AUCAMP, DELLENBACK & WHITNEY 6 File #23-0225 SUBJECT PHOTOGRAPHS SUBJECT PHOTOGRAPHS Bird's eye view of subject (outlined) facing subject's south elevation Facing subject from along N Seacrest Blvd (east and north elevations shown) 7 File 23®0225 SUBJECT PHOTOGRAPHS North and west elevations shown (south elevation not viewable) Facing west along W Boynton Beach Blvd with subject on the right File 23®0225 SUBJECT PHOTOGRAPHS Facing south along N Seacrest Blvd with subject on the left Facing subject's rear parking lot along W Boynton Beach Blvd File 23®0225 SUBJECT PHOTOGRAPHS Rear loading dock (west elevation shown) Subject entrance / lobby 10 File 23®0225 SUBJECT PHOTOGRAPHS Retail area Warehouse / packaging area 11 File 23®0225 SUBJECT PHOTOGRAPHS Warehouse / packaging area Private office 12 File 23®0225 SUBJECT PHOTOGRAPHS Break room Typical restroom 13 File 23®0225 SCOPE OF WORK SCOPE OF WORK Appraisal Purpose: To estimate market rent in "as is" condition Interest Appraised: Not applicable Client: Boynton Beach Community Redevelopment Agency Intended User: Boynton Beach Community Redevelopment Agency. No other party may use or rely on this report for any purpose. Intended Use: To assist in business-related decisions regarding this property Report Format: Appraisal Report Inspection Date: February 23, 2023 Effective Date: February 23, 2023 Report Date: March 2, 2023 Competency Rule: We had the knowledge and experience necessary to complete this assignment competently at the time of its acceptance. Definitions: Shown in the addendum of this report Hypothetical None Conditions: Extraordinary None Assumptions: Valuation Approaches: The income capitalization approach provides an estimate of market rent based on comparable rental data. Appraisers: Brent Wells inspected the readily accessible areas of the subject site and improvements. Jonathan Whitney inspected the property on a previous occasion. Brent Wells and Jonathan Whitney performed the research and analysis, and wrote this report together. Brent Wells worked on this assignment under the direct supervision of Jonathan Whitney, MAI. 1 File 23®0225 SCOPE OF WORK Subject Property Name: Boynton Beach Post Office Address: 217 N Seacrest Blvd, Boynton Beach, Florida 33435 Location: The subject is located along the southwest corner of W Boynton Beach Blvd and N Seacrest Blvd within the municipality of Boynton Beach, Palm Beach County, Florida Legal Description: Shown on the following page (source: survey) Current Owner: Boynton Beach Community Redevelopment Agency (source: Palm Beach County Public Records). A title search was not performed as part of this assignment as that is outside the scope of work. Ownership History: The subject has sold during the prior three years. The property last sold in February 2023 for $1,600,000 (source: Palm Beach County Public Records). No other arm's length transactions have occurred in the three years prior to the valuation date (effective date). The subject does not appear to be listed for sale on the open market, nor is it reportedly encumbered by a purchase and sale agreement. Items Received: The following items were provided by the client: • Survey, dated December 7, 2022, by Target Surveying, LLC • Tenant Lease Interviews: We interviewed Theresa Utterback, a representative of the property owner, regarding the subject property. Market Data Sources: CoStar Realty (subscription service), LoopNet.com (subscription service), Multiple Listing Service (subscription service), PwC Real Estate Investor Survey (subscription service), published reports from national brokerage firms, RealQuest (subscription service), Site -To -Do -Business (subscription service), Floodmaps.com (subscription service), RealtyRates.com (subscription service), Marshall Valuation Service (subscription service), local county property appraiser's records (public records), Circuit Court recordings (public records), and appraisal files in this office Types of Data: Retail rental rates Geographic Area: Primary: Boynton Beach; secondary: Palm Beach County; tertiary: South Florida Verification: Rental rates were verified by a party to each transaction unless otherwise noted 1 File 23®0225 SCOPE OF WORK LEGAL DESCRIPTION rtT21&Nf:8LaESS I.w 8LK4 16 File 23®0225 PART 2: DESCRIPTIONS, ANALYSES, AND VALUE CONCLUSIONS The subject's municipality is described in the following pages. The Addendum contains an Area Description and Analysis of the state, South Florida, and Palm Beach County. MUNICIPALITY The City of Boynton Beach is located in southeastern Palm Beach County along the coastline of the Atlantic Ocean. The City was originally founded in the early 1900s and experienced tremendous growth between the 1950s and the 1980s. The city is nearly built -out with only infill sites remaining for development; redevelopment of some older properties has occurred during the past 10 years. Boynton Beach currently has roughly 65,000 residents. The City Limits encompass roughly 16.4 square miles, and the city is the third largest in Palm Beach County behind West Palm Beach and Boca Raton. The automobile is the primary mode of transportation in the city. The city has a grid -like pattern to its roads. Major north -south roadways are Federal Highway, Interstate 95 and Congress Ave. Major east -west roadways are Woolbright Rd, Boynton Beach Blvd and Gateway Blvd. Each of these east -west roads intersect with 1-95. Transportation linkages are good. The most intensive uses within the city are permitted in the downtown area near the corner of Federal Hwy and Boynton Beach Blvd (AKA 2nd Ave). This downtown area has historically been a small low-rise area with limited commercial uses; new development has primarily consisted of a couple of residentially -focused high-rise buildings. The Congress Ave corridor, located west of 1-95, is a major retail corridor in the region, anchored by the enclosed Boynton Beach Mall and open-air Renaissance Center. Substantial new commercial and residential development has occurred over the past 15 years in this area, consisting of low- to mid -rise office, retail and residential buildings. Boynton Beach has close proximity to a few high-end communities, such as Gulf Stream and Ocean Ridge. Primary employment centers in the region consist of Boca Raton to the south and West Palm Beach to the north. However, pockets of employment centers are located throughout the South Florida region. For instance, a large light industrial park, Quantum Corporate Park, is located in northern Boynton Beach near Gateway Blvd and 1-95. Adequate recreational and institutional uses are located in the city or nearby. Several beaches are open to the public north and south of Boynton Beach Blvd. The 401 -room Bethesda Memorial Hospital serves the Boynton Beach community. The long-term sustainability of Boynton Beach is aided by continued long-term in -migration to the region and proximity to employment centers and recreational amenities 17 File 23®0225 MUNICIPALITY MUNICIPALITIES MAP AUCAMP, DELLENBACK & WHITNEY 18 File #23-0225 NEIGHBORHOOD NEIGHBORHOOD The subject neighborhood is the downtown area of Boynton Beach. This downtown area is the greater area surrounding the intersection of Boynton Beach Blvd and Federal Hwy. The neighborhood is in the revitalization stage of a typical neighborhood life cycle. The primary mode of transportation throughout the neighborhood is the automobile. Boynton Beach Blvd is a four -lane, traffic artery with an interchange with 1-95. Seacrest Blvd is a collector roadway in the eastern part of the neighborhood. Federal Hwy is the primary north -south thoroughfare. Local streets connect with Boynton Beach Blvd and Federal Hwy. Overall, the roadway network is good. Most of this neighborhood corridor was developed with single-family homes in the 1940s and 1950s. Some of these buildings have been converted to commercial use by single occupants. Lots are relatively small and most conducive for use by small buildings. The eastern end of the neighborhood was initially developed with some small, low -intensity commercial buildings. The City and the CRA (Community Redevelopment Agency) have been actively encouraging a more intensive downtown over the years. A handful of properties in the downtown have been redeveloped over the past 20 years with residentially -focused mixed-use projects, and some other projects are currently proposed. However, this downtown area has experienced less redevelopment compared to other eastern municipalities. Some new projects involve grants or incentives from the CRA. The downtown had a relatively low profile until three major redevelopment projects were completed over the years. • Marina Village along E Ocean Ave was completed in 2006 with up to 14 floors of several hundred residential condominium units above 20,000 SF of first floor retail space. • The Promenade along N Federal Hwy was completed in 2009 with 14 floors of 323 residential condominium units above 19,000 SF of first floor retail space. The loan note on the unsold inventory of approximately 250 units was sold to a prominent South Florida developer, The Related Group. This buyer subsequently took title in a "friendly foreclosure" and changed the name to Casa Costa. • 500 Ocean is a major project that completed construction in 2018 with 341 residential units and 20,000 SF of commercial space at the southwest corner of Federal Hwy and E Ocean Ave. Boynton Beach's former City Hall is currently being redeveloped into Boynton Beach Town Square. This 16 -acre site along the south side of Boynton Beach Blvd will consist of a large new municipal and cultural complex. The new City Hall portion was recently completed. A couple of relatively large vacant parcels in the downtown are available for development. A couple of larger scale developments on underimproved sites have been approved by local users / developers, but have yet to break ground. Several sites have just recently traded hands indicating future development is on the horizon. 1 File 23®6225 NEIGHBORHOOD The following chart shows the demographics for rings surrounding the subject, as well as the demographics for the city, the county and the state. Compared to the county, the immediate area surrounding the subject (one -mile ring) has a lower median household income, a lower median home value, and a lower percentage of owner occupied units. The chart indicates modest to significant projected annual population growth in the immediate area over the next five years. The one -mile radius to the subject has 18,878 residents, which is a rather dense area for largely suburban Palm Beach County. Population Projected Ann. Rate ('22 -'27) Median HH Income Households (HH) Average HH Size Median Age Owner Occupied Units Median Home Value DEMOGRAPHICS AROUND SUBJECT Source: ESRI, 2022 figures 18,878 92,450 207,036 81,873 1,521,397 22,114,754 1.17% 0.31% 0.31% 0.29% 0.34% 0.61% $59,568 $64,987 $69,331 $65,142 $76,687 $65,438 7,330 40,094 88,852 34,931 619,271 8,760,977 2.53 2.27 2.3 2.31 2.42 2.47 39.8 45.3 47.9 44.3 46.4 42.8 41.8% 47.7% 55.6% 49.9% 59.1% 57.2% $258,937 $260,780 $301,347 $268,789 $351,335 $285,477 2 File 23-0225 NEIGHBORHOOD AREA MAP AUCAMP, DELLENEACK & WHITNEY 21 File 23®6225 NEIGHBORHOOD NEIGHBORHOOD MAP 2 File 23®6225 NEIGHBORHOOD AERIAL MAP OF SURROUNDING AREA 2 File 23®6225 MARKET MARKET Overview The South Florida real estate market generally consists of property in Palm Beach, Broward, and Miami -Dade County and other smaller, surrounding counties (Monroe, Martin, St. Lucie). This market section was developed as a result of interviewing market participants, reviewing published reports, and analyzing trends involving construction prices, sales, rent rates, and occupancies. The ongoing coronavirus pandemic has substantially impacted real estate markets globally. Imperfect data is available at this time during this unfolding and ongoing event. This appraisal report captures the currently available data and the market's current response. Starting in March 2020, various local, state and federal authorities in the United States ordered the closure of non-essential businesses. Most office workers are asked or ordered to work from home. Initially, most market participants report a pause on executing most new lease and sale transactions due to market uncertainty. As we now move through the third year of the pandemic, various segments of the real estate market have been affected in very different ways. The Federal government was initially very active in assisting business and individuals during the period of uncertainty surrounding the pandemic. This bolstered the economy in various ways, though some have argued the Federal stimulus may have had some unintended consequences. For instance, business owners report difficulty in finding workers for lower -paid retail, transportation, and hospitality jobs. As a result of increased safety measures related to the pandemic, as well as worker shortages, global supply chain delays have disrupted the normal course of business. The United States relies heavily on imports of manufactured goods, and the delays have caused some economic uncertainty. However, market participants report the low interest rate environment has been very desirable for getting new deals accomplished. In fact, the low interest rate environment has led to a very robust gains in the residential market, with substantial year -over -year price increases between 2020, 2021, and 2022. And, as large segments of the United States workforce are still working remotely, workers explore living in warmer climates and low tax environments, such as South Florida. Also, some corporations have taken this opportunity to entirely relocate or expand offices to warmer climates, especially in financial services and tech -related industries. However, while most segments of the local real estate market are experiencing year -over -year gains with continued market interest, the retail and office markets are adjusting to some differences, with some projected pain ahead. The market has seen a surge of new e-commerce activity, causing a need for new warehouse space in dense areas, shifting some real estate needs from retail to industrial. New retail projects are still feasible in high-growth areas since retail typically follows new rooftops; however, many old and new projects in certain areas are being re -imagined with different tenant mixes. Some market participants expected a surge in retail defaults due to a change in consumer behavior. Retail space near previously dense office employment areas has been underperforming. And, whether working remotely is here to stay has yet to be fully understood, leaving some uncertainty in the office sector. Having said this, some new Class A office towers are proposed in select desirable areas of South Florida due to robust office absorption and in -migration. 2 File 23®0225 MARKET Interest rates had been and continue to be at historic lows. Positive economic evidence led the Federal Reserve to increase the federal funds rate throughout 2018. However, midway through 2019, as a result of various trade wars and global political uncertainty, the Federal Reserve actually began to cut the rate. In early 2020, the Federal Reserve further cut the rate in response to mounting global economic uncertainty related to coronavirus pandemic. In light of significant annual inflation at 9% between 2021 and 2022, the Federal Reserve began to increase the target rates in 2022. As of December 2022, the target range is between 4.25% and 4.50%. Unemployment had been on a slow, steady decline in recent years and was reported to be hovering around 4.0% before jumping upward due to the pandemic. It has recently reset to just under 4.0%. The Gross Domestic Product (GDP) for the United States had been on a slow year -over -year percentage increase for several years until disruption occurred in 2020 with the coronavirus pandemic. As of late 2022, consequent quarters of negative GDP growth have caused a recession to be considered. The depth of this potential recession is being debated and analyzed currently. Overall, the South Florida real estate market is poised to outperform the nation during and after the pandemic due to the state's low tax environment, business friendly climate resulting in corporate relocations and expansions, as well as desirable weather and recreational amenities leading to robust in -migration. 2 File 23®0225 MARKET Residential Market Data collected by Reinhold P. Wolff Economic Research, Inc. (Reinhold Wolff) show an increasing trend in the number of housing starts in South Florida in recent years. The housing starts in 2021 are still substantially less than the starts from the peak of the previous development cycle. SOUTH FLORIDABUILDING PERMITS Source: Reinhold P. Wolff Economic Research Palm Beach County Multiple -Family 4,653 3,911 905 592 165 258 692 2,314 2,554 3,213 1,984 3,557 1,959 1,991 2,341 3,255 4,039 Single -Family 9,535 4,426 2,033 1,202 1,102 1,248 1,810 2,181 2,756 4,049 3,737 3,780 2,792 2,969 3,062 4,244 4,269 Total 14,188 8,337 2,938 1,794 1,267 1,506 2,502 4,495 5,310 7,262 5,721 7,337 4,751 4,960 5,403 7,499 8,308 Broward County Multiple -Family 2,919 3,567 2,141 1,242 637 228 1,016 1,828 2,835 1,828 2,119 2,585 2,862 2,610 3,394 2,997 2,863 Single -Family 3,451 3,119 1,777 1,104 604 981 1,399 1,064 1,333 1,714 1,687 1,946 1,658 1,613 1,771 1,423 1,573 Total 6,370 6,686 3,918 2,346 1,241 1,209 2,415 2,892 4,168 3,542 3,806 4,531 4,520 4,223 5,165 4,420 4,436 Miami -Dade County Multiple -Family 15,684 10,180 4,240 2,865 585 1,367 1,684 3,160 8,087 11,361 13,649 10,777 7,460 7,843 9,633 7,782 11,350 Single -Family 11,528 6 256 3 691 1161 565 930 973 1 904 2 092 2 482 2 772 2 955 2 271 2 422 2 435 2 133 2 452 Total 27,212 16,536 7,931 4,026 1,150 2,297 2,657 5,064 10,179 13,843 16,421 13,732 9,731 10,265 12,068 9,915 13,802 South Florida Multiple -Family 23,256 17,658 7,286 4,699 1,387 1,853 3,392 7,302 13,476 16,402 17,752 16,919 12,281 12,444 15,368 14,034 18,252 Single -Family 24,514 13,901 7,501 3,467 2271 3159 4182 5149 6181 8245 8196 8681 6,721 7004 7,268 7,800 8,294 Total 47,770 31,559 14,787 8,166 3,658 5,012 7,574 12,451 19,657 24,647 25,948 25,600 19,002 19,448 22,636 21,834 26,546 The most recent South Florida New Condo Project Rankings chart from CraneSpotters. com indicates that about 50,000 units in over 450 projects have been announced, proposed, under construction, or completed during this current expansion cycle (starting 2011) in the South Florida market. Over 60% of these units have been completed or under construction, while about 40% are planned. Roughly 75% of these projects are in Miami -Dade County. Roughly 20% are in Broward County. Roughly 10% are in Palm Beach County. In terms of home prices, data provided by the Case-Shiller Home Price Index for South Florida shows home prices have been increasing in recent years, as shown in the following chart depicting the last year. The latest report in mid -2022 indicates about a 34% increase year -over - year in the index for South Florida. Nationally, the index level has increased less, at about 20%. 26 File 23®0225 MARKET Recent newspaper articles indicate sales prices and sales volume for high-end residential homes have increased recently as a result of the federal tax overhaul which took place in December 2017, which limited the ability of taxpayers to deduct state and local taxes (SALT) from their income in 2018. These factors have caused high-income earners in high local tax states (such as northern states) to look to no state income states like Florida. Not only is a general trend of resident migration from northern states to Florida recognized, but the trend has been expedited by the onset of the pandemic and associated possibility of working from home. As residents may no longer need to be in close proximity to their place of employment, the possibilities of relocation to desirable warmer climates enters the equation. With the addition of a low interest rate environment, the local housing market has been performing quite well recently. An increase in interest rates typically results in a decrease in home prices. While interest rates have been increasing, sale prices have yet to experience a measurable decline. Having said that, the delta between list prices and sale prices was getting quite high, and so some asking prices have been lowering to reflect a more realistic sale price. With many high list prices and a higher cost to borrow money, the quantity of sales decreased as of late 2022. 27 File 23®6225 MARKET Retail Market The traditional retail landscape in the United States continues to be disrupted by the proliferation of e -commence. Notably, "brick -and -mortar" big -box retailers and clothing boutiques have been most adversely affected. Market participants have indicated the Southeast region of the United States has fared better than other areas of the country. However, some retail centers continue to be developed throughout South Florida, in part based on continued in -migration and a roster of "e-commerce resistant" tenants. The retail subset that will likely outperform the retail market at large is the "experiential retail" whereby consumers are going to a location for the experience or service itself, rather than simply picking up products. This includes restaurants and service-oriented retailers. However, the current pandemic has reversed this trend, at least in the short term. The South Florida retail market has experienced significant fluctuations over the past 10 years. The following chart shows retail sales in South Florida. Sales volume for 2021 and 2022 was the highest in recent years after a low sales volume in 2020. In recent years, the price per square foot has been increasing. The months to sale is similar to the marketing time and has been around 12 months for several years. In 2020, the sales volume decreased, yet the price per square foot increased, and this occurred during the course on the ongoing pandemic. Market participants have reported this is in part due a flight to low-risk assets (such as net leased, single -tenant credit properties), and difficultly in financing larger retail transactions. Smaller net -leased single -tenant properties tend to have higher prices per square foot. 2 File 23-0225 SOUTH FLORIDA RETAIL SALES Source: Compiled from CoStar m® a 2009 294 s $594,699,494 $197 e e 9.9 2010 299 $618,414,292 $214 9% 9.6 2011 397 $720,766,749 $200 -7% 12.2 2012 573 $1,160,708,775 $186 -7% 12.9 2013 704 $1,306,327,638 $200 8% 13.2 2014 762 $2,794,224,352 $216 8% 12.4 2015 808 $2,573,964,133 $240 11% 12.5 2016 723 $2,238,047,761 $259 8% 11.3 2017 615 $1,500,594,422 $256 -1% 8.8 2018 689 $1,726,471,443 $251 -2% 11.2 2019 686 $1,786,918,746 $274 9% 9.9 2020 530 $1,425,766,159 $285 4% 11.1 2021 950 $4,025,312,349 $323 13% 10.0 2022 918 $5,725,921,056 $369 14% 10.3 2 File 23-0225 MARKET According to Costar, the Palm Beach County retail market contains 80,300,000 SF. • The average asking retail rent in the county is currently $32.38/SF NNN. This rent rate has increased by 7.2% from early 2022 to early 2023. • The vacancy rate in the county has been decreasing to its current level at 3.4% as of early 2023. The subject is located within the Boynton / Lantana submarket. • The asking rent in the submarket is currently $31.97/SF NNN, which is less than the county. Asking rental rates within the subject's submarket have increased by about 7.1 % over the past year. • The vacancy rate in this submarket decreased slightly from 3.7% to 3.1 % over the past year. A search in CoStar indicates the subject neighborhood (as defined earlier) contains about 250,000 SF of retail space. The average asking rent is about $33.07/SF NNN, which is more than the submarket. The vacancy rate is about 0.5%, which is outperforming the submarket. No significant new deliveries are anticipated. The subject is located along a generally secondary retail corridor. Tenants in the subject area involve mostly local operations. Most users occupy space between 1,000 and 5,000 SF, though some buildings are larger. Rents for similar property are generally $15 to $20/SF net. Vacancy rates for similar properties to the subject are generally less than 5.0%. Overall rates for similar property are generally 6.00% to 7.00%. Similar properties are typically owner occupied or used in the interim and then redeveloped. Market interest for certain single -occupant retail has been quite high in recent years. A low interest rate environment has kept overall capitalization rates quite low. However, the US Central Bank's federal fund rate is anticipated to increase throughout 2022 to combat inflation. The result will likely result in higher overall capitalization rates, though this has yet to be experienced in the South Florida market. The most recent PwC (Korpacz) Real Estate Investor Survey (4th quarter of 2022) indicates sales of net -leased buildings nationally have overall capitalization rates between 5.00% and 7.50% and average 6.23°/x. This average rate increased 10 basis points from last quarter, increased 1 basis point from one year ago, and increased 4 basis points over the past three years. 2 File 23®6225 MARKET Market participants interviews provided the following additional information: • Market interest remains relatively good for select retail properties, especially for retail properties with tenants considered "essential' by government authorities during the course of this ongoing pandemic. However, some buyers are more hesitant and cautious, and expect deep price discounts, especially for retail properties with tenants deemed "non- essential." • Many retailers are re -thinking the retail footprint needs as COVID-19 increased e- commerce activity and slowed retail foot traffic. However, local small retail strips primarily serving the needs of the local residents are outperforming larger, enclosed destination shopping centers during this pandemic. • Multiple national retailers have recently filed for bankruptcy in the past several months, especially in the big box space and luxury space. However, many local -owned and operated stores received federal government assistance to stay open and pay employees. • Restaurants and bars have been particularly affected by the ongoing pandemic. Several restaurants and bars have shuttered in recent months due in part to government restrictions. Others have pivoted their business model to focus on other opportunities, such as to -go orders. Restaurant operators report properties with drive-through windows have been outperforming those without. And, some others operators have been focusing on an open-air experiences in parking lots or street rights-of-way (when permitted). • While most news article paints a difficult road ahead for the retail sector, some positive news includes proposed retail expansion into Florida, and specially South Florida. Several franchise operations are planning expansion this year and next year as a result of continued in -migration (especially among higher -income earners), a resilient local economy, and favorable business climate. These include select restaurants, home improvement stores, and specialty services. File 23®6225 MARKET Strengths, Weaknesses, Opportunities, and Threats (SWOT) Strengths for the subject include aspects of its location and improvements. • Location: The subject has good visibility and frontage along an arterial road. The subject is located in a densely -populated area, which is desirable for retailers. The subject has quick access to a major regional transportation artery, 1-95. • Improvements: The subject has a good parking ratio. Weaknesses for the subject include aspects of its location, its building features, and its tenancy. • Location: The subject is located in a secondary retail submarket with lower rents. The subject is also located in an area with lower incomes. • Improvements: The property build -out as a post office is somewhat unique and can be attractive to a relatively limited set of users. The subject is an older asset which may require additional capital improvements in upcoming years. • Tenancy: The subject tenant has a relatively short remaining lease term. Opportunities for the subject include external factors such as market forces and future repositioning opportunities. • Market Forces: After some uncertainty in 2020 and 2021, price and rent appreciation is now largely poised to outpace historic inflation in South Florida for similar property. And, the local market appeal for single -occupant retail properties is quite high. • Future Repositioning: The subject is located in a desirable and gentrifying area where land values are high relative to overall property value. Thus, repurposing and -or redevelopment is a potential long-term exit strategy. Finally, threats for the subject include external factors such as market forces. • Market forces: The retail market at large is slightly shifting as "e-commerce" expands, placing upward pressure on overall rates. The real estate markets have not yet had time to fully react to the economic uncertainty related to the global coronavirus pandemic. And, increasing interest rates place some downward pressure on rents and prices. Conclusion Overall, the subject has average to good desirability in the South Florida market. 1 File 23®6225 SUBJECT PROPERTY SUBJECT PROPERTY This section addresses physical characteristics of the site and improvements plus other factors, such as zoning and taxes. Analysis and conclusions for these features are included at the end of this section. Site Features Adjacent Uses: North: Religious facility, across W Boynton Beach Blvd East: Municipal, across N Seacrest Blvd West: Retail South: Office and single-family Size: 39,487 SF or 0.91 acres (source: survey) Shape: Rectangular Frontage: Along the south side of W Boynton Beach Blvd, a four -lane, undivided, public road (AADT: 34,100), as well as along N Seacrest Blvd, a four -lane, undivided, public road Dimensions: 136' along N Seacrest Blvd by 433' along W Boynton Beach Blvd Corner: Signalized corner Topography: Generally flat and slightly above street grade Soils: Generally sandy, typical of the area. We assume the site has no adverse conditions. Hazards: An environmental site assessment report was not provided. We are not aware of any environmental hazards affecting the subject; we assume the site has no adverse environmental conditions. Utilities: Public water and sewer service as well as electricity and communication services Easements: The survey does not list any easements We are not aware of any easements that present unusual or adverse development conditions for the subject. Encroachments: The survey does not list any encroachments. We are not aware of any encroachments that involve the subject. Census: 62.01 (source: United States Census Bureau) Flood Zone: X, Community -Panel: 12099C0789F, dated October 5, 2017; flood insurance is typically not required in this zone (source: FEMA) 32 File 23®6225 SUBJECT PROPERTY Zoning: Neighborhood Commercial (C2) by the City of Boynton Beach; this district permits a variety of commercial uses including the subject's postal / mail center use. ■ Minimum site size: 5,000 SF ■ Minimum front setback: 30' ■ Maximum height: 25' ■ Maximum FAR: 0.40 While a detailed examination of the zoning code was not performed, the subject use, site, and improvements appear to generally meet the current code requirements, though all components may not technically conform to the latest code requirements, typical of the area. The City has a provision in its code for the subject to have a Future Land Use designation of Mixed Use Medium and a zoning district of MU -2 or MU -3, which would permit development at 40 to 50 units per acre and height up to 75'. Also, the subject is located in a federally -designated Opportunity Zone. Various tax benefits and incentives exist for private investment in properties located in these zones. Since this is a new program, any effect on market prices has yet to be fully understood. Taxes: The County's Property Appraiser establishes assessments annually. The millage rate is the amount paid to each taxing body for every $1,000 of assessed value. Millage rates applied to properties in this neighborhood are for the state, county, city, and special districts. In addition, property owners are obligated to pay non -ad valorem taxes. Based on a Florida State Statute, the increase in assessments for non - homesteaded property (such as commercial property) cannot exceed 10% per year. As a result, the current market values (per the County's Property Appraiser) for some properties exceed current assessments. Taxes are based on assessments and are not subject to a 10% annual cap. However, after a sale transaction, assessments are reset to the County's market value. The subject is registered as a store use by the County. The millage rate during 2022 was 20.6519. Taxes have been paid to date. SUBJECT TAXES 66 08-43-45-28-10-004-0090 Land $868,758 $631,824 Improvements $502,865 $417,901 Market Value $1,371,623 $1,049,725 Assessment $1,154,698 $28,752 $1,049,725 $25,692 33 File 23-0225 Site Improvements Vehicular Access Paving: Parking: Curbing: Walkways: Drainage: Landscaping Lighting SUBJECT PROPERTY Paved vehicular access along eastbound and westbound W Boynton Beach Blvd Asphalt drive and parking areas 56 spaces for a ratio of 7.8 spaces per 1,000 SF of building area. Concrete curbs along the parking lot and walkway perimeter Concrete Positive drainage away from improvements; on-site subterranean stormwater catchment system Some trees along south side of property Building- and pole -mounted Street Right -of -Way: Asphalt paving, concrete sidewalks, concrete curbing, storm water catchment basins, and overhead lighting File 23®0225 SUBJECT PROPERTY Building Improvements In 1963, the subject was improved with a one-story, retail building containing 7,205 SF rentable. The source for the building's size is the lease, verified for reasonableness with Palm Beach County Property Appraiser and the survey. Building Shell and Exterior Features: Structure: Concrete masonry unit walls and steel joist roof system (assumed) Foundation: Monolithic slab or spread footings (assumed) Walls: CBS with brick covering and large windows Story Height: One floor with an average story height of 17' Roof: Built-up composition over lightweight concrete and metal deck (assumed) Doors: Fixed glass in aluminum frames as well as fiberglass/metal doors Windows: Fixed glass in aluminum frames Access: Primary entry along north elevation Other: Covered entry Interior Features: Flooring: Walls: Trim/Baseboards Doors: Tile Painted drywall Vinyl and tile Hollow core and solid core wood Ceilings: Painted drywall and suspended acoustical tiles Clear height: Average ceiling height of 8' to 15' Lighting: Incandescent and fluorescent Restrooms: Multiple -fixture restrooms Fire Protection: Smoke alarms Plumbing: Built-in cabinetry, countertops, and a sink fixture in the break room File 23®6225 SUBJECT PROPERTY HVAC: Rooftop package units Electrical: Assumed adequate Analysis and Conclusions: The site plan consists of parking to the north, east and west of a single building on the eastern portion of the site. The subject has a good parking ratio for similar properties in the area. The property's floor -area -to -site -area ratio (FAR) is 0. 19, which is a lower than typical ratio for similar properties in the area. Overall, the site improvements have good utility and do not display any significant functional obsolescence. The building improvements have a relatively simple architectural design and have average appeal in the local market. The improvements are configured for a single occupant and largely consist of a front retail area and rear processing and packaging area with higher than typical clear height in the local retail market. Additionally, there are a couple offices around the perimeter of the warehouse as well as a break room, storage areas and restrooms. The interior build -out is specific to the United States Postal Service and consists of generally average quality materials. The floor plan appears to have average functional utility. The property has not been renovated or upgraded in recent years. We were not provided information regarding the roof or HVAC systems. At inspection, some coverings and surfaces appeared worn, typical of similar properties. However, we did not observe any significant deferred maintenance. Overall, the subject's quality of materials is rated as average and the improvements have been maintained in average condition. The subject does not suffer from a prominent type of functional obsolescence for its current use. The property does not suffer from any unusual form of external obsolescence, though escalating land prices place downward pressure on the value of the building improvements. The following chart shows our life expectancy estimations for the subject property. The total useful life estimation is based on the guidelines provided via Marshall Valuation Service (MVS). The subject corresponds with Average Type in MVS. SUBJECT LIFE EXPECTANCY MVS Building Category Post Office MVS Building Class C MVS Building Type Average Year Built 1963 Actual Age 60 Effective Age 30 Total Useful Life 50 Remaining Useful Life 20 6 File 23®6225 SUBJECT PROPERTY ZONING MAP C1 Office Professional C2 Neighborhood Commercial C3 Community Commercial c4 Generai Ccarnmercial CBD Central Buisness District PCD Planned Commercial Development C IIII II p� M1 Light Industrial PID Planned I'ndlustnal Development jSMU Subuirban Mixed Use, 20 dui/ac C MU -1 Mixed U'se 1, 20 dulac „IIIIII„IIIIIIIIIIIIIIIIIIpp MU -2 Mixed Use 2, 40 du ac II1dlI MU -3 Mixed Use 3, 30 dulac MU -4 Mixed Use 4, 60 dulac MU -C MixedUse Care, 80 dulac RPC R'e reaUon PUI Public Usage 7 File 23®6225 SUBJECT PROPERTY AERIAL PARCEL MAP Subject is outlined in red AUCAMP, DELLENBACK & WHITNEY 38 File #23-0225 SUBJECT PROPERTY SURVEY MW7k,; ft KS CAOSS 7W MMMY /wowarpAwwponow MpWVR7y WALK PAMW IMMMATM IMM Im mamm cow mm LC T f� L oci, 2r '2 4 11 1,04CmRocm LMS ONNORMON YAW [ASYMY SDES M PC IKmMYQVCIRfNA'ICmk mm aNarceRa^n.ixrwue X:7: VLOT 7 7� R " "M (w WAY COACRMWA MM&WWMMYVE 0M447PdMYSIMYL17r, LOT I c) BLOCK -1 TH MARE a-.NM-SNrAR'rM"WfAWY pp I ot M OFI, C'— DING 32 17 w6 viral 7' , 77, — 77, 7 "�Jll BLOCK 4 PARKM 11 LO'l WA4 ASPWTBLOCK4 AMRfMAT0VDf,%MP7M w Affumomw— ' 182i ........................................................ .... . . ...... ....... .... ... .. . E FTt 7 iMEs 2t —�2 OCK IST I{ BLOCK CCRAER AUCAMP, DELLENBACK & WHITNEY 39 File #23-0225 n- 1.01 I , a IMMMATM IMM Im mamm cow mm 2oc co 2r '2 4 11 avD M��, M PC IKmMYQVCIRfNA'ICmk mm aNarceRa^n.ixrwue X:7: 7 7� R " "M (w WAY ........................................................ .... . . ...... ....... .... ... .. . E FTt 7 iMEs 2t —�2 OCK IST I{ BLOCK CCRAER AUCAMP, DELLENBACK & WHITNEY 39 File #23-0225 HIGHEST AND BEST USE HIGHEST AND BEST USE The concept of highest and best use has the following definition. The reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible, and that results in the highest value. Appraisal Institute, The Dictionary of Real Estate Appraisal, Fifth Edition (2010), p. 93. The highest and best use concept takes into account contribution of a specific use to the community and community development goals as well as benefits of that use to individual property owners. An additional aspect is the use determined from this analysis represents an opinion, not a fact to be found. The concept of highest and best use represents the premise upon which value is based. The highest and best use must meet four tests or criteria. Legally permissible: What uses are permitted or have reasonable probability of being permitted by zoning and deed restrictions on the site in question? Physically possible: What uses are possible based upon the site's physical constraints such as size, shape, area, terrain, soil conditions, topography, and access to utilities? Financially feasible: Which possible and permissible uses will produce a net return to the owner of the site? Maximally productive: Among the feasible uses, which one is most probable and will produce the highest net return and highest present worth? Analysis of highest and best use for a property typically involves analyzing the site as though it were vacant and available for development, as well as analyzing the site as improved and proposed to be improved. In the subject's case, this analysis focuses on highest and best use as vacant and as improved. Concerning legally permissible uses, the subject site is zoned for a wide variety of intensive improvements, including residential, office, hospitality, and retail uses, as well as a mix of these uses. Based on its physical attributes, the subject site is well suited for a variety of uses. Surrounding sites to the subject involve a wide mix of uses. Trends in the area involve assemblage of smaller parcels into larger sites in order to maximize the development potential available in the zoning code. Few new office -focused or hotel -focused mixed-use towers are being developed on similar sites due to feasible concerns, especially during the ongoing pandemic. However, in -migration to South Florida continues to occur at a rapid clip, especially during the ongoing pandemic. And, several new residential -focused mixed-use projects are being constructed on assembled sites in the area and appear financially feasible and maximally productive, based on a review of construction costs, rents and prices. Therefore, the highest and best use as vacant is for immediate development of a residentially -focused mixed-use project, possibly involving assemblage with surrounding parcels. The subject site has been improved with a retail use. Land prices are generally around $40 to $50/SF for the most similar sites to the subject. The existing improvements only slightly contribute to overall property value. However, the improvements do not maximize the development potential of the site and would likely be assembled and redeveloped when feasible. 0 File 23®0225 HIGHEST AND BEST USE As mentioned above, residential -focused mixed-use projects are being constructed on assembled sites in similar areas and appear financially feasible and maximally productive, based on a review of construction costs and prices. Thus, the existing improvements are only useful on an interim basis. The highest and best use as improved is for interim use of the existing retail building by a single occupant, involving retrofitting and -or a capital improvement program to increase property value in the short term until land prices surpass the value as improved and the subject is redeveloped with a residentially -focused mixed-use project, possibly involving assemblage with surrounding parcels The most probable purchaser of the subject is an owner user or investor, based on sales of similar property. 1 File 23®0225 VALUATION PROCESS VALUATION PROCESS The previous sections contain identification and analysis of the area including the neighborhood and local market as well as data and analysis of the subject site as a basis for determining the highest and best use of the property. Estimating market value for property under its highest and best use typically involves analysis of three separate approaches: cost approach, sales comparison approach, and income capitalization approach. The cost approach is based on the principle of substitution that states an informed purchaser will not pay more for a property than the cost of reproducing a property with identical improvements having the same utility. This approach consists of estimating value for the site as vacant, adding direct and indirect costs of construction, deducting an estimate of accrued depreciation, and adding an appropriate entrepreneurial profit. The cost approach is not relevant for estimating market value because numerous assumptions are necessary for estimating obsolescence, thereby reducing its credibility, and because a most probable purchaser would place no weight on valuation in the cost approach. Additionally, the client only requested an estimate of market rent and this approach is not applicable. The sales comparison approach is also based upon the principle of substitution whereby similar properties within competitive markets will realize similar prices. An informed purchaser would not pay more for the subject property than the cost to acquire another property with the same amenities and utility. However, the client only requested an estimate of market rent and this approach is not applicable. The income capitalization approach is based on the principle of anticipation whereby an investor expects benefits to be derived in the future. In evaluating future benefits, an informed purchaser will analyze income as well as how change affects income-producing characteristics of the property. This approach consists of analyzing a property's income and deducting appropriate expenses as well as evaluating appropriate capitalization methods, though the client only requested an estimate of market rent. Market data are available for estimating market rent in this approach. File 23®0225 INCOME CAPITALIZATION APPROACH INCOME CAPITALIZATION APPROACH In the income capitalization approach, or income approach, the subject's income stream provides a basis for estimating value. Income producing real estate has earning power and is attractive as an investment. The amount an investor will pay represents the present value of anticipated future benefits. We are utilizing this approach to develop an estimate pf market rent. Income Rental income is generated from renting the subject space. The subject is attractive for a single occupant, and is currently occupied to a single occupant (United States Postal Service) utilizing the property as a post office. This valuation scenario assumes this occupant is the tenant of this property, and no deductions for lease -up are relevant. The lease was executed in June 2002, renewed in January 2013, and then renewed again in February 2018 for an additional five-year term, which expired on January 31, 2023. No renewal options remain. As of the expiration date, the tenant was paying an annual base rent of $74,929, or $10.15/SF NN. We searched the market for comparable rental data for use in estimating market rent for the subject. Few post offices have been recently leased, so the search was expanded to include other retail buildings with similar features. Larger buildings similar to the subject have been slightly underperforming smaller retail spaces in the local market. A survey of the market provided rental rates and lease terms for similar space, as shown on the following chart and pages. Gross types of leases do not permit additional recoverable expenses paid by tenants, while NNN leases provide for recovery of real estate taxes, insurance and common area maintenance (repairs and maintenance, as well as management). The data set for the comparable rents includes mostly gross terms. We will estimate a gross rent for the subject. The comparable rents are between $19.89 and $27.00/SF gross. The following narrative addresses qualitative adjustments to the comparables in light of the subject. • Rent 1, at $27.00/SF gross, is the asking rent for space within a newer freestanding building compared to the subject. The location is considered similar to the subject. An appropriate market rent for the subject is less than this asking rent. • Rent 2, at $25.80/SF gross, is the rent rate for a lease recently executed for space within a newer building compared to the subject. The location is considered superior to the subject. An appropriate market rent for the subject is less than this rent. • Rent 3, at $19.89/SF gross, is the rent rate for a lease executed for space within a newer building compared to the subject. The location is considered similar to the subject. However, the broker opined the lease rate is slightly below market. An appropriate market rent for the subject is more than this rent. • Rent 4, at $25.54/SF gross, is the rent rate for a lease executed for space within a newer building compared to the subject. The location is considered superior to the subject. An appropriate market rent for the subject is slightly less than this rent. • Rent 5, at $23.00/SF gross, is the rent rate for a lease executed for space within an older building compared to the subject. The location is considered slightly superior to the subject. An appropriate market rent for the subject is more than this rent. 3 File 23®6225 INCOME CAPITALIZATION APPROACH The above analysis indicates an appropriate market rent for the subject is more than $23.00/SF, but less than $25.54/SF, and similar to $25.00/SF gross. Considering the subject building is freestanding and has superior parking, a conclusion at the upper end of the range appears reasonable. The subject's most recent lease rate was $10.15/SF NN, or about $17.15/SF gross after adding estimated recoverables for taxes as well as repairs & maintenance. That lease rate appears low, based on a review of the comparable rents. We conclude market rent is $25.00/SF gross. File 23®0225 INCOME CAPITALIZATION APPROACH File 23®6225 COM PARABLE RENTS Boynton Beach Post Office, 217 N Seacrest Blvd, Boynton Beach, Florida (23-0225) ADW Property # 16592 16499 16608 16607 16605 12626 Property Name Boynton Beach Lake Worth Goodwill Force E Scuba Woodlake Elysium Bldg Post Office Funeral Home Boulevard Plaza Address 217 N Seacrest 3772 S Military 4316 Forest Hill 250-280 N 6125-6155 Lake 407 S Federal Blvd Trl Blvd Congress Ave Worth Rd Hwy City Boynton Beach Lake Worth West Palm Boynton Beach Greenacres Boynton Beach Beach Site: Prkg 7.7/1,000 Adequate 6.1/1,000 3.9/1,000 4.4/1,000 Adequate Building: Property Type Retail Funeral Home Retail Retail Retail Retail Project Size (SF) 7,205 6,878 109,414 50,404 52,808 7,702 Year Built 1963 1975 1985 1971 1981 1959 Condition Average Avg to Good Average Average Avg to Good Average Quality Average Avg to Good Average Average Avg to Good Average Stories One One One One One One Suite / Bay: Size 7,205 6,878 12,700 7,020 6,000 3,200 Build -out Retail Retail Retail Retail Retail Retail Suite/ Floor Entire Entire Jr. Anchor Suite 270 6153A 1st floor Rent & Terms: Quoted or Executed Listing Executed Executed Executed Executed Date Rent Quoted Feb -23 N/A N/A N/A N/A Rent Comm. Date N/A Oct -22 Jan -22 Sep -21 Feb -21 Rent Rate as of Date Current Current Current Current Current Gross Rent / SF $25.00 $27.00 $25.80 $19.89 $25.54 $23.00 Lease Type Gross Gross (eff.) Gross (eff.) Gross (eff.) Gross (eff.) Mod. Gross Term N/A 120 120 60 36 Verification Source Listing Listing Broker Listing Broker Listing Broker Listing Broker Notes Conclusion Freestanding Executed 10- Executed 10- Executed 5- Executed gross shown. former funeral year lease for year lease for year lease for lease for retail home available retail space retail space retail space. space in small for rent. Could with 10% with 3% annual Broker indicated strip center. be retrofitted to increases every increases and the space has Tenant pays an office or five years and two, 5 -year been renovated electric. retail use with a two, 5 -year options. Broker recently. Broker drive-thru lane options. Broker indicated the could not available. indicated rate is slightly provide details Expenses are expenses are below market. regarding estimated at $7.30/SF. Expenses are annual $8.00/SF. Effective gross $6.50/SF. escalations and Effective asking rent is Effective gross options. Broker gross rent is $25.80/SF. rent is estimated $27.00/SF. Current rate $19.89/SF. expenses at shown. Current rate $7.00/SF. shown. Effective gross rent is $25.54/S F. Current rate shown. File 23®6225 INCOME CAPITALIZATION APPROACH MAP OF COMPARABLE RENTALS File 23®6225 Irl a h� lrudr JI Pine Air, a' it ' Ac�ad III88 La kc, Cl rk a ; RaJl�r S bdrIYs Iease NS h Ah Lake d r°th��. Cor dor Y r tl rp�ti ' Cc)5�tciciri� Veh�ol ' pp. t a; r�taaa�i ma"(i I AblerdeeI Ut11.N� � �r4 °" Adzhl � Boyin t n, �sr uur� 'aIle I Beach'' ..... � Ocean Iii 000 r 1 U rIU I'.IIaLL�lla .� l at tNryV � '� �y�eia W�"...IIND 3 � J �III�YIha IIIIII i��1 b �;I all I... II 5 ;Ud �rrll� �r�luuurr�rl w".1 k cJ ah'itcf I e e wcU1ci 1 d"" ; j, 1 s Rod File 23®6225 INCOME CAPITALIZATION APPROACH PHOTOGRAPHS OF COMPARABLE RENTS Rent 1 Rent 2 7 File 23®6225 INCOME CAPITALIZATION APPROACH Rent 3 Rent 4 File 23®6225 INCOME CAPITALIZATION APPROACH Rent 5 File 23®6225 RECONCILIATION AND FINAL VALUE CONCLUSIONS RECONCILIATION AND FINAL VALUE CONCLUSION The income capitalization approach provided the following market rent estimation for the subject property. The quality of market data in this approach is good, and the method of analysis is appropriate and reasonable. The income approach is based on well -supported rents. We estimate market rent for the subject real property in its "as is" condition, as of February 23, 2023, is: $25.00/SF gross. 0 File 23®6225 PART 3: ADDENDUM CERTIFICATION I certify that, to the best of my knowledge and belief: ■ The statements of fact 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, impartial, and unbiased professional analyses, opinions, and conclusions. ■ 1 have no present or prospective interest in the property that is the subject of this report, and I have no personal interest with respect to the parties involved. ■ 1 have no bias with respect to any property that is the subject of this report or to the parties involved with this assignment. ■ My engagement in this assignment was not contingent upon developing or reporting predetermined results, a specific valuation, or the approval of a loan. ■ My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. ■ 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 Standards of Professional Appraisal Practice of the Appraisal Institute. ■ The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. ■ The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the State of Florida. ■ The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. ■ Brent Wells made a personal, visual inspection of the readily accessible exterior areas of the property that is the subject of this appraisal. Jonathan Whitney did not inspect the subject property for this assignment, but recently inspected the property on another occasion. ■ I, Jonathan Whitney, MAI, the supervisor appraiser of a registered trainee appraiser who contributed to the development or communication of the appraisal, hereby accept full and complete responsibility for any work performed by the registered trainee appraiser named in this report as if it were my own work. 1 File 23®0225 CERTIFICATION ■ No one provided significant real property appraisal or appraisal consulting assistance to the person signing this certification. ■ As of the date of this report, we have completed the continuing education program of the State of Florida. ■ As of the date of this report, Jonathan Whitney has completed the continuing education program of the Appraisal Institute. ■ The undersigned has provided services as an appraiser regarding the property that is the subject of this report within the three-year period preceding acceptance of this assignment. We appraised the property for a different client in a report with an effective date of January 28, 2021. The undersigned has not provided any other services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period preceding acceptance of this assignment. ZL �. .. March 2, 2023 Brent Wells State -registered Trainee Appraiser RI24758 March 2, 2023 Jonathan Whitney, MAI State -certified General Real Estate Appraiser RZ2943 2 File 23®0225 CONTINGENT AND LIMITING CONDITIONS CONTINGENT AND LIMITING CONDITIONS This appraisal is subject to the following contingent and limiting conditions 1. The legal description and maps are assumed to be correct. 2. No responsibility is assumed for matters which are legal in character, nor is any opinion rendered as to title, which is assumed to be good and marketable. Any existing liens or encumbrances have been disregarded, and the property is appraised as free and clear. This appraisal is made, assuming that all public improvements of any kind affecting the property appraised are fully paid for, unless otherwise specifically set forth in the property description. 3. No survey has been made of the property on behalf of the appraisers and no responsibility is assumed in connection with such matters. The sketches contained in this report are for illustrative purposes only and are included to assist the reader to better visualize the property. The information furnished by others is believed to be reliable and no responsibility is assumed for its accuracy. 4. In this report, the distribution of the total valuation between land and improvements applies only under the existing program of utilization. The separate valuations for land and improvements must not be used in conjunction with any other appraisal and are invalid if so used. 5. Possession of this report, or a copy thereof, does not carry with it the right of publication, nor may it be used for any purpose by any but the recipient without written consent of the appraiser. 6. The contract for appraisal, consultation, or analytical service is fulfilled and total fee is payable upon completion of the report. The appraisers will not be required to give testimony in court or hearing because of having made the appraisal in full or in part, nor engage in post - appraisal consultation with the client or third parties, except under separate and special arrangement and at additional fee. 7. The appraisers may not divulge material contents of the report, analytical findings or conclusions or give a copy of the report to anyone other than the client or his designee as specified in writing, except as may be required by the Appraisal Institute as it may request in confidence for ethics enforcement or by a court of law of body with the power of subpoena. 8. Liability of Aucamp, Dellenback & Whitney is restricted to the client. Aucamp, Dellenback & Whitney has no accountability or liability to any third party. 9. It is assumed there are no hidden or unapparent conditions of the property, subsoil or structures which make it more or less valuable. The appraiser assumes no responsibility for such conditions or engineering which might be required to cover these facts. No topographical survey was provided. 10. No environmental impact study, special market study or analysis, highest and best use analysis or feasibility study has been requested or made unless otherwise specified in an agreement for services or in the report. The appraiser reserves the unlimited right to alter, amend, revise or rescind any of the statements, findings, opinions, values, estimates or File 23®6225 CONTINGENT AND LIMITING CONDITIONS conclusions upon any subsequent such study or analysis or previous study or analysis subsequently becoming known to him. 11. The market value estimated and the cost used are as of the date of the estimate of value. All dollar amounts are based on the purchasing power and price of the dollar as of the date of the value estimate. 12. This appraisal expresses our opinion and employment to make this appraisal was in no way contingent upon reporting a predetermined value or conclusion. The fee for this appraisal or study is for the service rendered and not for time spent on the physical report. 13. The value estimated in this appraisal report is gross without consideration given to any encumbrance, restriction, or question of title unless specifically defined. The estimate of value in the appraisal report is not based in whole or in part upon race, color or national origin of the present owners or occupants of properties in the vicinity of the property appraised. 14. Responsible ownership and competent property management are assumed. 15. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws, unless noncompliance is stated, defined and considered in the appraisal report. 16. It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless a non -conformity has been stated, defined and considered in the appraisal report. 17. It is assumed that all required licenses, certificates of occupancy and consents or other legislative or administrative authority from any local, state or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 18. It is assumed that the utilization of the land and improvements is within the boundaries of the property lines, that the property described in that there is no encroachment or trespass unless noted in the report. 19. Authentic copies of this report are signed in ink. 20. Unless otherwise stated in this report, the existence of hazardous substances, including without limitation asbestos, polychlorinated biphenyls, petroleum leakage, or agricultural chemicals, which may or may not be present on the property, or other environmental conditions, were not called to the attention of nor did the appraiser become aware of such during the appraiser's inspection. The appraiser has no knowledge of the existence of such materials on or in the property unless otherwise stated. The appraiser, however, is not qualified to test such substances or conditions. If the presence of such substances, such as asbestos, urea formaldehyde foam insulation, or other hazardous substances or environmental conditions may affect the value of the property, the value estimated is predicated on the assumption that there is no such condition on or in the property or in such proximity thereto that it would cause a loss in value. No responsibility is assumed for any such conditions, nor for any expertise or engineering knowledge required to discover them. File 23®6225 CONTINGENT AND LIMITING CONDITIONS 21. The Americans with Disabilities Act (ADA) became effective January 26, 1992. The appraisers 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, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon value of the property. Since the appraisers have no direct evidence relating to this issue, possible noncompliance with the requirements of ADA in estimating the value of the property has not been considered. 22. The report may contain estimates of prospective value for the subject property. Forecasts and prospective values are based upon current market conditions and trends. Aucamp, Dellenback & Whitney cannot be held responsible for unforeseeable events that alter market conditions prior to the prospective dates. 23. Acceptance and/or use of this appraisal report constitutes acceptance of the preceding conditions. File 23®6225 HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS Hypothetical Conditions This appraisal is subject to the following hypothetical conditions: None Extraordinary Assumptions The following extraordinary assumption is important for supporting the value conclusion(s) in this report, and value conclusion(s) may be significantly affected without this extraordinary assumption. This appraisal is subject to the following extraordinary assumptions: None File 23®6225 DEFINITIONS DEFINITIONS Market Value The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition are the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby. • buyer and seller are typically motivated; • both parties are well informed or well advised, and acting in what they consider their own best interests; • a reasonable time is allowed for exposure in the open market; • payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and • the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Source: Interagency Appraisal and Evaluation Guidelines, Federal Register, Volume 75, No. 237, December 10, 2010) Bulk Value The value of multiple units, subdivided plots, or properties in a portfolio as though sold together in a single transaction. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 27) Market Rent The most probable rent that a property should bring in a competitive and open market reflecting the conditions and restrictions of a specified lease agreement, including the rental adjustment and revaluation, permitted uses, use restrictions, expense obligations, term, concessions, renewal and purchase options, and tenant improvements (TI). (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 140) Prospective Opinion of Value A value opinion effective as of a specified future date. The term does not define a type of value. Instead, it identifies a value opinion as being effective at some specific future date. An opinion of value as of a prospective date is frequently sought in connection with projects that are proposed, under construction, or under conversion to a new use, or those that have not yet achieved sellout or a stabilized level of long-term occupancy. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 180) Retrospective Value Opinion A value opinion effective as of a specified historical date. The term retrospective does not define a type of value. Instead, it identifies a value opinion as being effective at some specific prior date. Value as of a historical date is frequently sought in connection with property tax appeals, damage models, lease renegotiation, deficiency judgments, estate tax, and condemnation. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 201) 7 File 23®6225 DEFINITIONS Value in Use The value of a property assuming a specific use, which may or may not be the property's highest and best use on the effective date of the appraisal. Value in use may or may not be equal to market value but is different conceptually. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 245) Market Value of the Going Concern The market value of an established and operating business including the real property, personal property, financial assets, and the intangible assets of the business. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 245) Liquidation Value The most probable price that a specified interest in real property should bring under the following conditions: 1. Consummation of a sale within a short time period. 2. The property is subjected to market conditions prevailing as of the date of valuation. 3. Both the buyer and seller are acting prudently and knowledgeably. 4. The seller is under extreme compulsion to sell. 5. The buyer is typically motivated. 6. Both parties are acting in what they consider to be their best interests. 7. A normal marketing effort is not possible due to the brief exposure time. 8. Payment will be made in cash in U.S. dollars (or the local currency) or in terms of financial arrangements comparable thereto. 9. The price represents the normal consideration for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 132) Insurable Value A type of value for insurance purposes. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 119) Replacement Cost The estimated cost to construct, at current prices as of a specific date, a substitute for a building or other improvements, using modern materials and current standards, design and layout. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 197) Limited -Market Property A property (or property right) that has relatively few potential buyers. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 131) Special Purpose Property A property with a unique physical design, special construction materials, or a layout that particularly adapts its utility to the use for which it was built; also called a special -design property. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 217) 3 File 23®6225 DEFINITIONS Fee Simple Estate Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 90) Leased Fee Interest The ownership interest held by the lessor, which includes the right to receive the contract rent specified in the lease plus the reversionary right when the lease expires. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 128) Leasehold Interest The right held by the lessee to use and occupy real estate for a stated term and under the conditions specified in the lease. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 128) Real Property The interests, benefits, and rights inherent in the ownership of real estate. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 188) Personal Property Identifiable tangible objects that are considered by the general public as being "personal"— for example, furnishings, artwork, antiques, gems and jewelry, collectibles, machinery and equipment, all tangible property that is not classified as real estate.. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, pages 170) Intended Use The use or uses of an appraiser's reported appraisal or appraisal review assignment opinions and conclusions, as identified by the appraiser based on communication with the client at the time of the assignment. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 119) Intended User The client and any other party as identified, by name or type, as users of the appraisal or appraisal review report by the appraiser on the basis of communication with the client at the time of the assignment. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, pages 119) Hypothetical Condition A condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis. Hypothetical conditions are contrary to known facts about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 113) File 23®0225 DEFINITIONS Extraordinary Assumption An assumption, directly related to a specific assignment, as of the effective date of the assignment results, which, if found to be false, could alter the appraiser's opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal, or economic characteristics of the subject property; or about conditions external to the property such as market conditions or trends; or about the integrity of data used in an analysis. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 73) Prudent and Competent Management An owner, operator, or management company that maintains and uses real estate in a manner consistent with the manner in which typical buyers of similar properties would consider appropriate as measured by actual practices in the competitive market. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 180) Arm's Length Transaction A transaction between unrelated parties who are each acting in his or her own best interest. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 13) Surplus Land Land that is not currently needed to support the existing use but cannot be separated from the property and sold off for another use. Surplus land does not have an independent highest and best use and may or may not contribute to the improved parcel. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 227) Excess Land Land that is not needed to serve or support the existing use. The highest and best use of the excess land may or may not be the same as the highest and best use of the improved parcel. Excess land has the potential to be sold separately and is valued separately. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 80) Entrepreneurial Incentive The amount an entrepreneur expects to receive for his or her contribution to a project. Entrepreneurial incentive may be distinguished from entrepreneurial profit (often called developer's profit) in that it is the expectation of future profit as opposed to the profit actually earned on a development or improvements. The amount of entrepreneurial incentive required for a project represents the economic reward sufficient to motivate an entrepreneur to accept the risk of the project and to invest the time and money necessary in seeing the project through to completion. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 76) 6 File 23®6225 AREA DESCRIPTION AND ANALYSIS AREA DESCRIPTION AND ANALYSIS FLORIDA Florida is a major U.S. state as seen in population and employment figures. As of 2022, Florida's estimated population was 22,114,754 according to the ESRI. Among the 50 states, Florida is ranked as the third most populous state. Florida is forecasted to have an annual growth rate of 0.61 % over the next five years. The majority of job growth in the next ten years likely will come in the service industry led by new jobs in business services, health care, and government employment. Manufacturing will continue to be a relatively reduced part of the state's economy. Florida's geography, climate, and location are important reasons for its population and economic growth. Florida's coastline with 1,197 miles along the Atlantic Ocean and Gulf of Mexico is the longest of any state, except Alaska. Temperature variations are mild, and the southern part of the state has a subtropical climate. Florida is strategically located for access to the Caribbean Islands as well as to South and Central America. SOUTH FLORIDA South Florida is the tri -county region consisting of Miami -Dade, Broward, and Palm Beach and occasionally consists of other surrounding counties. The metropolitan area stretches from south of Miami to north of West Palm Beach, a distance of about 100 miles, and extends 15 to 20 miles west from the Atlantic Ocean. The three counties are the state's three most populous region with an estimated population of 6,200,000, as of 2022, and comprised almost one-third of the state's population. The South Florida region experienced explosive growth starting in the 1950s when air- conditioned homes made round year living more comfortable. Moving forward, the tri -county region is forecasted to grow at a much slower pace than the past 70 years. Per ESRI, the average growth rate is projected to be under 1.0% during the next five years. Population growth has largely been migration from northern U.S. states and Canada as well as South American countries and Caribbean Islands. Economic growth in South Florida is centered on services and retail trade for tourists, seasonal residents, permanent residents and retirees. Real estate construction has been a strong economic contributor over the past 50 years. South Florida is also known as a major export / import center for trade with South America and as an attractive location for some high-tech industries and financial service firms. Within this region, a primary trend has been northward movement of population from Miami - Dade County into Broward County, and from Broward County into Palm Beach County. This trend accelerated with the dislocation of residents due to Hurricane Andrew in 1992. The movement continues today as residents seek less traffic congestion in comparison to Miami - Dade County. 61 File 23®6225 AREA DESCRIPTION AND ANALYSIS PALM BEACH COUNTY Palm Beach County is located along Florida's southeast coast on the Atlantic Ocean to the east and Lake Okeechobee to the west. The county is located about 15 miles north of Fort Lauderdale, 40 miles north of Miami, 175 miles south of Orlando, and 270 miles south of Jacksonville. Palm Beach County, with approximately 1,974 square miles of land area, is one of the largest counties in the United States and is the third largest of Florida's 67 counties. Elevation changes range from 0-20 feet with the average elevation at 15 feet above sea level. The terrain is generally sandy and flat with some gently sloping coastal ridges. The county's subtropical climate has an average temperature of 75 degrees Fahrenheit. Winters are mild because of the proximity to the warm Gulf Stream currents of the Atlantic Ocean. Prevailing winds are from the east. Average annual rainfall is 62 inches. Palm Beach County contains 39 incorporated municipalities mostly located east of Florida's Turnpike. County government, mainly located within West Palm Beach, handles the unincorporated areas. Population growth has put constant pressure on government planning and services. Land Use Pattern Palm Beach County has a well-established area of urban development as well as a major nature reserve area and productive agricultural area. The urban corridor stretches along the eastern portion of the county while nature reserve and agricultural areas are located in the middle and western portions of the county. Several small coastal communities in Palm Beach County were initially developed in the early 1900s. These small cities and towns were separated from each other with agricultural land or vacant land. By about the 1980s, the land was developed and the coastal area become one continuous developed urban / suburban corridor. This corridor now represents continuous development from the municipalities of Boca Raton to Tequesta. Most undeveloped land is located to the west of this eastern urban / suburban corridor. Several eastern coastal downtown areas developed between the 1920s and the 1960s, including Boca Raton, Delray Beach, Boynton Beach, Lake Worth, and West Palm Beach, are now experiencing redevelopment and gentrification. The nature reserve area consists of a north -south corridor to the west of the urban corridor. This area consists of the large Loxahatchee National Wildlife Refuge in the south and central portion and several other natural areas in the north portion: Dupuis Reserve State Park, J.W. Corbett Wildlife Management Area, West Palm Beach Catchment Area, and Jonathan Dickinson State Park. The agricultural reserve area in southeast Palm Beach County produces vegetables and ornamental plants while the agricultural area in western Palm Beach County is active in sugarcane production. Belle Glade, Pahokee, and South Bay are the three communities within the western agricultural area. 62 File 23®6225 AREA DESCRIPTION AND ANALYSIS Population Per ESRI, the county has an estimated population of 1,521,397 in 2022 representing about 7% of the state's population. Population growth from 2022 to 2027 is projected at 0.34%, which is less than the state's projected growth rate at 0.61 %. The county's comparatively lower future growth rate reflects the county's advanced stage of development and diminishing supply of land available for development. Economy Palm Beach County has an employment base comprised mostly of several sectors: Trade, Transportation and Utilities; Professional and Business Services; Education and Health Services; and Leisure and Hospitality. These sectors are geared toward the seasonal and retiree segments that have been large part of the county's population. Per the Palm Beach County Business Development Board, Palm Beach County's labor force consists of over 700,000 people. The county's unemployment rate is similar to that of the State of Florida and the United States, as shown on a chart in the following pages. Housing The Palm Beach County Business Development Board indicates Palm Beach County has a total of 700,000 housing units with a homeowner vacancy rate quite low at less than 3.0%. Per ESRI, the median home price in Palm Beach County is much higher than the state median home price. Services The county has good medical care facilities consisting of 34 hospitals and 1,992 physician offices. A recent trend in local health care is construction of satellite facilities with outpatient services. The School District of Palm Beach County is the 10th largest public school district in the United States. The District reports an annual enrollment of 193,000 students and 22,340 employees. Numerous private schools are also available. Overcrowding is present in some areas. Prominent academic colleges in the county consist of Florida Atlantic University in Boca Raton, Palm Beach State College with four branch campuses, Palm Beach Atlantic University in West Palm Beach, and Lynn University in Boca Raton. The county has many vocational, technical, and charter schools. Public water and sewer utilities are provided throughout the county by either incorporated municipalities, special districts, or by the county. Telephone service is provided by BellSouth and other telecommunication vendors. Standard electric service is generally available from Florida Power and Light. Natural gas is provided by main or delivered as liquefied petroleum gas by Peoples Gas System. Transportation in Palm Beach County consists of Palm Beach International Airport (PBIA), Palm Beach Park Airport, Palm Beach County Glades Airport, North County Airport, Boca Raton Airport, Palm Tran, Port of Palm Beach and Tri -Rail. PBIA is conveniently located to serve the air trade area of Palm Beach County and the four surrounding counties. The 600,000 square foot airport accommodates 28 aircraft gates with expansion potential for 24 gates. The airport reports a passenger count of 6.5 million in the recent years, which is an increase year -over - year. The Boca Raton Airport, the Palm Beach Park Airport and the North County Airport are general aviation airports serving private and corporate airplanes. 6 File 23®6225 AREA DESCRIPTION AND ANALYSIS Palm Tran is a public bus service in Palm Beach County. Palm Tran has been in service since 1971, runs seven days a week serving more than 3,200 bus stops with 150 buses in Palm Beach County. It has a ridership of over 10 million passengers a year. Tri -Rail is also a means of public transportation in Palm Beach County. Formed in 1987, this light-rail system extends roughly 72 miles and runs parallel to Interstate 95 from West Palm Beach to Miami serving 18 stations. Ridership exceeded 4.2 million passengers in 2016. Brightline is a recently constructed privately -held high-speed rail service serving Miami, Fort Lauderdale and West Palm Beach. Future expansion involves service to Orlando and other Florida cities. Port of Palm Beach is one of the busiest container ports in Florida with over 2,500,000 tons of cargo shipped annually. The port also services over 500,000 cruise passengers. Trends Palm Beach County has well established urban and agricultural areas. Economic soundness is supported with a higher than average income, expanding employment centers, a wide range of commercial and public services and facilities, and many recreational opportunities. The county is poised for further growth. Future trends show modest population growth and a favorable outlook for Palm Beach County's economy. Population trends indicate further migration to the county will continue, and jobs will continue to increase and fuel economic growth in the county. Problems typically associated with growth will continue to challenge Palm Beach County. The major challenges are schools, transportation and utilities to meet the needs of a growing population. 6 File 23®6225 AREA DESCRIPTION AND ANALYSIS U1111 I!!!11 1111111�ilill�l! III polip 111 1111111111 "f. rMUM FI , ZNN/ =%A�%/ '14 5 r'.0 4-, p Palm, Bvaich Cotinfy Labor, Force ............ a . ........... 2011 9 �ouroe: I Area I pAomerd kaflshcs, Flor d3, Depariment of Ecoilofflk bppotju My Palm Boach Coun ty Un, et�ployrn on It Rates 2020 Cotialy, Vii' 't & US Unamployrnent Rate Cornparison Palm Bu,sth County, Suma and Maticutal Un"(1&yment Rama Compairilson 2JD20 I. .......... . "'! 7--w6;;d_ Source,: I AreaU,neffrp1WV1Y)p.nt staustlai, Horda Depairnentof EcurnomIcUpportunity AUCAMP, DELLENBACK & WHITNEY 65 File #23-0225 APPRAISER QUALIFICATIONS AND LICENSE APPRAISER QUALIFICATIONS AND LICENSE QUALIFICATIONS OF JONATHAN D. WHITNEY, MAI State -certified General Real Estate Appraiser, RZ2943 JONATHAN D. WHITNEY, MAI Aucamp, Dellenback & Whitney 1900 NW Corporate Blvd, Suite 215E Boca Raton, FL 33431 jon@adw-appraisers.com 561-609-2884 Professional Experience Aucamp, Dellenback & Whitney, Boca Raton, FL, 2003 - Present Real Estate Appraisers & Consultants • Principal, 2016 - Present • Commercial Real Estate Appraiser, 2003 - Present Jonathan Whitney has 20 years of experience in valuing commercial real estate in the greater South Florida market. He heads the team of eight commercial real estate appraisers for independent Aucamp, Dellenback & Whitney (ADW), and values all major real property types: industrial, office, retail, and multifamily. Valuation assignments also include vacant development sites, residential subdivisions / condominiums, mixed-use buildings, and special-purpose properties. His partner, David Aucamp, SRA, heads the residential side of their firm with a separate team of seven residential appraisers. Clients are mostly bank lenders, but also include investors, institutions, property owners, developers, brokers, attorneys, CPAs, municipalities, and associations. Real estate appraisal and consulting assignments involve estimating market value and -or market rent, and providing expert witness testimony. Valuation assignments range between relatively straight forward assignments to multiple -phased projects with complex cash flow considerations. Education Master in Arts in Business, University of Florida, 2000 Bachelor of Science in Economics, University of Florida, 1999 Boca Raton Community High School, 1995 66 File 23®6225 APPRAISER QUALIFICATIONS AND LICENSE Activities and Affiliations Florida State -certified General Real Estate Appraiser, RZ 2943, 2006 - Present Florida State -registered Associate Appraiser, RI 11475, 2003 - 2006 Appraisal Institute • Designated Member (MAI), 2013 - Present • Board of Directors, South Florida Chapter, 2018 - 2020 • Associate Member, 2004 - 2013 Planning and Zoning Board, City of Boca Raton • Secretary, 2021 - Present • Member, 2019 - Present Zoning Board of Adjustment, City of Boca Raton • Vice Chair, 2017 - 2018 • Member, 2013 - 2018 Urban Land Institute (ULI) • Associate Member, 2019 - Present Commercial Real Estate Development Association (NAIOP) • Member, 2019 - Present Boca Raton Federation of Homeowners • Executive Board Member, 2018 - 2019 Boca Raton Chamber of Commerce • Member (ADW), 1990s - Present • Leadership Boca, Class of 2016 National Association of Divorce Professionals (NADP) • Member, 2017 - 2019 Boca Raton Downtown Rotary Club • Member, 2016 - Present • Fund Board Member, 2020 - Present • Mayors Ball Honorary Co -Chair, 2022 • Mayors Ball Co -Chair, 2021 • Mayors Ball Committee Member, 2016 - 2020 Spanish River Church and Christian School • Member, Spanish River Church, 2011 - Present • School Board Member, Spanish River Christian School, 2022 - Present • Elder, Spanish River Church, 2017 - 2021 67 File 23®6225 APPRAISER QUALIFICATIONS AND LICENSE Recent Appraisal Institute Courses (sampling of recent courses) USPAP (Uniform Standards of Professional Appraisal Practice) Update, 2022 - 2023 Florida State Law for Real Estate Appraisers, 2022 Supervisory Appraiser / Trainee Appraiser Course, 2022 Appraisal of Fast Food Restaurants, 2022 Business Practice & Ethics, 2018 Appraising Automobile Dealership, 2018 Technology Tips for Real Estate Appraisers, 2018 Advanced Applications, 2009 Advanced Income Capitalization, 2009 Advanced Sales Comparison and Cost Approaches, 2008 Report Writing and Valuation Analysis, 2008 Office Building Valuation: A Contemporary Perspective, 2007 amonDeSa ds, Governor Melanue S. Griffin, Seere¢aiy door STATE OF FLORIDA k DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA RE THE CERTIFIED GENFRAL� PROVI",1ON PF r%i i' WFI JTX / / rr 1_ t i ISAL BD RTIFIED UNDER THE V-5TQTUTES 'xo v 1001 J LAS EXPIRATION DATE: NOVEMBER 30, 2024 Always verify licenses online at MyFloridaLicense.corn Do not alter this document in any farm. This is your license. It is unlawful for anyone other than the licensee to use this document. 8 File 23-0225 APPRAISER QUALIFICATIONS AND LICENSE App-t.--alsal InstituteR, Prql6sionais Providing Beed iSsuae Solittions Yoltaihali D. Wltitltey ha, i MAI Member in Ow App"i h"Glul ,"fio'd w reVl the flgh, uA p, mMp, ,6 it ,11 �:� V., , � �, d i I u . � -; i't i �, w 1J, f ti, lini, Iw ll 11"U.— ,, H,%,daU r f th, App h,shiww- In wit."" wl ,eol, Th" fiu,,,d Iff1fl-lib", I lir the App—IM jjtps woh"n"'d 11wufi-1v io 1,iw 'Jigo-d'ij 't, i"ibuff by the 11"i"doll, Ind tj,,, Cwp,;.dv 4w^wnl U, 11, lii, "f1b,"d I, [hi", d' "9,RqAW . ...... ... ... . AUCAMP, DELLENBACK & WHITNEY 69 File #23-0225 APPRAISER QUALIFICATIONS AND LICENSE APPRAISAL QUALIFICATIONS OF BRENT WELLS State -registered Real Estate Trainee Appraiser RI24758 Brent Wells Aucamp, Dellenback & Whitney 1900 NW Corporate Blvd, Suite 215E Boca Raton, FL 33431 brent@adw-appraisers.com 561-609-2886 Professional Experience State -registered Trainee Appraiser RI24758 Work Experience February 2012 — August 2015 October 2015 — December 2017 January 2018 — July 2019 August 2019 — Present F(MrMinn Staff Writer, BH Media Group, Lynchburg, VA Marketing Communications Specialist, Makewells, Inc., Boca Raton, FL Marketing Content Manager, Denison Yachting, Ft. Lauderdale, FL Staff Commercial Trainee Appraiser, Aucamp, Dellenback & Whitney, Boca Raton, FL Florida International University - FL Bachelor of Science, Mass Communications, Multi -Media Journalism Appraisal Courses (sampling of recent courses): Basic Appraisal Principles and Procedures, 2019 State of Florida Law and Appraisers, 2019 The Uniform Standards of Professional Appraisal Practice (USPAP), 2019 Florida Real Estate Appraisal Laws and Rules, 2020 2020-2021 National USPAP Course Mortgages, Appraisers, and Foreclosures, 2020 Appraiser's Guide to Expert Witness, 2020 Commercial Land Valuation, 2022 Introduction to Expert Witness Testimony for Appraisers: To Do or Not to Do, 2022 Bifurcated and Hybrid Appraisals: A Practical Approach, 2022 That's a Violation and Appraising for the VA, 2022 Florida Appraisal Laws and Regulations Update, 2022 2022-2023 National USPAP Update Course 7 File 23®6225 APPRAISER QUALIFICATIONS AND LICENSE Ron DeSantis, Govemor Melanie S. Griffin, Secretai-V I dn ry STATE OF FLORIDA d b -pr DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA REAL -,EST`, -TEAPPRAISAL BD 1A T H E R E G I S T E R E D T R A I N E�2A)- R JE"I"' 'N :RLGISTERED UDER TIAL RE N 5'F ATUTES PROVISiQ�QF/f,�,/" "a" K' W 4-0 6 tri 15 Ll 47 ...... .......... ............ ........ .... IiWiiATION DATE: , NOVEMBER 30, 2024 Always verify licenses online at My Florida License.corn Do not atter this clOCLU-nent in any form. • This is your license. It is unlawful for anyone other than the licensee to Use this document. AUCAMP, DELLENBACK & WHITNEY 71 File #23-0225 UNITED STATE of Renewal Option Facility Name/Location: BOYNTON BEACH- DOWNTOWN STATION (110960-001) 217 N SEACREST BLVD, BOYNTON BEACH, FL 33435-9998 County : Palm Beach Lease: H00000100547 To BOYNTON BOUNDLESS PO LLC Certified Mail # 10 SE 1ST AVE STE C 70142120000252080910 DELRAY BEACH, FL 33444-3693 Issuing Office 1300 EVANS AVENUE, SUITE 200 SAN FRANCISCO, CA 94188-8200 Date of Existing Lease: 06/25/2002 The existing Lease was amended by: Amendment No. 001 accepted by the USPS on 01/31/2013 Pursuant to the Lease covering this facility, the Postal Service hereby exercises its option to renew said Lease as follows: Term: 5 Years From (Date): 02/01/2018 To (Date): 01/31/2023 Annual Rate: $74,929.00 In all other respects, the said Lease shall remain the same and is hereby confirmed. Remarks Thank you for providing this space to the Postal Service. Date 05/27/2016 Laureen Yamakido Renewalopt 01/2005 Facility NamelLocaWn: BOYNTON BEACH- DOWNTOWN STATION (110960-001) 217 N SEACREST BLVD, BOYNTON BEACH, FL 33435-9998 To BOYNTON BOUNDLE=SS ISO LLC 10 SE 1 ST AVE SrE C DEL RAY BEACH. FL 33444-3693 Issuing Office F GRIFFIN ROAD NORTH WINDSOR, CT 06006-0300 Exercise of Renewal Caption Date of Existing Lease: 06;2512002 The existing Lease was amended by. Amendment No. 001 accepted by the USPS on 01/3112013 County balm Beach Lease: H00000100547 Certified Mail # 7005182000794197938 Pursuant to the Lease covering this facility, the Postal Service hereby exercises its option to renew said Lease as follows: Term: 5 Years From (Date): 02101/2013 To (Date): 01131/2018 Annual Rate. $ %0,380.00 !n all other respects, the said Lease shall remain the same and is hereby confirmed Remarks tis 12i 1 Laverre re Signali3rn 01/36/2013 I6:02 5612726831 RTPS 9 WEIt,F-R F"A(.;J- ? 2 / 0 OUUNITED 5 JAM POSTAI. SERVfM Lease Amendment Farjkly NnMeJLo�-101,W DOMTOWN STATtC)N (110960-00 1) Arnendmen'No 001 217 N SEACREST BLVD, BOYNTON BEACH, FL 33435.9998 Lease: 1-10000010054 7 This refers to the Lease accepted by the United States Postal Service, hereinafter called the Postal Semt,e. under date Qf whereby there is leased to the Posts( Service the above-described facility. WHEREAS, the Pova Svvice desires and Landlord is willing to amend the Lease as specifired below, NOW THEREFORP. in consideration of the rnuival covenants and agreements heroin set forth, and for other good and valuable cons ide rafinn, the sufficiency of which is hereby acknoMedged, 1he parties do hereby agree as foligus, offeclivO, on the date ;his document to executed by the Postal Service, With the signing of ft- Lease Amendment, the Landlurd accepts the Postal Service exerclse of the first Renewal Option in all other respects, the Lease shail remain the same and is hereby confirmed, R22M2M 111 /310 / 2 01 ? L G � t'12 5E 1272663! POSTAI. StRkci. PXECUTED BY LANDUORD this so KtT�,B & WEV,IER PAGE 03/05 CORPORATION Lease Amendment TI-trVALLEY LAND CORPORATION ay cegiculti This Leave Amendment, Landlord awliftlea that Uai Is isal a LES175 enioloyte or pottritaci omooym (or an intmedime lawy mamba of either) or a builrmss w7pnitai tulbstai cm -ed or cantroliad by A i employee or contract errvloyee (or an lownedi fari member of 91f.heir) Sy: Pleirne & TlIIa -7Ai M 13ILMAN. F"RESIDENT Nance S T"? OLIVE F Q14MAN. TREA,5URER — - -------- --- Name & Trite Marnn A, Name & T1111 landlord's Narnn —t3C"—ef0"I BoUt'i P0 "C and Mdress c, FSC:'Rny BEACH. FL TM0.honeJN-J1nMqS): L�jlj 281 - 2666 PAX: Sacral Security No of Fko;,Soo Tait I&Artirralion 1%- .2-)—OT—t! sr V me a Where Ltia am a a corer raeharu, teases and ta8ae orriendrii antered Into Mw have the cor"nito Seat afti jx in FIWA Therool [no siaiantont that tha co,;yya0wv rias no sea; 0 Whe,e tne Land!cld t a CM"ibn, niturliciftaf WW01110n, 11109-Drofft OVi Of frat6rhal order or t6i tht Lkase Ameridirn.eal Muq be .v.o&nj1APieal by diacumentary rMori amirifting ft authority of tha alga of agenis, to extl:ute the Leiggo Arrio%m—f to bind if,o ceMptae sclero, munlicipal coriecralinn. r0-,PnA Orgierucarlion, or firblernal order b? SoWy for which he (or they) perml to 44t, The ilaual 14o"te reqjoev tr, cictvt)43h svii atthorit? iA In Iha term of extrat-1.9 i the 94141 of NorpOrMi0n, or bylaws. of #* Mlnulet, of IN bovd o(dli duty Such retovoo"t, VoKi1v ov%gved, yn"iwnwifs (tic TPte ntgrms OM 0144101 iftS Of the Ci Are WOKNiZed to aq)rl IN, t 0al.0 Arrernflirilenj MW appear in the ogpugI--qt c Any nrAca, to i piqvOW i ri Laii AmOrldiMAt Of uMi any (awkw r*qL4ii i W In wtiO% and A0mKjM to j.poof" at the address tpisciflad above, wat an address that Landlord ties oi apMpdately drepted hr writing dam; notice Iothe Postal Service piavidlLd Under this Leav, Ameiadmahl, or i ithy law or regi mi N In writi and submiRM to 'Gohmwilm; Mor ii S petal Sei the address ;Pedi Wow, or at an 44fdMazz That Me Fostol Swv,4o had olhorwise (*Wed Irtwrlifrvq, ACCEPTANCE SYTHE POSTAVsERVICE of Northeast FSO 0 vRIFFIN 'qGAD NORTH, 1,74NDSOR. CT ciaom-mo A dressd rXit. acl:oq 0ii -jg.,Mt1t Par i WAU Holum lo! lontlose seal-nddressed slumped envOopo) INrn a 1121001 Bill ploolooll Is 07/16/2002 08:21:27 20020361P91 OR BH 13916 PG 0979 Palcl Reach loun$y, Florida { 'FQS,14 i"di SEflt✓4CL Leas Fadilly LCalaoerf,o Wks DOMON BEACH - DO'.*)TO4dN STATION (110960ro01) PALM BEACH COUNTY 717 N SEACREST BLVD BOYNTON BEACH, FL 33435,4011 Project; H09364 This LEASE, made and entered Into by and between THE VALLEY LAND CORP herofnaller callod the Lessor; and the United States Postal Service, herelnaltercalled the Postal Service; In considaralign of the mutual promises set forth and:lor other good and valuable consideration, the sufficiency of whloh is hereby acknpwlodged, the partles covenant and agree -as follows: 1. The lessor hereby (oases to !ho Postal ronrloa and° Iho Postal Service foesoa from the Loosor sho loltowtng promises, here palter logpffy doscdbod in paragraph 9, In accordance v4tb tho tonne and conditlons doecdbod horafn and confained IO the 'Ganoral Conditions to U„S. Postal SorAco Lease,” Sectiort A, allached harolo and made & part hereof. Upon which Is a one-story masonry building and which property contains areas, spaces, Improvements, and appurtenances ap follows: AREA $Q. FEET AREA SQ. FEET Net Floor Space 7,205 .Joint UsafCommon Areas: Platform 61s Parking and Maneuvering 29, 606 Other. Driveway Landscaping 684 Sidewalks. 1,203 Total Silo Area; 3"M 39,393 2. RENTAL: The Poptal Service will pay the Lessor an annual rental of 1563, 33 0.0a •" Fiaty-Three Thousand Three Hundred Thircy and:00/100 Dollars-' paysbfe to equol fnslptfinents at the end of each calendar month. Rent for a part of a month will be prorated. Rent checks shall be cils0orsad as follows: payable lo: THE VALLEY f..ANO CORD 220 HOLT;, Aft STE.27 WHITE Rl'yIP CCT VT 05001-2015 unless mg gpnilllating Piffaer Is notified, in wriling by Lessor. of any change In payee or address at toast sixty (60) days baforp 1.49 effective jgliof the change. 0. TO HAVE AND TQ HQW) the said premises wllh their appudenanoss: FIXED TERN; The term beginning Fab 01, 2003 and ending Jan 31, 2013 for a total of 10 years. M UIVI7ED'."a'I"/1'r s BuOK 13316 RAGE' tl9S0 gD l c., RVI Lease 4. RENEWAL OPTIONS: The Lease may be renewed at the option of the Postal service, for the following separate and consecutive terms and at the following annual rentarosc RMIMO.L EFPSCTZ= EXPXMATZON PER ANNUM OPTION DATE DATE RBATAL 1 2/1/2013 1/31/2018 $70,360.00 2 2/1/2016 1/31/2023 $74,924.00 provided that notice is sent, in writing, to the Lessor at least303ays before the end of the original lease term and each renewal term. All other terms and conditions of this Lease will remain the same during any renewal term unless stated otherwise herein. S. TERMINATION: This Lease may not be terminated during the fixed term, except for cause ,pursuant to the general conditions or any ridern or addenduaris or other attachments made part of this lease. After the fixed term, this Lease may be terminated, pursuant to this paragraph by the Postal Service upon 60 days written notice to the Lessor. S. UTILITIES, SERVICES, AND EQUIPMENT: lessor, as part of the rental conslderallon, shall furnish the following "'pules, services and equiptnWIL (Sea tssacr oMaolbas of soman oundaflons (11.24) and/ba ufbu;haad addendum (or afalln1go4%) Bfeating System, Air Conditioning EguiPment, Light Fixtures, Sewerage system, Electrical system, water System. 7. OTHER PROVISIONS: The following addlllonal provfslons, mcdlllcatfons; riders, layouts midlor forms were agreed upon prior to offaoullon and made a part hereof. nainteoance Rider - USPS' fU-1), Reimbursement Tac Rider/9e (T-1), USPS to pay recurring separately metered utility charges. Lessor to have leasB recorded at no expense to USPS. l3ortgageels Agreement and Designation of Emergency Repair Personnel are attached and made a part of this contract. S. The undersigned has completed the'Representallons and Certlf(catlons; (See Section 8). 9. LEGAL DESCRIPTION: rots 9, 10, 11, 12, 13, 14, 15. 16, excepting that portion being taken for street Widening) and Lots 17, 1B, 19, 20, 21, and the northerly l0 feet of Lot 22, excepting that chart -taken for street widenings of Bloch 4, Boynton lioightss Subdivision, according to the Plat thereof on file in the office of the Clerk of the Circuit in and for Palm Beach County, florida, recorded in Plat eoold l0, page 64, situated in FLORIDA A�' (VZ2. Juno 109) 2 BOYNTON BEACH, PAIAN BEACH COUNTY, -1-T 11NITEDSMTE5 Lease EXECUTED BY LESSOR this _q144day of CORPORATION I HE IIALLEY LAND CORPORATION (a Vermont Corporation) Affix Corporate Seal FRANK M GILMAN, PRESIDENT Prtnt I+taamas � "citta Stg'¢a ure ' OLIVE F. GILMAN, TREASOAER Stint Name & "R" a - Signature fi Pdnl Name & -TWO Signature Pr1nI lJame & Title Signature Print Nama & Title Slgnstare . ,.-- -.. ....'."". Print Name & 11100 Signature drinl Name & 'ride Signature Print Name & 71de algnatura Lessor, Address: THE VALLEY LAND CORP 220 HOLIDAY DR STE 27 WHITE RIVER JCT VT 05001-2015 Telephone No: (802)295-3358 /,-,-Taxpayer ID: 03-0 0 35 dCs�+ t ACCEPTANCE BY THE POSTAL SERVICE Date: oa JODY SLOAN� » Cwlracl Oflicer S'ignattrra Co racong car ATLANTA FSO 4000 DEKALH TECH PKWY 300 ATLANTA GA 30340-2799 Address of Conlracting Otlicer _rant ry2_2, June 1999] 3 "rr D r r STATE OF COUNTY OF Form of Acknowledgment for Corporations Pers ally appeared before me, a Notary Public in and for the County and Slate aforesaid, ... ..tom` and (Name of authorized offfcer(s) signing lease) who Is/are known to me to be the±� r and — Stu-. r (Titles of olllcer(s) signing lease) of the.. w, _ and (Name of Oarpor an) to be the same person(s) who executed the foregoing lease, who depose(s) and say that said person(s) know(s) the seal of the said corporation, that the seal affixed to the above instrument is the seal of said corporation, and that it was affixed, and that said person(s) signed this lease by the authority of the said corporation, for the purposes set forth, and as said person(s) own free and voluntary act. .jone at in the County and State aforesaid, this ilk day of NOTARIAL SEAL ISI tory r'ublia My commission expires NOTE: If the corporatlon Is without a seal, Ihat portion of the acknowledgment referring to a seal should be slrlcken out, and on the blank line lollowing this statement should be made: *and that the sold corporation has no corporate seal.' C (Nov 97, v2.0. P) U.S. POSTAL SERVICE Facilities Department Form of Acknowledgment for Contracting Officer LAN �`�- a. ° S ICE STATE OF GEORGIA COUNTY OF DEKALB Personally appeared before me, a Notary Public in and for the County/Parish and State aforesaid, JODY B. SLOAN known to be the Contracting Officer Facilities Service Office, USPS Bldg 300 - Suite 300 4000 DeKalb Technology Parkway Atlanta GA 30340-2799 and to be the same person who executed the foregoing document, who deposes and says that he signed his name thereto, by authority of said Postal Service, for the purposes set forth, and as his own free and voluntary act. Witness my hand and notarial seal, in the County/Parish and State aforesaid, this ' �` _, day of " -,2002. NOTARIAL SEAL SuzanneIlll ms Bistline Notary Public My commission expires June 4, 2004. July 1991 UNITEDSTATES SECTION A A.1 CHOICE OP LAW This Lease shall be governed by federal law. A.2 DEFINITIONS As used in this contract, the following terms have the Ioilowing meanings: a. 'Contracting officer"" means the parson executing this contract on behalf of Ilse Postal Service„ and any other omployee who is a propady authorized corrImaling officer, the taerm Includes, except as otherwise pr' ed in the contract, the authorized representative of a contras ing officer acting vilthin the limits of the authority conferred upon tdr,st person b. "Successlul offaror," 'allmor,' *Owner", "contractor.' at 'Lessor" are Interchangeable and refer to the party whose proposal Is accepted by the Postal Service. c. "Lease" and "agreement' are interchangeable and refer to this document, including ad rlders and attachments iherelo. A.3 EXECUTION REQUIREMENTS a. All co-owners and all other persons having or to have a legal Interest In the property must execute the Lease. If the offeror Is married, the husband or wife of the offeror must also execute the Lease. The offeror must submit adequate evidence of 1111e. b. lithe olleror is a general partnership, each member must sign. c. If the offeror is a limited partnership, all general partners must sign. Athere the offeror Is an admtnW rater or an executor of an estate, ire must be rumIshed a cerllffcale of the clerk of the eourt or certified ..apy of ilia court order showing the appointment of the administrator or executor, together with a cartiflad copy of tho will of the doceised. If there is no wilt, or In tate event the will of the decreased doers not specifically authorize the adrninlstralor or the executor to enter Into a contract to lease the proposed quartan, It will gancmlty be necessary to fumtsh, In addition to tate above named Items, a cer0flod copy of the court order authorizing such administrator or executor to enter Into a lease With the Postal Service. e. Where the offeror Is a trustee. a certified copy of the instrument creating the trust must be furnished together with any other evidence necessary to establlratl the trustee's autharlty to lease. 1. Where the offeror Is a corporation, leases and lease agreements entered Into must have the corporate seal affixed or in place thereof the statement that the ccrporallon has no seal. g. Where the offeror Is a corporation, municipal corporation, fraternal order or society, the Lease must be accompanied by documentary evidence allfrming the authority of the agent, or agents, to execute the Lease to bind the municipal corporation, fraternal order or society for which he (or they) purports to act. The usual evidence required to establish such authority Is in the form of extracts from the articles of incorporation, or bylaws, or the minutes of the board of dlraclors duly certified by the custodian of such records, under the corporate seal. Such resolutions, when required, must contain the essential slipulaflans embodied in the Lease. The names and official titles of the officers who are authorized to sign the Lease must appear In the document. h. Notices. Any notice to Lessor provided under this Lease or under any law or regulation must be in writing and may be hand delivered or mailed to Lessor aL the address specified on page 3 of the Lease, or at an address that Lessor has otherwise appropriately directed in writing. Any notice to the Postal Service provided under this Lease or under any General Conditions to ASP'S Lease law or regulation must be In writing and may be hand delivered nr mailed, addressed to "Contracting Officer, U.S. Postal Service" at the address specified on page 3 at the Lease, or at an address that the Postal Service has otherwise directed In willing. A.4 MORTGAGEE'S AGREEMENT If there is now or will be a mortgage on the property which Is or will be recorded prior to the recording of the Lease, the offeror must notify the contracting officer of the facts concerning such mortgage and, unless In his sole discretion the contracting officer waives the requirement, the offeror must furnish a Mortgagee's Agreement, which will consent to this Lease and shall pmvlde that, in the event of lareclosura, mortgagee, successors, and assigns shall cause such foreclosures to be subject to the Lease. A.5 EQUAL OPPORTUNITY EL The contractor may not discriminate against employees or applicants because of race, color, religion, sax, or national origin. The contractor will take affirmative aclion to ensure that applicants are employed, and that employees are treated during employment, without regard to race, color, religion, sex, or national origin. This action must include, but not be limited to, employment, upgrading, damollon, or transfer, recruitment or recruitment advertising; layoff or termination; rales of pay or other Norms of compensation„ and selection for traintrlg, including apprenticeship. The contractor agrees to post in conspicuous places, avaltable to employees and applicants, notices provided by the contracting officer setting forth the provisions of this clause. b. The contractor must. In all solicitations or advertisements for employees placed by It or on Its behalf, state that all qualified applicams will be considered for employment without regard to race, color, religion, sex, or national origin, c. The contractor must send to each union or workers, representative with which the contractor ties a collecilve bargaimtng agreement or other undarstaanding. a notice, provided by the canlracting otflaor, advising the union or woakars' representative of the contractors commitments under this clause, and must post copies of the notice In conspicuous places available to employees and applicants. d, The contractor must comply with all provisions of Executive Order (EO) 11245 of September 24, 1986, as amanded, and of the rules, regulations, and retavanl orders of the Secretary of tabor. e. Tile contractor must furnish all Informatlon and reports required by the Executive order, and by the rules, regulations, and orders of the Sanatory, and must permit access to the contractor's boons, records, and accounts by the Postal Service and the Secretary Ion purposes of investtgalkxi to ascertain compliance wflth lflese rules, ragulatkans, and orders. f, It ilia contractor fails to comply with this clause or with any of the safd nates, regutattons, at orders, this contract may be canceled, terminated, or suspended, In whole or In part.; the contractor may be doctored Ineligible for further contracts In accordance with the Executive order; and other sanallons may be Imposed and remedies Invoked under the Exacultve ardor„ at by rule, regulation, or order at the Sectetary, or as olharv4sa provldad by law, g. The contractor must Irtmsort fits clause, Including this paragraph g, In uta subcontracts or purchase orders under this contracturrfess exermpted by Secretary of Labor rules, ragulallons, or orders issued under tho Executive ardor, The contractor must latae such action with respect to any such subcontract or purchase ordar as [hit Postal Service may direct res a means of unr'otcing the terns and condltfons of lots clause (Including sanctions lot noncompliance), provided, however, tial it the contractor becomes Involved in, or is threatened iiia, fillgiafion as a ,S (v2.2, June 1999) A-1 „ LitiJt x �l�r�,,� f't 7 ! Tri2V10E. General Conditions to USPS Lease result, the contractor may request the Postal Service to enter into the written notice of the assignment or reassignment, logelher with. a true 101gallon to prolect the interests of the Postal Service. copy of the instrument of assignment, is liled wilh: h. Disputes under ails clause will be governed by the procedures in 41 CFR 60-1.1. A.6 FACILITIES NONDISCRIMINATION a. As used in this clause, Ilia term "facIlIV means stores, shops, restaurants, caletedas, restrooms, and any other facility of a public nature in the building in which the space coveredby this Lease is located. b. The Lessor agrees that he will not disurfminale by segregation or otherwise against any person ur parsons because of tars, ralIglon, color„ age, sex, or national origin In lumishing„ or by refusing to furnish, to such person or persons the use of any taoielly Indudfng any and all sarvlcas, privileges, accoramodations, and acdivlltes provided thereby, c, le Is agreed than the Lessor's noncompliance with the provisions of this clause shall constitute a materiel breach of this Laosa, In Ilia ovent eat such noncompliance, the Postal Survice may take appropriate action to enforce compliance, may terminate this lease, or may pursue mach other remedies as may be provided by few. In Ilia event at termination, the Lessor shall be liable for 90 excess costs of the Postal 4orylue In acquiring substitute space, Including but not limited to the cost of moving 10 such space. U. The Lessor agrees to Include, at to require the Inclusion of IIIc foregoing provisions of this clause (wflh Ilia terms 'Lessor'* and "Lease, al:Tvaprfalely modUled) In every agreement, or concession puratrunt Ica which any person other than the Lessor operates or has the right to operate any facility. The Lessor also agrees that It will take suc11 action respect to any such agroament as the Postal Service may direct as Ins at etltoroitV this elapse, Including but not limited to termination ie agreement or concession. A7 RESERVED A.S COKMNGENT FEES a. The contractor warrants that no person or selling agency has been employed or ralatn ed to solfelf or obtain this contract for a commfssfon, percentage, brokerage, or contingent fee„ except bona fide employees or bona lido, astabhshad cornrltarcfal or selling agencies employed by ft contractor for the purpose of oblalning business. b. For breach or violation of this warranty, the Postal Service has the right to annul this contract wllhoui liability or to deduct from the contract Price or othonvise recover' the full amount of the commission, percentage, brokerage fee, or contingent lee. c_ Licensed real astale agents or brokers having listings on property for renl, in accordance with general business practice, and who have not obtained such licenses for the sole purpose of effecting [his lease, may be considered as bona ride employees or agencies within the exception contained in this clause, A9 ASSIGNMENT OF CLAIMS a. If this contract provides for payments aggregating $10,000 or more, claims for moneys due or to become due frorn [he Postal Service under II may be assigned to a bank, trust company, or other financing Institution, including any federal lending agency, and may Ihereafler be further assigned and reassigned to any such institution, Any assignment or reassigtiniertt must cover all amounts payable and must not be made to more than one party, except that assignment or reassignment may be made to one party as agent or trustee for ttrro or mate parties particileilting In tinanctng this contract. No assignment or reassignment Q1 be tecogniaed as valid and binding upon the Postal Service unless a 1. The contracting officer, 2. The surety or sureties upon any bond; and 3. The office, If any, designated to make payment, and the contracting officer has acknowledged the assignment in writing. b. Assignment of this contractor any Interest In this contract other than In accordance with the provisions of this clause will be grounds for termination of the contract for default at this option of the Postal Service. c. Nothing conlelned herein shall be construed so as to prohibit transfer of ownership of the demised premises, provided that: 1. such transfer is subject to this agreement; and 2. both the original lessor and the successor lessor execute the standard Lease Assignment and Assumption form to be provided by the USPS Contracting Officer. AAD COMPLIANCE WITH OSHA STANDARDS The Lessor must (1) comply with applicable Occupational Safety and Health Standards, title 29 Code of Federal Regulations, Part 1910, promulgated pursuant to the authority of the Occupational Safely and Health Act or 1970; (If) comply with any other applicable federal, slate, or local regulation governing workplace safely to the extent they are not In conflict with (1); and (lid take all other proper precautions to protect the health and safety of (a) any laborer or mechanic employed by the Lessor In performance of [his agreement, (b) Postal Service employees, and (c) the public, The Lessor must Include this clause In all subcontracts hereunder and to require its Inclusion In all subcontracts of a lower (for, The term *Lossor” as used In this clause in any subcontract must be deemed to refer to the subcontractor. A.11 EXAMINATION OF RECORDS a. The Postal Service and its authorized representatives will, until three years after Mal payment under this contract, or for any shorter period specified for particular records, have access to and the right to examine any directly pertinent books, documents, papors, or other records at the contractor Involving transactions ralaled to this contract. b. The contractor agrees to include In all subcontracts under this contract a provision to the effect that the Postal Service and its aulltorized representatives will, until three years attar final payment under the subcontract, or for any shorter specified period for particular records, (neve access to and the right to examine any directly pertinent books, documents„ Papers, or other records of the subcontractor Involvltrig transactions related to the subcontract. The tent "subcontract" as used In this clause excludes: 1. Purchase orders-, and 2. Subcontracts for public utility services at rates established for unlform appifcability to the general public. A.12 YEAR 200D WARRANTY (REAL PROPERTY CONTRACTS) The contractor warrants that all building systems roqukad undo( this contrast (Including, but not limited to, HVAC, elactrIcM, fighting, okvator, or security/alarm systems) which contain or are managed, governed, at regulated in any manner, by daia•sonstilve computer hardware or software, will suffer no laffrete, Irregularity, or Interruption of service based on fadiure accuralely kr process dole data from, into, and between the twentieth and twonlytisst centuries, including recognizing the year 2000 as a leap your. For branch of this cvarmnty, Ova Paslal Service may require the contractor to repair or replace those parilars as any buildtng system not parionr0g, as stated above. Tha Postal Service may onlorca this clause prior to January 1, 2000, if lasting of any system before that date results In a falluro, irregularity, or J (v2.2, June 1999) A-2 F,rxUNI TL-70 51AT .®re FO TAL .s RVICE. interruption at service as described above. Accordingly, systems must permit user-ptogrammed dale changes sufficient to simulate time periods beginning wiUt any future date, friouding without limitation December 31, 1999. Nothing in this warranty may be construed to flmll any rr"ghls or remedies tho'Poslal Service may otherwise have under this contract with regard In Your 2000 compliance or any othor defects or failures. General Conditions to USPS (Lease 2. The dale payment otherwise would be due, it that date is later, until the dale of payment. 1. Simple interest on claims will be paid at a rale determined in accordance with the Interest clause, J. The contractor must proceed diUganlly with performance of this conhacl, ponding final resolulfon at any request for retie!, claim, appeal, or action artsing under the contract, and comply with any decision of the contracling officer. A.13 CLAIMS AND DISPUTES a. This contract is subject to the Contract Disputes Act of 1976 (41 A.14 AFFIRMATIVE ACTION FOR HANDICAPPED WORKERS U.S.C, 601-613) ("the Act"). b. Except as provided In the Act, all disputes arising under or relating to this contract must be resolved under this clause. c. "Claim," as used In that clause, means a written demand or wditon assertion by one of the contracting ponfes saeking, as a matter at right, the payment of money to a sum certain, Ilia adjustment or tntarproiallon of contrast lamas, or other ratlef artsing under or relating to this contract. How -lover, a written demand or written assertion by the contractor twooking the payment of money exceeding $100,000 Is not a claim under the Aol unilt certified as raqufrod by .subparagraph d.2 below. A voucher„ Invoice, or outerrar.rdna request for payment 01st Is not In disputa when submitted Is out a stator under the Act, The submission may be converted to a claim under the Act by complying with the submission and cerUficatlon rorluirernents at this clause, it It Is disputed either as to liab&fifty or amount or is not acted upon in a reasonable date. d. 1. A claim by the contractor must be made In writing and submitted to the contracting officer for a written decision- A cktlm by ilia Postal Service against the contractor Is subject to a written docislon by the :oniracting officer. 2, For c onlractor claims exceeding $100,000, the contraclor must submit with the claim the following certIrwatlun. "t certify that the claim is made In good faM, that am supporting data are accurate and complete to the best of my knowledge and belief, That Ute amount requested accurately reflects aha contract adfustrnenl for which, ilia contractor believes the Postal Service is liable, and that i am duly authorized to cermy the cinlm art baftelf of U'vj contractor.' 3. The certification maybe executed by any person duly authorized to bind the contractor with raspaoi to the claire. , a. For contractor claims of $100,000 or less, the contracting officer must, if requested in writing by the contractor, renders decision wlthfn 60 days of the request. For conlractor-carttfled claims over $100,000, the contracting officer must, within 60 days, deckle the clalm or mAlly the conlraclot of the dale by which the decision will be made, 1. The contracting officers decislon is final unless the contractor appeals or [Iles a suit as provided In the Act. g. When a claim is submitted by or agaktst a contractor, the parties by mutual consent may agree ka use an alternative dispute resolution (ADR)I process to assist in resolving the claim. A cartglcalkrn as descrtbed In d(2) of this claws« must be provided for any claim, regardless at dollar amount, before ADR is used. h.. The Postal Service will pay Interest on the amount found due and unpold from: 1. The date the contracting officer receives the claim (properly cedilfed it required); or The following clause Is applicable If this contract provides for payments aggregating $2,500 or more. a. The contractor may not discriminate against any employee or applicant because of physical or mental handicap, In. regard to any posltlon for which the employee or applicant is qualllled. The conlrector agrees to take afllrmalive action to employ, advance in employment, and otherwise treat qualified handicapped individuals without discrimination In all employment practices, such as employment, upgrading, demotion or transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for !raining (Including apprenticeship). b. The contractor agrees to comply with the rules, regulations, and relevant orders of the Secretary OF Labor Issued pursuant to the RehabUfladon Act of 1973, as amended. c. In the event of the contractor's noncompliance with this clause, action may be taken in accordance with the rules and regulations and relevant orders of the Secretary of Labor. d. The contractor agrees to post In conspicuous places, available la employees and applicants, notices In a form to be prescribed by the Director, Office of Federal Contract Compliance Programs, provided by or through the contracting officer. These notices state the contractors obligation under the law to take affirmative action to employ and advance in employment quallned handicapped employees and applicants, and the rights of applicants and employees. e. The contractor must no0yy each union or workers representative with which It has a collective bargaining agreement or other understanding that the contractor Is bound by the terms of section 503 of the Act and Is committed to taking affirmative action to employ, and advance in employment, handicapped individuals. I. The contraclor must Include this clause In every subcontract or purchase order over $2,500 under this contract unless exempted by rules, regulations, or orders of the Secretary issued pursuant to section 503 of the Act, so Its provisions will be binding upon each subcontractor. or vendor. The contractor must take such action with respect to any subcontract or purchase order as the Director of the Office of Federal Contract Compliance Programs may direct to enforce In these provisions, including action for noncompliance. A,15 AFFIRMATIVE ACTION FOR DISABLED VETERANS AND VETERANS OF THE VIETNAM ERA II this contract provides far payments aggregating 510,000 or more, the following clause Is applicable, a. The contractor may not discriminate against any employee or applicant because that employee or applicant is a disabled veteran or veteran of the Vietnam era, In regard to any position for which ilia employee or applicant Is qualified. The contractor agrees to take affirmative action to employ, advance In employment, and olhenvlse treat qualified disabled veterans and veterans of the Vietnam era without discrimination in all employment practices, such as employment, upgrading, demolion or transfer, recruitment, advertising, layoll or .45 (v2.2, June 1999) A-3 Sr f�C17/I �-SERVICE. termination, rates of pay or other forms of compensation, and selection for Iraining (Including apprenticeship). b. The contractor agrees to list all employment openings which exist at the time of the execution of this contract and those which occur during the performance of this contract, Including those not generated by thla contract and Including tfhos a occurring at an establishment of the contractor other than the one where the contract Is being performed, but excluding those of independently operated corporate afifflates, at an appropdala local office of the slate employment service whare the opening occurs. State and Local government agencies holding Postal Service commots of sio,ocif or more wilt also list their openings wf4h the appropriate office of the state employment service. c. Listing of employment openings with the employment service system will be made at least concurrently with the use of any other recruitment source or effort and will involve the normal obligations attaching to the placing of a bona fide job order„ Including the acceptance at referrals of veterans and non -veterans, The listing of employment openings does not require the hiring of any particular applicant or hiring from any particular group of applicants, and nothing herein Is Intended to relieve the contractor from any other requirements regarding nondiscrimination in employment. d_ Whenever the contractor becomes contractually bound to the listing Provisions of this clause, it must advise the employment service system In each Slate where It has establishments of the name and location of each hiring location In the Stale. The contractor may advfse the Slate system when It Is no longer bound by this clause. a. Paragraphs b, c, and d above do not apply to openings the contractor proposes to i1II from within Its ova organization or under a customary and traditional employer/union hiring anangemenL But this -lesion does not apply to a particular opening once the contractor !as to consider applicants outside its assn organlzallon or ,.!oyer/unlon arrangements for that opening. ,. Definitions 1. All Employment Openings. This Includes all positions except executive and lop management. [hose pusltans that will be piled from within the contractors organization, and positions Pasting three days or lass. This aiso Includes fug -gear employment, temporary employment of more than three days duration, and part-time employment Under the most compelling circumstances, an employment opening may net be suitable for Ilstkag, including shuattoris In which the needs of the Postal Service cannot reasonably be otherwise supplied, when listing would be contrary to national security, at when listInU would not be In the best interest of the Postal Service. 2. Appropriate Office of the State Employment Service. This means the local allies of the federallstate national system of public employment offices with assigned responsibility for serving the area where the employment opening Is to be filled, Including the District of Columbia, Guam, the Commonwealth of Puerto Rico, and the Virgin Islands. 3. Positions That Will be Filled From Within the Conlraotor's Own Organization. This means employment openings for which no conslderatan will be given to persons outside the contractor's organization (including any afflllales, subsidiaries and parent companies) and includes any openings which the contractor proposes to fill from regularly established recall lists. 4. Openings the Contractor Proposes to FIII Under a Customary and T'radltdurhat Empfoyor/Union airing Arramngemant Employment openings the contractor proposes to lilt Iran union halls as part of the customary and traditional hiring relationship existing between It and represenialives of Its employees. General Conditions to USPS Lease g, The contractor agrees to comply with the rules, regulations, and relevant orders of the Secretary of Labor Issued pursuant to the 'Vietnam Era Veterans Read)uone;nt Assfslance Act of 4972, as amended. h. In the avant of the contractors noncompliance with Ibis clause, action may be taken In accordance with the rules, regulallons, and relevant orders of the Secretary. I. The contractor agrees to post in conspicuous places, available to employees and applicants, notices In a form to be pea°ascribed by the Director, Office of Fedemt Contract Compliance Programs. provided by or Ifircugh gra contracting officer. These notices state the contractors obligation under the law to Latae affirmative action to employ and advance In employment quallffad disabled veterans and veterans of the Vietnam era, and the rights of applicants and employees. ). "Sive contractor must notify each union or kvorhors" representative with which It fres a collective bargaining agreement or other urnderstanding that the contractor Is bound by the tears of the Act and Is committed to taking affirmative action to employ, and advance in employment, qualifieddisabled veterans and veterans of the Vietnam are, k. The contractor must include gills clause In every subcontract at purchase older of 910,800 or more under this contract unless exempted by rules, regulations, or orders of the Secretary Issued pursuant to the Act.,. so Its provislans w4f be binding upon each subcontractor or vendor. The contractor must Enke soon aof6bn with respect to any subcontract or purchase order as the Dlrecticr of tine Office of Federal Contract Compliance Programs may direct to enforce In these provisions. Including action for noncompliance, A.15 GRATUMES OR GIFTS a. The Postal Service may terminale this contract for default if, after notice and a hearing, the Postal SOMr-9 Board of Contract Appeals determines that iiia contractor or the contractors agent or other representative: 1. Offered or Cava a gratuity or gift (as donned in 5 CFR 2635) to an offlbar at employee of the Postal Service-. and 2. Intended by the gratuity lb obtain a contract or favorable treatment under a conlmcL b. The rights and remedies of the Postal Service provided In this clause are In addiflon to any other rights and remedies provided by law or under I contract„ rrr r r sMOM 'Asbestos containing building material', (ACEtvf) means any material Containing mora than 1% asbestos as determined by using ft method specified in 40 CFR Part 763, Subpart E, Appendix E. `Filabte asbestos material" means any ACBla1 that when dry, can be crumbled, pulverized, at reduced to powder by hand pressure. The Lessor must Identify and dlsclosa the ixtreence, location and quantity of at ACBM or presumed asbestos containing material (PALM) which Includes all thermal system Insulation, sprayed an and trovraled an surfacing materials, and asphalt and vinyl tooting material unless such material has been lasted and Identified as nun�ACSM. The Lessor agrees to disclose any Infomnadan concerning the presence of lead- based paint„ radon above 4 pCUL, and toad piping or soider In dilniting water systems In the buildling, to the Postal Service. Sties cannot have any contaminated sold or water above applicable federal, strata or local action levels or undisclosed undergrotmd storage tanks. Unless due to tfle act or nagligence of the Postal Service, It conlarninaled sell, water, underground storage tanks or piping or friabie asbestos material at any Other Ittlzaroces/foxlc materials or substances as denned by applicabla Local, State or Federat few is subsequently (v2.2, June 1999) A-4 POSTAL SERVICE - IdartiVied on file ptamises, the Lessor agrees to remove such materials or substances upon notification by 1110 U, S. Postal Service at Lessor's sole cost and axpetisu in accordance tvilh SPA anddot State guidelines. 11 ACBM Is subsequently found In the building which reasonably should have been determined, Identified, or known to Ilia Lessor, the Lessor agrees to conducl, at Lessor's sole expense, an esbaslos surrey pursuant to the standards of the Asbestos hazard Emergency Response Act (AHERA), aslprtalish All Opomfions and Malnlarlancs (OAM) plan for asbestos Management, and provide the survey report end plan to the Postal Service. 11 ilia Lessor falls to remove any triable asbestos or hazaadous/loxfic materials or substances, or complete an Af-IERA asbaslas survey and O&M plan, the Postal SuMal) has the light to accomplish the work and deduct the cost plus administrative casts, from future rent payments or recover these costs from Lessor by 011ier means, or may, at Its sola option, cancel this Lease. In addition, the Postal Service may proportionally abate the rent for any paired the promises, at any part .thereof, are dotorrnlood by the Postal Service to have been roridercd unavalfabla to It by reason of such oandlUran. The remainder of this clause applies if this Lease Is for premises not previously occupied by the Postal Service. By execution of this Lease the Lessor certllias: 1,the property and Improvements are ties of all contamination from patralaum products or any hazardousitoxlc at unhealthy materials or substances, Including friable asbestos materials, as deflnod by applicable State or Federal law; 2. Thera are no undisclosed underground storage lanks or d b sad' ilii lad 1-k o General Conditions to USPS Lease hereby leased (provided such alterations, addillons, structures, or signs shall not be detrlmenlal to or Inconsistent wtlh the rights granted to other lenants on the property or In the building in which said premises are located); which fixtures, additions or structures so placed In, upon or attached to the said premises shall be and remain Ilia property of the Postal Service and may be removed or otherwise disposed of by the Postal Service. Prior to expiration or termination of this lease Ilio Postal Service may remove such alterations and Improvements and restore the premises to as good condlUon as that existing at the time of entering upon the some under the lease, reasonable and ordinary wear and tear and damages by the elaments or by ckcumslances over which the Postal Service has no control, excepted, It however, at the expiration or terminallon of the lease or arty renewal or extension thereof, the Postal Service elects not to remove such alterations and/or Improvements, said alterations and/or Improvements shall become the property of the Lessor and any rights of restoration are waived. A.22 APPLICABLE CODES AND ORDINANCES The Lessor, as part of the rental consideration, agrees to comply with elf codas and ordinances applicable to the ownership and operation of the building In which the rented space is situated and to obtain all necessary permits and related Items at no cost to the Postal Service. A.23 DAMAGE OR DESTRUCTION OF PREMISES It the demised promfses or any portion lhereol are damaged or destroyed by fire or other casualty, Acta of God, of a public enemy, riot or Insurrection or are otherwise determined by the Postal Service to be unlit for use and occupancy, the Postal Service may: associated piping, ACBM, radon, ea P g r soidar In drinking water systema, on the properly; and a. terminate this 12852 as of the dale the premises become until lot use 3. It has not received, nor Is It aware of, any nollncallon or other aammunicallon from any govommontal or regulatory entity concerning try environmental cordillwl, or violation or potential violation of any local, sbrte, or federal environmental statute or regulation, existing at or adjacent to the property. the Lessor hereby fndemnrnas and Holds harmless the Postal Service and Its officers, agents, rapresenlaifves« and employees from all claims, toss, damage, actions:, causes of action, expense, fees andtot liability rasuitlml from, brought tor„ or an account of any violation of this clause. A.18 ADVERTISING OF CONTRACT AWARDS Except wllh Uma contracting olffcar"s prior approval, the contractor agrees not to rarer In Its commercial advertising to the fact that it was awarded a. Postal Service contract or to Imply In any manner that the Postal Service endorses Its products, A.19 RECORDING This agreement or a rnamotandum hereof, must be tecorded at the expense of the Lessor, Such expanse Includes all fees required kat or Incident to recordfng. if ttra Lessor fails to record the Lease, or a memorandum thereof, the Postal Service may record the Lease or a memorandum thereof, and deduct all costs assocfaled therewith from lulure rents. A.20 SUBLEASE The Postal Service may sublet all or any part of the promises or assign this lease but shall not be relieved from any obligation under this lease by reason of any subletting or assignment. A.21 ALTERATIONS The Postal Service shall have the right to make alteralons, attach fixtures and steel addillons, structures or signs In or upon the premises and occupancy, or b. require the Lessor to repair or rebuild the promises as necessary to restore them to tenantable condition to the satisfaction of the Postal Service. For any period the premises, or any part thereof, are unfit lot use and occupancy, the rent will be abated In proportion to the area determined by than Postal Service to be unlenareable. Unitlness for use does trot Include unsuitability arising from such causes as design, size, or location of the premfans, or e. accomplish all repair necessary for postal Occupancy and deduct all such costs, plus administrative burden from future tants, A.24 LESSOR OBLIGATIONS The Losser's obligations regarding the services to be provided are further daflned as follows: a. If healing system and fuel are furnished - Lessor must Iumish healing system together with an lual requited for proper operation of the system during the continuance of the Lease, The syslein must be in good worldrig order and, it ahialnlained by the Lessor, wIM be maintained In accordance with Ute Mainfananca War attached hereto. Any InvestigstIve or ramedfallon cost associated with a release of lual from the system, Including any fuel tanl(, shall be the responsibility of the Lessor, unfass the release is cause by the act or negligence of the Postal ervtce, b. If heal Is furnished • Lessor must maintain a uniform heating temperature of 85 degrees F. In all enclosed portions or the demised promises during the continuance of the Lease. C, tf heating system Is furnished - Lessor must fu nIsh healing syslarn In gated working order arid, it mainlatned by Lessor, will be nmainlainc d in accordance with the MOnlenance Rider attached hereto. Any Investigative or rernadfallon real associated wlih a. release of Just from the system, Including any fuel lank, shall be the responsibility of the ,;S (v2-2, June 1899) A-5 General Condhions to USPS Lease Lessor, unless the release is cause by the act or negligence of the A.26 RESERVED Postal Service. d. If iighlintt flxturas and power are lumished - Lessur must provide light fixtures in good wonting orderas wall as pay all recurring electric bills. e. It light fixtures are furnished - Lessor must provide light fixtures in good working order. I. 11 eiguilfV4 Is furnished - Lessor must pay for all rector" electric bills and furnish the electrical system during the continuance of the Lease. g. II electrical system Is furnished - Lessor must lurllsh an electrical system fn good w0ti4rig order having a separate electrical meter. h. It water system and water sarvtca are furnished - Lessor must furnish a water system In good working order and pay for all recurring water bills dtirfng the continuance of the Lease. f. II water system Is furnished - Lessor must furnish a water system In good working order with separate water meter. J. it sawaraga system and sewerage sarvfcs is fumishad - Lessor agrees, io lumish sewerage systems including MI equipment„ piping, plumbing, lines, contvactfons, septic tanks, field tires and related devices, as necessary and to pay all charges, fees and other costs for such system and services during the continuance of Ilta Loose. k. if sawarago system is lumtsttad - Lassot agroas to 8umtsfr arwrrage systems including all equipment, piping, plumbing, fines, connections, ,septic tanks, fiaid lines, and related devices, as nacasaary during the —nllnuance of the Leese. Future Availability of Public Water andFor Saweragr ServIcos - Qarrlless of Lassoes responsibility for water andtor ,sewerage under wnls Lease, it public water and/or sewerage services arra not cunon8ly avaliabla, but become avaltabie in the future, the Lessor agreas to acconspfislt connection, maintain, and pay all leas and costs Involved In oonnactlhg° the building system to the public water andlor sewerage systems, Allot connection, the Postal Service, agrees to pay rocLwl ng charges for water consurnpilon and use of sewerage sarvicas, It connection of such saNims is optiorml, the Postal Service will deletmIna it the connection Is to be made by the Lessor. m. it air-conditioning equlpmerrq and operating power are provided - Lessor must furnish air-carldiflaning equipment together with all power required far proper operation of the equipment during lho continuance at the Lease„ The equipment must be In good woodrig order and, It maintained by the Lessor, will be maintained In accordance with the Maintenance Rider attached hereto. n. It aft-cond*nkeg equipment Is furnished • Lessor must furnish air condiilontng equipment In the demised promises In good working order and, 11 rnaintalned by Lessor, wlii be maintained In accordance with the Malnt rvance, Rider Included allached hereto. a, it air-cnnelftlonistq is furnished - Lessor must maintain a uniform temperature of no greater than 7a dogreas F, in all enclosed portions of lha demised premises and be respenslbfa lot sarvicing of the air condllloning equipment fricludir , but not tirnflud In, the rrpl'acement of necessary litters and refrigerant as inquired lot proper operation of Itte equipment together with power, water and otter sarvlces for its operation. A.25 LESSOR'S SUCCESSORS The terms and provisions of this Lease and the conditions herein are binding on the Lessor, and all heirs, executors, administrators, successors, and assigns. AS (v2.2, June 1999) A-6 A.27 DAVIS-BACON ACT The following Is applicable If this agreement covers premises of net Interior space In excess of 6,50D square feel and Involves construction work over 52,000.00. a. Minimum Wages 1. All mechanics and laborers employed in the contract work (other than maintenance work of a recurring, routine nature necessary to beep the building or space in condition to be continuously used at an established capacity and efficiency lot its Intended purpose) must be paid unconditionally, and not less than once a week, without deduction or rebate (except for deductions permitted by the Copeland Regulallons (29 CFR Pail 3)), the amounts due at the time of payment computed at rates not less than the aggregate of the basic hourly rates and rates of payments, contributions, or costs for any fringe benefits contained In the wage -determination decision of the Secretary of Labor, attached hereto, regardless of any contractual relationship alleged to exist between the Lessor, or subcontractor and these laborers and mechanics. A copy of the Wage-delerminallon decision must be kept posted by the Lessor at the site of the work in a prominent place where It can easily be seen by the workers. 2. The Lessor may discharge Its obligation under this clause to workers In any classification for which the wage-dalerminalion decision contains: (a) N^Ify a basic hourly tale of pay, by malting payment at not less than that tale„ except as otherwise provided In (tie Copeland Regulations (29 CFR Part 3); or (b) Both a basic hourly rate of pay and fringe-baneffl payments, by paying In cash, by Irrevocably contributing to a fund, plan, or program for, or by assuming an enforceable commitment to bear the cost of, bona fide fringe benefits contemplated by 4D U.S.C. 276x, or by a combinallon of these. 3. Contributions made, or costs assumed, on other then a weakly basis (but not less often than quartady) are consldered as having bean constructively made for a weekly period. When a fringe benefit Is expressed In a wage determination in any manner other than as on hourly rale and the Lessor pays a cash equivalent or provides an alternative fringe benefit, the Lessor must fumish information wilh the lessors payrolls showing how the Lessor determined that the cost incurred to make the cash payment or to provide the alternative fringe benefit is equal to the cost of the wage-detarninallan iringe benefits. When the Lessor provides a fringe benatit cilliararrl from that contained In the wage delerminalion, the Lessor must show how the hourly rate was aniared at, In the event of disagraarrant as to an equivalent of any fringe benefit, the contracting aflicor must submit the question, logelher with the contracting officers recommendation, to the Secretary of Labor for final determination. 4. If the contractor does not make payments to a trustee or other third person, the contractor may consider as payment of wears the costs reasonably anticipated In providing bone fide fringe benellts, but only with the approval at the Secretary at Labor pursuant to a wr0ton request by the Lessor. The Secretary at Labor may raquiro the Lessor to set aside assets in a separate account, to meet the Lassoes obligations under any untunded plait or program. The conimcfing officer will require that any mass of laborers at mechanics not ilsted in the wage-dulemttmallon but to be employed under the contract will be classified in rontarmance with Ito wage- daterrata°+aatlon and repair the action taken to ttae Admfrilstrator of the Wage and Hour Division, Employment Standards AdminisIration, UNITl. 0 S "NATE`. U.S. Department of Labor, Washington, D.C. 20210.0001, for approval. The contracting officer WIll approve an additional otassifica0on hid wage rate and fringe beriobts thetalor only If: (a) The work to be performed by the closslffcallon requested is not perlooned by a classitication in the wagoµdeterminatfon„ (b) The classincallon Is utilized In the area by the construction industry; and (c) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained In the wage determination. 5, it the Lessor, the laborers or medlanirs to be employed in the claselftcellor of their representatives, and the contracting officer do not agree an the proposed classification and wage rate and fringe benaflts therefor, file contracting officer must submit the question, together with the views of the Intatestad partles and the contracting ollicer"s racotmmandatfon, to the Wage and dour Admittsimtor, for final a keterminalion. The AdmIni�simicir at authorized representative will, within 30 days of racelpt, approve, rnadity, or disapprove every proposed additional classification action, or Issue a finat determination if the parties disagree, and so advise the cantractiog alficer as advise that additional time Is necessary. The final approved wage rate (and fringe benafils if appropriate) must be,pald to all workers performing walk fn the classrfication under rho contract Itarn the first dray work Is performed in the classification. The Lessor vmill post a copy of the Print determination of the conformance action with fhrr wage•daletminatkan determination at the site of the work. (The Department of Labor ilformaWn coilectlon and reporting requirements contained In subparagraph a,5 above and in this subparagraph a.S have been approved by the Office of Management rind Bridget tinder OM13 control number 1215-b140.) Apprentices and Trainees 1. Apprentices may be permitted to work only when (a) registered, Individually, under a bona fide apprenticeship program registered with a State apprenticeship agency recognized by the Bureau of Apprenticeship and Training, U.S. Department of Labor, or, If no such recognized agency exists In a state, under a program registered with the Bureau of Apprenticeship and Training; or (b) 11 not individually reglstea'ad In the program, certkled by the Bureau of Apprenticeship and Tralning or state agency (as appropriate) to be offglbfe for probationary employment as an apprentice, Trainees may be permitted to work only It Indlvfduaky rogiWared In a program approved by the Employment and Training Administration, U.S. Department of Labor. 2. The rallo of apprentices to journeymen or tralness to journoyrnan In any crap classification must not be greater than that permitted for the Lessor's entire work force under the registered apprenticeship or trainee program. Apprentices and trainees must be paid at least the applicable wags rales and fringe benefits specified in the approved apprenticeship or trainee program for the parllcular apprentices or lialnees level of progress, expressed as a percentage of the Journeyman houd,y rate specified in the applicable vrage- delermfnalion. tf the apptandcaslmlp or trainee program does not specify, binge benefits, aper inlicas or tininess must be paid In the tuft amount of fringe benefits fisted on the wage-daterminalion for the applicable classtlloatlan unless the Administrator of Wage and Hour Division determines that o different pmctice prevails. Any employee Hired on a payroll at an apprentice or trainee wage rale not registered, or performing work on the job she in excess of the ratio permitted under the registered program, must be paid the wage rate IS (v2.2, June 1499) A-7 Genera{ Conditions to USPS Lease on the wage determination foe The classification of worst actually performed. 3. If the Bureau of Apprenticeship and Training or Slate agency recognized by the Bureau (as appropriate) withdraws approval of an apprenticeship program, or If the Employment and Training Administration withdraws approval of a trainee program, the contractor will no longer be permitted to utilize apprentices or trainees (as appropriate) at less then the applicable predelermined rate tot the work performed until an acceptable program Is approved. (See 29 CFR 5.16 for special provisions that apply To training plans approved or recognized by the Department al Labor prior to August 20, 1975.) 4. The utilization of apprentices, trainees, and Journeymen must be In conformity wills the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30, c. Overtime Compensation 1. The Lessor may not require or permit any laborer or mechanic employed on any work under this contract to wort more than 40 hours in any workweek on work subject to the provisions of the Contract Work Hours and Salety Standards Act (40 U.S.C. 327-333), unless the laborer or mechanic receives compensatlon at a rate not less than one -and -one-half limes the laborer's or mechanic's basic rate of pay for all such hours worked in excess of 40 hours. 2. For violations of subparagraph c.1 above, the Lessor is liable lar liquidated damages, which will be computed for each laborer or machantc at $10 for each day on which the entpioyea was required or permitted to work In violation of subparagraph c.i above, 3. The conlracting officer may withhold from the Lessor sums as may administratively be determined necessary to satisfy any liabilities of lie Lessor' for unpold wages and liquidated damages pursuant to subparagraph o.2 above; d. Payroll and Other Records 1. For off laborers and mechanics employed in the work covered by this clause, the Lessor must maintain payrolls and related basic records and preserve them for a period of throe years after contract completion. The records must contain the name, address, and social security number of each employee, ma omployess correct classification, rate of pay (including rates of contributions for, or costs assumed to provide, fringe benefits), the dally arnd weekly number of hours worked, deductions made, arid actual wages pail. Whenever the Lessor has obtained approval from the Secretary of Labor to assume a. commitment to bear the cost of fringe benefits under subparagraph a.4 above, the Lessor must maintain records showing the commfknent anti Its approval, communication of fhe pian or program to the employees affected, and (tie costs anticipated or Incurred undar the plan or program. Lessors employing apprentices or trainees under approved programs roust maintain written evidence of file registration of apprenticeship programs and certification of trainee programs„ the registration of the apprentices and trainees, and the ralfas and wage rates prescribed In the applicable programs. (The Department at Labor inlonnation collection and record steeping requirements In (tris subparagraph d.1 have been approved by the Ofifoe of Management and Budget under OMS control numbers 12150140 and 12150017). 2. The Lessor must submit weekly, for each weelt In tvhfoh any work covered by this clause is parfanned, a copy of all payrolls to the converting officer. The Lessor Is responsible for the submission at copias of payrolls; of all subcontractors. 'rho copy must he accompanied by a stalamrartf signed by the Lessor tndIcaling that the payrolls are correct and complate, that file vrage rates contained In therm ante flat lass than those determined by the Secretary of Labor, VNI'FED "M"fT ""r; and that the classifications set forth for each laborer or mechanic conform vrlth Iha worlt the laborer or mechanic performed. Submission of the Weekly Statement of Compliance (see 29 CFP. required under this'agMenleni satisfies this requirement. As required by this clause, the Lessor must submit a copy of any approval by file Secretary of Labor, (The Department of Labor intormaiion collection and roporting requlraments In this subparagraph d.2 have been approved by the Office of Managernant and Budget under OMB control number 1215.0149,) 3. Thu Lessors records required under this clause must be avallobte for inspection by authorized representatives of the contracting officer and the Department of Labor, and the Lessor must permit the roprasentallve to interview empioyees during working hours on the job, 4. The Lessor must comply with the Copeland Regulations of the Secretary of Labor (29 CFR Part 3), which are hereby Incorporated In [his contract by reference. e. Withholding of Funds. The contracting officer may withhold from the Lessor under this or any other contract with the Lessor so much of the accrued payments or advances as Is considered necessary to pay all laborers and mechanics the .fult amount of wages required by this contract or any calor contract subject to the Davis -Bacon prevailing wage requirements that Is held by the Lessor. L Subcontracts 1. If the Lessor'or any subcontractor falls to pay any laborer or mechanic employed on the site of the work any at the wages raqulred by Iha contract, the contracting officer may, after Written notice to the lesvor, suspend further payments or advances to the lessor until vlolalions have ceased. 2- The lessor agrees to Insert this clause, including this paragraph 1, in all subcontracts hereunder. The term "lessor" as used In this clause In any subcontract, is deemed to refer to the lower - Iter subcontractor. g. Compllance with Davis -Bacon and Related Acts Requirements. All rulings and Inlerpratations of the Davls-Bacon Act and related acts contained In 29 CFR Parts 1, 3, and 5 are hereby Incorporated by reference In this contract- h. ontract h. Certification of FJlgibfllty 1. By entering Info this contract, Uia lessor caarttlles that neither It or any person or firm having an Interest In the lessor Is Ineligible to be awarded contracts by virtue of section 2(a) of tine Davis - Bacon Act or 29 CFR 5.12(x)(1). 2. No part of this contract will be subcontracted lo any person or Firm Ineligible for ceallract award by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). 3. The penalty for making false statements Is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. I. Contract Termination and Debarment. A breach of this Davis - Bacon Act clause may be grounds for termination of the contract and debarment as a contractor and subcontractor as provided In 29 CFR 5.12. j. Disputes Concentl Labor Standards, Disputes arising out of the labor standards ptovisfons of this canfract are not subject to the Claims and Disputes clause. They wtil be resolved In accordance vjith the procedures of the Depanrnent oft abor oat forth In 29 CFR Parts 5, 8, and T. Disputes. 4litn the muaning of this clause Include disputes between the lessor (or any of its Subcontractor$) .5 (v2.2, June 1999) A -u General Conditions to USPS Lease and the Postal Service, the U.S. Department of Labor, or the employees or their representatives. A.20 BANKRUPTCY In the event the Lessor enters Into proceedings relating to bankruptcy, whalher voluntary or Involuntary, the Lessor will lurnlsh, by certified mail, wrliten notification of the bankruptcy to the contracting officer responsible for administering the contract. The notification must be furnished within five days of the initiation of the bankruptcy proceedings. The notification must include the dale on which the bankruptcy petition was riled, the court In which the petition was filed, and a list of Postal Service contracts and conlractfng officers for all Postal Service contracts for which final payment has not yet been made. This obligation remains in effect until Mal payment under this contract. UNITED T�tT 3 SECT ION S B.1 TYPE OF BUSINESS ORGANIZATION Representations and Certifications The offeror, by checking the applicable blocks, represents that it: a. Operates as 1� a corporation Incorporated under [tie laves of the State of .t A [Dan individual, ❑ a partnership, ❑ a jofnt venture, ❑ a non-profit organization, or ❑ an educational institution; and b. Is a ❑ small business concern, ❑ minorfly-owned business, ❑ woman -owned business, ❑ labor surplus area concern, ❑ educational or other non-profit organization, or ❑ none of the above entitles. c. SMALL BUSINESS CONCERN. A small business concern for the purposes of Postal Service procurement Is a concem, Including its affiliates, which Is Independently owned and operated, Is not dominant In the field of operations in which it is submitting an offer, and is or a size consistent with the standards set forth by SBA in CFR Part 121, or if no standard has been established, then of a size employing not more than 500 employees. (Also see USPS Procurement Manual, Chapter 10, Section 1.) U. MINORITY-OWNED BUSINESS. A minority-owned business is a concem that Is at least 51 percent owned by, and whose management and daily business operations are controlled by, one or more members of a socially and economically disadvantaged minority group, namely U.S. citizens who are black Amerlca'ns, Hispanic Americans, Native Americans, Aslan -Pacific Americans, or Aslan -Indian Americans. ("N'elive Americans" means American Indians, Eskimos, Aleuts, and native Hawaiians. "Asian -Pacific Americans" means those whose origins are In Japan, China, the Philippines, Vietnam, Korea, Samoa, Guam, the U.S. Trust Territories of the Pacific islands, the Northam Marianas Islands, Laos, Kampuchea, or Taiwan. "Asian -Indian Americans" means those whose origins are in India, Pakistan, or Bangladesh.) e. WOMAN -OWNED BUSINESS. A woman -owned business is a business which is at least 51 percent owned, controlled, and operated by a woman or women. Controlled is defined as exercising the power to make policy decisions. Operated Is defined as actively Involved in The day-to-day management. f. LABOR SURPLUS AREA. A geographical area which at the time of award Is either a section of concentrated unemployment or 'eremployment, a persistent labor surplus area, or a substantial labor surplus area, as defined in this paragraph. 1. Section of concentrated unemployment or underemployment means appropriate sections of States or labor areas so classiflad by The Secretary of Labor. 2_ Persistent labor surplus area means an area which Is classified by the Departman[ of Labor as an area or substantial and persistent tabor surplus (also called Area of Substantial and Persistant Unemployment) and Is listed as such by that Department In conjunction with Its publication, Area Trends In Employment and Unemployment - 3. Substantial labor surplus area means an area.. which Is classified by the Department of Labor as an area of substantial labor surplus (also called Area of Substantial UnamploymonQ and which is listed as such by that Department In conjunction with its publication, Area Trends In Employment and Unemployment. g. LABOR SURPLUS AREA CONCERN. A firm which will perform or cause to be performed a substantial proportion of a contract In a labor surplus area. h. EDUCATIONAL OR OTHER NON-PROFIT ORGANIZATION. Any corporation, foundation, trust, or other institution operated for scientific or educational purposes, not organized for profit, no part of the net earnings of which inures to the profits of any private shareholder or individual. B.2 PARENT COMPANY AND TAXPAYER IDENTIFICATION NUMBER a. A parent company Is one that owns or controls the basic business pollcles of an offeror. To own means to own more than 50 percent of the voting rights In the offeror. To control means to be able to formulate, determine, or veto basic business policy decisions of the offeror. A parent company need not own the olf'oror to control It; It may exercise cont'rol'through the use of dominant minority voting rights, proxy voting, contractual arrangements, or otheaveise. b. Enter the offeror's Taxpayer Identification Number (TIN) In the space provided. The TIN Is the offeror's Social Security Number or other Employee Idendrlcaffon Number used on the of'forcr's Quarterly Federal Tax Return, U,S. Treasury Form 941. 011eror's TIN: DR—D19D 35_ c. ❑ Check this block If the offeror Is owned or controlled by a parent company. (v2.2, June 1999) 8-1 ST T 'E' I lle Representations and Certifications d. If the block above Is checked, provide the following information about the parent company: Parent Company's Name: Parent Company's Main Office Address: No. and Street: ,_,. City: Slate: ` Zip Code:, Parent Company's TIN: e. If the elferor is a member of an affiliated group that files Its federal Income tax return an a consolidated basis (whether or not the olferor is owned or controlled by a parent company, as provided above) provide the name and TIN of the common parent of the affiliated group: Name of Common Parent: Common Parent's TiN: B.3 CERTIFICATE OF INDEPENDENT PRICE DETERMINATION a. By submitting this proposal, the offeror cortifies, and in the case of a joint proposal each party to it certifies as to Its own organization, that in connection with this solicitation: 1. The prices proposed have been arrived at Independently, without, consultation„ communication, or agreement, for the purpose of restricting conipatitlon, as to any matter relating to [tie prices with any other offeror or with any competitor, 2. Unless otherwise required by law, the prices proposed have not been and will not be knowingly disclosed by the offeror before award of a contract, directly or Indirectly to any other offeror or to any competitor, and 3. No attempt has been made or will be made by the offeror to induce any other person or firm to submit or not submit a proposal for the purpose of restricting competlllon. Each person signing this proposal certifies [hal: t. He or she is the person in the offeror's organization responsible for the decision as to the prices being offered herein and that he or she has not participated, and will not participate, in any action contrary to paragraph a above; or 2. He or she is not the person In the offerees organization responsible for the decision as to the prices being offered but that he or she has been authorized In writing to act as agent for the persons responsible In certifying that they have riot participated, and will riot participate, In any action contrary to paragraph a above, and as their agent does hereby so codify; and he or she has not participated, and w[ti not participate, in any action contrary to paragraph a above. a. Modification or deletion of any provision In [his cerifficato may result in the rejection of the proposal as unacceptable. Any modification or deletion should be accompanied by a signed statement explaining the reasons and describing In detall any disclosure or communication. 8.4 CONTINGENT FEE REPRESENTATION a. The offeror must complet7has following representations: 1. The offeror ❑has not ernployed or retained any company or person (other than a full -lime bona fide employee working solely for the offeror) to solicit or secure this contract. 2. The offeror ❑ has as not paid or agreed to pay any company or person (other than a full-tirne bona fide employee working solely for the offerar) any fee, commission, percentage, or brokerage lee, contingent upon or resulting from the award of this contract. b. If either representallan Is In the ah[rmalive, or upon request of the contracting officer, [tie offeror must furbish, in duplicate, a completed !worm 7319, "Contractor`s Slatemenl of Contingent or Other Fees," and any other information requested by the contracting o4icer. If the offeror has previously lurntshed a completed Form 7319 to the office issuing this solicilalion, It mayaccompany Its proposal with a signed statement -- 1. Indicating when the completed form was previously furnished; 2. Identifying the number of the previous solicitation or contract, if any, in connection with which the form was submitted; and 3. Representing that the statement on the form Is applicable to this proposal. (v2.2, June 1999) B-2 FafJilff ir) T9tTES 74L SEf VIC`L`; Representations and Certifications c_ Licensed real eslale agents or brokers having listings on property for rent, in accordance with general business practice, and who have not obtained such licenses for the sole purpose of effecting this lease, may be considered as bona Ifde employees or agencies within the exception contained In this clause. 0.5 CERTIFICATION OF NONSEGREGATED FACILITIES a, By submitting this proposal, the offeror codifies that ft does not and, will not maintain or provide for its employees any seg regaled facilities at any of its eslablfshmenls, and that It does not and will not permit Its employees to perform services at any location under Its control where segregated facilities are maintained, The offeror agrees that a breach of this certification is a violation of the Equal Opportunity clause in this contract. b. As used in tftis certification, "segregated facilltlas" means any waiting rooms, work areas, rest rooms or wash rooms, restaurants or other acting areas, lime clocks, locker rooms or other storage or dressing areas, panting lots, drinking fountains, recreation or entertainment areas, transportation, or housing facilities provided for employees that are segregated by explk.it directive or are in fact segregated on the basis of race, color, religion, or national origin, because of habit, local custom, of otherwise. c. The offeror further agrees that (unless it has obtained Identical certificallons from proposed subcontractors far specific time periods) it will obtain Idenlical certifications from proposed subcontractors before awarding subcontracts exceeding $10,000 thatare not exempt from the provisions of the Equal Opportunity clause; that It will retain these certification: In its files„ and that It will forward the following notice to these proposed subcontractors (except when they have submitted Idenllcat cerlif'icallons for specific lime periods). NOTICE A certification of nonsegregated facililles must be submitted balers the award of a subcontract exceeding $10,000 that is not exempt from the Equal Opportunity clause. The certification may be submitted either for each subcontract or for all subcontracts during a period (quarterly, semiannually, or annually). RESERVED B.7 LEASES BETWEEN THE POSTAL SERVICE AND ITS EMPLOYEES, CONTRACT EMPLOYEES, OR BUSINESS ORGANIZATIONS SUBSTANTIALLY OWNED OR CONTROLLED BY POSTAL SERVICE EMPLOYEES OR CONTRACT EMPLOYEES By submitting this proposal, the offeror certifies that the offeror Cj Is, )dis not an employee, a personal service contract employee or a member of the Immedlale family of a Postal Ssrvlce employee or personal service contract employee OR a business organization (partnership, corporation, yrrfnt venture, etc.) substantially owned or controlled by a Postal Service employee, a personal service contract employee, or a marlrber of the immediate family of a Postal Service employee or personal service contract employee. 'immediate family" means spouse, minor child or children, and other Individuals related to the employee by blood who are residents of the employee's household. (vZ-2. June 1999) B-3 UNITED51ATES F57�TRT30 ICE - Maintenance Rider USPS Responsibility (Partial) a. 11 the Postal Service is assuming maintenance responsibility for the demised premises for the first time. the Lessor must correct all maintenance deficiencies and obtain a written certification from a professional HVAC firm that the heating, ventilating and air, conditioning systems have been maintained and are in proper working condition. The Lessor will remain responsible until all deferred maintenance work has been completed to the satisfaction of the Postal Service and Postal Service is In receipt of and accepts the aforementioned written certification. b. The farm "demised premises" as used in this rlder Includes the premises described in the Lease, the improvements and appurtenances to such premises and all equipment and fixtures furnished, or to be furnished, by the Lessor Under this Lease. c, The Postal Service is responsible for ordinary repairs to, and maintenance of the demised premises except for those repairs that are specifically made the responsibility of the Lessor In this Lease. 'rile responsibility of the Postal Service as stated herein will be fulfilled at such time and in such manner as the Postal Service considers necessary to keep the demised premises in proper condition. d. The Lessor Is responsible for: (1) Repairs to all common or joint use areas, common or joint use equipment and fixtures that may be Included as part of this Lease. (2) All repairs to structural elements and all parts of the rout system, The term "structural elements" as used In this clause is limited to the foundation, beating walls, floors (not includft floor covering), and column supports. The roof system Inciudes, but Is riot limited to, the root covering, flashing and insulation, and root bearers, joists, and deck. (3) Repairs resulting from Acts of God, of a public enemy, riot or insurrection. (4) Inspection, prevention and eradication of termites and any other wood eating Insects and for repairs of any lamage resulting therefrom.. (5) Repairs resulting from defects in building construction or installation of equipment, fixtures, or appurtenances furnished by the Lessor. (6) Repairs resulting from fire or other casualties, unless such casualties were caused by the negligence of employees or agents of the Postal Service. (7) Any ordinary repairs by the Postal Service which were made necessary by the failure of a . ny element for which the Lessor is responsible. e, When the need arises for repairs which are the responsibility of the Lessor, Including any repairs or actions for which the Lessor is responsible under paragraph a. hereof, the Postal Service will (except in emergencies) give the Lessor written notice of the needed repairs and will specify a reasonable deadline for completion of the work. A copy of such notice MV he sent by certified or registered mail to fire Lessor's mortgagee and assignee of monies due or to become due pursuant to Oils Lease whose names and addresses have been furnished to the Postal Service by the Lessor. If none of these parties (lessor, mortgagee or assignee) proceed with the work with such diligence so as to ensure completion within the time specified in the notice (or any extension thereof granted at the sole discretion of the Postal Service) or actually fails to complete the work within said time, the Postal Service has the right to perform the work, by contract or otherwise, and withhold the cost of such work (which may include administrative cost and/or Interest) from payments due under this Lease. In addition, the Postal Service may proportionally abate the rent for any period the demised premises, or any part thereof, are determined by the Postal Service to have been rendered unavailable to it by reason of sucli condftlon, Alternatively, the Postal Service may, if the demised premises are determined to be unfit for occlipancy, at its sole discretion, cancel this Lease without liability. U (v2.2. June 1999) 10-1 UNITED 515T 5 POSTZLSEU VICE. BOYNTON BEACH - DOWNTOWN STATION (110960-001) 217 f`I SEACREST BLVD BOYNTON BRACH, FL 33435-4011 Assessor's Parcel Number. 08 43 45 28 10 004 0170 Tax Rider Reimbursement of Paid Taxes/98 a. Definitions Ad Valorem means according to the value of the property. pMggy]r x Rate is an amount expressed as dollars and cents per $100.00 or per $1,000.00 of assessed value or as mills per $1.0o of assessed value as set by authorities for tax jurisdictions. Real Pro eTaxes as used in this clause, shall mean those taxes, including ad valorem taxes, special assessments, fees and charges, that are assessed against any or all taxable real property appearing on the assessment roll or Ilst In a taxing authority's jurisdiction and that are identified by a taxing authority for the support of government activities within ft's jurisdiction, whether such activltles are general or specific. Real Property Taxes also include administrative charges or fees Imposed by a taxing authority for the support of ft's tax assessment and collection activities, b. The lessor agrees to pay all taxes of any kind, lncludfng Real Property Taxes, special assessments, and charges and lees of every kind and nature levied on the Demised Premises. c, The Postal Service will reimburse Lessor for paid Real Property Taxes, as defined above, only under the following terms: 1. Lessor may submit not more than one request for reimbursement in any calendar year, irrespective of the number of taxing authorltles included; and reimbursement will be made not more than one time annually by the Postal Service. 2. No reimbursement will be made for fines, penalties, interest or costs imposed for late payment. 3. Reimbursement will be made only for paid taxes, less the maximum discount allowed by the taxing authority for prompt or early payment, regardless of whether Lessor actually received any such discount, 4. Notwithstanding anything contained In section c.3 above, In the case of a special assessment for which a taxing authority permits or prescribes Installment payments that extend beyond the lease term, reimbursement will be made only for those Installments that are required to be made during the lease terns, regardless of whether Lessor pays In full or otherwise adjusts the payment schedule within the lease term, s. Reimbursement will be made only for taxes levied for periods of time within the term of this Lease, s. In order to qualify for reimbursement, the tax bill as issued by the taxing authority must pertain only to the Demised Promises, and to no other real property. 7. lessor must provide copies of the front and back- of the complete tax bill issued by the taxing authority, along with satisfactory proof of payment, Satisfactory proof of payment shall be (1) a receipt for payment shown on the face of the tsar bill, (11) a copy of (fie front and back of the canceled payment check, (ill) a statement from a fender verifying payment of the tax, or (Iv) other documentation satisfactory to the Postal Service. a. Incomplete or improper requests for reimbursement will be returned to Lessor without payment. 9, The Postal Service is not required to reimburse paid taxes unless the request for reimbursement Is made within 18 months after the close of the tax year. d. The Lessor must promptly furnish to the Postal Service copies of all notices that may affect the valuation of the Demised Premises for Real Property Tax purposes or that may affect the levy or assessment of Real Property Taxes thereon, If Lessor does not timely furnish such notices relating to valuation changes or the levy or assessment of taxes or falls to meet any legal prerequisite for appeal and the Postal Service loses the right to contest the validity or the amount of the taxes, then the Postal Service shall be responsible to reimburse Lessor for only 75% of the reimbursable taxes due for the year involved. ,v2.2, June 1999) T-1 IPOSTALSERVICE Tax Rider Reimbursement of 'aid Taxes/98 All notices required under this paragraph must be delivered or mailed, using certifled mail with a return receipt or other veriiied method of delivery, within ten (10) days frorn the receipt thereof by the Lessor to; COPITRACMIG OFFICER, ATLANTA FSO 4000 DEICALB TECH PYWY 300, ATLANTA, GA 30340-2799 or to such other office as the Postal Service may later direct in writing. The Postal Service may contest the validity of any valuation for Real Property Tax purposes or of any levy or assessment of any Real Property Taxes by appropriate proceedings either in the name of the Postal Service or of the Lessor or In the names of both. Notwithstanding any contest of valuation , levy, assessment, or Property Tax Rate, Lessor must pay under protest the Real Property Taxes involved when requested to do so by the Postal Service. The Lessor, upon reasonable notice and request by the Postal Service, must join in any proceedings, must cooperate with the Postal Service, and must execute and file any documents or pleadings as the Postal Service may require for such proceeding, provided the Lessor is reasonably satlsffed that the facts and data contained therein are accurate, Lessor will not be responsible for the payment of penalties, costs, or legal expenses In connection With any protest or appeal proceedings brought by the Postal Service, and the Postal Service will indemnity and save harmless the Lessor from any such penalties, costs, or expenses. Lessor hereby authorizes the Postal Service as it's agent to represent it's interest In any appeal or protest proceeding authorized under this paragraph. Lessor shall promptly notify the Postal Service of any appeal or other action it takes or Initiates to adjust any valuation of the property, Property Tax Rate, or levy or assessment of Real Property Taxes. The Postai Service is entitled to any and all monies obtained through such actions or any other refunds or remissions of Real Property Taxes paid In any year subsequent to the commencement of the lease. If any such refunded or remitted monies are paid or delivered to Lessor, Lessor must Immediately forward them to the Postal Service. If Lessor Is Informed that he Is entitled to a refund or remission of monies paid as Real Property Tastes upon the submission of an appfication, Lessor will promptly make and file such application, and upon receipt of such refund or remission, Immediately forward it to the Postal Service. The Postal Service reserves the right to offset refund and remission payments not so obtained or forwarded, against rental or other payments due the Lessor. g. The Postal Service Is entitled to the benefits of all tax exemptions or abatements authorized by law or regulation that may be available with respect to the De lsed Premises. Lessor shall take all necessary steps to obtain such exemptions or abatements. The Postal Service reserves the right to offset against rental or other payments due the Lessor the amount or value of any abatement or exemption that would have been avaflabfe it Lessor had properly applied for it, and any amount for which the Postal Service Is not to be responsible under paragraph (b), above, Nothing herein contained shall operate to waive or deprive the Postal Service of any rights, privileges or Immunities It enjoys under law. (v2.2, June 1999) T-2 t UNITEDSTIATES ,agreement (TD be executed and attached to lease before it is recorded) Facib/Name/ Loca[ion BOYVTON BEACH - DOWNTOWN STATION (110960-001) County: PALl-1 BEACH 317 W SEACP.EST BLVD BOY14T0N BEACH, FL 33435-4011 Project:HB9364 The undersigned, -.— holder(s) of a mortgage in the sum of on the property situated at: 217 N SEACREST 13LVD BOYNTON BEACH, FL 33435-4011 hereby consent(s) to the leasing of said property to the U.S. Postal Service and agree(s) for itself, its successors, executors, administrators, and assigns that in the event it should become necessary to foreclose said mortgage the mortgagee will cause the sale of said premises to be made subject to said lease. t glee Company w 'fitness \�µ Signature of Morignijee`s Offer fts ° Title of Vo19acua"s clftloer Sheet Address City, State and ZiPt4 Subscribed and Sworn to before me, notary public, In and for County, State of this _ _ day of__,,. Notary Public My commission expires —F:.. ,qT (July 96, v1.12. Py UItNIT DSTA7TC'S FOE r lc l I cc Designation of Emergency Repair Personnel Return completed, signed copy of this form to: Postal Unit: D0PAgTOt1n4 STATION JODY SLOAIJ PROJECT 1~II+IIP.G.ER RE Street Address: 217 lel SEACREST BLVD ATLAI-ITA FSO 4000 DEICkL,B TECH PKWY 300 ATLP.i@TA, GA 30340-2799 City, State, ZIP +4: BOYNTON REACH FL, 33435-4011 Owner: T}IE VALLEY LAND CORP 220 HOLIDAY DR STE 27, WHITE RIVER JCT, VT 05001-2015 Contact the following personnel for emergency repairs for those services that are my responsibility under the terms of the lease, when I (or my agent) cannot be reached after a reasonable period of time at Area Code & Telephone 802-295-3356 In the event the Postal Service Is unable to contact the designated emergency repair person or such person Is unavailable to perform necessary emergency repairs, the Postal Service Is authorized to arrange for such repairs by repair personnel selected by the Postal Servioe vuth cost thereof to be reimbursed by the lessor. For Roofing/ Valle Land Co Arnold Moretto Roofinq — 220 Bbliday Dr., Suite 27 1499 SW 30th Ave. Structural Emergencies White River Jct., VT 05001 Boynton Beach, FL 33425 Check If Not Applicable For Tel- 737-2383 Electrical Emergencies Check If Not Applicable ror Plumbing ,Emergencies Cheok It Not Applicable For Heating, Ventilating and Air -Conditioning Enlerge Iles net It Not Applicable For Other Emergencies .., (Windows errs, Locks, _E a.) 6Check If Not Applicable Sign Original. . Signature of owner or Owner's Agenl r -a Dale This letter Is not Intended to, nor does It In any way, Increase my *" - -" responsibilities as owner (or agent Name (Typed or Printed) wl owner) of the property to the occupant, the U.S. Postal Service. Street Address City, Slate, ZIP + 4 rovc, t --• •-- t--- I_l v,.uw, 11 - in . RO. . a of 0 0 ri x CL 0 Ll 1, S SCJ ppp >` Eml9 MNL al rd It'a u iq ol INS rY U HC p jl me W4 00 am f, a 4 c 0 1 sa .2 a u yo c 3 a- ul u 'o ait ul L, 0 u r -5:g h sa 1 u u 0 C, 46 1c . R 00 O mNL D[a "'M aaY -d r LL, W r GO a ui A -EM" POSTAL SERVICE, Facilitymome/LocatN Lease Extension DOWNTOWN STATION (11090O -O01) Lease Extension No: OO1 217 N SEACRESTBLVD. BOYNTON BEACH, FL33435-9908 Lease: H00000100547 This refers to the Lease accepted by the United States Postal Gervioe, hereinafter called the Postal S*rvioe, under date of 0025/2002 , whereby there is leased to the Postal Service the above-described facility. WHEREAS, the Postal Service desires and Landlord is willing to extend said Lease as specified below; NOW THEREFORE, in consideration of the mutual covenants and agreements herein set forth, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties do hereby agree as follows: To extend the terms and conditions of the said Lease, as the same may have been modified or amended, for a fixed term basis beginning 02/O1/2023and ending O1/31/2O24atonannual rental of$180.125.00. The Postal Service may terminate this Agreement by giving 90 days written notice to the Landlord. In all other respects, the Lease shall remain the same and is hereby confirmed. June 2020 UNI TED STATES POSTAL SERVICE„ Lease Extension EXECUTED BY LANDLORD this day of GOVERNMENTAL ENTITY By executing this Lease Amendment, Landlord certifies that Landlord is not a USPS employee or contract employee (or an immediate family member of either), or a business organization substantially owned or controlled by a USPS employee or contract employee (or an immediate family member of either). Name of Governmental Entity: BOYNTON BEACH CRA Name & Title Name & Title Name & Title Name & Title Name & Title Name & Title Name & Title Name & Title Landlord's Address: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY THUY SHUTT 100 E OCEAN AVE - 4TH FL BOYNTON BEACH, FL Landlord's Telephone Number(s): (561) 600 - 9098 Federal Tax Identification No.: XX-XXX3410 Zip+433435-4515 Witness Witness a. Where the Landlord is a governmental entity or other municipal entity, the Lease must be accompanied by documentary evidence affirming the authority of the signatory(ies) to execute the Lease to bind the governmental entity or municipal entity for which he (or they) purports to act. b. Any notice to Landlord provided under this Lease or under any law or regulation must be in writing and submitted to Landlord at the address specified above, or at an address that Landlord has otherwise appropriately directed in writing. Any notice to the Postal Service provided under this Lease or under any law or regulation must be in writing and submitted to "Contracting Officer, U.S. Postal Service" at the address specified below, or at an address that the Postal Service has otherwise directed in writing. Date: Sandra A Rybicki-Knopp Contracting Officer ACCEPTANCE BY THE POSTAL SERVICE Signature of Contracting Officer HQ FACILITIES SERVICES 660 Data Dr., Suite 200, PLANO, TX 75075-9931 Address of Contracting Officer Signature Page leaseamd Gvt. Entity (June 2020) 2 1, i �e B101YO NTO�III�Idlll211l1lll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 OLD BUSINESS AGENDA ITEM: 12.D. SUBJECT: Discussion and Consideration of a One Year 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 '411J�IJ�1_1W119 The Boynton Beach Community Redevelopment Agency ("BBCRA") entered into a Purchase and Development Agreement with Ocean One Boynton, LLC ("Developer') on January 16, 2018, for the BBCRA owned property located at 222 N. Federal Highway for the amount of $1,000. The closing and transfer of property ownership to the Developer occurred on February 24, 2018 (see Attachment 1). Under the terms of the Purchase and Development Agreement, Section 18.2 requires the Developer to commence construction of the public plaza on the CRA's parcel within 12 months of the expiration of the Commencement of Construction period which equates to January 16, 2021. The Ocean One Mixed-use Project received site plan approval from the City of Boynton Beach City Commission on April 17, 2017. If completed, the Project would consist of 231 multi -family residential rental units, parking structure and 8,600 (+/-) square feet of commercial space (see Attachment 11). On January 5, 2021, the CRA received a letter from the Developer's attorney, Bonnie Miskel, notifying the Board of his desire to let the TI RFA expire on the termination date of January 16, 2021 (see Attachments I I I-V), which was acknowledged by the CRA Board at their February 9, 2021 meeting. In addition to the expiration of the TI RFA, the Developer was seeking a six (6) month extension from the Board on the commencement of construction of the public plaza as described in the Purchase and Development Agreement. At the February 9, 2021, March 9, 2021, and April 13, 2021 meetings, negotiations for an extension took place between the Board and the Developer, however, an agreement for an extension was not reached. CRA staff was notified by the City of Boynton Beach that the Developer had submitted a permit application to the City on May 26, 2021, for the construction of a Public Plaza on the 222 Federal Highway parcel. According to records provided to us by the City's Planning and Building Departments, the permit application submitted by the Developer was grossly incomplete and the City's review comments were not responded to by the Developer (see Attachment VI). On September 7, 2021, CRA legal counsel issued an letter requesting an update on the status of the permit application (see Attachment VI 1). An email response from Ms. Miskel was received thereafter indicating that her office will be coordinating a meeting or call with CRA and City staff to seek direction on the permit process (see Attachment VI 11). CRA staff received a letter from Ms. Miskel on October 7, 2021, indicating her client's offer to pay an in -lieu fee of $39,000 to be relieved of the obligation to construct a park on the subject site (see Attachment IX). This amount may be used for any other CRA or City open space plaza or park. Staff also received confirmation from City Planning and Development staff on October 7, 2021, that the building permit status has not changed since the date of the last correspondence in Attachment VI and the total cost of the permit valuation as determined by Mr. Camalier's contractor, Kilbourne and Sons is listed at $40,000. At the October 12, 2021, CRA Board meeting, the Board declined Mr. Camalier's offer of $39,000 in exchange for the release of the public plaza requirements and provided three options to address the failure to commence construction. Those three options are: 1) Payment of $20,000 for a two-year extension (to March 9, 2023) to receive a building permit for the Public Plaza and provide a construction status update to the CRA every six months; 2) a payment no less than $100,000 for the release of the condition; or, 3) declaration of default may be declared by the CRA (see attachment X). On November 9, 2021, the CRA Board approved a one year extension to receive a building permit by March 9, 2023, for the public plaza, the site plan consisting of 231 units approved on April 4, 2017, or a new site plan for the entire 3.48 acre site. Any construction of the public plaza must be completed no later than nine months after commencement of construction of the public plaza (see Attachment XI). A recent appraisal of the public plaza site is attached for the Board consideration (see Attachment XI 1). The property was sold to BB1 Development LLC (aka Hyperion Group, LLC) in December 2021. Hyperion Group, LLC is currently processing an application for a alternative mixed use development proposal for Ocean One through the City's development review process. The development will consists of 371 multifamily units and approximately 25,600 square foot of commercial uses. On January 30, 2023, the CRA received a letter requesting a one year extension from Ms. Miskel (see Attachment XI 11). It indicated that the time extension will be needed in order for her client to obtain City approval for the alternative development proposal. The project's 2022-2023 development review timeline is provided as Attachment XIV. At the February 13, 2023 CRA Board meeting, the Board tabled consideration of the extension until the April 11, 2023 CRA Board meeting (see Attachment XV). The project is scheduled to appear before the City Commission on April 18, 2023, for the Major Master Plan Modification, Major Site Plan Modification, and six Community Design Appeal requests. FISCAL IMPACT: To be determined by the CRA Board. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determine by the CRA Board. ATTACHMENTS: Description D Attachment I - Purchase and Development Agreement D Attachment II - Project Description D Attachment III - Tax Increment Revenue Funding Agreement D Attachment IV -TIRFA First Amendment, Feb. 2020 D Attachment V - January 5, 2020 B. Miskel Letter D Attachment VI - Park Permit Status and Cost Documentation D Attachment VII - September 7, 2021 Letter to B. M iskel from CRA Legal Counsel T. Duhy D Attachment VIII - September 7, 2021 B. M iskel Email Response for Permit Application Update D Attachment IX - October 6, 2021 B. M iskel Letter - Payment of In Lieu Fee for Park Construction D Attachment X - October 29, 2021 CRA Legal Counsel K. Rossmell (Options to Address Failure to Commence Construction) D Attachment XI - November 9, 2021 CRA Board Meeting Minutes and November 12, 2021 Confirmation Letter D Attachment XII - Vance Real Estate Service November 10, 2022 Appraisal D Attachment XIII - January 30, 2023 Letter requesting extension to construct park D Attachment XIV - 2022-2023 Project Development Review Timeline D Attachment XV - February 13, 2023 CRA Board M eeting M inutes PURCHASE AND DEVELOPM ENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by sand between BOYN:,roN BEACI I COMMUNITY REDEVELOPMENT AGENCY. a public agency created pursuant to Chapter 163, Part 111. of the Florida Statutes (hercinafter, -SELLER") and OCEAN ONE BOYNTON, LLC (hereinafter, "PURCHASER"), In consideration of (lie mutual covenants and agreements herein set Forth, the Parties hereto agree as follows: I. PURCHASE AND SALE/PROPERTY. SELLER agrees to sell and convey to PURCIIASER, and PURCHASER agrees to purchase and acquire from SELLER. on the terms and conditions hereinafter set forth. the Property which consists of a parcel located'in Palm Beach County, Florida as more pardicularly described as f6flows (hereinafter, the -Property"): See Attached Exhibit "A." 2. P-URCHASE PRICE AND PAYMENT. The Purchase Price to be paid Isar the Property shall be Teti Dollars ($10.00). receipt of which is hereby acknowledged. The parties agree that SELL IER is conveying the Property to PURCI IASER for the construction ofa mixed- use development as set forth in the Site JIlan attached hereto as Exhibit 93." (die "Development Project"). SELLER has complied with Section 163.380, Florida Statutes. in proceeding with the sale of the Property to PURCI IASER. 3. DEPOS11% $ 1.0100.00, to be paid to Closing Agent as hereinafter defined within rive (5) days sof the EfIlective Date, which shall be nonrcrundable unless otherwise provided herein, and shall be credited against Buyers costs at closing. 4. EFFECTIVE DATE, I'lie Effective Date of this Agreement shall be the, date when the last one of the SELLER and PURCHASER has signed the Agreement. 5, upsiNp. The purchase and sale transaction contemplated herein shall close within sixty (60), days fi-orn the Effective Date of this Agreement, unless extended by other provisions ofthis Agreement or by written agreement, signed by both parties, Notwithstanding the foregoing, the Closing shall occur no later than one year from the Effective Date. 6. TrrLE TO BECONVEYED. At Closing, SELLER shall convey to PURCHASER. by Special Warranty Deed in a Form substantially in accordance with Exhibit "C" attached hereto, and complying with the requirements of the *ride commitment (hereinaller derined), valid, good, marketable and insurable title in fee simple to the Property. free, and clear orally and all liens, encumbrances, conditions, casements. 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, casements, dedications, rights-of-way and matters of record included on the Title Commitment or shoNkn on the Survey (hereinafter defined), to which PURCHASER rails to object. PURCHASE AND DEVELOIIk-li",NI'AGRE(-,-Mi--Nl' Page 2 of 77 or which PURCHASER agrecs : to iceL pursuant to Section 7.1 and! Section 7.2 licreof. 7, INVESTIGATION OF "I PROPERTY. Within thirty (30)claws of the Effective Date ("Feasibility Period"), PURCHASER and PURCIJASER*S agents,, employees, designees, contractors, surveyors, engineers, architects, attorneys and other consultants (collectively. "Agems"), shall have the right. at PURCHASER'S expense, to make inquiries of'and meet with members orGoverm-nental Authorities regarding the Property and to enter upon the Property. at any time and from time to time with reasonable notice to SULLIZ and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations orthe Property. including but not limited to Phase I and Phase If investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCUIASER may elect, in PURCHASE'WS sole and absolute discretion, to terminate this contract, 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) to the extent practicable, shall repair and restore any damage caused to the Property by PURCHASER'S testing and investigation, and (iii) release to SELLER (without representation or warranty), at no oast. all reports and other wort; generated as as result Of the PURCHASER'S testing, and investigation (other than proprietary information prepared solely by Purchaser). PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all, clairns, losses, expenses, deniandls and liabilities, including, but not limited to., attorney's fees, for nonpayment for services rendered to PURCHASER (including. without limitation, any construction liens resulting (licrefrorn) or for damage to persons or property arising out or PURCHASEWS i n vest igation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing orthis Agreement. M 7.1 Seller"s Documents. SELLER shall deliver to PURCHASER tile following documents and instruments within rive (5) days of the Effective Date or this Agreement: copies of' any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLEWS possession or control with respect to the physical condition oFthe Property. if any, 7.2 "Title Review, Within thirty (30) days of the Effective Date ("Title investigation Period"), PURCHASER shall obtain, at the PURCHASEWS expense, from a Title Company chosen by PURCHASER (fiereinaftcr "Title Company"), as Title Commitment covering the Property and proposing to insure PURCHASER in an amount to be determined subject only to (lie Permitted Exceptions. together with cornplete and legible copies or all instruments identified as conditions or exceptions in Schedule B of the Tille Commitment. PURCI JASER shall examine the Title Commitment and deliver written notice to SELLER no later than the end of the Title Investigation Period. notifying SELLER of" any objections PURCHASER has to the condition of title (hereinafter "PURCHASEWS Title Objections-). if PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subiect to the conditions set forth in the Title Commitment, ITPURCI IASER timely delivers the PURCHASER'S Title Objections. SELLCII shall have thirty (30) days to attempt to cure and remove the PURCHASEWS Title Objections (hereinafter "Cure Veriod"), It is understood by the parties that SELLER shall have no obligation to incur costs or initiate legal proceedings to address PURCHASER'S Title Objections. In the event that SELLER is Unable to MEREM PURCI IASE AND DEVE, LOPMENT AGRELMENT Page 3 of 77' cure and rcirlove, or cause to be cured and removed, the PURCIJASER'S Title Objections Nvithin the Cure Periodto the satisfaction orPURCHASER. then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of (i) emending the Cure Period and the Closing for one additional thirty (3 0) day period. or (H) accepting the Title to the Property as or the, firne or Closing or (iii) canceling and terminating this Agreement, in which case,, the Deposit. irany, shall be returticd to PURCHASER and the Pardes shall have no further obligations or liability hereunder. except for those expressly provided hercin to survive termination ol'this Agrcement, Prior to the Closing. PURCHASER shall have (lie right to cause the Title Company to issue an updated "Title Commitment ("Tille Update") covering (lie Property. Ifany Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable. PURCI IASER shall have [lie 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, Vrom (lie Title Update shall be the same as objections to items appearing in the "Title Conlrniuncw subject to [lie provisions of this Section. T3 StirveyReview, PURCHASER. at PURCI lASLR*S expense, may obtaina current boundary survey (the -Survey") of the Property, indicating the number ofacircs comprising the Property to the nearest I / I 00th ofan acre, i rtiie Survey discloses that there are encroachments on the Property or (tint improvements located on the Property encroach on setback lines. casements, lands ol'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 7.2 concerning title objections. 8, CONDITIONS TO CLOSING. PURCI JASER 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: 8J Representations and Warranties. All of the representations And warranties of SELLER contained in this Agreement shall be true and correct as ol'Closing. 8.2 Condition of Property. The property is being, sold in as -is condition. 8.3 Pendiny, Proceedings At Closing. there shall be no litigation or administrative agency or other governmental proceeding or oily kind whatsoever. pending or threatened, regarding the Property, which has not been disclosed, prior to closing, and accepted by PURCHASER. 8.4 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 its and authorizations as or the date or Closing. 9. CLOSINQ QQCUME-NTS. The SELLER shall prepare, or cause to be prepared. the Closing Documents set forth in this Section. except for documents prepared by (lie Title Company. At Closing. SELLER shall execule and deliver, or cause to be executed and delivered FORCHASEAND Page 4 or77 to PURCI IASER (lie following documents and instrunicti(s: 9.1 2ced, A Special Warrant), Deed (tile "Deed") conveying to PURCHASEIR valid, good® marketable and insurable ice simple title to the Property free and clear of all hens, encumbrances and other conditions or title other than, the Permitted Lxcep�tions. consistent with Section 6 orthis Agreement, 9.2 Seller's Alfldavits, SELLER sl'iall varnish to PURCHASER an owner's affidavit attesting that. to the best of its knowledge. no individual or entity has any claim against (lie Property under the applicable construction lien law; and that there are no parties in possession of the Property other than SELLER. SELLER shall also flurnish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits reflerenced above or any other document reasonably required by the Title Company, tile same shall be deemed an uncured Title Objection, 9.3 Closing Scat�ryr rpt, A closing statement setting forth the Purchase Price. all' credits, adjustments and prorations between PURCHASER and SELLE-R. all costs and expenses to be paid tit Closing, arid the net proceeds due SELLER. 9A Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions, 19. 5 Additional Documents. Such other documents as VURCHASEER or tile 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 orthis Agreement. M PRORATIONS, CLOSING COSTS AND CLOSING P—ROCEDURES. I O. I Ili -orations. Taxes and assessments. if any. for the Property shall be prorated through the day before Closing. Cash at. Closing shall be increased ordecreascd as may be required by prorations to be made through tile day prior to Closing, Taxes shall be prorated based upon the Current year's tax with due allowance made for maximum alllowable discount. 117CIOSingOCCUrs at a date when the current year's mil,lage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and! prior year's tillage. If current year's assessment is not available, (lien taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request ofcither party. be readjusted upon receipt of tax bill, 10.1 Closing. Costs. PURCHASER shall pay for documentary stamps on tile deed, recording the deed and all general closing expenses (settlement fee, courier fees, overnight packages, etc,). Each party shall be responsible for their own attorneys' fees. Tile PURCHASER shall be responsible lor the payment or tile survey and (lie title insurance searches and policies, 10.3 Closing Procedure, PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein, SELLER and PURCHASER (as applicable) shall c\ccute and deliver to the Closing Agent designated by PURCHASER, the Closing PURCHASE AND Dr-,VEI,,O,IltvlEN'I'AGREEIEN'r Page 5 or 77 Documents, The Closing Agent shall, at Closing, dcliverthe Closing Documents acrd "'miarked- up" Title Commitirricrit to PURCHASER, and promptly thereafter, record [fie Deed and other recordable Closing Doctunents in thco appropriate public records, 100 Eixisling Mortgages, and Other Liens. At Closing. SELLER shall obtain, or cause to be obtained, satisfaction or release of record or all mortgages, liens and judgments applicable to and encumbering the Property, 11. REPRESE-INTATIONS. COVENANTS AND WARRANTII: S, 11.1 Seller's Represenvations, and Warranties. SELLER hereby represents, covenants and warrants to PURCHASER, as of the El"Iective Date and as ofthe Closing Datc, as rollows: 1 L2 Authority. The execution and delivery ortilis Agreement by SELLER aid the consummation by SELLER of the transaction contemplated by (his Agreement are within: SELLMS capacity and all requishe action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person CUCLIting this Agreement on behalf of SELLER tins been duly authorised to act on behalff oirand to bind SELLER, and this Agreement represents a valid and binding obligation oFSELLER. 113 1 10—e, SELLER is and: will be on the Closing Date, the owner orvalid. good, marketable and insurable fee simple title to the property. free and clear of call liens. enctimbrances and restrictions ol'any hind. except the Perinitted I'-",xccptions (and encumbrances orreco,rd which Nvill be discharged at Closing). 11 DEFAULT. 12.1 Purchaser,s DOWL In the event that this transaction, fails to close solely due to PORCHASFR's reffisal to close, and such failure to close is not a result of SELLUM's default or a title/survey defect, subject to the provisions offlaragraph 12.3 below, SELLER may terminate this Agreement and be entitled to retain the Deposit. following which neither PURCHASER nor SELLER shall have any further obligations or liabilities tinder 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. (I rough or under PURCHASER. The fallure of PURCI IASER to comply with the provisions set forth in this Agreement shall constitute a Del'ault and Breach of this Agreement. 12.2 Scllcr*s Default. In the event that SELLER shall fail to fully and timely perform tiny cif its obligations or covenants hereunder or if any of SELLER'S representations 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 (i) seek an action for specific performance; or (ii) terminate this Agreement, wherein the full deposit shall be returned to PURCI IASER and neither Party shall have any further rights hereunder. ,x:44;,1, PURCHASP AND DEVEL.OIINIF-NI'AGREI--Nlr-N'I' Pap 6 of 77 12.3 Notice of Default. Prior to declaring a default and exercising tile remedies described herein, the non -defaulting Party shall issue a notice of default to the defaulting Party describing the even( or condition of default in sufficient detail to enable a reasonable pet -son, to determine the action necessary to cure the defitih, Thc defaulting, Party shall have fifteen ( 15) days rrom delivery oribc notice during which to cure the default, provided, liowever, that as to a failure to close, the cure period shall only be three (3) Business Days from the delivery of' notice, Both parties agree that if an extension is requested. such extension shall not be unreasonably withheld, If the: default has not been cured within the aforesaid period, the non-deflaulting Party may exercise the rerned i es described in this Section 12- 122 2 12A Survival, flie provisions of this Section 12 shall survive the termination of this Agrecrnent. 13. NOTICES. All notices required in this Agrccimnt rnust be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the flollowing addresses, If to Seller: Boynton Beach Community Redevelopment Agency Interim Executive Director. Michael Stenon 710 N. federal Highway Boynton Beach, r1orida 33435 Willi a copy to; Tara Dully, Esq. Lewis, Longman & Walker. P.A. ,515 North Flagler Drive Suite 15010 West Paint Beach, Florida 33401' Ifto Buyer: William Morris Ocean One Boynton, LLC 777 E. Atlantic .Avenue, P 100 Delray Beach, FL 33483 Mr, Davis Carnalier 1629 K Street NV, Suite 1200 Washington, DC 20006 Mr. Michael Ross 9804 S. Military Trail Suite EI I Boynton Beach. FL 33436 PURCHASE AND MVELOPNIFNIT AGR1,1:rV11-N'r Page 7 or77 With a copy to, Gary S. DUnny, Esq, Dunay, Miskcl and Backman. LLP 14 SE 4"' Street, #3 6 Boca Raton, FL 33432 14, BINDING OBLIGA-I-ION/ASSIGNMENT. The terms and conditions of this Agreement ire hereby made binding on, and shall inure to the benefit of. the successors and permitted assigns of (lie Parties hereto. This Agreement may not be assigned, sold. or otherwise transferred to any other entity without prior, written permission by the CRA, which permission shall not be unreasonably withheld. 15. 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 tile control of SELLER, PURCHASER may elect. as its, sole option, to terminate this Agreement and the parties shall have no further obligations under this agreement, or PURCHASER may accept the Property without any reduction in the value ol'the Property. 16. BROKER FEES The Parties hereby confirm that neither of them has dealt with tiny broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold harmless the other Party trona and against any and all clairns, losses. da rnages, costs or expenses (including, without limi(ation,attorncy's recs),ofany kind' or character arising out of or resulting Born any agreement, arrangement or understanding alleged to have been made by either Party or on its behall"with any broker or findier in connection with this Agreement. However, SELLER'S indemnification obligations shall not exceed the statutory limits provided within Section 768.28, Florida Statutes, and CRA does, not otherwise waive its sovereign immunity righm The provisions of this Section shall survive Closing or termination of this Agreement, 17. ENVIRONMENTAL CQNDITION S. 1"o, the best of SELLERS knowledge, the Property and the use and operation thereof tire in compliance with all applicable county and governmental laws. ordinances. regulations, licenses, per and authorizations, including, without limitation, applicable zoning and environmental laws and regulations, In addition. SELLER has not received any notices of any violation of environmental condition or other notices of violation of municipal ordinances. I& DEV[LOPMENT AND SALI-3 OF THE PROPERTY, SELLER and PURCHASER acknowledge that tile Property is being sold to PURCHASER for the sole purpose ot'developing a mixed-use project at the northeast corner of Boynton [,)each Boulevard and Federal Highway, 18.1 eller QcsigR A rovaThe PURCHASER ,-,n-Lpp--- l. and SELLER acknowledge. that the SI UER has reviewed the Site Plan and finds the Site Plan acceptable and consistent with tile CRA Redevelopment Plan. 18.2 Development Tirricline. The City has approved PURCHASER's Site Plan, PURCHASER agrees to diligently and continuously y pursue approval of all other necessary approvals until the first building permit has been issued for [lie Development Project. PURCHASE AND DrVELOPMEN1 AGRIJI.�MENI Page 8 of 77 PURCHASER agrees to commence construction of the Development Project wNdthin two (2) years from the Effective Date of time Tax Increment Revenue Finance Agreement attached hereto as Exhibit "D," (hereinafter -Construction Commencement Period-) Once tile First building permit Ts issued for the Development Project, PURCI IASER agrees, to diligently and continuously pursue completion of construction ofthe Development Project, subject to force ma.icure and other matters, beyond tile reasonable control of PURCHASER. I OURCHASER fails to commence construction within the timeframe set lbrth herein, PURCHASER shall be obligated to commence construction of public plaza (the "Plaza") on the Property containing benches, walkways and landscaping in accordance with Evhibit "E," attached hereto and made a part hereof by reference no later than tivelive (12) nionflis after [lie expiration of the Construction Commencement Period, The Special Warranty Deed shall include a restriction consistent with the requirements ordiis Section in a forin substantially in accordance with Exhibit" C" attached hereto. 18.3 Survival,, The provisions of this Section 18 shall survive t1le termination of this Agreement. 19" MISCELLANEOUS. 19" 1 General. This Agreement and any amendment hereto, may be executed in an), number of counterparts. each ol'which shall be deemed to be an originaland till of which slial I. together. Constitute one and the some 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 or [his Agreement shall be of any force or Cffi;Ct 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 till prior and contemporaneous negotiations, understandings and agreements, written or oral, between tile Parties. This Agreement shall be interpreted in accordance with the laws of (lie 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 Pahn Beach County, Florida, or, Should any cause of action be limited to federal jurisdiction only, in the U'nited States District Court for the Southern District court or Florida. 19.2 Computation ofTime. Any reflerence 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 tile next 11011 Business Day, Time is of the essence in the performance ol"all obligations under (his Agreement. Time periods commencing, with the Effectivc Date shall not include [lie Effective Date ill the calculation thercof. For purposes ofthis Agreement. Business Days shall mean Monday through Friday but shall exclude state and federal holidays, 19.3 Wgimer. Neither the failure ora party to insist upon strict perrormance of ,any of the terms. provisions, covenants, agreements and conditions hereof, nor the acceptance or any item by a party wvith knowledge or a breach of this Agreement by the other party in the perl'ormance of their respective obligations hereunder, shall be deemed a waiver of any rights or PURCHASE AND DEVELONXIENT AGREEMENT llaoc 9 of 77 zw remedies that a party may have or to %vaiver of any, subsequent breach or default in tiny of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 19.4 Construction orAp g greenient. ']'he Parties to this A reement, 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 Agreenictit or any arneridnient hereto, the masculine shall include the 1emininc, the singular Shall include (fie plural, and tile Plural shall include the singular. as the context may require. Provisions ofthis Agreement that expressly provide that tile), survive [lie Closing shall not merge into the Weed, 19.5 Scycrability. Irony part ofthis Agreement shall be declared unlawful or invalid, the remainder of the Agreement %vill continue to be binding upon the parties so long as the rights and obligations of tile Parties contained in this Agreement are not materially prejudiced and the intentions, orthe Parties can continue to be achieved, To that end. this Agreement is declared severable.. The provisions of this Section shall apply to any amendment of this Agreement,. 19,6 Handwritten Provisions. HandNvritten provisions, inserted in this Agreement and initialed by CRA and SELLER shall control all printed provisions in conflict therovith, 19'.7 Waiver of Jury Trial, As an inducement to PURCHASER agrecing to enter into this Agreement, PURCHASER and SELLER hereby %v,aive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoeverarising out of or in any way connected with this Agreement. IM Attorneys Fees and Costs. Should i(lie necessary tobring an action tocrilbree tiny of the provisions of this Agreement, reasonable attorneys* fees and costs, including those at the appellate level, shall be awarded to the prevailing party. 191,9 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on beliall'ofthe CRA and SELLER fins full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf fie or she is signing Nvith respect to all' provisions contained in (his Agreement, 119'.10 RecorcYin "this Agreement may be recorded in tile Public Records or Palm Beach County, Florida. 19.12 SELLER Attorneys' Fees and Costs SELLER acknowledges and agrees that SELLER shall be responsible for its okvn attorneys' Fees and all costs. if any, incurred by SELLER in connection with the transaction contemplated by this Agreement, 19.13 Public Records, SELLER_is public agency subject to Chapter 11 19. Florida Statutes. The PURCHASER Shall comply with Florida's Public Records Law. Specifically, tile PURCHASER shall: PURCIIASE AND Dl-.Vi-,LOI'NICN'I'AGRI.',ro\,Irf�'1' Page 10 a f'77 91. Keep and maintain public records that ordinarily and necessarily �Nould be required by the S11"LLER in order to perform [fie set -vice, b. Provide tile public Nvith access to such public records oil the same terms and conditions that the SELLER would provide the records and at a cost that does riot exceed that provided in chapter 119. Fla. Stat., or as otherwise provided by law; c. Ensure that public records that are excinpi or (flat are confidential arid exenipt from public record requirements are not disclosed except as atithorized' by law; and & Meet all requirements for retaining public records and transfer to tile SELLER, at no cost, all public records in possession of the PURCHASER upon termination of' the contract and destroy in), duplicate public records that are exempt or confidential and'exemp(, All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems ofthe S121.1.1"R. 19.14 Rielit of First Refusal, a, Prior to a-rerinination Event" (as def inedl below) Purchaser hereby grants to Seller a right of first refusal to purchase the Property pursuant to the terms arid conditions set lbrill in this Secdon 19.14 ("Right of First Refusal"): (i) If Purchaser receives an offer to purchase [lie Property as part cafes separate and isolated transaction and not as part of an offer to, purchase the Property in conjunction with any other parcel ox%ned by Purchaser or an affiliate of Purchaser, pursuant to a written contract or letter of intent, Purchaser shall give Seller notice ol'the of"f"er by delivering a copy of the contract or letter of intent to Seller ("Notice"). (iii) Upon receipt of Notice, Seller shall place the Notice on the next regularly scheduled CRA Board meeting. Within flivic (5) days of the CRA Board ineeling where tile Notice is considered. Seller shall either waive or exercise its right of first refusal. If Seller elects to exercise its right ot'lirst refusal. Seller shall, within ten (10) days after receipt of tile Notice, deliver to Purchaser an agreement to purchase the Property for ten (10), dollars and an amount equal to the cost of any improvements made to tile Properly by purchaser and upon receipt by the Purchaser of' the PURCHASE AND DEVELOPMENT AGRELMENT Page I I of 77 Foregoing 11rorn the Seller. Purchaser and Seller shall enter into a Purchase and Sale Agreement, (iii) If Seller fails to exercise or waive its right of fIrst refus"ll in accordance with the terms and conditions stated herein, within len (10) days after receipt ofthe Notice, then Seller's right of first refusal shall be deemed to have been waived, b. This Right of First Rcrusal shall terminate upon the issuance of .1 certifilcate of occupancy, certificate of completion or other equivalent cerfil ication for (lie Development Project issued by the applicable governmental authority for improvements made to the Property (a --rermination Event"). Upon a Termination Event, this Right or First Refusal shall ten-ninateand have no Further florce or effect. c. This Right of' First Refusal shall only apply to as, oner to purchase the Property as a separate and isolated transaction and shall not apply to any offer received by Purchaser to purchase the Property in conjunction with any other Property owned by Purchases, or oil affiliate of Purchaser. d. Additionally. this Right of First Refusal shall not apply to: (i) a sale or transfer by any bank, life insurance company, federal or state savings and loan association or real estate investment trust which acquires title to tile Property as a i`csuft ofowning a mortgage upon Ole Property or a portion oaf the Property and whether title is acquired by deed from the mortgagor or its successors in title or through foreclosure proceedings; (ii) a sale by any such institution which so acquires title; (iii) a sale or transfer ol'interests in the property or to Purchaser to a partnership, joint venture or other business arrangement over which Purchaser shall retain management control or shall: be a partner. member or joint ventures- or other substantial interest holder; or (i v) any transfer of title to tile Property or portion thereof at a duly advertised public sale with open bidding which is provided by law, such as but not limited to execute sale, foreclosure Sale, judicial sale or tax sale. C. The provisions orthis Section 19.14 shall survive closing and delivery ol'the deed of conveyance of the Property and notice of'Seller's rights licreundershall be recorded in the public records of'Palm Beach County, Florida pursuant to a Memorindurn of Right of First Refusal. The Memorandurn and the rights under this paragraph shall terminate automatically and without further action upon a Termination Event. PURCHASE AND DEVELOPME',N] AGM EM) N1 Paosic 12 of 77 IN WITNESS WHEREOF, (lie Parties 11,UVC CXUCILIted this, Agreement as of the Effective mm BUVER OCEAN ONE BOYNTON. LLC By: �e\ v4N� 4� . . .. . ...... Print Name: Title: Date: witnesses:, --- J-11 mungipm Attorney I Sufficiency: SELLER BOYNTON BERCI I COMMUNITY RL'DLVELQJ1,MLNTAGr,, CY t3�y: Print Name � Steven B. Grant Title: Chair Datc.- Witnesses: PURCHASE, AND I' EVELt 43Nlf;d^ T r1GRL"EMf':3+?T Page 13 of 77 LEGAL DESCRIPTION .Y. r- all alull Ir RECORDS OF PALM BEACH COUNTY, FLORIDA, SAID LANDS SITUATE LYING: AND BEING IN PALM BEACH COUNTY, FLORIDA, • ' ! IIIM o " s- N VALIDTHE EXTENT THAT SAMS ARE AND ENFORCEABLE. DESCRIPTION: (TAKEN FROM SPECIAL WARRANTY DEED DATED OCTOBER 3,1960 IN'OFFICIAL RECORD BOOK 564,PAGEu"A LOTS 11 AND 2, AGREEMENT PLAT, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 10 AT PAGE 2 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA, BEING ALSO DESCRIBED AS LOTS I AND 2, FUNK BROS, ADDITION PER PLAT BOOK PAGE 13; WHICH LIES, WTHIN l W, OF O SECTION TOWNSHIP 4 SOUTH, RANGE AND THAT PART ._ AFOREMENTIONED LOT I OF AGREEMENT PLAT, TVAICR IS INCLUDED �N THE TANGENTEXTERNAL AREA FORMED BY A 12 FOOT RADIUS ARE TANGENT TO THE NORTH LINE OF SAID LOT (BEING 15, 00 FEET SOUTH OF AND PARALLEL TO THE NORTH LIN E OF SAID SEC TION 27) AND M A LINE 50.00 FEET EASTAND PARALLEL TO THE WEST LINE OF SA0 SECTION 27, SUBJECT TO THE EXISTING RIGHT-OF-WAY FOR STATE ROAD 5; SAID PARTS CONTAINING 0.062 OF AN ACRE, MORE OR LES& AND LESS AND EXCEPT ADDITIONAL ROAD RIGHT OF WAY FOR N.E. 2ND AVENUE, MORE D ,, PARTICULALY IESCRIBEAS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF LOT 1, AGREEMENT PLAT, ACCORDING TO, THE PLAT THEREOF,i AS RECORDED IN PLAT BOOK 10, PAGE 2 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDk THENCE RUN SOUTH 89 DEGREES 4609' EAST ALONG THE NORTH LINE OF SAID LOT 1, A DISTANCE OF 37,2,8 FEET TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF N'.E, 2ND AVENUE AS NOW LAID OUT AND TH E POI NT OF BEGINNI NG; TH ENCE CONTINUE SOUTH 89 DEGREES ALONG li RIGHT OF WAYALONG THE NORTH OF PURCHASE AND DII'V[,LOlPMEN'I'AGRrrLMENI' Page 14 of 77 r iR ■ # y I ' � � I IIS ! '. ° t J. ",� Y14 J ,'.i � J, �.{ EYP Y !. i�. ! ■ y� ♦ r �.. IIA # M14 AM # �. �. !y Y �! � � .,911 M ! ■ ,... y 111 � J IR y •! � � � rw � ex• � A- y i � A ! �■ w !� A., y 'l�r. ! � 'I� � *.,�MY � A y � ! �!, � ilM ■ A � �, PURCHASF AND DEVEI-O]INIENI',%Gf�r-1,'Nilf-Nl' I'OgC 15 Df 77 Ex I I 113 IT **B*' DEVELOPMENTPROJECTSITE PLAN PORCI IASE AND DEV17LO1'MrNTAGRUME1' T Page 16 of'77 I I COHEN - FREEDMAN - ENCINOSA & ASSOC Architmt4 PA ow xwa" *� MI"W Latk mmul 399 w tu wn PURCI IASL AND DEVELOPMEN FAGREENIEN'r Page 1!7 of 77 EXIIIBI*I"'C*' SPECIAL WARRANTY DEED Z13REOM PURCHASE AND DEVELOPMENTAGREDIENT 11que 18 o(77 RECORD & RETURN TO; Gary S, Dunay, Esql. DUnay, Miskel and Backman. LLP 14 SE 4111 Street, #36 Boca Raton, FL, 33432 Property Control No. This Indenture, made this day of Between Boynton Beach Community Development Agency, a public agency created pursuant to Chapter 163. Part III ofthe Florida Statutes, having a mailing address of 7 10 N. Federal I-lighway. Boynton Beach. FL 33432, Grantor and a having a mailing address of 1629 K Street, NW Suite 1120,0. Washington, DC 20006 . Grantee, WYFNESSETI 11, that the Grantor For and in consideration of the sum oCTEN DOLLARS ($10.010) and other good and valuable consideration to Grantor in: hand paid by Grantee, the receipt whereof is hereby acknowledged. has granted, bargained and sold to the said Grantee and GranteCs heirs, successors and assigns forever, the following described land, situate. lying and being in the County of PaIrn Beach, State or Florida (the -Property"), to wit: SEL EXIII IT-A"ATFACHED HERETO 'rhe Property conveyed herein is subject to the Following restriction: 0 The Property set 11orth, on IlExhibit "A" dwell be included with the adjacent property already owned by Grantee as referenced on Exhibit -13- and together are hereinafter collectively referred to as the -Project.- Grantee has received approval from the City of Boynton Beach for the site plan. attached hereto as Exhibit "C." (hereinafter the -Project") and shall diligently and continuously undertake commercially reasonable efforts to obtain all necessary approvals for the Project from the City of Boynton Beach. Florida, Grantee shall commence construction for the development or the Project within twenty -roar (24) months from the Effective Date or the Ti,, Increment Revenue Funding Agreement attached hereto as Exhibit -D.- (the "Construction Commencement Period"). For purposes of this Special Warranty Deed. the term -commence construction" shall mean obtaining an official permit in hand for any ofthe construction activities contained herein and beginning to actually demolish. excavate or prepare the site for development of the applicable phase or the Project in accordance with the City Code and continuing until completion of construction of the Project or Phase orthe Project as applicable in accordance Nvith the Florida Building Code, MENEM PURCHAS 17 AND DFVU LOPNIFNI AGREEMENT Page 19 of 77 In the event Grantee fails to commence construction for the development car the Project as i provided for above, Grantee shall be obligated to con imence construction ofa public plaza (the -Plaza") on the Property containing benches, walkways, landscaping, irrigation and lighting in accordance with the provisions of Exhibit '`I*'.`"' Notwithstanding the foregoing, if at any time thercaller, Grantee commences construction or the Project in accordance with the site plan approved by (lie City of Boynton, Beach., Grantee may abandon construefian or. or dernolish the construction ol'the Plaza in order to construct [lie Project, Once, the Project has been substantially completed. this restriction shall terininate and be of no further force or effect. TOGETHER with all tenements. hereditaments and appurtenances thereto belonging or in anywise appertaining. TO I JAVE AND TO HOLD the sauce in fee simple forever,. AND the Grantor hereby covenants with said Grantee that Grantor is lawfully seized of' said land in rec simple; that Grantor has good right and JUWfUl authority to sell and convey said land; that Grantor hereby fully warrants the tiille to said land and will dellctid the sarne against the lawful claims orall perions claiming by, through or under Grantor. IN WITNESS WHEREOF, (lie Grantor has hereunto set his hand and seal [lie day and year first above written. Signed, scaled and delivered in the presence ol', Witness #1 Signature Witness 4 1 Printed Narric Witness #2 Signature Witness 42 Printed Name Boynton Beach Community Development Agency 13y:_ Name: Title: tat. RCI IASE AND Il VELONMEN YAGRL 11%1ENT Page 20 of 77 STATE OF FLOR IDA CO UNTY OF PA LM B EA Cl I The rare goin, instrument was acknowledged before nie this dny of by as cel" Boynton Beach Community Development Agency, who is personally known to me or who produced as driver's license as iden(ification, PURCHASE AND DEVELOPMENT AGREE,%4CNT Page 21 of77 CVTEilAATS OF RECORD, IF ANY, TO THE EXTENT THAT SAME ARE VALID AND ENFORCEABLE, DESCRIPT�ON: (TAKEN FROM O WIW WARRANTY R:WYM: R ■ DATED D O41W R 1960 , 6.f IN OFFICIAL AIIM1R BOOK M is PAGE 8 LOTS I AND 2 AGREEMENT PLAT ■'. ,6 � �� i YM �, M MiM■ ACCORDING mug SUBjECIT TO THE EXISTWG RIGHT-OF-WAY FOR STATE ROAD 5; SAID PARTS CONTAINING ■ O AN MORE illF l 11"I'll "WAN .. - my Wage 22 of 77 ', M N Y! ,{r uY. '.,. Y � ■ � ', ,YAM y �i1 M p � sIY. W Y, XIY � Y � YW W N: � ,M ■.. �' '� �y N N r W. �!' � W. ®'. N & � . � ■ M N � N ! MNY � Y. M' �' � : M A ^� �. I.. M/ �:y. q IW y : iai y Imo' ■ �!. M p � �M yM.. PURCHASE AND DEVELOPMENTAGR E EME NT Page 23 of 77' Lot 41, DEWEY'S SUBDIVISION, accordhig to die Plat therooKcis recorded in Plat Book 11, at Tale 37, orthe Public Records of Palm Beach County, Florida, less and except the East 25 fleet and less and except that part lying within 50 feet of the West line of Section 27,Township 415 South, Range 43 East, balm Beach COUnty, Florida, and further less and except that part lying within 45 feet of the center line or State Road 804 and also Further less and except that part included in the external area of a 10 fbot radius arc which is tangent to a line parallel to and 25 react West of the East line ofLot 41 and to a fine parallel to and 45 lect North of the center line or state Road 804; said )ands situate, lying and being in Palm Beach Counly, Florida. Lots 3 through 6. inclusive, FUNK BROTHEERS ADDITION. according to the Plot thereof, as recorded in Plat Book 2. at Page 13, of the Public Records or Palm Beach County. Florida, less and except the East 25 ree( and the West 50 sect thercor, Cor Road Rights of Way; said lands situate, lying and being in Palm Beach County, Florida. in accordance with Agreement Plat (Plat Book 10, Page 2), 231mm PURCWASE AND DEVELOIIMENI','1GREr�,\,�lt,,Nl' Page 24 of 77 EINMgm PURCI IASE AND DEVELOPMENT AGRELMEN I' Page 25 of 77 On1I COHEN - e PURCHASE AND MVELOPMENT AGRETMENI llagge 26 of 77 SPECIAL WARRANTY DEED EXHIBIT"D" PURCHASE AND DEWELOPMENT AGREPMENT Pige 1-7 of 77 TAX INCREMENT REVENUE FUNDING AGREEMENT "Phis Tax Increment Revenue Funding Agreement (hereinafter Agreemcrit") entered into as ofthe _ day of ___' 2017, by and between. BOYNTON BEAC" COMMUNITY REDEVEL011MENT AGENCY. a public agency created pursuant to Chapter 163. Part III ofthe Florida Statutes, (hereinafter rercrred to as **CRA"), with a business address of 7 l 0 North I"ederal Highway, Boynton Beach, Florida 33435. M91 OCEAN ONE BOYNTON, LLC, as Florida limited liability company, with a business address of c/o Washington Real Estate Partners, LLC, 9804 SOUth Military Trail. Suite E -I I, Boynton Beach. FL 33436 (hereinafter referred to as the "Developer"), RECITALS WI -113 -REAS, Developer intends to construct the Project which will include a minimum of 231 multi-familly units with related amenities and approximately 8,575 square irect of commercial space as depicted in the Site [,Ian attached hereto as Exhibit "A," (hereinafter referred to as the. Projccl"): and WHEREAS, the CRA has determined that the Pro, ect Furthers the Boynton Beach Community Redevelopment Plan-, and WHEREAS. Developer has the knowledge, ability, skill, and resources to c1lectuate 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 Community Redevelopment ["Ian; NOW THCREFORE ', in consideration of the mutual covenants and promises set forth herein, (lie stiff iciency of which both Parties hereby acknowledgc, the Parties Agree as follows: Section, 1. Incorgoration. The recitals above and all other information above are hereby incorporated herein as if fully set forth. Section 2. Defiinitions. As used in this Atorcemcrit, the flollowing terms shall have (Ile following meanings, which shall apply to words in both the singular and plural 110MIS 0fSUCh words: 2.1, "Base Year" mean the base year for determining Tax Increment Revenue 1rom (lie Project. rlvAsa,"!,,. PURCHASE AND DEVEI 011MLNT AGREENIFNI" Page 28 af 77 2.2 "Benchmarks" shall be the various percentage thresholds of occupancy of the 8.575 commercial/retail space for an), year of the Phase I Term asset lbrih in Paragraph 5. 1,6, 2.3 "Certificate of Occupancy" means [tic certificate issued by the City pursuant to the City of Boynton Beach Building and Zoning Code indicating that a building, or structure complies Nvith all applicable City of Boynton Beach Building, and Zoning Code requirements and that the sarne may be used for the purposes stated therein. 2.4. "City" means the City ol'Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Commence Construction" means obtaining an official permit in ]land for any of the.. construction activities contained herein and beginning to actually demolish. excavate or prepare the site for development of' tile applicable phase of (lie Project in accordance with the City Code and continuing until completion of' construction of (lie Project or Phase orthe Project as applicable in accordance wifli the Florida Building Code. 2.6 "Community Outreach Partner" means the for-profit or non-prolit group or organization selected by Developer with whom Developer shall coordinate on the issues and obligations ill this Agreement pertaining to employment of City residents and jobs for Locally Owned Small Businesses. 2.7 "Contractor" means a general contractor, a subcontractor or any other business entering into a contract with [lie Developer related to the construction of the Project or part thereof'. 2.8 Effective Date"' shall mean tile date the last party to this Agreement executes this Agreement. 2.9 "Goad Faith Effort" is considered to have been made when the respective pal -ties have used reasonable means to comply with the associated directives and/or provisions set Forth in this Agreement. 2.10 "Grey Shell" means an unfinished interior. lacking heating, ventilating, air conditioning, lighting, plumbing, ceilings. elevators, interior walls, etre. and ready for lenant hinprovemen(s. 2.11 "Ucally Owned Small Businesses" means any bUSinRSS that is wholly owned by individuals %vho reside in the City. if business is owned by a corporation,, then (lie corporation must be wholly owned by individuals who reside in the City. If (lie business is owned by a partnership or limited liability company, then at least 20% of its partners or members must reside ill the City, 2.12 "Minimurn Living Wage" means the hourly rate that an individual must earn to support his or her family if they are [lie sole provider and are working full time (2,080 hours per year) in accordance with Palm Beach County Code Chapter 2. Article IV, Division 3 (the Palm Beach County Living Wage Ordinance), as amended, MEMMM PURCHASE AND DEVE1,01INIPWAGRELMUNT Page 29 of 77 2,13 "Nali(mally Recognized High Performance Green Building Rating System" nicans any one of` the following: tile Florida Green Building Coalition (FGBQ Standards, the Green Building lnitiativc*s (GBI) Green Globe rating system, the United States Green Building Council (USGBC) Leadership in Energy and Environmental Design (LEED) Standards, or the National Association ofHomebuildiers (NAHB) National Green Building Standards (NGBS), 2,.1 114 "Pled�ged Project Increment Revenue" means all amount calculated by muhiplying Tax Increment Revenue from the applicable phase or the Project by agreed upon pereemage factor as provided for in this Agreement. 2AS "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "H," hereto. 2.16 "Site Plan" Shall mean the approved Site Plan attached hereto as Exhibit "A." approved lay (lie City or Boynton Beach. rile # N WSP 16-002. Section 3., Developer's Obligations and Covenants. 3.1 Construction of the Project. Developer agrees to Commence Construction of tile Project within two (2) years orthe Effective Date orthis Agreement, 3A.1 'file Project shall contorm to the Site Plan and shall include tile followim". which shall hereinafter be referred to as "Phase I lrnprovemenls:": It. Developer shall construct a minimum of 231 multi -family residential units with related amenities. bi. Developer shall construct a mininium of 8,575 square Feet or commercial/retail space; C. Developer shall construct Parking Improvements, conceptually depicted On Exhibit "C'," hereto, consisting, at a minimum of Fifty (50,) public parking spaces ("Public Parking") that shall Ibe restricted for public use and that shall not be available to the Phase I residential units. The Parking Improvements may consist or structured parking, surface parking, valet parking, mechanical parking. shared parking or any othermeans as allowed under local city ordinance. Upon completion of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to establish file maintenance responsibilities of the CRA for tile, Public Parking. I r a Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of tile Public Parking. either party may request binding arbitration to complete the terms ofthe Agreement. d" Construction orthe multi -family residential units for the Proj,cct shall be in compliance with, qualify rear and receive Florida Green Building Certification. M83ELM PURCI IASE AND DEVELOPMENT AGREEMENT Page 30 of 77 ell Prior to and during tile construction of the Project, the Oevel' oper shall , a 11irc as Job placement consultant during the construction period of this Agreement. 0 1-1 est a job fair; 0 Give priority to Contractors that arc Locally Owned Small Busincsscs to participate in the construction of Phase I of tile Project. 0 Include in all contracts with Contractors requirements that tile Contractors L15C Good Faith Efforts to hire and Irwin City residents to participate in the construction, of'Phase I of the Project; * Provide a list of job positions and descriptions to (lie Community Outreach Partner and agree to give priority to qualified job applicants rererred by the Community Outreach Partner to participate in tile construction ol"Phase I of the Project; a Use Good Faith Efrorts to offer permanent job positions resulting from Phase I ofthe Project to, qualified City residents: a Notify and refer job training and j,ob placement opportunities to tile Boynton Beach Community High School and South Tech Academy in Boynton Beach in the event each are able and villin - to provide such training; and 0 0 Pay or cause to be paid new hires in all permanent positions residing Nvithin the City as minimum orthe Living Wage. Section 4. Annual Performance Report. Developer shall annually provide the CRA with all Annual Performance Report fear the Project indicating (lie status or Developer's compliance with the requirements of this Agreement as set forth in Sections 3 and 5 of this Agreement and evidencing that Developer has paid, all property taxes for the Property for the preceding year. Such report must be submitted to the CRA no later than the last day or April for (lie preceding year in a form substantially in: accordance with the form attached hereto as Exhibit "D." Section 5. Certification Requirements. 5.1 As a condition precedent to its receipt ol"any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1 Developer must have taken all steps necessary to divide tile Property into two separate parcels such that the Phase I Property and the Phase 11 Property have been assigned individual Parcel Control Numbers by [lie PaIrn Beach County Property Appraiser PURCHASE AND DFVI-LOPMFNT AGRIJ: MENIT Page 31 or77 and these Parcel Control' Numbers have been placed on the Palm Beach County tax, rolls and assigned taxable Value prior to (tic Base Year for each Phase; and 5.1.2 Developer must have timely provided its Annual Perlormaricc Report , providing evidence of compliance with the requirements of (his Agreement us set forth below and evidencing that Developer has, paid all property taxes for (lie preceding year; and 5.1.3 Upon receipt of the Annual Performance Report. 2. (lie CRA shall review and approve the Annual Performance Report Lit the next available CRA meeting as meeting the rqUirernems in Section 4 above and certifying Developer's compliance with all conditions precedent for receiving Pledged Increment Revenue fear that Phase 1, which approval shall not be unreasonably withheld . 5.1.4 The CRA has received'rUN Increment Revenues from the completed Phase I Improvements subsequent to the Base Year; and 5.1.5 Developer shall not be entitled to any Pledged Project Increment Revenue payments if the Developer his flailed to meet its obligations under this Agreement or is otherwise in default under the terms of this Agreement and has fibiled to sufficiently cure the dcroult as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Direct Incentive Funding during any cure period or in the event the Developer is in deflault oF(his Agreement so long as, oncea default is cured. Developer shall continue to receive their Direct Incentive Funding for the Project up to the Pledged Project Increment Revenue and any time periods for performance hereunder shall be extended for the same period ol'time needed to core the default, 5.1.6 Should Developer flail to meet the Benchmarks set below regarding occupancy of 8,575 square feet or commerciallretail space (the' "Cornmercial/Retail Spice") for any year of the Phase ITerin, Developer's percentage of (lie Pledged Increment Revenue to be paid to Developer shall be reduced by 10% for that year of (lie Phase I Term. 4. Developer Must certi ry that 25% of the Comm,ercial/Retai I Space has been occupied by commercial/retail tenants by at least the third year orthe Phase I Term as defined herein. Once the 25% threshold is obtained, whether it be in the first, second or third year. the threshold shall be deemed satisfied forever, even, irin the future the actual amount occupied thereafter is, less than 25%. Accordingly, as long as Developer did not deffitift under any commercial lease and continues in good faith to re -market the property for lease, once the 25% threshold is achieved, Developer shall be entitled to the Pledged Increment Revenue for the year in which the 25% threshold is achieved and each year thereafter during (lie Phase I 'rerm unless a greater Benchmark is achieved: b. Developer must certify that 50% of (lie Commercial/Retaill Space has been occupied by commercial/retail tenants by at least the sixth year of the Phase I Term as defined herein, Once the 50% threshold is obtained, whether it be in any year PURCHASE AND DEVELOPMENTAGREEMENT Pag 32 of 77 prior to the end of the sixth year or tile Phase I Term, the threshold shall be deemed satisfied forever, even if in (lie future tile actual amount occupied thereafter is less than 50%, Accordingly. as long as Developer did not deflau It under any commercial lease and continues in good Will to re-inarkct tile property for lease, once (lie 50% threshold is satisfied, Developer shall be entitled to the Pledged Increment Revenue for the year in which the 50% threshold is achieved and each year thereafter during the Phase 11 Term unless as greater Benchmark is achieved; and C, Developer must certify that 70% of the Commercial/Detail Space has been occupied by the commercial/retail tenants by at least the eighth year ofthe Phase I Term as derinied herein. Once the 70% threshold is obtained, whether it be in any year prior to the end of the eighth year of the Phase I Term, the threshold shall be deemed satisfied forever, even ifin the future the actual amount occupied thereafter is less than 70%, Accordingly, as long as Developer did not default under any commercial lease and continues in good faith to re -market the property for lease, once satisfied, Developer shall be entitled to the Pledged Increment Revenue for year in which the 70% threshold is achieved and each year (hereafter during tile Phase I Term. 5.2 Certification. 5.2.1 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3. 1. Ia. and 3.1. Lb. ol' this Agreement by providing a Certificate or Occupancy for all residential components or the Phase I Improvements and Certificate or Completion for all nonresidential components or the Phase I Improvements from the City of Boynton Beach indicating (lie 100, percent completion of all Phase I Improvements and demonstrating that the. taxable value of all I'llase I improvements have been placed on the Palm Beach County tax rol Is For the Phase I Property, 51.2.2 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3, 1. Ic of this Agreement by demonstrating that it has constructed tile Public Parking and by documenting signage and other means by which these Public Parking spaces are clearly reserved for use by the public and excluded from use by multifamily and commercial units that are part of the Project, 5.2.31 Developer shall confirm in its Annual Performance Report that it has met its obligation under Section 3.1.1.d of this Agreement by providing proof or receipt of Florida Green Building Certification. 5.2.4 Developer shall certify in its Annual performance Report that it has met its obligation tinder Section 3. 1. Le orthis Agreement by: a. Demonstrating that it hiredand utilized the services, of Job placement consullant, and by reporting the job placement consultant's activities during construction of Phase I of the Project: L Demonstrating that it held a job flair; and raqg!WC.' PURCHASE AND DEVELOPMrNI AGRUTME.NT J'age 33 of 77 C. Requiring all Contractors covered by the terms ofthis Agreement to provide annual copies of* its records. reports or any other information necessary to monitor compliance with the provisions of Section 3.1.1c of this Agrcement and require a I I Contractors to submit annual payrolls to the Developer that include the following information pertaining to all Locally Owned Small Business hired to work on or for Phase I ofthe Project: name, address and the number of hours worker] for (lie period, until a Certificate of Occupancy is issued for at least 90% of the residential units or Phase I of the Project. Section 6. Pledged Project Increment Revenue. 6A Formula anti Term. 6.1 y I The arnount of the Pledged Project Increment Revenue to be paid Developer pursuant to this Agreement is based on the following formula; a. Developer shall receive Pledged Project Increment Revenue for Phase I Improvements for a term of' eight (8) consecutive years, beginning 111c year Developer demonstrates it has met all conditions precedent to receiving Pledged Project Increment Revenue as provided in Sections 3, 4, and 5 of this Agreement for the Project and upon Final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year (licreinaller the "Phasc I Team-)" The annount of Pledged Project Increment Revenue due to Developer during the ['base [Terrn shall be determined pursuant to the following formula, For Years I - 7 or the Phase I Term. Developer shall receive Seventy-five percent (75%) of the Pledged Project Increment Revenues actuallly received by the CRA; and For Year 8 ofthe Phase I Tcrm, Developer shall receive Filly percent (50%) or the Pledged' Project Increment Revenues actually received by the CRA. b. The Base Year fear determining"I'as Increment Revenue from the Project shall be as follows: For the Phase I Term. the year prior to commencement of construction of Phase I Improvements on the Property. 61 No Prior Pledge of Pledged Project Increment Revenues. The CRA warrants and represents that the Pledged Project Increment Revenues are not the subject ofany 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 or this Agreement. *,.R,W4 I PURCHASE AND DEVELOPMENTAGREBIENT floge 34 or 77 6.3 Form of Payment. Payment of shall be in [lie form sof a CRA check made payable to the Developer. No payment made tinder 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 tinder this Agreement or to be an acceptance Of fil"ItY or incomplete rendition ol'Developer's obligations under this Agreement. Section 7. Notice and Confitet. 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 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested, The use orclectronic communication is not considered as providing proper Notice pursuant to this Agreement, If to CRA, such notice shall be addressed to: Michael, Simon. Interim Executive Director Boynton Beach Community Redevelopment Agency 710 North Federal Highway, Boynton Beach, Florida 33435 Willi a copy to: Tara W, Duhy. Escl. Lewis, Longman & Walker, P.A. 515 North Flagler Drive Suite 150;0 West PaIrn Beach, Florida 33401 I r to Developer. Such notice shall be addressed to, Mr, Michael Ross Ocean One Boynton. LLC c/o Ciulfstream Property Management 9804 South Military Trial Suite E- I I Boynton Beach, FL, 33436 Mr. William Morris Soullicoas,t Advisors, LIC 777 E, Atlantic Avenue Suite 100 Delray Beach, FL 33483 F. Davis Carnalier Washington Real Estate Partners 1629 K Street N.W. zm� PURCHASE AND DEVELOPMENI'AGREEMENT Page 35 of 77 ILLW- 61 all 11.9 tog Am WIMMJil 'I With a copy to. Bonnie Miskel, Esq., Gary S. Dunay, Fsq. Dunay, Miskel and Backman. LLP 14 SE 4"' Street Suite 36 Boca Raton, FL 3343 2 Section H. Default. The failure ol'Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach oFthis Agreement. If Developer fails to cure the default within thirty (30) days of notice frons (lie CRA. the CRA may terminate this Agreement and all obligations for payment of Pledged Project Increment Revenue to Developer shall cease. L. Section! 9. Termination. Unless earlier terminated pursuant to the terms herein, this Agreement shall automatically terminate upon the last disbursement of Pledged Project Increment Revenue to Developer for the Project, or within Iwo (2) years of (lie Effective Date irthe Developer flas Failed to commence construction of the Phase I Improvements subject to force majeure. Cither Party may elect to terminate this Agreement by providing 45 days written notice to the other Party upon one or more of the following occurrences, 11. & The default of either Party. if such default is not cured within the time prescribed by this Agreement; b. The Parties enter into mutually agreed upon, written Addendum, tile effect of'which is to terminate this Agreement. Section 10. Miscellaneous Provisions. 110.1 Waiver. Tile CRA shall [lot be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to file development of the. Project, whether such damage or inJury occurs before, during. or after tile construction of the Project or the Icnil of this Agreement, Developer hereby forever waives. discharg es. and releases tile CRA. its agents, and, its employees. to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer, This ivaiver, discharge, and release specirically include negligence by the CRA, its, agents, or its employees, to the fullest extent the low allows. 10.2 Indeninification. Developer shall indemnify, save. and hold harmless the CRA, its agents, and its employees From any lliabi I ity. claim, dernand, suit, loss. cost, expense or damage which maybe asserted, claimed, or recovered against or from theCRA, its agents, or its employees, by reason of any property 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 tile negligent or wrongful conduct or (lie faulty equipment (including equipment PURCHASE AND DEVELOPMENT AGREEMENT Page 36 olf 77 installation and removal) ol'Developer. Nothing in this Agrecnilent 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 tile CRA, its agents, or employees, Each party ass LJMeS alae risk officirsonal h1jury 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 by the Developer to record owners of tile Property with the prior written consent or the CRA, which consent shall not be unreasonably withheld. provided, however, ilia( any assignee hereto shall specilically assume all of the obligations of the Developer under this Agreement. 10.4 Successors and Assigns. The CRA and Developer cads binds itself and its partners. successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns orsuch other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability oil the part of any officer or agent of the CRA, 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. SCXLJal orientation or disability liar any reason in its hiring or contracting practices associated with this Agreement. 101.6 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 lRecords: The CRA is a public agency subject to Chapter 119. Florida Statutes. Developer shall' comply with Florida'sPublic Records [,,law. Specifically, the Developer sha 11: a, Keep and maintain public records requiredi 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 (lie CRA with a copy of the requested records or allow tile records to be inspected or copied within a reasonable time at a cost that doles not exceed the cost provided in, this chapter or as otherwise provided by laiv, 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 tile duration of tile contract term and following completion, of the contract if Developer does riot transfer the records to (lie CRA. EMMIM! PURCI JASE AND Dr.\1-1-43PMEN'I'AGIf,[�"NIF"N'r flagc 37 of 77 d, Upon completion orthe contract, 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 tile public agency upon completion of the contract, Developer shall destroy ally duplicate public records that are exempt or confidential and exempt from Public records disclosure requirements. If Developer keeps and maintains public records upon completion or the contract, 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 ol'public records,, in a rorniat (flat is compatible with the information technology systems oftlic CRA. IF DEVELOPER HAS, QUESTIONS REGARDING -['HE APPLICATION OF CIIIAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (5611)737-3256; 710 North Federal Highway, Boynton Beach, Florida 33435; or 10.8 Entire Agreement, This Agreement represents tile 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 (lie parties hereto, All prior and contemporaneous agreements, understandings, communications, conditions or represcrillations, of any kind or nature, oral or written, concerning the subiect matter expressed herein, are merged into this Agreement and tile 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 orwhich shall be dleemed 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 (lie same instrument. In addition, said counterparts may be transmitted electronically (ie.. via facsimile or pdf formal document sent via electronic mail). which transmitted document shall be deemed an original document for al I purposes hereunder. 10.10 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. Any ambiguity found to exist shall be resolved by construing the terms of' this Agreement fairly and reasonably in accordance with the purpose of dais Agreement. 10.11 Governing Law, Jurisdiction, and Venue. The terms and provisions ol' this Agreement shale be governed by. and construed and enforced in accordance with, the laws of tile Suite of Florida and tile United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be P,9lrn Beach County, Florida, fear all purposes, to which, the Parties expressly agree and submit. 10.12 Independent Advice, The Parties declare that tile terms of this Agreement have been read and are fully understood, The Parties understand that this is a binding legal document, PURCI JASE AND DIMMOMMENT AGREEME10 Page 38 of 77 and cath Party is advised to seek independent legal advice in connection with the matters rercrenced herein, 10.13 Sever -ability. If any part or this Agreement is round invalid or unen rorceable by any court. such invalidity or unenforceability shall not affiect the other pat -is or the Agreement, if the rights and obligations orihe 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. 10.14 Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion. waive any requirement of Developer contained in this Agreement. 101.15 Compliancewith Luivs. In its performance tinder this Agreement. Developer shall comply with all applicable Weral and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach. and CRA ordinances and regulations, 101,16 Effective Date. This Agreement will become cfl4tive upon the date and time the last party executes this Agreement. 10,17 Survival. The provisions of this Agreement regarding public records. indemnity, and waiver shall survive the expiration or termination of this Agreenrient and remain in full rarec and effect. EERM PURCHASE AND 'DEV ELOPMENTAGREEMN'T Ngc 3,9 of 77 IN WITNESS OF TiE FOREGOING, the parties have set their hands and seals the day and year I irst above written. Print Name: Print Name: STATE OF FLORIDA SS: COUNTY 01' OCEAN ONE BOYNTON, LLC a Florida limited liability company Print Name - Title: BEFORE ME. an officer duty authorized by law to administer oaths and take acknowledgments, personally appeared -- as of OCEAN ONE BOYNTON, LIX, and acknowledged under oath that he/511C has CXCeUted the foregoing Agreement as the proper official of OCEAN ONE BOYNTON, LLC, for the use and purposes mentioned herein and that the instrument is the act and deed!, ol'OCEAN ONE BOYNTON, LLC. Ile/she is personally known to me or has produced as identification, IN WITNESS OFTUIE FOREGOING, I have set my hand and ofricial seal at in the State and County aforesaid on this -- day of .2017. My Commission Expires: Notary Pubi ic. State or Norida at Large WITNESSES BOYNTON BEACH COMMUNITY RED EVELOPMENTAC: ENCV PURCHASE AND DEVELOPMENTAGREE MENT Page 4 0 of 77 Print Name: Print Name: STATE CSI: FLORIDA SS: COUNTY OF PALM BEACH By: _- Steven Grant, CRA Board Chair BEFORE ME, all officer duly authorized by law to administer oaths and' take acknowledgments, personally appeared Steven Gran( as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGEENCY, and acknowledged tinder oath that lielshe has. executed (fie roregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is tile act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, He/she is personally known to me or has produced ,as identification. IN WITNESS I` TI IE FOREGOING, I have set my ]land and official sea] at in tile State and County aforesaid on this day of . 2017, My Commission ,xpiE . res: r, Q14" � Notary Pub�lic, State offlorida at Large PURC) IASE AND DEVEI.,011tvIEN'I'AGRF�r:.�%41-.N'I' Page 41 of 77 Exhibit "'A" (Project) (sec attached) mmom PURCHASE AND DEVELOPMENT AORCE'rVIENT Page 43 of 77 EN'bibit "B" (Property) (see atfuched) PURCHASE AND DEVI-I'l,OPN,IEN'I'AGREI-.'IvIEN'I' Page 44 of 77 a Its m"is r so Rmd SURVEYING & MAPPING To-, (5wj 241 -ma V-11=11-440 33491 carimum 01"Oftw= W01264 F= J569 24144 1111I�l �111I�j oi i 11111 1 1 sm acumm COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 271 THENCE NORTH 89*55'38' EAST, ALONG THE NORTH I INE OF SAID SECTION 27, A DISTANCE OF 8,6,08 FEET; THENCE SOUTH 00004'22"' EAST, A DISTANCE OF 22.00 FEET TO THE POINT OF BEGINNING; THENCE NORTH 89, 55,38'" EAST, DISTANCE OF 216.56 FLET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; THENCE EASTERLY AND SOUTHERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS Or 25.00 FEET AND A CENTRAL A14GLE Or 88*2052" A DISTANCE OF 38.55 FEET TO THE POINT or TANGENCY; Ti IENCC Sb()TH 01- 43-30" EAST, ALONG A LINE 15,00 FEET WCST Or AND PANALLFI WITH THE, EAST LINE OF SAID LOTS I THROUGH 6 AND THE CAST LINE OF SAID LOT '11I A DISTANCE OF ' 287,77 FEET THENCE SOUTH 88"37'13" WEST, A DISTANCE '6F 268.22 I`EETM THENCE NORTH 01023'00" WEST, ALONG A LINE 60.00 FEET EAST & AND PARALLEL WITH THE WEST LINE OF SAID SECTION 2/, A DISTANCE OF 292.55 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RI,GIIT; THINCE NORTHERLY AND EASTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS or 25,ob rFFT AND A CENTRAI, ANGLE OF 911' 118'38", A DISTANCE Or 39.84 FEET TO THE POINT OF BEGINNING. SAID LANDS SITUATE IN THE CITY OF BOYNTON BEACH, PALM BEACH COUNTY, FLORIDA, AND CONTAIN 8J,950 SQUARE FEET, MORE OR LESS, ON 4 1. REPRODUCTIONS OF THIS $XETCII ARC NOT VALID WITHOUT THE SIGNATURE AND FHL ORIGINAL RAJSEO SEA. OF A FLORIDA LICENSED SURVEYOR AND MAPPER, 2. NO SEARCH OF THE PUBLIC RECORDS WAS MADE IN THE PREPARATION OF THIS SKETCH AND DESCRIPTION 3» BEARINGS SHOWN HEREON ARE DASED ON THE WEST LINE Of IHt NONIHWEST ONE, QUARTER OF SECTION 27, HAVING A BEARING OF NORTH 01"'23°00" WEST, ACCORDING TO THE STATE PLANE COORDINATE SYSTEM, STATE OF FLORIDA, EAST ZONE, NORTH AMERICAN DATUM OF 1083, 050 ADJUSTMENT ailam, IHCREBY CERTIFY TIIAT THE SKETCH AND DESCRIPTION SHOWN HEREON COMPLIES WITH STANDARDS OF PRACTICE AS CONTAINED IN CHAPTER 6107-6,FLOROA ADMINISTRATIVE CODE, PURSUANT TO SECTION 472.027, FLORIDA STATUTES. AND THAT SAID SKETCH AND DESCRIPTION IS TRUE AND CORRECT TO Tflr BEST Of MY K14091LEDGE AND RELIEF AS PREPARED UNDER MY DIRECRON. yfT, -K -ffj1yA5f; ------ ,-SURVEYOR AND MAPPER FLORIDA LICENSE NO. LS5111 mm3mrm PURCHASE AND DEVELOPMrNI'AGRFEMEN"I" Page 45 of 77 A69RE L 0 pla, S. LINE LOT 41 PIMH- PC. C7 Tei A NII ST ITIT4}' RIM t.- 101 2 ITIM101M, Ry N - 0 in OnC)p 60-n3; E �6 W > m 0 00-0 z 0 �:Kroo Z— c DELTA (C914MAL ANIOL0 LICENSED ROSINESS t I crNsto SUM Y 04 UFFMAL RECOWS SOOX POINT Of HEOMMO PWNT OF COW INCEVENT PLAT Nam PALM BEACH COUNTY WORDS PACE PROFESSIONAL SOnVEYOR a WPcA mlw-or-ay R-25.00' A/W MANO L-39.84' (ORD 30016,,PG, 975', D-91' LOT 2 c: k4 PPL EASEM (ORE) 19094,PG, 1699) LOT 3 C>. %GREEMENT PLAT" LOT 4 in z ns P (P,B, 10, PG. 2) T "PLINK DROS. ADDITION' -P -2.-P&. -1-3) 4, Gwi"c) C3 OT OT 5 0 c: X -j OT LOT 6 LOST 1. 3 13"W 268.22 o —V R/W TO OF DEDICATEO 15-4- �M N "AGREEMENT PLAT" MR 10, M 2) LOT 41 "DEWEY'S SUBDIVISION" IPA I pr, 371 A69RE L 0 pla, S. LINE LOT 41 PIMH- PC. C7 Tei A NII ST ITIT4}' RIM t.- 101 2 ITIM101M, Ry N - 0 in OnC)p 60-n3; E �6 W > m 0 00-0 z 0 �:Kroo Z— c DELTA (C914MAL ANIOL0 LICENSED ROSINESS t I crNsto SUM Y 04 UFFMAL RECOWS SOOX POINT Of HEOMMO PWNT OF COW INCEVENT PLAT Nam PALM BEACH COUNTY WORDS PACE PROFESSIONAL SOnVEYOR a WPcA mlw-or-ay PURCHASE AND DEVELOPMENT AGRI"'EMENT Page 46 of 77 ImmfiilW (Public Parking) (see atlached) 11GAIS Mom MOLHADU a KIWI! �� 11GAIS Mom MOLHADU a LL JO I r USIOd 1NJNJ3)J9V IN311V(1013AW (INV 3SVI ID)J,ld .................... ........... LL JO I r USIOd 1NJNJ3)J9V IN311V(1013AW (INV 3SVI ID)J,ld PURCUIASL AND DEVELOPMEW AGREEMENT Page 48 of'77 Ishall be required annually) Time Period Date Prior to and during the construction of Phase I (if applicable): 1. Hired job placement consultant on 2. Hosted a job fair on 3. Noticed through the Community Outreach Partner, availability of employment opportunities related to construction of Phase I of the project on 4. Provided evidence of requirement in subcontractor's contracts to hire and train focal residents 5Provided list of job positions and descriptions to Community Outreach Partner 6. Receipt of written confirmation from the contractor and subcontractors of the requ lreme nt to use minimum Diving wage on Prior to and during the construction of Phase 11 (if applicable) - L Obtained approval! for a 1001 -room hotel on 2. Provided written: confirmation of approval of the 50 additional public parking spaces j1dentifying the public parking spaces) on Post construction Certification requirements Phase f certification (if applicable): I. Provided Certificate of Occupancy from the City of Boynton Beach or other governmental agency demonstrating, Certlificates of Occupancy for the Phase I's 231 multi -family units on PURCUIASL AND DEVr.].OPN-IENI'A('�Rri,7Mr-,Nl' Pap 49 of 77 2Provided a Certificate of Completion for the Project's 8,575 square feet of commercial is completed as a Grey Shell on I Provided certificate of completion of the 50 Phase I public parking spaces an 4. Provided written confirmation of compliance with a Nationally Recognized Wgh Performance Green Building Rating System on FIJ RCI I ASE A ND DEVELOPMENT AGREEMENT Page 50 o1'77 PUBLIC �PLAZA PURCHASr AND DEVELOPMENTAGREEMENT Page 51 OM c.m; f - 4 --n: I aI I a AR PURCHASE AND DEVELOPMENTAGREEMENT Pagj� 52 of 77 EXHIBIT "D" TAX INCREMENT REVENUE FINANCE AGREEMENT PURCUJASt�AND DEVELOPMENTAGREEMENT Page 53 of 77 TAX INCREMENIJIUVI,�:NUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinaller"Agreernent") entered into asortlic-day of__... I'll .......... . 20 17. by and between: 130VNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163. Part M of the Florida Statutes, (hereinafter referred to as "CRA"). with a business address of 710 North Federal i I ighway, Boynton Beach, Florida 33435, "I OCEAN ONE BOYNTON, LLC, a Florida limited liability company. with a business address of c/o Washington Real 13state Partners, LLC, 9804 South Military Trail, Suite E-11, Boynton Beach, Ff. 33436 (hereinafter rellerred to as the "Developer"). WHEREAS, Developer intends toconstruct the Project which will includea minimurn or 231 muld-lamily units with related amenities and approximately 8,575 square feet orcommercial space as depicted in the Site plan attached hereto as Exhibit "A," (hereinafter referred to as thc "Project"); and WHEREAS, the CRA has determined that the Project furthers (fie Boynton Beach Community Redevelopment Plan; and WI-ILIREAS, Developer has the knowledge, ability, skill, and resources to effectuatc the constflldiOn 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 Community Redevelopment Plan-, NOW THRE'FORE, in consideration of (lie mutual covenants and promiscs set forth herein, the sufficiency of which both Parties hereby acknowledge, the Parties Agree as follows - Section I. Incorporation. The recitals above and all other inforination 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 or such words,: 2.1. "Base Year" rnean the base year for determining Tax Increment Revenue from the Prcjcct" PURCHASE AND DE VELOPMENT AGREEMENT Pa -C 5-1 rat"77' 0 2.2 " Benchmarks" shall be the various percentage thresholds of occupancy of the 8,575 commercial/retail space for any year of the Phase I Term as set florth, in Paragraph 5,1.6„ 2.3 "Certificate of Occupancy" means the certiricate issued by the City Pursuant to the City of Boynton Beach Building and Zoning Code indicating that as building Or SIMCIUre complies with all applicable City of Boynton Beach Building and Zoning Code requirernents, and that the same may be used for the Purposes stated therein. 2.4. "City" means tile City of'Roynton Belch, F'Iorida. 2.5. "Commencement of Construction" or "Commence Construction" means obtaining oil official permit in hand for any of the construction activities contained herein and beginning to actually demolish, excavate or prepare the site for development of tile applicable phase of the Project in accordance with the City Code and continuing until completion of' construction of the Project or Phase of the Project as applicable in accordance with the Florida Building Code. 2.6 "Community Outi-each Partner" means, tile for-profit or non-profit group or organization selected by Developer with %vhom Developer shall coordinate on the issues and obligations in this Agreement pertaining to employment or City residents and jobs for Locally Owned Small Businesses. 2.7 "Contrador" means a general contractor, a subcontractor Or any other business entering into a contract with the Developer related to the construction orthe Project or part thereof. 2.8 "Effective Date"' shall rnean the date the last party to this Agreement executes this Agreement. 2.9 "Good Faith Effort" is considered to have been rnade when the respective parties have used reasonable means to comply with the associated directives and/or provisions set forth in this Agreement. 2.10 "Grey Shell" means an unfinished interior. lacking heating, ventilating, air conditioning, lighting, plumbing, ceilings, elevators, interior walls, c1c. and ready for tenant improvements. 2.11 "Locally Owned Small Businesses" means any business that is wholly owned by individuals Nvho reside in the City. If a business is, owned by as corporation, then the corporation must be wholly owned by individuals who reside in the City. If tile business is owned by a partnership or limited liability company, then at [cast 20% or its partners or members must reside in the City. 2.12 "Mininiurn Living Wage" means the hourly rate that an individual must earn to support his or her family if they are tile sole provider and are working full time (2,080 hours per year) in accordance with Palm Beach County Code Chapter 2. Article IV. Division 3 (tile Palm Beach County Living Wage Ordinance), as amended. EMEHEM PURO 1ASE AND DEVELOMMENT AGREEMENT hge 55 of 7'7 2.13 "Nationally I'lecognized High Performariec green. Building Rating System" means any one of the following. the Florida Green Building Coalition (FGBC) Standards. tile Green Building initiative's (GBI) Green Oloble rating system, tile United States Green Building Council (USG13C) Leadership in Energy and Environmental Design (LEER) Standards. or tile National Association ofl-lomebuilders (NAHB) National: Green Building Standards (NGBS). 2.14 "Pledged 11'roject Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue free to the applicable phase of the Project by agreed upon percentage factor as provided for in this Agreement. 2.15 "Property" means the property subject to this Agreement upon which tile Project shall be developed as more particularly described in Exhibit "B," hereto. 2.16 "Site Plan"' shall mean the approved Site Plan attached hereto as Exhibit *'A,*' approved by [lie City of Boynton Beach. file # NWSP 16-007 Section 3. MyeloLer's Obligations and Covenants. _ .1 Construction of the Project. Developer agrees to Commence Construction orthe Project within two (2) years or tile Effective Date or this Agreement, 3.1.1 The Project shall conform to, the Site Plan and shall include the followjilg which shawl I hereinarior be referred to as "Phase I Improvements:'*: E Developer shall construct as minimum of 23 II multi -family residential units with related amenities. 9. Developer shall construct a minimum of 8,575 square feet of commercial/retail space: h. Developer shall construct Parking Improvements. conceptually depicted on Exhibit."C," hereto, consisting, at a minimum of Fiifty (50) public parking spaces ("Public Parking") that shall be restricted for public use and ilia[ shall not be available to the phase I residential units, The Parking Improvements may consist of structured parking, surface parking. valet parking, mechanical parking. shared parking or any other means as allowed under local city ordinance. Upon completion Of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to establish the maintenance responsibilities of the CRA for the Public Park i ng. Ira Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of tile Public Parking. either party may request binding arbitration to complete the terrils of tile Agreement. i. Construction ofthe multi-flarnily residential units for the Project shall be in compliance Nvith, qualify for and receive rJoricla Green Building Certification, PURCHASE AND DEVELOPMENI AGRETMEN't- Page 56 of 77 Prior to and during the construction of Clic Project. the Developer shall : hire a job placement consultant during the construction period of this Agreement, Host a Job fair-, 0 Give priority to Contractors that are Locally Owned Small Businesses (o participate in the construction of Phase I of the Project; 0 Include in all contracts with Contractors requirements (hot the Contractors use Good Faith Efrorts to hire and train City residents to participate in the construction ol'Phase I ofthe Project; * Provide a list ofiob positions and descriptions to the Community Outreach Partner and agree to give priority to qualified job applicants referred' by the Community Outreach Partner to participate in the construction or Phase I of' the Project; 0 Use Good Faith Efforts to offcr permanent job, positions, resulting from Phase I of the Project to, qualified City residents: 0 Notify and'refer job training andjob placement opportunities to the Boynton Beach Community High School and South Tech Acaderny in Boynton Beach in [lie event each are able and willing to provide such training; and o Pay or cause to be paid new hires in all permanent positions residing within the City a minimum offlie Living Wage, ,Section 4. Annual Performance Report. Developer shall annually provide (lie C'RA with an Annual Performance Report for the Project indicating the status or Developer's compliance with the requirements of this Agreement as set forth in Sections 3 and 5 of this Agreement and evidencing that DevcIoper has paid all property (axes for the Property for the preceding year, Such report must be submitted to (lie CRA no later than the last day ol'April for the preceding year in as Form substantially in accordance with the ronin attached hereto as Exhibit I'D." Section 5. Certirication-Reguirements. 5.1 As a condition precedent to its receipt or any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1 Developer must have taken all steps necessary to divide the Property into two separate PUMCIS Such that the Phase I Property and the Phase 11 Property have been assigned individual Parcel Control Numbers by the Palm Beach County Property Appraiser GEREM PURMASE AND DEVELOPMENT AGREEMENT Pop 57 of'77 and these Parcel Control Numbers have been placed on tile Palin Beach County tax rolls and assigned taxable value prior to tile Base Year for each [)base; and 5.1.2 Developer rnust have timely provided! its Annual Performance Report , providing, evidence of compliance with the requirements of this Agreement as set fords below sand evidencing that Developer has paid all property taxes, for the preceding year; and 5.1.3 Upon receipt of the Annual Performance Report. 2, the CRA shall review and approve the Annual Performance Report at the next available CRA meeting as meeting the requirements in Section 4 above and certifying Developer*s compliance will) all conditions precedent flor receivinig Pledged Increment Revenue for that Phase 1, which approval shall not be unreasonably withheld', 5.1.4 'File CRA has received 'rax Increment RCVCnL1Cs from tile completed 11111ase I Improvements subsequent to tile Base Year; and 5.1.5 Developer shall not be entitled to any Pledged project Increment Revenue payments if the Developer has failed to meet its obligations under this Agreement or is otherwise in default under tile! terms of this Agreement and has railed to suffliciently cure the default as provided for herein after appropriate notice or such default has been given, There is no obligation by the CRA to disburse the Direct Incentive Funding during any cure period or in tile event the Developer is in default of this Agreement so long as, once a default is cured. Developer shall continue to receive their Direct Incentive Funding for the Project up to the Pledged Project Increment Revenue and any time periods for performance hereunder shall be extended For the same period of time needed to cure tile default. 5.1.6 Should Developer fail to meet the Benchmarks set below regarding occupancy of 8.575 square feet of corn mercia I/rcla if space (tile "'Coin merc io I/Rcta i I Space") for any year of the Phase I Term, Developer's percentage of tile Pledged Increment Revenue to be paid to Developer shall be reduced by I O% for that year of tile Phase I Term, d. Developer must certify that'25% of the Commercial/Retail Space has been occupied by commercial/retail tenants by at least tile third year of tile Phase I Term as defined herein. Once the 25% threshold is obtained, whether it be in the First. second or third year, (lie threshold shall be deemed satisfied forever, even if in tile future the actual amount occupied thereafter is less than 25%. Accordingly, as long as Developer did not default under any commercial lease and continues in good faith to re -market the property for lease, once tile 25% threshold is achieved, Developer shall be entitled to the Pledged Increment Revenue for the year in which the 25% threshold is, achieved and each year thereafter during the Phase I Term unless a greater Benchmark is achieved; cl Developer must certify that 50% ofthe Cominercial/Retail Space 1105 been occupied by commercial/retail tenants by at least tile sixth year ofthe Phase [Term as derined herein. Once tile 50% threshold is obtained, whether it be in any year PURCHASE AND DE'VELOMMENTAGREEMM r Page 5s or77 prior to the end ofthe sixth year of the Phase I Term, the threshold shall be deemed satisfied forever, even if in (lie Future the actual amount occupied thereafter is less than 50%. Accordingly. as long as Developer did not default tinder any commercial lease and Continues in good faith to re-inarket the property for lease, once tile 50% threshold is satisfied, Developer shall be entitled to the Pledged: Increment Revenue for the year in which the 50% threshold is achieved and each year thereafter during the Phase f Term unless a greater Benchmark is achieved; and p Developer must certify (lint 70% of the Commercial/Retail Space has been occupied by the commercial/retail tenants by at least the eighth year of the phase I Term as defined herein. Once tile 70% threshold is obtained, whether it be in any year prior to the end or the eighth year of [lie Phase I Term, the threshold shall be deemed satisfied forever. even Win the future the actual amount Occupied thereafter is less tlI ail 70%. Accordingly, as long as Developer did not default tinder any commercial lease and continues in good faith to re -market tile property for lease, once satisfied, Developer shall be entitled to the Pledged Increment Revenue for year in which the 70% threshold is achieved and each year thereafter during the Phase ITerm. 5.2 Certification, 5.2.1 Developer shall certify in its Annual Performance Report that it has iinet its obligation under Section 3, 1.1 a. and 3.1 , I b, of' this Agreement by providing a Certificate of Occupancy for all residential components or the phase i Improvements and Certificate of Completion for till nonresidential components of the Phase I Improvements from the City of Boynton Beach indicating the 100 percent completion of alll Phase I Improvements and demonstrating that the taxable value or all Phase I improvements have been placed on the Pallin Beach County tax rolls for the Phase I Property. 5.2.2 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3. 1 , Lc of this Agreement by demonstrating that it has constructed the Public Parking and by docunienting signage and other means by which these Public Parking spaces are clearly reserved for use by the public and excluded from use by multifamily and commercial units that are part of the Proicet, 5.2.3 Developer shall confirin in, its Annual performance Report that it has met its obligation tinder Section 3.1. Ld of this Agreement by providing, proor of'receipt or Florida Green Building Certification. 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation under Section! 3 , 1. I.c ofthis Agreement by: a. Demonstrating that it hired and utilized the services of a job placernent consultant and by reporting the job placement consultant's activities during construction of'Phase 11 ofthe Project: b. Demonstrating that it held a jol) Fair; and 11 LAM t AS E AND DE VELOPMENT AGREUVIENT Page 59 of 77 C, Requiring all Contractors covered by the terms of this Agreement to provide annual copies of its records, reports or any other information necessary to monitor compliance with the provisions of Section 3.1. Ie of this Agreement and require all Contractors to submit annual payrolls to the Developer that include tile 1`61lowing information pertaining to all Locally Owned Small Business hired to work on or for Phase I of tile Project: name, address and the number of'hours worked for the period. Until a Certificate of Occupancy is issued for at least 90% of* tile residential units, of Phase I of` the Project. Section 6. Pledl ed Proisect ncreincut Revenue. 6A Formula anti Term. 6.1.1 The amount of the Pledged Project Increment Revenue to be paid Developer pursuant to this Agreement is based on the following formula: C. Developer shall receive Pledged Project Increment Revenue for Phase I Improvements fear a term of eight (8) consecutive years, beginning the year Developer demonstrates it his met all conditions precedent to receiving Pledged Project Increment Revenue as provided in Sections 3, 4, and 5 of this Agreement for the Project and upon final certification of (ax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year (hereinafter the "'Phase I Term"), 'The amount of Pledged Project Increment Revenue due to Developer during the Phase I Tears shall be determined pursuant to the Following formula: For Years I - 7 or the Phase I Term, Developer shall receive Seventy-five percent (75%) of the Pledged Project Increment Revenues actually received by the CRA. and For Year 8 of (lie Phase I Tenn, Developer shall, receive Fi fty percent (5(f%) of the Pledged Project Increment Revenues actually received by the CRA. d, The Base Year for determining Tax Increment Revenue from the Project shall be as follows - For the Phase I 'Term, the year prior to commencement of construction of Phase I Improvements on the Property, 6.2 No Prior Pledge of Pledged Project Increment Revenues. 'File CRA warrants and represents that the Pledged Project Increment Revenues are not the subJec(of any prior pledge by the CRA andagrees that such revenues shall not be assigned, pledged. hypothecated or secured by tile CRA for the period covered by term of"this Agreement. MEEGEM PURCHASE AND DUCLOPMENI" AGREEMENT Page 60 of 77 6.3 Formren of Payment. Paynicrit ofshaH be in, the form of a CRA check made payable to the Developer. No payment made Linder this Agreement shall be conclusive evidence or the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer ofobligationS Linder this Agreement or to be an acceptance Of faulty or incomplete rendition or 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 Agreernent shall be in writing and shall be delivered personally, or by recognized overnight courier or sent by certified mail, postage prepaidl. 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: Michael Simon. Interim Executive Director Boynton Beach Community Redevelopment Agency 710 North Federal Highway, Boynton Beach, Florida 33435 Tara W, Duhy, E,sq, Lewis, Longman & Walker, P.A. 5 15 North FlEigler Drive Suite 1500 West Palm Beach, Florida 33401 If to Developer. such notice shall be addressed to: Mr. Michael Ross Ocean One Boynton. LLC c/o Gulfstream Property Management 9804 South Military'Frial Suite E- I I Boynton Beach. IL 33,136 Mr. William Morris Southcoast Advisors, LLC 777 F". Atlantic Avenue Suite 100 Delray Beach, FL 33483 F� Davis Carrialier Washington Real Estate Partners 1629 K Street N.W. MUE11151 PURCHASE AND DUELOPNIENT AGREEMENT Page 61 of 77 Suilci 1'200 Washington, DiC 2001 Bonnie Miskel, Esq. Gary S. Dunay, Esq, Dunayj Miskel and Backman, LLP 14 SE 4111 Street Suite 36 Boca Raton, FL 33432 Section 8. Mault, '['lie failure ol'Developer to comply with the provisions set forth in this Agreement shall constitute a defilult and breach of this Agreement. If Developer fails to cure the default within thirty (30) days or notice From [lie CRA. the CRA may terminate this Agreement and all obligations For payment of Pledged Project Increment Revenue to Developer shall cease, Section 9. Termination. Unless earlier terminated pursuant to time terms hercilli. this Agreement shall automatically terminate upon the last disbursement of Pledged Project Increment Revenue to Developer for the Project., or within two (2) years ofthe Efflective Date if the Developer has railed to commence construction ofthe Phase I Improvements subject to force majcurc. Either Party may elect to terminate this Agreement by providing 45 days written notice to the other Party upon one or more of the following occurrences: C, The default of either Party. if such del'ault is not Cured within time time prescribed by this Agreement; d. The Parties enter into a mutually agreed upon, written Addendum, the effect of which is to terminate this Agreement. Section 10. Miscellaneous provisions, 101.1 Waiver, *file, CRA shall not be, responsible for any property 0 damages r p rs n. -, C 0 al injury sustained by Developer From any cause whatsoever related to the development or the Project, whether such damn age or injury occurs before, during, or after the construction of the Project or the term of this Agreement. Developer hereby forever waives. discharges,. and releases (lie CRA, its agents, and its employees. to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. This waiver, discharge, anti release specifically include negligence by the CRA, its agents, or its employees, to the fullest extent the law allows, 10.2 Indemnification. Developer shall indemnify, save. and hold harmless the CRA. 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 CRA, its agents. or its employees. b reason of any property damages or personal injury. including y t 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 (lie faulty equipment (including equipment PURCI 1ASE ANO 1)1'-VEI,011t\ll-N,r'AGI�EErv]rNT Page 62 of 77 installation and removal) of Developer. Nothing in this Agreement shall be deemed to a Mcci 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 or the CRA, its agents or employees. Each party assumes (Ile risk of personal injury and property damage attributable to the nets or omissions of that party and its officers, employees and agents. 111.3 Assignment. This Agreement may only be assigned by the Developer to record owners ot'llic Property with the prior written consent of (lit, CRA, which consent shall not be unreasonably withheld. provided, however, that any assignee hereto shall specifically assume all ofthe obligations of the Developer under this AgreerocilL 10.4 Successorsund 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 oil tile part of any officer or agent orthe CRA. 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 tile basis orrace, color. religion. ancestry, national origin. age. sex, marital status. sexual orientation I or disability lor any reason in its hiring or contrieling practices associated with this Agreement, 10.6 No Partnership, Etc. Developer agrees, nothing contained in this Agreement shall be deerned or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employerfemployce 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: C, Keep and maintain public records required by the CRA to perrorm the public services provided ror in this Agreement-, I Upon request from the CRA's custodian ofpublie records, provide [lie CRA with a copy of (lie 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., 19. 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 tile contract term and Following completion nal" the contract if" Developer- does not transfer the records to (lie CRA. EMNOMM PURCHASE AND DEVELOPMUNT AGREENIFN'r Page 63, or 77 11, Upon completion of the contract, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CM to perform the service, If Developer transfers all public records to the public agency upon completion of the contract, 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 orthe contract, Developer shall meet all applicable requirements for retaining public records. All rccords, stored electronically must be provided to the CRA, upon request from the CI A's custodian ofpublic records, in, a Formal that is compatible with the inrorniation technology systems orthe CRA, W DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT TME CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 710 North Federal Highway, Boynton Beach, Florida 33435; 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 irsigned by all the parties hereto,. All prior and contemporaneous agreements, understandings, communications, conditions or represe tile t ions, 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. 'ro 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 shelf 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 shelf constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i,c,, via facsimile or pdf format document sent via electronic maill), which transmitted document shall be deemed an original document for all purposes hereunder. 10.10 Agreement Deemed to be Drafted lointly. This Agreement shall be deemed to be dra 11ted jointly and shall not be construed more or less flivorably towards any orthe parties by virtue of tile fact that one party or its attorney drafted all or any part thereof. Argy ambiguityround to exist shall be resolved by construing the terms of this Agreement fairly and' reasonably in accordance with the purpose or this Agreement. 10.11 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'Horida and the United States of America, without regard to conflict of law principles, 'venue and jurisdiction shall be Palm Beach County, f1orida, fear call purposes, to which the Parties expressly agree and submit. 10.12 Independent Advice. The Parties declare that the terms of this Agreement have been read and are rally understood. T lie Parties understand that this is a binding legal dMlnient, PURCHASE AND DFVI'�L.OPiMENI'AGPEE.\olf,,INT Page 64 of 77 and each Party is advised to seek- independent legal advice in connection with (lie matters referenced herein,, 10.13 Severability. If any part of this Agreement is found invalid or unenforceable by Lilly court. such invalidity Or Uncriforceability shall not aficcl the other parts oftlic Agreement it' the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions or the Parties can continue to be achieved. To that end', this Agreement is declared severable. 10.14 Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement, 10.15 ComplianceivithLaivs. In its performance tender this Agreement, Developershall comply with all applicable rederal and state laws and regulations and all applicable I"alm Beach C) County, City of Boynton Beach, and CRA ordinances and regulations. 10.16 Effective Date. This Agreement will become ellective upon the date and time the last party executes this Agreement, 111.1'7 Survival'. The provisions or this Agreement regarding public records. indemnity, and waiver shall survive the expiration; or termination of this Agreement and remain in full force and effect. PURCHASE AND DEVELOPMENTAGREEWNT Pable 65 or 77 IN WITNIESS OF THE FOREGOING, the parties have set their hands and seals the day ,and year first above written. WITNESSES Print Name: Print Name - STATE OF FI,ORIDA SS--' COUNTY 01' OCEAN ONE BOYNTON, LLC a Florida limited liability company Title: By_____ , --- print Name: BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared as '— of OCE AN ONE YNTLC BOON, L. andl acknowledged under oath that he/she has executed, the foregoing Agreement as the proper official of OCEAN ONE BOYNTON, LLC, for the use and purposes mentioned herein and that the instrument is the act and dced of OCEAN ONE BOYNTON, LLC. I Ic/she is personally known to me or has produced as identification. IN WITNESS OFTHE FOREGOING. I have set i'Tly hand and official seal at in the State and Countyaforesaid on this day of —. 201T My Commission Expires: Notary Public. State of Florida at Large 11REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] WITNESSES BOYNTON BE, A COMM UNITY REDEVELOPMENT AGENCY PURCI 1ASE AND DEVCLOPME.N7 AGREEMIENT Page 66 of 77 Print Name: Print Name: STATE OF FLORIDA SS: COUNTY OF PALM BEACH By: Steven Grant. CRA Board Chair BEFORE MC, an officer dully authorized by law to administer oaths and to acknowledgments, personally appeared Steven Grant as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. and acknowledged under oath ilim lie/she has executed the foregoing Agreement as the proper official of Bt YNTON 13EACI-I COMMUNITY REDEVELOPMENT AGENCY, fear the use and purposes mentioned herein and that (lie instrument is the act and deed of BOYNTON' BEACH COMMUNITY REDEVELOPMENT AGENCY. He/she is personally known to me 01' has produced as identification, IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State and County al"Gresaid on this day 2017. My Commission Expires: MENEM Notary Public, State of Florida at Large PURCHASE AND DEVELOPMENT AGREEMENT Page 67 oF77 Exhibit "A" (Project) (see attached) PURCHASE AND DFVEI.OPNIEN'I'AGIIEEN'lf-.N'I' Page 68 of 77 3`1 LE711 COHEN -FREEDMAN - ENCINOSA A ASSOC, Archltect� PA PURCUIASE AND DULLONMENT AGRUMENT Page 69 of 77 Exhibit "B" (Prnperty) (see attached) PURCHASE AND DEVELOPNIENTAGRECMIENI Page 70 of 77 IaLs P4 is to 047 ON Moom RW M W P 712V TO t561) 20-992a IV F" 050 241-5112 Oxa Raim"Fiwda *3481 ClAWlYkNOMian LO SKETCH AND LEGAL DESCRIPTION (NOT A SURVEY) OCr=AN ONE - PHASE I LEGAL DESCRIPTION A PORTION OF THE NORTHWEST ONE-QUARTER OF SECTION 27, TOWNSHIP 45 SOUTH RANGC 43 EAST, PALM BEACH COUNTY, FLORIDA,, INCLUDING PORTIONS & LOTS I THROUGH 6, "FUNK OROS, ADDITION TO THE TOWN OF BOYNTON", AS RECORDED IN PLAT BOOK 2 AT PAGE 13 OF THE PUBuC RECORDS OF PA P, BEACH COUNT Y, FI ORIOA. A14D A PORTION OF LOT I I "DEWEY'S SUBDIVISION", AS RECORDED IN PLAT BOOK I AT PAGE 37 OF SAID PUBLIC RECORDS, ALI. IN ACCORDANCE WITH THE "AGREEMENT PLAT", AS RECORDED IN PLAT BOOK 10 AT PACE 2, AND BEING MORE PARTICULARLY DESCREIED AS FOLLOWS� COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 27; THENCE NORTH 89""55'38" EAST, ALONG THF NORTH LINE OF SAID SECTION 27, A DISTANCE OF 86,.08 FEET; THENCE SOUTH 00" 04'72"" EAST, A DISTANCE OF 22.00 FEET TO THE POINT OF BEGINNING; THENCE NORTH 89" 55'38" EAST DISTANCE OF 2W,56 FEE] TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; rHENCE EASTERLY AND SOUTHERLY ALONG THE ARC OF SAID CURVE, HAVING A RADUS, OF 25,0o FEET AND A CENTRAL ANGLE or 8BO 20'52", A DISTANCE OF 38,55 FEET TO TOE POINT OF TANGENCY; 71 IENCE SOUTH 01' 431,301, EAST, ALONG A LINE 15.00 FEET WEST or AND PARAII L E) WITH THE EAST I INE OF SAID LOTS I THROUGH 6 AND THE EAST LjNF OF SAID I OT 41, A DISTANCE OF 287.77 FEET;! THENCE SOUTH 88* 37113" WES 1. A DISTANCE OF 268 22 FEE T+ THENCE NOR I H 01" 23'00" WEST, ALONG A LINE 610 00 FEET EAST OF AND PARALLEL WITH THE WEST LINE OF SAID SECTION 27,A DISTANCE OF 292.55 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT, MINCE NORTHERLY AND EASTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS or 25,00 FEET AND A CENTRAT ANGLE OF 910 18"38", A DISTANCE Or 39.84 FEET TO THE POINT OF BEGINNING. SAID LANDS SITUATE IN THE CITY OF BOYNTON BEAM PALM BEACH COUNTY, FLORIDA, AND CONTAIN 83,950 SQUARE FEET, MORE OR LESS, NOTES I. nEpRoDucTioNs or Tun $KETCII ARE NOT VALID WITHOUT THE SIGNATURE AND FHE ORIGINAL RAISED SEAL OF A FLORIDA LICLNSEL' SURVEYOR ANT) MAPPER, 2. NO SEARCH OF THE PURIIC RECORDS WAS MADE IN THE PREPARATION OF THIS SKETCH AND DESCRIPTION 3. BEARINGS SHOWN HEREON ARE MED ON THE WEST LINE Of *f NONTHWEST ONE• QUARTER OF SECTION 27, HAVING A %ARING OF NORTH 01"23'00" WEST ACCORDING TO THE STATE PLANE COORDINATE SYSTEM. STATE OF FLOROA, FAST ZONE, hOATH AMERICAN DATUM OF 1963, 1900 ADJUSTMENT L_` 0 Z IHERC8Y CERTjrY THAT THE SKETCH AND DESCRIPTION SHOWN HEREON COMPLIES WITH STANDARDS OF PRACTICE AS CONTAINED IN CHAPTER SIC17-6, FLORIDA ADMINISTRATIVE CODE, PURSUANT TO SECTION 472427, FLORIDA STATUTES, AND THAT SMD SKETCH AND DESCRPTION 15 TRUE AND CORRECT To THE BEST Of MY KNOVILEDOE AND BELIEF AS PREPARED UNDER MY DIRECTION. jrf(FT —S�. — ,Tddwri - - , ''. - " - SURVEYOR AND MAPPER FLORIDA LICENSE NO LS51H jfaltcl howo OCEM wt I thrio PURCHASE AND DEVELOWENT AGR EEMENT Page 71 or77 R-2500' R/W ABANDONMENT) (ORB 313016,PG. 975) LOT 2 (ORB 19094.,PG. 1699) LOT 3 "AGREEMENT PLAT" (P,B. 10, PG. 21 LOT 4 "FUNK BROS. ADDiTION" 07 5 11111"141010 "AGREEMENT PLAT" (P,13, 10. PG. 21 LOT 411 VEWEVS SUODIVISION" � (P.B. i. P'G, 37) Ec� ARCLEMOIN OUtA ICENTRAL ANGLE LICENSED BUSINESS LICERSID StMvEyDn OFFICItt REcolus sou PattlT OF mcolmnitfc P3IHT Of COWEKEKHT PLAr AUDA flAtm "Actl couNtl IlEcms PACE, PROFESSIDNAL SuRytion a u4pptn Al"t-of-WAY L D MR -01 LA S LINm.E LOT 41 PG. —Oi��q P.S.% A��NUE ('§R �6(T4)'Ii Alt Ec� ARCLEMOIN OUtA ICENTRAL ANGLE LICENSED BUSINESS LICERSID StMvEyDn OFFICItt REcolus sou PattlT OF mcolmnitfc P3IHT Of COWEKEKHT PLAr AUDA flAtm "Actl couNtl IlEcms PACE, PROFESSIDNAL SuRytion a u4pptn Al"t-of-WAY PURCI [ASE' AND DEVELOPMENT AGREEMENT Page 72 of 77 (Public Parking) (see attached) ®r- I I jo cl aft"I J N31UT80V I N311dOIJAIG C]NiV'JSNl 1131ifld I a I I jo cl aft"I J N31UT80V I N311dOIJAIG C]NiV'JSNl 1131ifld PURCI IASE AND DEVELO11MIENTAGRKMENT Page 74 of'77 ANNUAL PERFORMANCE REPORT FORM (shall be required annually) Time Period Date Prior to and during the construction of Phase I (if applicable): 1. Hired job placement consultant on 1 Hosted a Job fair on 3. Noticed through the Community Outreach Partner, availability of employment opportunities related to construction of Phase I of the project on 4, Provided evidence of requirement In subcontractor's contracts to hire and train local residents 5', Provided list of Job positions and descriptions to Community Outreach Partner 6. Recelpt of written confirmation from the contractor and subcontractors of the requirement to use minimum living wage on Prior to and during the construction of Phase 11 (if applicable): 1. Obtained approval for a 100 -room hotel on 2. Provided written confirmation of approvalof the 50 additional public parking spaces (identifying the public parking spaces) on Post construction Certification requirements Phase I certification (if applicable): L Provided Certificate of Occupancy from the City of Boynton Beach or other, governmental agency demonstrating, Certificates of Occupancy for the Phase I's 231 multi family units on C� PURCHASE AND DEVI-A.OPMLNTAGREErMENT Page 75 of 77 I Provided a Certificate of Completion for the Project's 8,575 square feet of commercial is completed as a GreV Shell on 31 Provided certificate of completion of the 50 Phase I public parking spaces an 4. Provided written confirmation of compliance with a Nationally Recognized High Performance Green lBuilding Rating System on, PURCOASE AA'43 DEVELOPNILKYAGREENIENT Page 76 of'77 EXHIBIT -F]" THE PLAZA DEVELOPMENTPLAN PURCURSE AND DEVEI.OPNIEN'I'AGRELtvII7,N'I' Page 77 of 77 IN m Ig ISYN IN, .......... This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the _LV day of2h- 1-4 201 It by and between: -h-4 — 1 Qp% M OCEAN ONE BOYNTON, LLC, as Florida limited liability company. with a business address or c/o Washington Real Estate Partners, U.C. 9804 South Military Trail. Suite E- 11. Boynton Beach. FL 33436 (hereinafter referred to as the "Dcvelopee'). WHEREAS, Developer intends to construct the Project which will include a minimum or 231 multi-ramily units with related amenities and approximately 8.575 square r of commercial, space as depicted in the Site Plan attached hereto as Exhibit "A," (hereinafter referred to as the "Project"): and WHEREAS. the CRA has determined that the Project rurthers 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 I provilucs i N7 AF177cmen (he Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises SCL rorth herein. the surf iciency ol'which both Parties hereby acknowledge. the Parties Agree as rollows: p -s to A m gis r c c s s 'a f S. rr 0 oilr 0 t e vs 1. IncorDoration. The recitals above and all other inrormation above are herc, incorporated herein are ifftilly set forth. 'a &crtion 2. peranitions. As used in this Agreement, the rollowing tenns shall have ti, 'a rollowing meanings, which shall apply to words in both the singular and plural forms orsu words: 2.1. "Rose Year" mean the base year for determining Tax Increment Revenue from the Project. 2.2 "Benchmarks" shall be the various percentage thresholds of occupancy or the 8.575 commercial/retail space for any year of the Phase I Term as set forth in Paragraph 5.1.6. 2.3 "Certificate of Occupancy" means the certificate issued by the City pursuant to the City of Boynton Beach Building and Zoning Code indicating that a building or structure complies with all applicable City of Boynton Beach Building and Zoning Code requirements and that the same may be used for the purposes, stated dicrein. 2.4. "City" means the City of Boynton Beach. Florida. 2.5. "Commencement of Construction" or "Commence Construction" means obtaining an official permit in hand lor any of the construction activities contained herein and beginning to actually demolish. excavate or prepare the site for development of the applicable phase or the Project in accordance with the City Code and continuing until completion or construction of the Project or Phase or tile Protect as applicable in accordance with the Florida Building Code. 2.6 "Community Outreach Partner" means the for-profit or non-profit group or organization selected by Developer with whom Developer shall coordinate on the issues and obligations in this Agreement pertaining to employment of City residents and jobs for Locally Owned Small Businesses, 2.7 "Contractor" means a general contractor, a subcontractor or any other business entering into a contract with tile Developer related to the construction of the Project or part thereof, 2.8 "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.9 "Good Faith Effort" is considered to have been made when the respective parties have used reasonable means to comply with the associated directives and/or provisions set forth in this Agreement. 2.10 "Grey Shelf"' means an unfinished interior, lacking heating, ventilating, air conditioning, lighting. plumbing ceilings, elevators, interior walls, etc. and ready for tenant irnprovcinents. 2.11 "Locally Owned Small Businesses"' means any business that is wholly owned by individuals who reside in the City. If a business is owned by a corporation, then the corporation must be wholly owned by individuals who reside in the City. 11' the business is owned by a partnership or limited liability company, then at least 20% of its partners or members must reside in the City. 2.12 "Minimum Living Wage" means the hourly rate that an individual must earn to support his or her family if they are the sole provider and are working full time (2,080 hours per year) in accordance with Palm Beach County Code Chapter 2, Article IV, Division 3 (the Palm Beach County Living Wage Ordinance), as amended. 2.13 "Nationally Recognized High Performance Green Building Rating System" means any one of the following: the Florida Green Building Coalition (FGBC) Standards, the Green Building Initiative's (GBI) Green Globe rating system, the United States Green Building Council (USGBC) Leadership in Energy and Environmental Design (LEER) Standards, or the National Association of Hornebuilders (NAHB) National Green Building Standards (NOBS). 2.14 "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the applicable phase of the Project by agreed upon percentage factor as provided for in this Agreement. 2.15 "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit '111,11 hereto. 2.16 "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit "A," approved by the City of Boynton Beach, file # NWSP 16-002. Section 3. Devel I and Covenants. mo, per's 3.1 Construction of the Project. Developer agrees to Commence Construction of the Project within two (2) years of the Effective Date of this Agreement. 3.1.1 The Project shall conform to the Site Plan and shall include the following, which shall hereinafter be referred to as "Phase I Improvements:": a. Developer shall construct a minimum of 231 multi -family residential units with related amenities. b. ' Developer shall construct a minimum of 8,575 square feet of commercial/retail space; C. Developer shall construct Parking Improvements, conceptually depicted on Exhibit 11C,11 hereto, consisting, at a minimum of Fifty (50) public parking spaces ("Public Parking") that shall be restricted for public use and that shall not be available to the Phase I residential units. The Parking Improvements may consist of structured parking, surface parking, valet parking, mechanical parking, shared parking or any other means as allowed under local city ordinance. Upon completion of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to establish the maintenance responsibilities of the CRA for the Public Parking. If a Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of the Public Parking, either party may request binding arbitration to complete the terms of the Agreement. d. Construction orthe multi -{amity residential units for the Project shall be in compliance Nvith, qualify for and receive Florida Green Building Ccrtirication. e. Prior to and during the construction of the Project, the Developer shall : • I -lire a job placement consultant during the construction period of this Agreement; * I -lost a job I*ai r: Give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of Phase I of the Project-, Include in all contracts with Contractors requirements that the Contractors use Good Faith Mom to hire and train City residents to participate in the construction of Phase I of the Projece' Provide a list of job positions and descriptions to the Community Outreach Partner and agree to give priority to qualified job applicants referred by the Community Outreach Partner to participate in tile construction of Phase I or the Project; Use Good Faith Efforts to offer permanent job positions resulting from Phase I of the Project to qualified City residents; Notify and refer job training and job placement opportunities to the Boynton Beach Community High School and South Tech Academy in Boynton Beach in the event each are able and willing to provide such training; and Pay or cause to be paid new hires in all permanent positions residing within the City a minimum of the Living Wage. Section 4. Annual Performance Report. Developer shall annually provide the CRA with an Annual Performance Report for the Project indicating the status or Developer's compliance with the requirements or this Agreement as set forth in Sections 3 and 5 of this Agreement and evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must be submitted to the CRA no later than the last day or April for the preceding year in a form substantially in accordance with the form attached hereto as Exhibit "D.11 Section 5. Certifica io Jt uirements. 11 5.1 As a condition precedent to its receipt of any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1 Developer must have taken all steps necessary to divide the Property into. two separate parcels such that the Phase I Property and the Phase 11 Property have been assigned individual Parcel Control Numbers by the Palm Beach County Property Appraiser and these Parcel Control Numbers have been placed on the Palm Beach County tax rolls and assigned taxable value prior to the Base Year for each Phase; and 5.1.2 Developer must have timely provided its Annual Performance Report . providing evidence of compliance with the requirements of this Agreement as set forth below and evidencing that Developer has paid till property taxes for the preceding year: and 5.1.3 Upon receipt or the Annual Performance Report, 2. the CRA shall review and approve the Annual Performance Report at the next available CRA meeting as meeting the requirements in Section 4 above and certifying Developer's compliance with all conditions precedent for receiving Pledged Increment Revenue for that Phase 1, which approval shall not be unreasonably withheld . 5.1.4 The CRA has received Tax Increment Revenues from the completed Phase I Improvements subsequent to the Base Year: and 5.1.5 Developer shall not be entitled to any Pledged Project Increment Revenue payments if the Developer has failed to meet its obligations under this Agreement or is otherwise in default Linder the terms of this Agreement and has flailed to sufficiently cure the default as provided for herein oiler appropriate notice Ol'SUCh default has been given. There is no obligation by the CRA to disburse the Direct Incentive Funding during any cure period or in the event the Developer is in default of this Agreement so long as, once a default is cured, Developer shall continue to receive their Direct Incentive Funding for the Project up to the Pledged Project Increment Revenue and any tirne periods for performance hereunder shall be extended for the same period of time needed to cure the default. 5.1.6 Should Developer fail to meet the Benchmarks set below regarding occupancy or 8.575 square feet or commercial/retail space (the "Commercial/Retail Space") for any year ofthe Phase I Term, Developer's percentage of the Pledged Increment Revenue to be paid to Developer shall be reduced by 10% for that year of the Phase I Term. a. Developer must certify that 25% or the Commercial/Retail Space has been occupied by commercial/retail tenants by at least the third year of the Phase I Term as defined herein. Once the 25% threshold is obtained, whether it be in the first. second or third year, the threshold shall be deemed satisfied forever, even if in the future the actual amount occupied thereafter is less than 25%. Accordingly, as long as Developer did not default under any commercial lease and continues in good faith to re -market the property for lease, once the 25% threshold is achieved. Developer shall be entitled to the Pledged Increment Revenue ['or the year in which the 25% threshold is achieved and each year thereafter during the Phase I Term unless a greater Benchmark is achieved: b. Developer must certify that 501/16 of the Commercial/Retail Space has been occupied by commercial/retail tenants by at least the sixth year of the Phase I Term as defined herein. Once the 50% threshold is obtained, whether it be in any year prior to the end of the sixth year of the Phase I Term., the threshold shall be deemed satisfied forever, even if in the ftiture the actual amount occupied thereafter is less than 50%. Accordingly, as long as Developerdid not default under any commercial lease and continues in blood faith to re -market the property for lease, once the 50% threshold is satisfied. Developer shall be entitled to the Pledged Increment Revenue rorthe year in which the 50% threshold is achieved and each year thereafter during the Phase I Term unless a greater Benchmark is achieved, and C. Developer must certify that 70% or the Commercial/Retail Space has been occupied by the commercial/retail tenants by at least the eighth year or the Phase I Term as defined herein. Once the 70% threshold is obtained, whether it be in any year prior to the end or the.eighthyear of the Phase I Term. (lie threshold shall be deemed satisfied forever. even if in the future the actual amount occupied thereafter is less than 70%. Accordingly, as long as Developer did not default under any commercial lease and continues in good ruith to re -market the property for lease, once satisfied, Developer shall be entitled to the Pledged Increment Revenue for year in which the 70% threshold is achieved and each year thereafter during tile Phase I Term. 5.2 Certification. 5.2.1 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3. 1.1 a. and 3. I.,I.b. or this Agreement by providing a Certificate of Occupancy for all residential components of the Phase I Improvements and Certificate of Completion for all nonresidential components of the Phase I improvements from the City of Boynton Beach indicating the 100 percent completion or all Phase I Improvements and demonstrating that the taxable value of all Phase I improvements have been placed on the Palm Beach County tax rolls For the Phase I Property. 5.2.2 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3. 1. Lc or this Agreement by demonstrating that it has constructed the Public Parking and by documenting signage and other means by which these Public Parking spaces are clearly reserved for use by the public and excluded from use by multifamily and commercial units that are part of the Project. 5.2.3 Developer shall confirm ill its Annual Performance Report that it has met its obligation tinder Section 3.1. Ld of this Agreement by providing proof of receipt of' Florida Green Building Certification. 0 5.2.4 Developer shall certify in its Annual Performance Report thut it has met its obligation under Section 3. 1. Lc or this Agreement by: 8. Demonstrating that it hired and utilized the services or a job placement consultant and by reporting the job placement consultant's activities during construction of Phase I of the Project: b. Demonstrating that it held ajob flair; and C. Requiring all Contractors covered by the terms orthis Agreement to provide annual copies of its records, reports or any other information necessary to monitor compliance with the provisions of Section 3. 1. 1 e orthis Agreement and require al I Contractors to submit annual payrolls to the Developer that include the Following information pertaining to all Locally Owned Small Business hired to work on or For Phase I of the Project: name, address and the number of hours worked for the period, until a Certificate oi'Occupancy is issued for at least 90% of the residential units of Phase I of (lie Project. Section G. Pledged P i;.t Increment Revenue. —L _rpjK _.__.._. 6.1 Formula and Term. 6.1.1 The amount of the Pledged Project Increment Revenue to be paid Developer pursuant to this Agreement is based on the Following formula: a. Developer shall receive Pledged Project Increment Revenue for Phase I Improvements for a term or eight (8) consecutive years. beginning the year Developer demonstrates it has met all conditions precedent to receiving Pledged Project Increment Revenue as provided in Sections 3. 4, and 5 of this Agreement for the Project and upon final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year (hereinafter the **Phase I Term"). The amount of Pledged Project Increment Revenue due to Developer during the Phase I Term shall be determined pursuant to the following formula: For Years I – 7 of the Phase I Term, Developer shall receive Seventy -rive percent (75%) of the Pledged Project Increment Revenues actually received by the CRA: and For Year 8 of the Phase I Term, Developer shall receive Fifty percent (50%) of the Pledged Project Increment Revenues actually received by the CRA. W b, 71w Base Year per determ in ing Tax Increment Revenue firom the Project shall be as Follows: For the Phase I Term, the year prior to cornmenceiment of construction of'Phase I Improvements on (he Propeay, 6.2 No Prior Pledge of Pledged ProJect Increment Revenues. The CRA warrants and represents that the Pledged ProJect Inercment Revenues are not the subiect of any Iprior pledge by the CRA and agrees that such revenues shall not be assigned. pledged, hypothecaled or secured by the CRA ror the lxriod covercd by term of this Agreement. 6.3 Form �of Payment, Payaw nt ol'shall be in the foinn ol'a CRA check amide payaWe to the IDeveloper. ND payment umade under this AgreetTim shall be, conclusive eMence of the perfibrinance of this Agreement by Develop er. cu her wholly or in partµ and no payment shall be constrtwd to relieve Developer, ofubligations tinder this Agreement or to be an acceptance offlaulty or incorrq*te rendition or Developer's obligations under this Agreemens. Section 7. Notice and Contact. Any notice or other docurnmit required or allowed to be given pursuant lo this Agreement shall be in writing and shall he delivered personally. or by reconnized overnight courier or senir by certified rnid aiL postage prepaid, return receipt requested. 0 The use of'dech-onic communication is not considered as providing proper Notice pursttant to this Agreement. If to CR.A. suet) notice shall be addressed to, Michael Simon. Interit-n Executive Director Boynton Reach Community Redevelopment Agency 7 10 North Federal 1-1 ighway, Boynton Beach, Florida 33435 Tara W. My, Esq, ixwis. Longman & Walker. KA, 5 15 North Fingleir Drive Suite 1500 West Palm each. F"lorida 33401 Ifto Developer, such notice shaH be addrcsscd to. , Mr, Michael Ross Ocean One Boynton. LLC ch) Guffistrearn Property Mmiagement 9804. SC)IJ111 Military'J'rial Suite E• I I Boynton Beach, FL 33436 Mr, William Morris Southcoast Advisors. LLC 777 E. Atlantic Avenue Suite 100 Delray Beach, rL 33493 F. Davis Camalier Washington Real Estate Partners 1629 K Street N.W. Suite 1200 Washington. DC 20006 Willi a copy to: Bonnic Miskel. Esq. Gary S. Dunay, Esq. Dunay. Miskel and Backman, LLP 14 SE 4111 Street Suite 36 Baca Raton, FL 33432 Section 9. pgrouit The failure ot'Developer to comply with the provisions set forth in this Agreement shall constitutcadefault and breach of this Agreement. IfDcveloper Calls to cure the default within thirty (30) days of notice from the CRA. the CRA may terminate this Agreement and all obligations for payment or Pledged Project Increment Revenue to Developer shall cease. Section 9. Termination. Unless earlier terminated pursuant to the terms herein, this Agreement shall automatically terminate upon the last disbursement of Pledged Project Increment Revenue to Developer for the Project, or within two (2) years of tile E11'ectivc Date irthe Developer has 14iled to commence construction orthe Phase I Improvements subject to force majeure. Either Party may elect to ten-ninate this Agreement by providing 45 days written notice to tile other Party upon one or more of the following occurrences: a. The default of either Party, if such default is not cured within the time prescribed by this Agreement: b. The Parties enter into a mutually agreed upon, written Addendum, the effect of which is to terminate this Agreement. Section 10. Miscellaneous Provisions. 9 10A Waiver. The CRA shall riot be responsible for any property dfil-nages or personal injury susWned by Developer firorn any causc whatsoever related to the development of the ProJect, whether mach darnage or inJury occurs before;, during, or after the construction ol tine Illrojectorilicteri,nortis'sA�!,r,eciricni,. Developer hmv forever waives. discharges. and releases the CRA, its agents, and Its employees, to the (tallest extent the law allows, fromony Hability for any damage or inury sustained lby DM eoper, This ivaiver, discharge, sand release speeiricalty J include stegligence tray the CRA, its agents, or, its employees, to the fullest extent tile laws, 10.2 Indernnirication, Dcvcloper shall indeiianif„ , save, and hold harrnless tile CRA. its agents, and its employccs From any liabifity, claim, dcrnand, suh, loss, cost. cxpensc� or damage which may be asserted, clairried, orrecovered ap phist or firom (lie CRA. its, agwrits, or its employecsa by reason or any property damages or personal inJury, including dead", sustained by any person wh(,nrisoeverµ wMeh dmnage is incidental to, occurs as a result or, arises out of. or is othenvise Mated to flim negligoit or wrongful conducl or the fiatflty equipment (including equipment installation and removal) of Developer, Nothing in this Agrecmcnt shall be decawd to affect the H gmts,° privHeges. and saverclgn immunifies of' the CRA as set ford" in Section 768.28, Florida Staucs. This paragraph shall not be ccwnstrned to require Developer to indernnif� the CRA Ric its own negligence. or intentional acts of the CRA. its agents or cinployees. Each parly assumes dic dsk of personal in.jt,iry and property damage auribwaWe to the acts or omissions offfint party and hs officers, err ployces and agents, 10.3 Assignment. This Agreernent may only be assigned by the Dcvcl()per (a record owners or the property wilh the prior written consent of the CRA, which consent shall not be unreasonably withheld, provided, however. that any assignee hereto shall specifically assum(.- all ol'the obligations oirthe Developer' Under this Agreemen, 10.4 Successors and Assigns, 'i'lie CRA and DevOoper each binds itself" and its partners, SUCCCSSOTSw, executors. administrmors and assigns to ffie other party and to the partners, successors, executors, administrators and assigns of such other party, in respw to uH covenants or this Agrecinent.'Nothirig herein shall be construed as creating any personM liabflity on the part or any officeror agent ol't1w CRA, ruler shall it be constmed as giving any rights f)r benerits hermrsnder to anyone other than the CRA, ;and the DevOoper, 10.5 No Discrivinination. Developer shnH not discrii-ninate against any person on the basis or races, color. refigion, ancestry. national origin, age, sex, marital status, sexual orientation or disabilit,y for any reason in its h' ' mng of" contracting prackea s associated Mth this Agreement, 10.6 No Partnership, E te. Developer agrees nolhinj,.; conhained in this Agreement shall be deerried or construed as crenflng a partnership,joint vcnture, or, ernployce relationship., ll is specifienfly undo-stood that Developer is an indeperidw contractor and that no cmployer/crnployee or principal/agent is or shall be created nor shall exist, 1)y reason oftllis Agreement or the peribrinaince undeir this Agrec#ncm 10.7 Public Records: The CRA is a pubHc agency subject to Chapter 119. Fkyrida Statutes,, Dcvk-Aoper shall comply with Morida's Public Records Law. Specillcally, the Developer shall: H 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 custod inn of public records, provide the CRA with a copy orthe 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 low. C. Ensure that public records that are exempt or confidential and exempt froth public records disclosure requirements arc not disclosed except as aulhori7ed by low for the duration or itic contract lemi and rollowing completion or the contract WDeveloper does not transfer the records to the CRA. d. Upon completion offlic contract, transfier, at no costa to the CRA all public records in possession of" Developer or keep and maintain public records required by (lie CRA to po-rorm the service, jr Developer transters all public records to the public agency upon compiction or the contract. Developer shall destroy any duplicate public records that are exempt or conlidendal and exempt firorn public records disclosure requirements. If Developer keeps and maintains public records upon completion of the contract Developer shall rneet all applicable requirements for retaining public records. All records stored electronically must lie provided to the CRA, upon request from the CRA*s custodian orpublic records, in a format that is compatible with the inronnation technology systems ol'the CRA. 10.8 Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Put -tics concerning the subject metier expressed herein. No terms herein may be altered, except in writing and then only irsigned by all the parties hereto, All prior and contemporaneous agreements. undcrstandings, communications. conditions or representations. of any kind or nature. oral or written. concerning tile subject matter expressed hercin, are merged into this Agreement and the terms ol'ihis Agreement supersede all such other agreements. No extrancous inrorniation may be used to after the terms orthis Agreement. 10.9 Counterparts and I*ransmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required. each orwhich shall be deemed an original, but all or which together shall constitute one and the same instruslient. The executed signature page(s) born each original may be joined to, and attached to one such original and it shall constitute one and the sartic instrument, In addition. said counicriparts may be transmitted electronically (i.e., via facsimile or apdf fionnat document sent via electronic mail), which transmiticd document shall be deemed an original document lbr all purposes hereunder, 10.10 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. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose ofthis Agreement. 10.11 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 ofthe State of Florida and the United States or America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County. Florida, lbr all purposes, to which the Parties expressly agree and submit, 10.12 Independent Advice. Tile Parties declare that the terms or 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. 10.13 Severability. If any part or this Agreement is found invalid or unenforceable by any court. such invalidity or unenforceability shall not affiect the other parts of the Agreement if the rights and obligations orthe Parties contained herein are not materially prejudiced and iftile intentions or the Parties can continue to be achieved. To that end. this Agreement is declared severable. 10.14 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. 10.16 Effective Date. This Agreement will become eMctive upon the date and time the last party executes this Agreement. 10.17 Survival. The provisions of this Agreement regarding public records. indemnity. and rvaiver shall survive the expiration or termination orthis Agreement and remain in full 110rce and effect. F IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES OCEAN ONE BOYNTON, LLC a 1"1orida liin*led bbility Company '0 Cly:_ print Narne: 5 &�44,,ee PrintName: M SIATE Or 110RIDA SS. COUNTY OF BEFORE ME, an officer duly authorized bnew� law to administ r oaths and take acknowledgments. personally I( . .............. . as -jae appeared oath or OCEAN ONE BOYNTON, LLC. and acknowledged under that belshe has executed the foregoing Agreement as the proper official of' OCEAN GINE BOYNTON, LLC, for the use and purposes mentioned herein and that the instrument is the act and deed orocE AN ONE BO'NT ON, LLC. I le/she is personallykn!% itoane orhas produced as idenfirication, IN WITNESS OF I'l [Eff)REGOING, I have set imy halpland orlicial seal at in the State and County al'bresak day of 201 My Commission Expires: t -of Florida at MY COW N0 411, ase IREMAINDER OF PAGE INTENTIONALLY LEFT BLANKI JCRA SIGNATURE ON FOLLOWING PAGE) Ilk] WITNESSES Print ILL �14UL PIr-i n- Ia �m STATE OF FLORIDA COUNTY OF PALM BEACH BOYNTON BEACH COMMUNITY REDEVELOPMEN SCE PNWC,Y% By: Steen Grant. CRAaoard Chair m BEFORE ME, an olliccr duly authorized by low to administer oaths and take acknowicdgmcnis. personally appear cd Steven Grant as Board Chair ail" BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of Bt YNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned hercin and that the instrument is the act and deed ol'BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, Hetshe is personally known to me or has produced as idenfiricAbii 7—'* IN WITNESS OF T1,113 FOREGOING. I have set my hand and ollicial seal at in the State and County arbresaid on this day of A 20]gk gc My Commission Expires- otfiry Vi c, siveelot Florida at or Bonnie Niddien NOTARY PUBLIC STATE OF FLORIDA Com"O GGIO8394 Expires 52&2021 is Exhibit "All (Project) (see attached) R COHN - FREEDMAN - ENCINOSA & ASSOC, Architects, PA Exhibit "B" (Property) (see attached) m Vtt 917 CI III Mooro RSRd SUR V E Y N G 6 M P P I N O Tek (6118 211.084 dace Ratan, FWda 93467 C019. 1. at h 1. 190 L9IN Fox: (MV 241-5192 SKETCH AND LEGAL DESCRIPTION (NOT A SURVEY) OCEAN ONE - PHASE 1 LEGAL DESCRIPTION A PORTION OF THE NORTHWEST ONE-QUARTER OF SECTION 27, TOWNSHIP 45 SOUTH, RANGE 43 EAST, PALM BEACH COUNTY, FLORIDA, INCLUDING PORTIONS OF LOTS I THROUGH 6, "FUNK BROS. ADDITION TO THE TOWN OF BOYNTON". AS RECORDED IN PLAT BOOK 2 AT WAGE 13 OF THE PUBLIC RECORDS OF PAI.M BEACH COUNTY, FI ORICIA, AND A PORTION OF LOT 41 "OEWEY'S SUBDIVISION", AS RECORDED IN FLAT BOOK I AT PAGE 37 OF SAID PUBLIC RECORDS, ALL IN ACCORDANCE WITH THE "AGREEMENT PLAT", AS RECORDED IN PLAT BOOK 10 AT PAGE 2, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 27; THENCE NORTH 890 5538" EAST, ALONG THE NORTH LINE OF SAID SECTION 27, A DISTANCE OF 86.08 FEET; THENCE. SOUTH OO" 04'22" EAST, A DISTANCE OF 7.2.00 FEET TO THE POINT OF BEGINNING; THENCE NORTH 89" 55'38" EAST, DISTANCE OF 216.56 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT;THENCE EASTERLY AND SOUTHERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS Or 25.00 FEET AND A CENTRAL ANGLE OF 88"20'52", A DISTANCE OF 38.55 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 01° 43130" EAST, ALONG A LINE 15.00 FEET WEST OF AND PARALLEL. WITH THE EAST IANE OF SAID LOTS I THROUGH 6 AND THE EAST LINE OF SAID LOT 41, A DISTANCE OF 287.77 FEET; THENCE SOUTH 88'37'13" WEST, A DISTANCE OF 268.22 FEET; THENCE NORTH 01" 23'00" WEST, ALONG A LINE 60.00 FEET EAST OF AND PARALLEL WIIH THE WEST LINE OF SAID SECTION 27, A DISTANCE OF 292.55 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHTt TI• ME 'NORTHERLY AND EASTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS OF 25.00 FEET AND A CENTRAI ANGLE OF 91° 18'38", A DISTANCE OF 39.84 FEET TO THE POINT OF BEGINNING. SAID LANDS SITUATE IN THE CITY OF BOYNTON BEACH. PALM BEACH COUNTY, FLORIDA, AND CONTAIN 83,950 SQUARE FEET, MORE OR LESS, NOTES L REPRODUCTIONS OF THIS SKETCII ARE NOT VALID WITHOUT THE SIGNATURE AND 1HE ORIGINAL. RAISED SEAL OF A FLORIDA LICENSED SURVEYOR AND MAPPER 2. NO SEARCH OF THE PURI IC RECORDS WAS MADE IN THE PREPARATION OF THIS SKETCH AND DESCRIPTION. 3. BEARINGS SIIOWNZzHEREON ARE BASED ON THE %VEST LINE OF IHL NORTHWEST ONE- QUARTER HE STTE PLANFSECTICOORG To DINATETSYSTEM. ITATE OF FLNORORIDA, EAST ZONE, NbRTHRIAMERICAAN DATUM OF 1983, 1990 ADJUSTMENT_ CERTIFICATION IHEREBY CERTIFY TIIAT THE SKETCH AND DESCRIPTION SHOWN HEREON COMPLIES WIIH STANDARDS OF PRACTICE AS CONTAINED IN CHAPTER 611317-8, FLORIDA ADMINISTRATIVE CODE, PURSUANT TO SECTION 472 027 FLORIDA STATUTES, AND THAT SAID SKETCH AND DESCRIPTION IS ThUE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND BELIEF AS PREPARED UNDER MY DIRECtION. JXr 9.06AF`T'"'_. ____„ SURVEYOR AND MAPPER FLORIDA LICENSE NO, LS5111 III 12 P.O.C. V SKETCH AND LEGAL DESCRIPTION NW CORNER (NOT A SURVEY) SECTION 27-45-43 NOT FOUND) N89*55' VE 86.081 ct, BOYNTON BEACH BOULEVASW P O.B. N LINE SECTION 27-45-43 — - — - — - -25.00' _BBL' _55'NL� 2L6.56� L-38.55, 2" SOO* 04'22"E - D.88120'5 22.00' LOT l jlw Ald A MY R•25.00 L•39.84' (ORB 3901 PPG. 97 FPL EASEMENT (ORB 19094.PG. 1699) LOT 3 "AGREEMENT PLAT" LOT 4 (P,B. 10, PG. 2) "FUNK BROS. ADDITION OT 5 —_f6B-"Y77j3-W 268.22' —10'R/W TO BE DEDICATED "AGREEMENT PLAT" (P.S. 10, PG, 2) T 41 "DEWEy'SO SUBDIVISION" cp , B. 1, PG. 37) W AE L L. 8- P.O.R. 0. C - S. LINE LOT 41 a. C. 11 _0dEWa_AVENUE (6RgF4) Exhibit "C" IZ I ]ATIONS 1. a >orn 00-n m L4 -n Z :vo rl 5 0 Z??: 0 .0 .40-06 4,rr-O ARCLENOIN OEtTA ICERMAL ANGLE) LICENSED BUSINESS LICENSED sunumm OFFICIAL RECORDS 0009 • POINT or 09cl.4"1110 P31NT OF COW9MCCUENT • PLAT RUDA • MAI DEACR COUNTY RECORDS • PACE PROFESSIONAL SURVEYOR a WPM Rlw-or-wAv (Public Parking) (see attached) W I I laAl9 Ham malwas EXHIBIT "D" ANNUAL PERFORMANCE REPORT FORM (shall be required annually) Time Period F= Pdor to and during the construction of Phase I (if apipllcable): 1. Alred job placement consultant on 2, Hosted a job fair on 3. Noticed through the Conirnunky Outreadl-s Partner, availablifty of eniplayrnent op portun Mes related to construction, of Phase I of the project on 4,. Provided evidence of requirement in subcontractor's contracts to hire and train local residents 51 Provided list ofJob positions and descriptions to Community Outreach Partner, 6, Receipt of written confiry-nation frown the contractor and subcontractors of the requirement to use mWn-mm fiving wage on Prior to anti during the construction of Phase it (If appfir.We). 1, ObWned approval for a 1.00-roorri hotel on 1 Provided written confirmation of approval of the 50 additional pubk parking spaces (identifying the, Public parking spaces) an Post construeflon Certification requirements Phase I certification (if applicable): 1. Provided Certificate of Occupancy from the City of Boynton Beach or other governmental agency demonstrating Certificates of Occupancy for the Phase I's 231 multi -family units on 2. Provided a Certificate of Completion for IN the Project's 8,575 square feet of commercial is completed as a Grey Shell on 3. Provided certificate of completion of the 50 Phase I public parking spaces on A. Provided written confirmation of compliance with a Nationally Recognized High Performance Green Building Rating System on W FIRST AMENDMENT TO TAX INCREMENT REVENUE FUNDING AGREEMENT This First Amendment to Tax Increment Revenue Funding Agreement ("First Amendment") is made and entered into to be effective January 15, 2020, by and between Ocean One Boynton, LLC, a Florida limited liability company, with a business address of c/o Washington Real Estate Partners, LLC, 9804 South Military Trail, Suite E-11, Boynton Beach, FL 33436 (hereinafter the "Developer") and the Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes with a business address of 710 N. Federal Highway, Boynton Beach, Florida 33435 (hereinafter the "CRA") (collectively the "Parties"). WHEREAS, the CRA and Developer entered into that certain Tax Increment Revenue Funding Agreement dated January 16, 2018 (hereinafter "Agreement"), relating to development of the Project, as more fully defined and described in the Agreement; and WHEREAS, the Parties desire to amend the Agreement as hereinafter provided; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency of which both Parties acknowledge, the Parties agree as follows: 1) The recitals above and all other information above are hereby incorporated herein as if fully set forth. 2) Unless otherwise expressly defined herein, all terms used herein shall have the same meanings given to such terms in the Agreement. 3) Section 2.8 of the Agreement is hereby amended as set forth below with text that has been struck through indicating language to be deleted and with text that has been underlined indicating language to be added, 2.8 "Effectivedate the paf+y this A w_�.�,,.�F.........__..�,.M..._.... . the .,�+ „..,,,,._..,.�, ate" shall mean Janua�v 16. 2018_ r 4) Section 3.1 of the Agreement is hereby amended as set for below with text that has been struck through indicating language to be deleted and with text that has been underlined indicating language to be added. Section 3.1 Construction of the Project. Developer agrees to Commence Construction of the Project within two (2) three 13 i years of the Effective Date of this Agreement. Develol,�er shall dili entl and contmuousl ljyrsup comliletion of construction ,of the Proiect after issuance of the first buildin�2ermit subject tommforce maieure. 5) Subsection 3.1.1 shall remain as set forth in the Agreement. 6) Section 9 of the Agreement is hereby amended as set for below with text that has been struck through indicating language to be deleted and with text that has been underlined indicating language to be added. 01233511-3 Section 9. Termination. Unless earlier terminated pursuant to the terms herein, this Agreement shall automatically terminate upon the last disbursement of Pledged Project Increment Revenue to Developer for the Project, or within �kve-(2) three 3 years of the Effective Date of this Agreement if the Developer has failed to commence construction of the Phase I Improvement subject to force majeure. Either Party may elect to terminate this Agreement by providing 45 days written notice to the other Party upon one or more of the following occurrences: a. The default of either Party, if such default is not cured within the time prescribed by this Agreement: b. The Parties enter into a mutually agreed upon, written Addendum, the effect of which is to terminate this Agreement. 7) Except as expressly set forth in this First Amendment, the Agreement is unmodified and remains in full force and effect, and is hereby ratified and confirmed by the Developer and the CRA. This First Amendment may be executed in any number of counterparts, and 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 this First Amendment, this First Amendment shall control. 8) Nothing herein shall alter the terms and conditions of that separate Purchase and Development Agreement dated January 16, 2018, by and between Ocean One Boynton, LLC and the Boynton Beach Community Redevelopment Agency, which Purchase and Sale Agreement references and sets deadlines based upon time frames contained in the Agreement. IN WITNESS WHEREOF, the parties hereto set their hands and seals the day and year first above written. 01233511-3 WITNESSES OCEAN ONE BOYNTON, LLC a Florida limite4 liability company By: Print Name: :!(C— Title: STATE OF ..... .... .......... ....... . COUNTY OFIC�LXjjM The foregoing instrument was acknowledged before me by means ofxphysical presence or 0 online notarization, this J d a y of RL 20c-17 , by E.: JI -XV i G as representative for the OCEAN ONE BOYNTON, LLC, who is or who has producedas identification.� '*z' LISA E. DURANT rotary PublNotary Public - State of Florida T c, State of Florid Commission # GO 030056 My Comm. Expires Nov 7, 2023 n Bonded through National N*tM.Assn. Name Commission No. && qz5o(�� Commission Expiration 10*g 3 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 01233511-3 WITNESSES BOYNTON BEACH COMMUNITY REDEVELOP Mrfl""I 1'AQVNCV"),,/,, Print am slA-J�4 -T— sl+0-7... Print Name: ran„ r STATE OF r C-44— COUNTY OF By: Print Title: The foregoing instrument was acknowledged before me by means of 0 physical presence or 0 online notarization, this L day of 20 -ZLL, by as representative for the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY w personally known to me or who has produced.,_ a� idenVfication. Commission No. Commission Expiration 01233SLi-3 Name Bonnie Nicklien *NOTARY PUBLIC STATE OF FLORIDA Cornrn# GGIO8394 ,4b 'w Expires 5/25/2021 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] DUIMAY I 1 uu �m�uum of uuu 1 1II January 5, 2021 By email Board Member, Christina Romelus Community Redevelopment Agency City of Boynton Beach Gau-r ItDualuay Holae u..aHaazrmm tales°k' WSIK,O Dwayne IIlicker'son S att II6acki n„auw t Pa yaclear lade a is Coffman M att0uewnm H Sc oti; clar esti ns t 11111e °nIld taaua en ya, tada¢°u°n tlrcnolra Jac.geir ttachae, BaiW Patm eir Re: Update on Purchase and Development Agreement and Tax Increment Revenue Funding Agreement regarding Ocean One Boynton, LLC Dear Chair Grant, Vice Chair Penserga, and Board Members: As you will recall, at your last meeting, the Board discussed the Tax Increment Revenue Funding Agreement ("TIRFA") expiration currently scheduled to expire on January 16, 2021, and the status of the Purchase and Development Agreement ("Agreement") between the Boynton Beach Community Redevelopment Agency ("CRA") and Ocean One Boynton, LLC ("Developer'), including commencement of construction of the public plaza on the CRA's parcel. In response to your inquiry, on behalf of my client, I agreed to respond back to the Board with my client's plan related to the Agreement and TIRFA and its plan for redevelopment. As it relates to redevelopment of the subject property, my client is in negotiation with a venture partner to move forward with redevelopment. To that end, my client and the venture partner have evaluated the economics of the transaction, and even with the tax increment incentives allocated in accordance with the TIRFA, the project as currently approved is not economically feasible given the rent rates applicable to the area. As such, my client has concluded that it makes no sense to proceed under the current TIRFA and in an effort to be fully transparent is prepared to let the TIRFA expire. Rather than working with the framework of the TIRFA, my client and its venture partner are in the process of considering other alternatives in response to the current economic environment and would prefer to work out all the details and return to the Board at a later date with a plan that is economically viable and will result in the redevelopment of the subject property. As to the Agreement, my client is requesting a six month extension to the condition to the Agreement requiring the commencement of construction of the public plaza to give my client sufficient time to submit its alternative proposal. We are happy to attend your next meeting to discuss this request further. Sincerely, Bonnie Miskel, Esq. BM/rmm cc: Mike Simon, Executive Director Tara Duhy, Esq. Mr. Davis Camalier 14 S E, 4+ h SO or!, t, SLfltO 16,, L3oc a R,ttvan, V::L 33432 11 d l561 1405-3300 F;ax� f5611 409 234I www, cdrnitb( am tam UNIVERSAL COUNTY -WIDE MUNECIPAL, BUILDING PERMIT APPLICATION FORM jan )a 2020 Editi n )roved for use thro:,hout Palm Beach County and Municipalities KIND of PERMIT, (CHECK ONE); ORIMARY PERMIT (]SUB -PERMIT - If Fee & Value of a Sub -Permit are covered under a Primary Permit, complete boxes,(, 3 4, 5.6 & 8 only to apply. If not covered under a Primary Permit, complete the entire application to apply. PRIVATE PROVIDER:DPLAN REVIEW ❑INSPECTIONS FOR oFFICT YAE ONtr FBC Version:, Permit Type: Accepted By: „„ Application Date: Application CITY': AjA",J STATE:, &,-ZIP: Y12.2, 0 PHONE: -- 1 " l .. ""POV0 FAX;' " VALUE: PERMIT FEE: NET S.F (for SFD's): tSEEffESCe{EDULE ASAPPUES ASAPPlIES (] OWNER BUILDER PER FL 5r 4t 9 (AS NAMED ABOVE, FOR CONTACT INFORMATION SEE BOX 2) " SPA OR (CERT. HOLDER) DBA (CON DRESS• CITY: Contact License #: °"" A FAl(:...it to da the work and in EMAIL: "' �. e._ PHONE: Application is hereby made to obtain a perm installations as indicated. I certify that no work or Installation has commenced prior to the Issuance of a permit and that all work will ba performed to moot tha standards O; all laws regulating construction In this jurisdiction. I understand that a separate permit must be secured for ELECTRICAL WORK, PLUMBING, SIGNS, WELLS, POOLS, FURNACES, BOILERS, HEATERS, TANKS, and AIR r•r��i^�'^^"'�^" OWNER'S AFFIDAVIT: AFFIDAVIT: I certify that all the foregoing information is accurate and that all work will be dont: In compliance �regulating constriction and zoning. with all applicable laws re ulatin Prins ,Nam!t.b m NOTARY REQUIRED IF $ 2,500 OR MORE, OR FOR A OWNER / BUILDERS R COUNTY OF SS OFML UE TATE OF FLORIDA Sworn to r affirmed) and subscribed before ell day of by " of Notary Public - State of Florida) (Print, Type, or Stemissioned Name of N fit, a Physical Presence OR Online Notarization Personally Known OR Produced Identification Woe of IdentMratinn Prnel„r-d ftrwWreaFC wacw) P int N me:" NOTARY REQUIRED IF"$ 2,500 OR MORE, OR FOR ALL OWNER/ BUILDERS REGARDLESS OFA$ VALUE STATE OF FLORIDA COUNTY OF r7AJ M Ir AC Sworn to r affirmeld) and subscribed before met day of "� �- by of Notary Public - State of Florida) (Print, Type, or Starmmissioned Name of No Physical Presence OR Online Notarization Personally Known , OR Produced Identification Kilbourne And Sans Asphalt Maint. P.O. Box 6219 Estimate No: Delray Beach FI 33482 Date: PSCC U-16045 Broward CC 02-1726-W Phone 561-498-7040 Cell 561-279-5784 Fax561.278.7034 Kilbournepaving@aal.cam For Gulfstream Management Ldurant@wrepllc.com Boynton Trails Estimate 1,237 03/29/2021 Jab [location 114 N Federal Hwy Boynton Beach �"" Amount .�Am ,a� .,o, a� Rata h,na„ ro,��,� quantity Description ,�... .,u. „�1 $25,350.00 $ 25,35000 Construct free form concrete sidewalk through proposed park. Includes excavate, form pour and finish concrete sidewalk 600'x S' x 4", 3000 sq ft 1 $0.1 $0.00 A 1 $0,00 $0.00 Does not include tree removal or relocation 1 $aDO $0.00 Does not include plans, permits, testing, as builts,laa out, ,p�ment duelands upon completion, any changes required by permitting agency, or any item not specified. $25,350.00 Subtotal 1l $25,350.00 y30"0i� Total 1/1 Southern Palma Landscaping 700 E Atlantic Blvd. Ste. 201 Pompano Beach, FL 33060 LIS 954-900-6400 e.wadewsouthernpalmslandscaping.com Boynton Trail Centre 9804 S. Military Trail. Suite E2-10 Boynton Beach, FL 33436 Estimate ESTIMATE # DAYS 1582 ()4/02/2021 OTy RATE ; AMOUNTDATE ACTIVITY DESCRIPTION g 375.00 3,375.00 ung Install (9) Sabal Palms with 6-8' of 04/02/2021 Clear Trunk 14 525.00 7,350.00 04/02/2021 Landscaping Install (14) Live Oaks 30 Gallon, 12' tali, 5' spread, 4' trunk install (20) Clusia 3 gallon 20 18.00 360,0004/02/2021 Landscng approximately 18" tall, 0.00 The Clusia are a shrub used for 1 0.00 ()4/02/2021 hedges and not a ground cover. Please make sure this would be acceptable. There are 3 gallon sizes available and would be more cost effective. 1 0.00 0.00 Irrigation is required prior to 04/02/2021 installation of any plants. Otherwise, SPL cannot provide a warranty. SPL would need same sort of 0.00 0.00 04/02/2021 Lr�SI layout prior to Installing the plant material. Please verify all plants meet the city's requirements. SPL will not be responsible after installation if they do not meet city requirements. $11 A5.00 TOTAL Accepted By WAJ(,�/\" Accepted7111F114 —M, , "Ite Specifications Color/Finish White Color White HazMat Hazardous XPEDX Florida Park Bench, Green Plastic Free Shipping In lower 48 states Resin, 10919055 Next-day delivery PART 293839 9RAND �"` $303.00 Hassle-free returns • Florida Park Bench ' Plastic Resin Strong, Durable Bench Provides Maximum comfort • Park Benches Are Great For • 4 Length Offices, Gardens Or Pool Areas Mfg #10919055 • Green Certifications & Standards packaging Dimensions Make & Mode( Brand XPEDX AbilityOne Height 0.008 Gauntry of Origin GERMANY ADA Approved ` Length 0.027 Manufacturer Fart 10919055 GSA Scheduled size Measure IN No Made in the USA Weight 47.000 UNSPSG 56112109 TAA/BAA compliant Weight Measure LB t i l Listed Width 0,060 Specifications Color/Finish White Color White HazMat Hazardous I Wallace Yard Maintenance LI.0 733 West 9th Street Riviera Beach, Fi 33404 Phone: (561) 670-5510 04/0812021 Address: 114 N Federal Hwy Blvd Beach Boynton Beach, FI 33435 RM Job Name: Lot SE Corner Of Boynton J4B DESCRIPTION: ct will consist of installing anew battery powered irrigation system off a V8 city In detail the proje 9 it will be a five zone system with six rotor heads per zone ensuring tte 11 cover mer that can water meter six zone ba rY plant material on site. The system will be controlled by a 9v battery run up to a year with changing the battery. If needed, bubblers will be placed on oak trees showing any signs of struggling. We propose, to furnish labor and materials in complete accordance with the above specifications Proposed Cost: $3100 tance of Proposal; The above prices and specifications are satisfactory and are hereby Accep accepted. Signature PURC14ASE AND DEVELOPMENT AGRGCMGM' page 51 of 77 Rum f, Michael From: Pinder, Craig Sent: Wednesday, September 08, 2021 12:51 To: Rumpf, Michael Subject: RE: "Plaza" at Ocean One I Permit# 21-2330 The application was submitted on May 13tH, all comments were issued on June 15t and sent to the applicant's email a(�HbWrne2avin��2 Iw iu!i ,). I provided additional comments on June 17th after speaking with Amanda, and those additional comments were sent to the applicant on June 18tH (w'raaug :u::r Naanirier IIII f3evela:ai:ament, Nanawa ng & Zoning ailing Addo es!,,a: RD. Box 31.0 � Bc)yntoin Beach, Hw idaa 33425 Plhysa c,fl Addra ssT 1.00 1:. Ocean Ave, � Boynton Beach, Hoaida 1143!1 561....74.2-6264 Kndeir-C@b fLu s boyar torn-Ibeach,org 'IMM El 13 Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure. Under Florida records law, email addresses are public records. Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Pinder, Craig Sent: Wednesday, September 8, 20218:27 AM To: Rumpf, Michael <RumpfM@bbfl.us> Subject: FW: "Plaza" at Ocean One I Permit# 21-2330 Good morning Mike, The P&Z reviews for the plaza at Ocean One is copied in the email below. There hasn't been any movement on the permit since the initial submittal. From: Pinder, Craig Sent: Friday, August 6, 20218:28 AM To: Radigan, Amanda <tliiFauls�11111 ut> Subject: "Park" at Ocean One I Permit# 21-2330 Hi Amanda, Below are the review comments from P&Z. The permit was submitted on May 3rd or the 13th (the "in" dates aren't the same for the submittal entry and the other review disciplines) and has not come back in for corrections as yet. After our discussion in June, I made additional comments on the permit on June 17tH 5/26/2021, 1:51:27 PM BYB2KDZ Reviewed by Katie Hatcher (bg ' tbgrk2h! L�n;) Results: 21-2330 1st Review (Cycle 00) Not Approved Please make the following corrections: 1. Submit a current survey of the subject property. 2. Submit a City Commission approved site plan for the proposed improvements. 3. Submit a City approved landscaping and irrigation plan for the proposed improvements. 4. The sketch submitted indicates a location that conflicts with approved plans for the still valid Ocean One project. 6/17/2021,3:41:00 PM BYB2CHP Please make the following corrections: (1) The submitted drawing is insufficient to conduct a complete review. Please submit a complete set of professionally drawn plans. These plans should include a Landscape Plan, Irrigation Plan, and Tree Disposition Plan (if applicable). (2) Please submit a detail of the sidewalk. (3) Please submit a letter of approval from the Boynton Beach CRA for the proposed park/landscaping improvements. Navaline screenshot: AV0110t1*0T4UMbt9 2i 0OW2330 Addre" 222 N FEDCPALHYPe 55 PC" 06 -43 -45,27 -02 -0001 -WO' Appflratjon Type copwt�* sr, F. 1.d�pp'-&Vemp' 'ti t 1•z Tenant Name, Numbef N Fed, -Ira I P4 Let Numbto Cew"Mok losed Ry ftvjew Step Aqe�f D*W1'Ptkm .' m Revision I path A Stop Required I n I 0 MMate4 COMOO&U00 Option Rev -won 4 SUS�4rTALQUICKENTR 000 A 00 N 051321 05M SUB?"I"AL 00 0%32.t PLANNWC 8 Z0NkNG ow a 00 N3 1 1! OLANNINO 9 ZONINZ 000 8 01 % 071( ELECTRICAL 000 C 00 W 061! G:D D 07J STPUCrVPA. 000 r 00 050321 061! 00 061! r S1WO K 00 N 050324 0613 NOTKE FOPCOMIAENTS ow pq 00 1 06 01,20 0615 NOT, tCE FOR COMMENTS 000 N 01 w 06172# 0 on, * 2 LEIS 641114141,144 ona L ILONGMIAN w LW WALKER September 7, 2021 Ms. Bonnie Miskel, Esq. Dunay, Miskel and Backman, LLP 14 SE 4th Street, Suite 36 Boca Raton, FL 33432 RE: Ocean One Boynton, LLC Dear Ms. Miskel: Attorneys at Law Ilw-law.com Reply To: tduhy@llw-law.com On behalf of the Boynton Beach Community Redevelopment Agency ("CRA"), please accept this letter requesting an update from your client, Ocean One Boynton, LLC, on the status of construction of the public plaza on the former CRA property that is required as condition of the Purchase and Sale Agreement dated January 16, 2018. On May 9, 2021, you notified the CRA that a permit application for the Project had been filed with the City of Boynton Beach. Since that time, the CRA has not received any additional information regarding your client's efforts to comply with the Agreement. As you are aware, the deadline to commence construction of the Project was extended to March 9, 2021. If the CRA does not receive evidence that commencement of construction is imminent, the CRA Board will consider issuing a notice of default to your client at its next Board meeting on September 14, 2021. Please feellfree to contact me with any questions. I look forward to hearing from you. Very t 4 ly y urs, ,I Dara W. Duhy c: Davis Camalier William Morris Michael Ross Gary S. Dunay, Esq. Thuy Shutt 01534952-3 JACKSONVILLE 245 Riverside Ave. Suite 510 Jacksonville, Florida 32202 T: 904.353.6410 F: 904.353.7619 ST. PETERSBURG 100 Second Ave., South Suite 501-S St. Petersburg, Florida 33701 T: 727.245.0820 F: 727.290.4057 TALLAHASSEE 315 South Calhoun St. Suite 830 Tallahassee, Florida 32301 T: 850.222.5702 F: 850.224.9242 See .. IPlhuiiings TAMPA 301 West Platt St. Suite 364 Tampa, Florida 33606 T: 813.775.2331 WEST PALM BEACH 360 South Rosemary Ave. Suite 1100 West Palm Beach, Florida 33401 T: 561.640.0820 F: 561.640.8202 From: Tara Duhv To: Shutt. Thuy; Nicklien, Bonnie Subject: FW: Update on the Plaza at Ocean One Date: Tuesday, September 7, 20214:50:54 PM From: Bonnie Miskel <bmisl<el@dmbblaw.com> Sent: Tuesday, September 7, 20214:37 PM To: Tara Duhy <tduhy@llw-law.com> Cc: Mike Ross <mross@wrepllc.com> Subject: Update on the Plaza at Ocean One External Email Good afternoon, In response to your request for an update, my client's permit application is in for permit review. While we have received and been signed off on some of the review comments, we have some issues with certain comments that need some clarification/ resolution related to process. My assistant is in the process of setting up a meeting or call with both CRA staff and City Planning and Zoning staff to hopefully provide us with some direction in moving forward through the permit review process. I will keep you apprised of our progress. If you have any questions, please let me know. Sincerely, Bonnie Miskel Esq. Dunay Miskel and Backman, LLP 14 SE 4th Street Suite 36 Boca Raton, Florida 33432 B..mi.sh.e .(Wdmbibiaw.conn Main line: (561)405-3300 Direct line: (561)405-3321 Mobile: (561)306-7087 DISCLAIMER: This email is covered by the Electronic Communications Privacy Act, 18 U.S.C. §§2510-2521 and is legally privileged. The information contained in this email is intended only for use of the individual or entity named above. If the reader of this message is not the intended recipient, or the employee or agent responsible for delivering it to the intended recipient, you are hereby notified that any dissemination, distribution, or copying of this communication is strictly prohibited. If you receive this email in error, please notify the sender immediately at the phone number above and delete the information from your computer. Please do not copy or use it for any purpose nor disclose its contents to any other person. CONFIDENTIALITY NOTICE: This email message including any attachments is intended only for the person or entity to which it is addressed and may contain confidential and/or privileged material. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contact the sender by reply email, destroy all copies of the original message, and do not disseminate it further. If you are the intended recipient but do not wish to receive communications through this medium, please advise the sender immediately. October 6, 2021 By email to: shl_u:�:�:t.. .h_tfl....!j. Thuy Shutt, AIA FRA -RA Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue Boynton Beach, FL 33435 Re: Update on Ocean One construction of Plaza Dear Thuy: Law 0. Odcm Mco[e JdiN@ geii1" As you will recall, a condition of the Purchase and Development Agreement ("Agreement") between the Boynton Beach Community Redevelopment Agency ("CRA") and Ocean One Boynton, LLC ("Developer"), included commencement of construction of the public plaza on the former CRA parcel ("Plaza") in the event Developer failed to commence construction of any of the improvements within the approved site plan. As development was not commenced timely, my client submitted an application for a permit to construct the Plaza in accordance with the plan that was attached to the Agreement. After receiving a number of comments associated with the permit application and speaking with both you and the City of Boynton Beach Planning and Zoning staff, we have come to the conclusion that in order to address permit comments, multiple additional plans would be required that were never envisioned by the Agreement. One such plan is a full site plan inclusive of all documents associated therewith for the Plaza. Other plans include irrigation, lighting, landscaping and potentially drainage. While the construction of the Plaza is intended to be temporary in nature, a new site plan for the Plaza would normally nullify the underlying site plan to the extent that they overlap which is obviously in conflict with the City's, CRA's, and owner's ultimate interest in the site being redeveloped. As my client does not want to nullify the underlying plan, an alternative proposal we wish to present to the CRA is to pay the CRA the value of the park improvements (attached to the permit application) in the amount of $39,000 to use for any other CRA or City open space plaza or park. DUIMAY uuuu um GaarY Clunl ay HajixC;ddNho n N " uuuuuum uuuuuum BGAIYn" MV,V4d, [11wayITe" IwII;Iw..":;on uluul III Scott IB a!rkinrlan EU Zada OaPdes uuuuu Omf-, E, 'Gc Coffman M BiNORS'"w NN S otiP October 6, 2021 By email to: shl_u:�:�:t.. .h_tfl....!j. Thuy Shutt, AIA FRA -RA Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue Boynton Beach, FL 33435 Re: Update on Ocean One construction of Plaza Dear Thuy: Law 0. Odcm Mco[e JdiN@ geii1" As you will recall, a condition of the Purchase and Development Agreement ("Agreement") between the Boynton Beach Community Redevelopment Agency ("CRA") and Ocean One Boynton, LLC ("Developer"), included commencement of construction of the public plaza on the former CRA parcel ("Plaza") in the event Developer failed to commence construction of any of the improvements within the approved site plan. As development was not commenced timely, my client submitted an application for a permit to construct the Plaza in accordance with the plan that was attached to the Agreement. After receiving a number of comments associated with the permit application and speaking with both you and the City of Boynton Beach Planning and Zoning staff, we have come to the conclusion that in order to address permit comments, multiple additional plans would be required that were never envisioned by the Agreement. One such plan is a full site plan inclusive of all documents associated therewith for the Plaza. Other plans include irrigation, lighting, landscaping and potentially drainage. While the construction of the Plaza is intended to be temporary in nature, a new site plan for the Plaza would normally nullify the underlying site plan to the extent that they overlap which is obviously in conflict with the City's, CRA's, and owner's ultimate interest in the site being redeveloped. As my client does not want to nullify the underlying plan, an alternative proposal we wish to present to the CRA is to pay the CRA the value of the park improvements (attached to the permit application) in the amount of $39,000 to use for any other CRA or City open space plaza or park. I understand that you intend to provide the CRA with an update at the October 12, 2021 meeting. I will be attending the meeting to discuss this proposal if it pleases the Board. Sincerely, Bonnie Miskel, Esq. BM/rmm cc: Chair, Steven B. Grant Vice Chair, Woodrow Hay Board Member, Ty Penserga Board Member, Justin Katz Board Member, Christina Romelus Tara Duhy, Esq., CRA Attorney Mr. F. Davis Camalier Mr. Michael Ross sLWLEWISG LOCiiVGN46'A�I WALKER Bonnie Miskel, Esq. Dunay, Miskel and Backman, LLP 14 SE 4th Street, Suite 36 Boca Raton, FL 33432 Dear Ms, Miskel; Attorneys at Law Ilw-law.com Reply To:cas;aMctt,czOly;tcr,da.c°° On behalf of the Boynton Beach Community Redevelopment Agency ("CRA"), please accept this letter concerning your client, Ocean One Boynton, LLC, and the status of the construction of the public plaza on the former CRA property, which is required as a condition of the Purchase and Sale Agreement ("Agreement") dated January 16, 2018. As you may recall, at the October Board meeting, the CRA Board declined your client's offer to pay the CRA $39,000 in exchange for the release of the public plaza requirement. Instead, the Board elected to provide your client with three options to address the failure to commence construction: 1) Your client may pay the CRA $20,000 for a two-year extension to receive a building permit for the public plaza, which would create a new deadline of March 9, 2023. As part of this option, your client would be required to provide updates on the status of the construction to the CRA Board every six months. 2) Your client may offer the CRA a larger payment in exchange for the release of the condition. The Board indicated it was unlikely to accept an offer that is less than $100,000. 3) The CRA may declare your client in default of the Agreement and pursue all remedies available thereunder. 01561104-3 JACKSONVILLE 245 Riverside Ave. Suite 510 Jacksonville, Florida 32202 T: 904.353.6410 F: 904,353.7619 ST. PETERSBURG 100 Second Ave. South Suite 501-5 St. Petersburg, Florida 33701 T: 727,245,0820 F: 727.290.4057 TALLAHASSEE 315 South Calhoun St. Suite 830 Tallahassee, Florida 32301 T: 850.222.5702 F: 850.224.9242 See Things Cifferently' TAMPA 301 West Platt St. Suite 364 Tampa, Florida 33606 T: 813,775.2331 WEST PALM BEACH 360 South Rosemary Ave. Suite 1100 West Palm Beach, Florida 33401 T: 561.640.0820 F: 561.640.8202 Bonnie Miskel, Esq. October 29, 2021 Page 2 Please note that failure to select an option may result in the CRA Board issuing a notice of default to your client. Please feel free to contact me with any questions, I look forward to hearing from you. Very Truly Yours, Kathryn Rossmell C Davis Camalier William Morris Michael Ross Gary S. Dunay, Esq. Thuy Shutt Tara Dully OIS61104-3 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 9, 2021 Board Member Katz moved to approve. Board Member Romelus seconded the motion. There were no online comments. The motion passed unanimously. 6. Legal Attorney Duhy stated in October, they had discussion with developer of the Ocean One Boynton project regarding the commencement of construction of the public plaza. CRA Board Counsel Kathryn Rossmell sent a letter to Attorney Bonnie Miskel at the direction of the Board in October, to either extend the construction period of two years for consideration of $20K or paying $100K or make some offer to buy out that provision. Today, they received a response indicating Ocean One would chose Option One. The letter is before the Board which Attorney Duhy read as follows: "On behalf of land owner of 114222 N. Federal Highway, ocean one Boynton LLC, thank you for your letter outlining the option of the status of the construction of the public plaza pursuant to the Purchase and Development agreement dated January 16, 2018. The landowner is choosing Option one and will pay $20,000 within five business days from the date of this letter for an extension to commence construction of the public plaza from the original expiration date, creating a new deadline of March 9, 2023. This letter will serve to establish that extension of the deadline upon receipt of the $20K. This letter will also confirm that if both current of future land owner pull a permit, (and Attorney Duhy stated she has confirmed with Ms. Miskel that that is a building or engineering permit) by March 9, 2023 for either A, a new site plan for the entire 3.4 acre site; or B, the site plan consisting of 231 units approved on April 4, 2017; or C: commence construction of the public plaza on March 9, 2023, the Boynton Beach CRA will deem the construction requirements of the previous paragraph satisfied and release any and all restrictions on the deed as referenced in the agreement." It was clarified commencement of construction means pulling and proceeding with construction with all due diligence. Chair Grant was concerned about the deadline to commence construction for option C as there is no deadline. Attorney Duhy explained the party has to begin construction by March 9, 2023. Chair Grant noted it is not a Certificate of Occupancy as no one is occupying the location. he asked when do they have construction of a public plaza as agreed to in the original agreement. He asked what is fair amount of time for completion of construction. Ms. Shutt thought it would be about nine months as it is an outdoor space and it only pertains to sidewalk, tree plantings, irrigation and lighting. Chair Grant recommended if the project goes for more than nine months, it constitutes a default. Attorney Duhy stated she can add a sentence to the letter requiring completion of construction within nine months. We Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 9, 2021 Attorney Bonnie Miskel, confirmed itonly applies to paragraph C and thought it was acceptable. A motion to approve the terms of the letter with the amendment as stated and authorization for Ms. Shutt to execute it was requested. Motion Board Member Romelus so moved. Vice Chair Hay seconded the motion. The motion passed unanimously. . Ernest Mignoli, 710 NE 7t" Street, had the same comments. Every time the Board is before the public, there is talk with a lot of developers, lawyers, business people and residents, it always seems to go the wrong way and nothing can be done. He asked why the City Attorney's law firm from Broward county is always so influential of things that come in Boynton Beach. He asked why the City does not have local attorneys representing the City and the residents instead of Broward and Dade individuals. It made no sense to him and it is turning Boynton Beach into Broward and Dade County. He thought when one Board member makes a good point and it puts a damper on something, another Board member says they will accept it. He noted there is a CRA Board, and a CRA Advisory Board, and he thought one member of CRA Advisory Board was seated on the CRA Board, and wondered why everyone does not see the matter as conflicted. He asked why, on these corners and development, 500 residents were not present. If it was in the Mayor's neighborhood he would show up. He noted no one was present. The development is drastic and the public cannot stop anything and the Board will term out and they are left with this mess. Vote The motion passed unanimously. 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 Board Member Katz spoke to representatives from Centennial Management Board Member Romelus spoke with Brian Fitzpatrick. Board Member Penserga spoke with Attorney Bonnie Miskel, Kim Kelly, he attended the Downtown Business Coalition, the other day and Elizabeth Swezy and Mr. Oyer months ago. Vice Chair Hay spoke with Elizabeth Roque, Centennial Management and Kim Kelly. Chair Grant spoke with Brian Fitzpatrick, the Centennial Management Group, Harvey Oyer, Tim Collins, Ocean One and also attended the Downtown Business Coalition meeting. 11 S o 1 1� . a „ 14 +w 4th Street, Boca Raw, Fl. 33432 As YOU srs &Wlire, on November 9, 202 1, the Board of the BoyntonBeach behalfAgenq ("CW) voted to accept the terms provided In your letter on of Oceaw AYM i.M 2021, attached hereto as Exhibit A ("Extension Letter), conditional upon Undowmes agreement to this additional term: Any construction of the public plaza must be completed no laterthan nine months after the commencement of construction of the public plaza. If the Larsdowneraccepts this additional term, please return an executed co, ett � ♦,. r, ► •, r � r M :... t �, N , W M � • M:. y t It w, i q r S" Third Eiiftrentl TAMPA 301 West Putt St. Suite 364 WEST PALM • ,0 South Rosemary Ave, Suite 1100 di a1 November 9, 2021 By Email Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director and Kathryn Rossmell, Esq. Re: Letter from Kathryn Rossmell, Esq, to Bonnie Miskel, Esq. dated October 29, 2021 Dear Thuy and Kathryn: "hu'l, J,ioijo[ pa,dh�JaO Rond P,kn""r On behalf of the landowner ("Landowner") of 114/222 North Federal Highway ("Site"), Ocean One Boynton, LLC, thank you for your letter outlining the options relating to the status of the construction of the public plaza, pursuant to the Purchase and Development Agreement ("Agreement") dated January 16, 2018. The Landowner is choosing option I and will pay $20,000 within five (5) business days from the date of this letter for an extension to commence construction of the public plaza from the original expiration date, creating a new deadline of March 9, 2023. This letter will serve to establish that extension of the deadline upon receipt of the $20,000. This letter will also confirm that if both current and/or future Landowner of the Site pull a permit by March 9, 2023, for either a) a new site plan for the entire 3.48 acre Site or b) the site plan consisting of 231 units approved on April 4, 2017, or c) commence construction of the public plaza by March 9, 2023, the Boynton Beach Community Redevelopment Agency ("CRA") will deem the construction requirements of the previous paragraph satisfied and release any and all restrictions on the deed as referenced in the Agreement. Please note this letter shall be binding on and benefit current owner and future owner. Thank you for your consideration. Sincerely, Countersigned: ............. 1.11,111,111, - T � - ♦- -1 X. filIMMITRUNT-WINT-40"IM Ms [4 `z,(. Oh S1i ouE, 3(, Bi.,x,a Raton, � �, f e 15 6 1 � 6 0 5 3 �, 0 ) R:,,,,,x,: I 1,5,,'i ;f 4 0 Y 2 34, 1 dimhIbLiw, coo NAYG,df,y hmay lam4rarrrs&'. ICNd6 uN u'Son ISKEL, Bolivue Nlq�,�oul EIQ Z401amdo� Ifm BAC Coflman Matuiew Koraniran L I P H 1','P p (11 C z, � 1� err Chsflna Wenk� November 9, 2021 By Email Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director and Kathryn Rossmell, Esq. Re: Letter from Kathryn Rossmell, Esq, to Bonnie Miskel, Esq. dated October 29, 2021 Dear Thuy and Kathryn: "hu'l, J,ioijo[ pa,dh�JaO Rond P,kn""r On behalf of the landowner ("Landowner") of 114/222 North Federal Highway ("Site"), Ocean One Boynton, LLC, thank you for your letter outlining the options relating to the status of the construction of the public plaza, pursuant to the Purchase and Development Agreement ("Agreement") dated January 16, 2018. The Landowner is choosing option I and will pay $20,000 within five (5) business days from the date of this letter for an extension to commence construction of the public plaza from the original expiration date, creating a new deadline of March 9, 2023. This letter will serve to establish that extension of the deadline upon receipt of the $20,000. This letter will also confirm that if both current and/or future Landowner of the Site pull a permit by March 9, 2023, for either a) a new site plan for the entire 3.48 acre Site or b) the site plan consisting of 231 units approved on April 4, 2017, or c) commence construction of the public plaza by March 9, 2023, the Boynton Beach Community Redevelopment Agency ("CRA") will deem the construction requirements of the previous paragraph satisfied and release any and all restrictions on the deed as referenced in the Agreement. Please note this letter shall be binding on and benefit current owner and future owner. Thank you for your consideration. Sincerely, Countersigned: ............. 1.11,111,111, - T � - ♦- -1 X. filIMMITRUNT-WINT-40"IM Ms [4 `z,(. Oh S1i ouE, 3(, Bi.,x,a Raton, � �, f e 15 6 1 � 6 0 5 3 �, 0 ) R:,,,,,x,: I 1,5,,'i ;f 4 0 Y 2 34, 1 dimhIbLiw, coo APPRAISAL REPORT VACANT LAND 222 NORTH FEDERAL HIGWAY BOYNTON BEACH, FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation, Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach, FL 33435 November 10, 2022 Vance Real Estat,e, Service November 10, 2022 Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach, FL 33435 RE: Vacant land, 222 N Federal Highway (as part of the whole site at 114 N Federal Highway) Boynton Beach, FL 33435 (Legal description is in the report) Ladies and Gentlemen: In fulfillment of our agreement, we transmit our Appraisal Report, in which we develop an opinion of market value for the fee simple estate in the referenced real property as of November 10, 2022. The report sets forth our value conclusion, along with data and reasoning supporting our value opinion. This report was prepared for and our professional fee billed to the client and intended user, Boynton Beach Community Redevelopment Agency. Our analyses have been prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP 2020-2022). This report is for exclusive use of the client and intended user for review of the market value of the appraised property on the effective date of valuation. Jesse B. Vance, Jr. and Claudia Vance visited the property. If you have questions or further needs, please contact the undersigned. As a result of our analyses, we have developed the following opinion of market value of the appraised property, subject to definitions, certifications, and limiting conditions set forth in the attached report. ONE MILLION SEVEN HUNDRED SIXTY-FOUR THOUSAND DOLLARS 1.764.000 (THIS LETTER MUST REMAINATTACHED TO THE REPORT WITH EIGHTY-FIVE (85) NUMBERED PAGES FOR THE VAL UE OPINION SET FORTH TO BE CONSIDERED VALID) 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" Street, Plantation, FL 33317-2204 954/583-2116 vancevalkatt.net TABLE OF CONTENTS Page Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photographs o the Subject Property 5 Subject Aerial Photo 9 1-3-5 Mile Location Map 10 1-3-5 Mile Summary of Demographic Statistics 11 Summary of Important Facts and Conclusions 13 DESCRIPTIONS ANALYSES & CONCLUSIONS 15 I T entity of Client and Intendedd User 16 Intended Use 16 Identification of Real Estate Appraised 16 Ownership 16 Property Address 16 Legal Description 16 Real Estate Tax Analysis 17 Market Area Description 18 Zoning 26 Site Description 27 Real Property Interest Appraised 28 Appraisal Purpose and Definition of Market Value 28 Effective Dates of the Appraisal and Report 29 Scope of the Work 29 Summary of Information Considered 30 Property History 30 Highest and Best Use 31 SALES COMPARISON APPROACH - LAND VALUATION 34 Land Sales aeria p oto 35 Land Sale Documentation 36 Land Sale Comparison and Adjustment Chart 52 Land Valuation by Sales Comparison 53 FINAL VALUE OPINION 57 Certification and Limiting Conditions 58 ADDENDA 60 Acquiring deed 61 Land Use map 68 Excerpt of "MU -C" Zoning ordinance 69 USPAP Standards Rule 2-2a 72 Qualifications of the Appraisers 76 INTRODUCTION Looking East @ 222 N. Federal Highway Looking South @ 222 N. Federal Highway Looking West @ Intersection of Federal Hwy & BB Boulevard Looking East on Boynton Beach Boulevard f Looking South on Federal Highway Looking North on Federal Highway rg" ON ....... ... Looking SW @ Intersection of Federal Highway & BB Boulevard Looking NE @ 222 N Federal Highway Looking South @ 114 N. Federal Highway jiN /0 N 7 Looking South @ NE 6t" Court Looking SW @ 114 N. Federal Highway Looking North @ 114 N. Federal Highway 8 1-3-5 MILE RADII FROM VALUED REAL PROPERTY 222 N. FEDERAL HIGHWAY BOYNTON BEACH, FLORIDA 33435 Ice esno 222 N Federal Hwy, Boynton Reach, Florida, 33435 lF"ipaired by Esd Riin� 1, 3, 5 rrefle radfi I mile 3 "Oles 5 InNes 2010 Population 11,975 71,65S 167,689 2020 Populmdon 14,734 82,924 188,426 2022 Flopu$abon 15,325 84,503 191,237 2027 PopjWtlon 16,493 85,931 194,375 2010-2020 Annual ftte 2.10% 1.47% 11. 17% 2020-2022 Annual Rate 1.76%, 0.84% 0.66% 2022-2027 Annual Rate 1.48% 0.11% 0.33% 2022 Male Population 48.9% 47.9% 47.7% 2022 Fernale ftpulabon 51.1% 52.1% 52.3% 2022 Median Age 44.1 44.5 47A Ira the identrfleKJ area, the current year populaban �s 191,237a lei 2020, the Census count in the area was 180,426. The rate of 0ange sirwe 2020 was 0.66% micanually, The five-Vmr pvvjecbon ft, the population in the area is, 194,375 representing a change rA 0.33% annually from 2022 to 2027 Curren"y, the pcWu"on Is 47.7% mage an,d 52,,3% femak, MaNso Age "nve medlan age In this area Is 47A, compared to U.S. rnedlan age of 38.% 2022 White a1 an 44.9% 513%, 54.9% 2022 Sbck Ak)ne 40.7% 29.7'% 24.5% 2022 Arnolcon Indlart/Alaska NoUve Akme 0.2% 0.4% 0.5% 2022 Asian Akme 0.9% 1.9% 2.,41% 2022 Pladfic Iskinder firkme M094 0.0% 0.0% 2022 Other Race 4.6% 5.811% 6,,3% 2022'TWo or More Races 8.6% 10'A% 11.4% 2022 Hispanic Origin ( 00y Recr) 13.2% 17.3% 18.8% ftmms & Hisimink wiqln represent, 18.8% of the populaUtm M thie Identffied aroma compared to 19.0% of the U.S., population. Perv,*ns of Nspanic O,rWin array be of army race, `The Diversity Index, which measures the probabillty that two people, frorn the &'Nrwle area w4l be from different race/cOrft gruups, is 73.6 In the Cdenfifled it au, cnmparW to 71.6 for the U.S. as a whole. 2022 Weafth Index 7'5 86 107 2010 Flue usefuAds 4,730, 30,766 72,707 2020 IIrlmrseholds 5,993 35,551 80,839 2022 HousekhoWs 6,279 36,45-1 82,346 2027 Households 6,815 37,071 83,622 2010.2020 Aninual Rate 239% 1.46% 1,,07% 2020-2022 AnnuM Rate 2.09% IJ2% 0.82% 2022-2027 Annual Rate 11,65% 0.331% 0.31% 2022 Average Househdd Size 2.39 Z28 2.29 'Inie household count In this area has dvnged frofn 80,839 In 2020 to 82,346 in thecurrent year, a change of 0.82% annuntly. rhe five-year projecUore cot households is $3,622, a change of 0.31% annually, from thip current year, to i, Avem"age household stze is cumeetly 2.29, comrkiaed to 2.30 in the year 2020. Thie number a( families in ",ie cin -rent, year as 46,661 in the specified area. Dam Nokw� Income is exWvwed carevit doUrs. Ho,Wng AffordablRy Index and Porrent of Iricame for, 0114odgage cakukskAn aue cegy avb1wbk for are Wth 50 or more awykeram. ompied heushg urks. Swrce., 115. Com,mu aureatr. EsA ftwwmft for 1r'1.12 and 2027rt Esh amverted C'Ansus 2010 daW Ma 2020 qmgvaphy� Novembeir 08, 2011 Curreywt aver"~ ge. hatmehold lhrAirne Is $1W2,126 M this area, compared to $105,029 f(w all U.S. htmnu-4sold s. Average houseftM income is projected W be $121,108 in rive yeaTs, cmipered to $122,155 for aN U.S. households Cuirrera per carAt" a Income is $44,005 lrthe area, compared to the US. per capU incorne of $40,363. The per capill a Mrorne Ls prqjected to be $,52,129 M five years, caznpared to $47,064 for MO U.S. households 11 2022 Hotwing AffordatAlty Index 941,11 1.02 2010 Total Pfousft Unfts 6,514 39,6123 90,9n 20101, rner Oiccied HoWng Units 2,828 19,583 S0,589 2010 pWiter Ckxupied 9-lousling Units 1,903 11,182 22,121 2010 Vacant Housing Units 1,784 8,857 18,272 2020 TcAal Housing UnIbs 7,531 42,S66 97,489 2020 Vacant Mmming Units 1,538 7,015 16,650 2022 I'dW Housing Units '7'71111 43,512 99,090 2022 Owner Occupled kiouskig UnIts, 3,265 20,164, 53,438 2022 Renter Occuplftl HauWng Uruts 3,014 161,294 28,908 2022 Vacant HouMnq Units 1,5(m) 7,055 16,744 2027 TotM Howding Units 8,268 44,232 100,572 2027 Owner Occupied Housfiig Wits 3,SO9 20,S78 4.,33S 2027 Renter OczugOed Housing Units 3,306 16,493 29,288 2027 Vocarst MouskV LIM'S 1,453 7,161 1, ,11'11l Currently, 53.9% of the 99,090 housing unite, ki the, area are owner "rupled; 29.2%, rerftr occut*ed; and 16.9% are vacant. Cu"'W"y, in the U.S8.2% of the houMing uinft in tine area are, owner ocaipied; 31.8% am renter octopi d; and 10,014" are vacant. In 2020, there were 97,489 housing units In the am5a and 17.1% vacant Nmning tints. The annual ratp of change In housing unft since 2020 Ls 0.73%. MeoMan home vah.Ae in the area is $300,333, compared to a median hcma . va$ue o( $283,272 for the U.S,. In ft e yeats, fftedhm value ts projected to change by 3.12% annualty to $3SO,130, be Kate: Incemne is wqx'essed In rufrerd., cWtaus. Housing AfforwWAIty Index and Nmnt of DicDaviie fcw Mor"e mkul0ogs are only avWMle two wtas widen 50 or rWre away er-accupWd housing unals, 'Sevrrm U.S. Census Fiurpau, W WelizM3 for 2022 and 21027. fti aneweatech Ceaarus 2mo data into 211120 2ea0r4ft, Novernber 08, 2022 12 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: OWNERSHIP: Vacant land 222 North Federal Highway Boynton Beach, FL 33435 BB 1 Development LLC 9 West 57th Street, 46th floor New York, New York 10019 LAND AREA: 20,682 square feet or 0.4748 of an acre as part of the whole parcel containing 151,928 square feet or 3.4872 acres (See further discussion on the following page.) IMPROVEMENTS: ZONING: LAND USE: APPRAISAL PURPOSE: INTEREST APPRAISED: CURRENT USE: HIGHEST AND BEST USE: No structural improvements "MU -C", Mixed Use Core, in the City of Boynton Beach, FL "MU -H", Mixed Use High To develop an opinion of market value Fee simple Vacant As vacant: Improved as part of a mixed use project that would be permitted in "MU -H" land use district, minimum land size of one acre. VALUE BY THE SALES COMPARISON APPROACH: 20,682 square feet of land x $85.30 per square foot of land = $1,764,000 ONE MILLION SEVEN HUNDRED SIXTY-FOUR THOUSAND DOLLARS 51,764,000 VALUATION DATE: November 10, 2022 Exposure Time: 12 months prior to selling at the appraised value Marketing Time: 12 months immediately following the effective date of appraisal during which time the subject property should sell at the appraised value (Continued) 13 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS (Continued) The subject of this report is the north part of the parent tract of the appraised land. In the acquiring deed in the Addenda, the two street addresses that comprise the parent tract are described individually, then as one larger parcel as the property now sits. The two parts were acquired at different times in the past. The most recent conveyance, identified in this report as Land Sale 2, occurred on December 28, 2021 when the larger parcel was sold for $12,000,000 to BB Development LLC. Size of the parent tract is 151,928 square feet; size of the subject north part is 20,682 square feet. Land sizes are from public records. 114 North Federal Highway and 222 North Federal Highway function as one property and meet the tests of the larger parcel: unity of title, proximity and unity of highest and best use. Both sections were sold from Ocean One Boynton LLC to BB Development LLC. The sections are contiguous with no barrier between them. The highest and best use of the sections together is mixed use, requiring a size of at least one acre. The two sections of the site constitute one property. In the development process, the entire site will have a new plat and site plan. Therefore, every square foot of the larger parcel has the same unit value. In this report, the focus is on the north 20,682 square feet that was conveyed from the Boynton Beach Community Redevelopment Agency to Ocean One Boynton LLC for $10 in February, 2018 to be part of redevelopment project on the entire site. Conditions of sale included the grantee provide public parking and a public plaza on the property, along with other building and labor requirements. The purpose of this appraisal is to develop an opinion of market value for the subject property which is part of the whole larger parcel for the client and intended user, Boynton Beach Community Redevelopment Agency, to use in its decision making processes regarding it. 14 DESCRIPTIONS, ANALYSES, CONCLUSIONS W. APPRAISAL REPORT This is an APPRAISAL REPORT that complies with Standard Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice (USPAP 2020 - 2022) 2-2(a)(i) State the identity of the client; The client and intended user of this report is the Boynton Beach Community Redevelopment Agency. 2-2(a)(ii) State the identity of any other intended users by name or type; None 2-2(a)(iii) State the intended use of the appraisal; The intended use of the appraisal is for the client and intended user's review of the market value of the property in decision making processes for it. 2-2(a)(iv) Contain information, documentation, and/or exhibits sufficient to identify the real estate involved in the appraisal, including the physical, legal and economic property characteristics relevant to the assignment; Ownership: BB 1 Development LLC 9 West 57th Street, 46'h floor New York, New York 10019 Property Addresses: 222 North Federal Highway (as part of the whole larger parcel as discussed) Boynton Beach, FL 33435 Legal Description: Lengthy legal description in the acquiring deed in the Addenda ID -i APPRAISAL REPORT (continued) Census Tract No. 61 Real Estate Tax: Parcel Control Number: 08 43 45 27 02 000 0010 Land Value for 2022: $1,282,408 Improvement Value: -0- Total Value for 2022: $1,282,408 Assessed Value: $1,282,408 Ad Valorem Tax: $ 26,484 Non -ad Valorem Tax: -0- Total Tax for 2022 $ 26,484 Real estate tax for 2021 of $14,931 was paid. Tax bill for 2022 was recently issued. The large increase in tax is due to the sale of the property in December, 2021 for $12,000,000 for the larger parcel. The Palm Beach County Property Appraiser apparently used the sale price to reset the market value of the land for taxation. In 2021, the market value for taxation was $40.00 per square foot; in 2022, it is $62.00 per square foot. Properties are assessed in arrears by the county property appraiser. The tax bill is issued in November and a 4% discount is given to a tax payer if the amount is paid in November. The discount diminishes until March, when the tax is due and payable. In Florida, existing taxable value for non - homesteaded properties, that have not just been sold, can be increased to a maximum of 10% per year, from tax year 2009 going forward, based on a constitutional amendment voted on by the electorate of the state. There are some exceptions which relate to school taxing districts. However, the millage of the city can increase; thus, real estate taxes can continue to increase from year to year. WA APPRAISAL REPORT (continued) Market Area Description: Boundaries and Market Composition & Transportation Infrastructure The general market area is the City of Boynton Beach in eastern -central Palm Beach County. Population of the city is about 79,000 residents; land area of the municipality is about 16 square miles situated between Delray Beach on the south and Lake Worth on the north. The town was named for an early developer, Nathan Boynton, a former major in the Union Army in the Civil War. The city was founded in 1898 and incorporated in 1920. Most of the original buildings were destroyed in the hurricane of 1926, though a few remain. Those few which were constructed in the early 1920s that are still in use have had repairs and replacements over the decades changing their historical significance. Time and economic trends take a toll on properties; thus, in 1984 a redevelopment plan was adopted for the Community Redevelopment Area (CRA) in the city. It covers 1,650 acres in the central part of the municipality west of the Intracoastal Waterway. Agriculture and farming had been important activities in past centuries in Boynton Beach. Commerce came to the area when Henry Flagler extended the Florida East Coast Railway from West Palm Beach to Miami in 1896. The railroad was the main mode of transportation to bring visitors and manufactured products to the town as well as transporting produce grown in the vicinity out of the area to other cities in the southeastern United States. Freight trains still run through the subject market area on the FEC tracts. Higher speed, passenger Brightline train runs along the FEC tract, but does not stop in Boynton Beach. There are three depots with one in downtown Miami, one in downtown Fort Lauderdale and the third in downtown West Palm Beach. Boca Raton, Palm Beach County, and Aventura and the Port of Miami, Miami -Dade County will be the next depots. In the future, there may be commuter rail service along the FEC tracks with a station in downtown Boynton Beach; however, no plans have been announced. 113 APPRAISAL REPORT (continued) The immediate subject market area is comprised of the Downtown CRA district, Boynton Beach Boulevard District and Cultural District with the following general boundaries of Interstate 95 on the west, Federal Highway and the Intracoastal Waterway on the east, Northeast 7st Avenue to the north and Southeast 12 Avenue on the south. Federal Highway CRA North and South Districts flank the Downtown District, with one district blending into the next. The immediate subject market area is along the Boynton Beach Boulevard corridor (east/ west) and Federal Highway corridor (north/south). These are the most heavily traveled arteries in the city. Federal Highway is the main north -south artery through the Downtown District. It is also known as US Highway 1 and is the main north -south route through eastern Palm Beach County, extending along the eastern seaboard of the United States. Heavily trafficked Federal Highway is a center of redevelopment of the market area, with completed and planned mixed use projects fronting the artery. Highway beautification projects enhanced the aesthetics of the market area. Individual properties on the east and west side of the highway have shallow depths, inhibiting redevelopment of the sites with larger commercial projects. Assemblages of adjacent properties and rezoning to mixed use facilitate revitalization of the subject market area as will be noted in the details of the land sales cited in this report. Primary east -west artery is Boynton Beach Boulevard, with Ocean Avenue to the south as a secondary thoroughfare. Boynton Beach Boulevard is the principal east -west artery in city, having interchanges with Interstate 95 and Florida's Turnpike. Boynton Beach Boulevard commences in the east at US Highway 1, just to the east of the FEC Railroad. The boulevard continues west through Palm Beach County to its terminus at State Road 7/ U S Highway 441. Boynton Beach Boulevard streetscape project is underway with wider sidewalks, landscaping, lighting, et cetera. Ocean Avenue, in the Cultural District of the CRA, has an upgraded streetscape of wide sidewalks covered with pavers, lighting, kinetic sculptures, and bollards. 19 APPRAISAL REPORT (continued) Ocean Avenue continues east of the Cultural District with a drawbridge over the Intracoastal Waterway, reaching Ocean Boulevard and the Atlantic Ocean. Ocean Avenue extends west through Boynton Beach, with an interruption at Interstate 95. The subject market area is easily accessible by main roads and Interstate 95. To the northwest of the Downtown District and the Federal Highway North District is the Heart of Boynton District where the CRA has concentrated funds and effort into revitalizing the area with new housing options and upgraded streetscapes. The CRA has purchased numerous smaller properties to assemble larger sites for redevelopment of mixed use projects. Population Trends The demographic survey in the beginning of the report of 1, 3, and 5 mile radial circles from the appraised property shows the median household income for 2021 in the one -mile radius is $58,349 for three miles it is $64,626, and $68,328 for the five mile circle. Median household income for Palm Beach County is $63,300. In the one -mile circle, population is 15,325. In three miles, population increases to 84,503; at five miles, it is 191,237. However, about 40% of the three and five mile circles are over the Atlantic Ocean and waterways. Annual growth rate in the one -mile circle for the next five years is anticipated to be high at 1.48% with new multi -family residential complexes being constructed in the subject market area. Annual growth rate in the three and five mile circles will be slower at 0.34% and 0.33%. 54% of the housing units are owner occupied, with 29% rented. This percentage of renters is high for Palm Beach County because there are numerous multi -family dwellings in this vicinity. Vacancy is reported to be 17%; however, this amount is elevated due to the undercount of the other two categories as some residents are seasonal and not counted. Median home value in the five -mile area is $300,333 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of $283,272 in the United States. APPRAISAL REPORT (continued) Economic Trends In South Florida, as in the rest of the United States, real estate prices climbed from 2003-2006. In 2007-2008, concerns were expressed about an unsustainable upward price trend in the market. Then, the economic collapse came in fall of 2008 along with the crash in real estate prices. In 2009, there were very few sales of any type of real estate. By 2010, it appeared that the worst was over. Cash buyers started making purchases. From 2013 to present, sales activity and prices recuperated. The upswing in prices is due in part to scarcity of developable land, especially in the eastern part of the county. Properties are back to pre-crash prices. The life cycle stage of the market area is revitalization, a period of renewal, modernization, and increasing demand. The catalyst of the revitalization was 500 Ocean fronting Federal Highway, consisting of 341 residential units, 20,000 square feet of retail space and 6,000 square feet of office. Several other mixed-use projects are planned along Federal Highway. The appraised land is part Ocean One at 114 N Federal Highway which was planned for 358 apartments, 12,075 square feet of retail, 120 hotel rooms, and 439 parking spaces. However, the project did not move ahead and Davis Camalier recently sold the entire site to Hyperion Group for $78.98 per square foot. Reportedly, the buyer will redesign the project. This transaction is Land Sale 2 in this appraisal. Land Sale 1 is comprised of thirteen parcels beginning at the northeast corner of North Federal Highway and SE 2 Avenue, then extending east. All of the existing improvements were demolished and removed to make way for Broadstone at Boynton Beach, a mixed use project with 274 dwelling unit and 13,110 square feet of retail space. Land unit sale price equates to $83.18 per square foot. The Villages at East Ocean Avenue is an assemblage of eighteen parcels over two decades by the seller. The mixed use project stretches from Boynton Beach Boulevard on the north to SE 1 Avenue on the south. The projects was approved for 371 dwelling units, 15,757 square feet of commercial space, plaza, 644 -space parking garage, et cetera; however, the project does not appear to be moving forward. The buyer will update the design and proceed as approved. Land unit sale price was approximately $54.12 per square foot. Pal APPRAISAL REPORT (continued) Land Sales 4 at 515 South Federal Highway will be another mixed use project. Its sale unit price was $52.70 per square foot. No. 5 fronts SE 4 Street and will be a residential project. Unit sale price was $38.41 per square foot of land. Details of the transactions are on the sale sheets in this report. Sale 6 is a small parcel purchased by the Boynton Beach Community Redevelopment Agency (CRA) in a negotiated sale. The small office building on the site will be demolished and removed for the land to be assembled into the new project at 115 North Federal Highway (the Pierce). No. 6 has a sale unit price of $72.33 per square foot of land. Boynton Beach Community Redevelopment Agency (CRA) accepted the proposal from Affiliated Development from five submissions to build a mixed- use project at 115 North Federal Highway. The CRA had purchased the property when improved with a church and subsequently demolished it. The size of the land offered by the CRA was 2.28 acres, including parking lots and the recent purchase of 508 East Boynton Beach Boulevard (Land Sale 6). Details of the land purchase by Affiliated Development are to be finalized. The proposed project will be called the Pierce, for the legendary Barefoot Mailman, Charlie Pierce. Project size will be 236 apartments, 16,800 square feet of restaurant, retail and office, and 600 space parking garage. 118 of the apartments would be for workforce housing units for tenants with incomes of 60% to 80% of the median area income of $57,563 of the area, 53 at 80% to 100% of area median income, and 56 at 100% to 120% of median area income. Boynton Beach CRA purchased the property at 511-529 East Ocean Avenue where Hurricane Alley Raw Bar & Restaurant is located. Purchase price was $3,600,000. This property consists of three buildings with a total size of approximately 17,201 square feet on a site of 17,903 square feet. It is in the block to the south of 115 North Federal Highway and will become part of the Pierce project. The convenience store at 101 North Federal Highway, adjacent to the west of 529 East Ocean Avenue, was purchased by a related entity to Affiliated Development, providing Federal Highway frontage for the two southern blocks that the Pierce will cover. Purchase price for this improved property was $2,000,000 or $184.10 per square foot of building including land. Yea APPRAISAL REPORT (continued) 529 East Ocean Avenue 515 East Ocean Avenue 529 East Ocean Avenue p93 APPRAISAL REPORT (continued) y Ya, �1r°li i„i,�r 101 North Federal Highway Town Square, a major redevelopment project to the west of Federal Highway covers three blocks from the south side of Boynton Beach Boulevard south to SE 2 Avenue, encompassing 16.5 acres of land. The north section covers the area of the old city hall and police station which were demolished and removed. The project is planned for the construction of the following: • North parcel — 225 residential units, 120 hotel rooms, 65,000 square feet of office/ retail space and 927 space parking garage • Middle parcel — 200 residential units, 18,887 square feet of retail space • South parcel — 280 residential units, 820 space parking garage, 4,000 public space As of the writing of this report, there are no structures on the north parcel fronting Boynton Beach Boulevard. The existing structure is on the middle parcel; however, there is no new building on the east side. The new city hall is completed on the west side of the south parcel, along with an outside venue; although, there are no residential units or parking garage. Reportedly, the cause of the construction delay is a dispute about the parking garages. To the east of the north parcel is the new Boynton Beach Rescue Services building. 24 APPRAISAL REPORT (continued) Boynton Beach Community Redevelopment Agency (BB CRA) activity in the Boynton Beach Boulevard District includes the purchase of 209 N Seacrest Boulevard which is a two-story commercial building that was leased to the city and used for the Boynton Beach Utility Customer Service facility and the Police substation. The purchase price was $1,400,000, closed in October, 2020. The adjacent property to the north at 217 N Seacrest Boulevard is currently leased to the United States Postal Service, with a one-story building and large parking lot for postal vehicles. The north side of the property fronts Boynton Beach Boulevard. BB CRA will purchase the property for $1,600,000 or $40.52 per square foot of land, with a closing projected for February, 2023 when the lease terminates. Purchases of these two properties are examples of the BB CRA pursuing assemblages to amass land which can be redeveloped into larger mixed use facilities as planned for the Boynton Beach Boulevard corridor. BB CRA acquired 401-411 East Boynton Beach Boulevard in February, 2021 for $917,000 or $54.94 per square foot of land including buildings. Subsequent to the purchase, BB CRA had the improvements demolished and removed. There have been several other purchases of properties further west along Boynton Beach Boulevard by private buyers with land unit prices in the range of $55.00 to $65.00 per square foot. Conclusion The town's redevelopment goal is to transform Boynton Beach from a retirement community to a vibrant city where residents can enjoy living and working in an attractive setting. Boynton Beach Community Redevelopment Agency is instrumental in the renaissance of the city. The transformation of the area is in progress. Development of real estate takes time and the right market conditions which have been positive. Progress and completion of projects convey confidence that revitalization will continue to occur. Price trend for real estate in the subject market area will continue to climb as the demand for new commercial space and mixed-use projects is strong. Q1 APPRAISAL REPORT (continued) Current Land Use: "MU -H", Mixed Use High, 80 units per acre, the City of Boynton Beach (See Land Use map in Addenda) with a possible 20% bonus for being in the Transit Oriented Development District Zoning: "MU -C", Mixed Use Core, in the city of Boynton Beach. The intent of this district is to implement the Mixed Use High future land use plan classification of the Comprehensive Plan. Maximum density is 80 units per acre. Mixed use will be a highly visible community focal point integrating office, retail and residential uses concentrated in the historic downtown and marina district. Uses allowed in the district are intended to service the entire community, create a high volume of pedestrian traffic, provide business opportunities, etcetera. Density may increase to 100 units per acre if in the Downtown Transit Oriented Development District and participating in the Workforce Housing program. "MU -C" minimum lot area is one acre (4,560 square feet). Minimum lot frontage is 200 feet; minimum structure height is 45 feet. Excerpt of the zoning code is in the Addenda. The land area of the subject larger parcel is 151,928 square feet or 3.48 acres. Land area of subject section is 20,682 square feet or 0.4748 of an acre. With the subject section being part of the whole larger parcel, it meets the minimum size standard of one acre. CRA District: Downtown District Platting: The larger parcel consists of parts of old plats. New plat consolidating the tract is part of the development process. KUM APPRAISAL REPORT (continued) Site Description: Utilities: Access: Easements: Encroachment: Improvements: Site Improvements: Environmental Assessment: The shape of the subject larger parcel is basically rectangular. No sketch of survey is available for review. N boundary is on Boynton Beach Boulevard. East boundary is on NE 6 Court. S boundary is on East Ocean Avenue. West boundary is on North Federal Highway. All utilities are available to the site. The property is accessible by vehicles from the four boundary streets. Easement are not known; however, utility easements are typically around the perimeter of the site. No encroachments noted. There are no structural improvements on the site. Depreciated asphaltic parking spaces, low improvements have no property. paving and striping for concrete barrier. Site contributory value to the There was no environmental assessment to review for the appraised property. M APPRAISAL REPORT (continued) 2-2(a)(v) State the real property interest appraised; A person who owns all the property rights is said to have fee simple title. A fee simple title implies absolute ownership unencumbered by any other interest or estate. Partial interests in real estate are created by selling, leasing, et cetera. Partial estates include leased fee and leasehold estates. The interest appraised is fee simple. 2-2(a)(vi) State the type and definition of value and cite the source of the definition; The purpose of the appraisal is to develop an opinion of market value of the subject property as part of the whole larger parcel as of November 10, 2022. MARKET VALUE: a type of value, stated as an opinion, that presumes the transfer of a property (i.e., a right of ownership or a bundle of such rights), as of a certain date, under specific conditions set forth in the definition of the term identified by the appraiser as applicable in an appraisal. The conditions included in market value definitions establish market perspectives for development of the opinion. These conditions may vary from definition to definition but generally fall into three categories: 1. the relationship, knowledge, and motivation of the parties (i.e., seller and buyer); 2. the terms of sale (e.g., cash, cash equivalent, or other terms); and 3. the conditions of sale (e.g., exposure in a competitive market for a reasonable time prior to sale). Market value appraisals are distinct from appraisals completed for other purposes because market value appraisals are based on a market perspective and on a normal or typical premise. These criteria are illustrated in the following definition of Market Value*, provided here only as an example. Market value means the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of'a sale as of a specified date and the passing of title from seller to buyer under conditions as follows. 1. buyer and seller are typically motivated; 2. both parties are well informed or well advised and acting in what thev consider their ownn best interests; 3. a reasonable time is allowed for exposure in the open market; 4. payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and 28 APPRAISAL REPORT (continued) 5. the price represents the normal consideration for the property, sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. * This example definition is from regulations published by federal regulatory agencies pursuant to Title XI of the Financial Institutions Reform, Recovery, and Enforcement Act (FIRREA) of 1989 between July 5, 1990, and August 24, 1990, by the Federal Reserve System (FRS), National Credit Union Administration (NCUA), Federal Deposit Insurance Corporation (FDIC), the Office of Thrift Supervision (OTS), and the Office of Comptroller of the Currency (OCC). This definition is also referenced in regulations jointly published by the OCC, OTS, FRS, and FDIC on June 7, 1994, and in the Interagency Appraisal and Evaluation Guidelines, dated December, 2010. Florida Court Definition: "Market Value is the price that a seller willing, but not compelled to sell, and a buyer willing, but not compelled to buy, would agree to in fair negotiations with knowledge of all the facts." [Source: Fla. Power & Light Co., v. Jennings, 518 S6.2d 895 (Fla. 1987)] 2-2(a)(vii) State the effective date of the appraisal and the date of the report; A) Effective Date of the Appraisal: November 10, 2022 B) Date of the Report: November 10, 2022 2-2(a)(viii) Summarize the scope of work used to develop the appraisal; The appraisal problem is to develop an opinion of value of the property based on its highest and best use. The appraisers inspected the property and photographed it. A thorough investigation was made into the physical characteristics of the property that could affect its value. The market area was surveyed to determine its stage of the life cycle. Research was conducted to ascertain economic factors that might influence value. Data research consisted of collecting, confirming, and reporting properties purchase for redevelopment based on their land price. The process included searches and analyses, inspections and confirmations, and final reporting. The appraiser examined several sources of sales data, including CoStar Group, Corelogic, Realquest, Loopnet, Palm Beach County Property Appraiser records, the public records, and data from the appraisers' plant. 2-2(a)(ix) Summarize the extent of any significant real property appraisal assistance; The two signatory appraisers are the only people involved in the appraisal process. W1 APPRAISAL REPORT (continued) 2-2(a)(x)(1) Summarize the appraisal methods and techniques employed; (2) State the reasons for excluding any of the valuation approaches; (3) Summarize the results of analyzing the subject sales, options and listings; (4) State the value opinion and conclusion (S) Summarize the information analyzed and the reasoning that supports the analyses, opinions, and conclusions For Sales Comparison Approach, land sales are compared to each other and to the property under appraisement to arrive at an opinion of value. The information analyzed and the appraisal method used is detailed in the valuation section of the report. Further, the reasoning that supports the analyses, opinions, and conclusions is explained in the valuation section. Cost Approach is not used because no permanent structures were considered in the valuation. The Income Approach is not employed in this appraisal because most sites like the subject are typically purchased and not leased. Exclusion of these approaches to value still produces a creditable report. The value opinion and conclusion is stated at the end of the Sales Comparison Approach — Land Valuation. SR 1-5 When the value opinion to be developed is market value, if such information is available in the normal course of business: a) analyze all agreements of sale, options, or listings of the subject property current as of the effective date of the appraisal; and There are no known agreements of sale, options, or listings of the subject property as of the effective date of the appraisal. b) analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal. The owner purchased the entire larger parcel on December 28, 2021 for a price of $12,000,000. A copy of the deed is in the Addenda. Gill APPRAISAL REPORT (continued) 2-2(a)(xi) State the use of the real estate existing as of the effective date and use of the real estate reflected in the appraisal; The use of the real estate on the date of valuation is vacant land; and it is this use which is reflected in the appraisal. Personal property is not included in the valuation. 2-2(a)(xii) When an opinion of highest and best use was developed by the appraiser, state that opinion and summarize the support and rationale for that opinion; HIGHEST AND BEST USE OF THE PROPERTY AS VACANT As discussed, the focus of this appraisal is the northern section of the larger parcel located of the valued property. This northern section was conveyed from Boynton Beach Community Redevelopment Agency (BB CRA) to Ocean One Boynton LLC in February, 2018. The subject segment is part of the whole larger parcel with each square foot of it having the same physical, legal, and financially feasible characteristics of the entire tract. Hence, the northern section has the same highest and best use as the entire larger parcel. Physically Possible as Vacant The larger parcel is a tract of land containing 151,928 square feet or 3.49 acres. The west boundary is US Highway 1, the main north -south artery in eastern Palm Beach County and along the eastern seaboard of the United States. North boundary of Boynton Beach Boulevard and south boundary of East Ocean Avenue are prominent east -west routes in the city of Boynton Beach. East boundary, NE 6 Court, is a two-laned local road. There are two signalized intersections on North Federal Highway at the location of the appraised property. It has high visibility and easy access in the middle of the Downtown District of Boynton Beach. Gil HIGHEST AND BEST USE OF THE PROPERTY AS VACANT The parcel is level and filled to street grade. All utilities are available to the site. No soil or subsoil tests were available for review to ascertain if the appraised land is capable of supporting multi -story buildings. However, it has been improved with one-story commercial buildings in the past. Physical constraint to develop the site is its size which governs the size and number of the potential improvements which can be placed on it. Legally Permissible as Vacant Legal restrictions to the development of the site consist of land use designation, building and zoning codes, platting and deed restriction. Land use designation is "MU -H", Mixed Use High Density. Minimum land size is one acre (43,560 square feet). Zoning is "MU -C", Mixed Use Core; minimum lot size is also one acre. Permitted use is mixed use with commercial space on the first level and residential dwellings on the upper levels of the structure. The larger parcel appears to meet the size standard for the land use and zoning districts. City officials make the determination of conformity and legally permissible uses of the land. Financially Feasible as Vacant The third test of Highest and Best Use is economic feasibility. Demand for a certain property type must be evident for it to be feasible. For it to be financially feasible, the use must be marketable and provide the investor with a competitive return when compared with alternate uses. Assemblages of smaller parcels into larger sites for mixed use development are taking place in the subject market area and in other CRA districts. The subject larger parcel is an example of an assemblage with past plans for mixed use. The incorporation of the northern section into the larger parcel required the elements of public parking and a public plaza. The land sales included in this report are examples of land assemblages which will be improved with large mixed use projects. Land Sale 1 will be Broadstone at Boynton Beach with 274 dwelling units and 13,110 square feet of commercial space on the ground level. Land Sale 3 was approved as Villages at East Ocean Avenue, comprised of 18 parcels assembled over two decades. Plans are for 371 units and 15,757 square feet of commercial space. Land Sales 4 and 5 are other assemblages for mixed use. Sale 6 is part of the assemblage for the Pierce with 236 units and 16,800 square feet of commercial space. GN HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Physical and legal characteristics of the appraised land support a financially feasible highest and best use for a mid -rise mixed use project. Timing is a factor in the financial success of a project. The construction of Broadstone at Boynton Beach is already underway. The Pierce may be the next development to start construction, after the demolition and removal of old improvements on the site. The earlier completed projects to reach the market have the better opportunity for meeting the financial goals. With a smaller supply of apartments available, demand and pricing will be strong. In contrast, more supply will weaken demand, and concessions will be necessary to attract tenants. Financially feasible use for the subject parcel is an intense mixed use project with residences of 100 dwelling units per acre (80 + bonus units) on the upper floors of a new improvement and commercial use on the first floor. A parking structure will also be necessary. As stated, city officials make the determination of density. The most probable buyer is a regional or national developer, experienced in construction and marketing of large mixed use projects. Time for development of a mixed use project on the subject site is now with revitalization of the subject market area underway and considering the time frame to bring a project to fruition. Maximally Productive as Vacant In summary, the Highest and Best Use of the larger parcel is a high intensity mixed use project with residential units on the upper floors and commercial use on the ground level. Such use would be physically possible, probably legally permissible, financially feasible and maximally productive. 2-2(a)(xiii) Clearly and Conspicuously: State all extraordinary assumptions and hypothetical conditions; and state that their use might have affected the assignment result. There are no extraordinary assumptions or hypothetical conditions in this report. 2-2(a)(xiv) Include a signed certification in accordance with Standards Rule 2-1 See signed certification in report. iN SALES COMPARISON APPROACH LAND VALUATION 34 LAND SALES LOCATION MAP 35 LAND SALES SALE NO. 1 Broadstone at Boynton Beach RECORDED Numerous deeds GRANTOR Numerous GRANTEE Boynton Beach Apartment Venture LLC DATE OF SALE March 30, 2022 LOCATION Northeast corner of N Federal Highway & SE 2 Avenue, extending east to two properties west of SE 6 Street; and one property at southeast corner of N Federal Highway & SE 1 Avenue, Boynton Beach, FL ZONING "MU -C", Mixed Use Core LAND USE "MU -H", Mixed Use -High SALE PRICE $10,000,000 LAND SIZE 120,226 square feet or 2.76 acres UNITS OF COMPARISON $83.18 per square foot of land PARCEL CONTROL NOS. 08 43 45 27 04 000 0050 08 43 45 27 04 000 0610 08 43 45 27 04 000 0630 08 43 45 27 04 000 0650 08 43 45 27 04 000 0670 08 43 45 27 04 000 0710 08 43 45 27 04 000 0090 08 43 45 27 04 000 0131 08 43 45 27 04 000 0150 08 43 45 27 49 000 0010 08 43 45 27 49 000 0020 08 43 45 27 49 000 0030 08 43 45 27 49 000 0040 CONFIRMED Jim Knight, Listing real estate broker (Continued) ily LAND SALES (Continued) CONDITIONS OF SALE Cash sale. Arm's length transaction. COMMENTS The assembled property is being purchased as -is; the buyer will apply for the changes to construct a mixed use project. Buyer submitted an application for a change in zoning from "CBD" to "MU -C", Mixed Use Core. Mixed use -project will include 274 multi -family dwelling units and 13,110 square feet of retail space on the ground level. Density would be 99.3 units per acre, exceeding the 80 units per acre permitted in "MU -C"; however, project will be designed to meet the requirements of the DTOD District to obtain the 25% density bonus. Buyer applied to vacate a portion of SE 1 Avenue at the west end of the assembled property. Exhibits for this sale are from the submission to the city for the proj ect. All old improvements were demolished and removed, having no contributory value to the property. 3/ EXHIBIT OF PROPERTIES PURCHASED FOR BROADSTONE AT BOYNTON BEACH (LAND SALE 1) (Exhibit from submission for site plan approval made by others) 38 LAND SALE 1 NEC of N. Federal Hwy. & SE 2"d Avenue Boynton Beach, Florida 01 SALE NO. 2 LAND SALES LEGAL DESCRIPTION Lengthy description on acquiring deed in Addenda RECORDED OR Book 33177, page 952 Palm Beach County, FL GRANTOR Ocean One Boynton LLC GRANTEE BB Development LLC DATE OF SALE December 28, 2021 LOCATION 114 and 122 North Federal Highway Boynton Beach, FL ZONING "MU -C", Mixed Use Core LAND USE "MU -H", Mixed Use -High SALE PRICE $12,000,000 LAND SIZE 151,928 square feet or 3.49 acres UNIT OF COMPARISON $78.98 per square foot of land PARCEL CONTROL NOS. 08 43 45 27 01 000 0410 08 43 45 27 02 000 0010 CONDITIONS OF SALE Financing provided by 114 North Federal Highway 1 LLC in the amount of $9,050,000. CONFIRMED Office of closing attorney COMMENTS This is the most recent transaction of the larger parcel assembled of two parts. The north part, 222 N Federal Highway, is the focus of this appraisal, containing 20,682 square feet. Potentially, the entire site will be improved with a mixed use project of retail and multi -family residential. The entire track spans from Ocean Avenue on the south to Boynton Beach Boulevard on the north, with traffic signals at each intersection with Federal Highway. El LAND SALE 2, PHOTO 1 114 N Federal Highway, Boynton Beach, Florida LAND SALE 2, PHOTO 2 222 N Federal Highway, Boynton Beach, Florida eIi LAND SALES SALE NO. 3 Villages at East Ocean Avenue RECORDED seven deeds GRANTOR East Ocean Avenue LLC, et al GRANTEE BB North LLC and BB South LLC DATE OF SALE May 3, 2022 LOCATION Assemblage of parcels from Boynton Beach Blvd on the north to SE 1 Avenue on the south, and from FEC Railroad on the east to NE/ SE 3 Street on the west, Boynton Beach, FL ZONING "C-3", Commercial, "MU -C", Mixed Use Core "MU -2", Mixed Use medium density LAND USE "MU -H", Mixed Use -High, "MU -Medium" SALE PRICE $11,995,936 LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NOS. 221,646 square feet or 5.1 acres $54.12 per square foot of land 08 43 45 28 03 002 0070 08 43 45 28 03 002 0080 08 43 45 28 03 005 0040 08 43 45 28 03 005 0071 08 43 45 28 03 005 0100 08 43 45 28 03 008 0030 08 43 45 28 03 008 0050 08 43 45 28 03 008 0060 08 43 45 28 03 008 0071 08 43 45 28 03 008 0072 08 43 45 28 03 008 0081 08 43 45 28 03 011 0040 08 43 45 28 03 002 0020 08 43 45 28 03 002 0110 (Continued) El LAND SALES (Continued) 08 43 45 28 02 002 0030 08 43 45 28 03 002 0050 08 43 45 28 03 005 0020 08 43 45 28 03 005 0080 CONDITIONS OF SALE Financing provided by Synovus Bank in the amount of $6,737,500. Arm's length transaction. CONFIRMED Office of grantor Arthur D'Almeida, P. A. COMMENTS Grantor assembled the 18 parcels over two decades. Site plan approval took two years from 2015-2017, then the grantor did not move ahead on the project. In 2017, city of Boynton Beach approved a mixed use project called the Villages at East Ocean Avenue with 371 apartments and 15,757 square feet of commercial space. Grantee plans to make minor changes to update the design. Density will be 73 units per acre. Old improvements will be demolished and removed, having no contributory value to the property. 43 LAND SALE 3, PHOTO 1 VILLAGES AT EAST OCEAN AVENUE, BOYNTON BEACH, FLORIDA 2 OF 4 PHOTOS OF VILLAGES AT EAST OCEAN AVENUE 44 LAND SALE 3, PHOTO 3 VILLAGES AT EAST OCEAN AVENUE LAND SALE 3 PHOTO 4 VILLAGES AT EAST OCEAN AVENUE PHOTOS 3 & 4 OF LAND SALE 3 45 SALE NO. 4 LAND SALES LEGAL DESCRIPTION Lengthy description on deeds in appraisers' file RECORDED OR Book 33271, page 1173 Palm Beach County, FL OR Book 33279, page 1242 Palm Beach County, FL OR Book 33271, page 1248 Palm Beach County, FL GRANTOR Boynton Beach Group LLC Ocean Hudson LLC Exsorro One Inc. GRANTEE 515 South Federal LLC DATE OF SALE January 28, 2022 LOCATION 515 South Federal Highway + parcels to the north Boynton Beach, FL ZONING "C-3", Commercial LAND USE "LRC", Local Retail Commercial SALE PRICE $8,200,000 LAND SIZE 155,587 square feet or 3.57 acres UNIT OF COMPARISON PARCEL CONTROL NOS. CONDITIONS OF SALE $54.60 per square foot of land 08 43 45 28 07 0010170 08 43 45 28 07 0010130 08 43 45 28 07 0010180 08 43 45 28 07 0010190 08 43 45 28 07 0010202 08 43 45 28 07 0010201 08 43 45 28 07 0010220 08 43 45 28 07 0010101 08 43 45 28 07 0010140 Cash sale. Arm's length transaction. CONFIRMED Office of closing attorney Kenneth Kaleel COMMENTS Assemblage of nine parcels for future mixed use project. E, 10 LAND SALE 4, PHOTO 1 515 South Federal Highway LAND SALE 4, PHOTO 2 515 South Federal Highway LAND SALE 4, TWO PHOTOS LAND SALES SALE NO. 5 LEGAL DESCRIPTION Lengthy description on deed in appraisers' file RECORDED OR Book 33299, page 1776 Palm Beach County, FL GRANTOR 4ffi Street LLC GRANTEE 4"' St Boynton LLC DATE OF SALE January 30, 2022 LOCATION 401 Southeast 4 Street + parcels to the south Boynton Beach, FL ZONING "C-3", Commercial LAND USE "LRC", Local Retail Commercial SALE PRICE $4,200,000 LAND SIZE 109,350 square feet or 2.51 acres UNIT OF COMPARISON $38.41 per square foot of land PARCEL CONTROL NOS. 08 43 45 28 07 002 0030 08 43 45 28 07 002 0040 08 43 45 28 07 002 0050 08 43 45 28 07 002 0060 08 43 45 28 08 000 0040 08 43 45 28 08 000 0060 08 43 45 28 08 000 0080 08 43 45 28 07 002 0092 CONDITIONS OF SALE Cash sale. Arm's length transaction. CONFIRMED Office of closing attorney Gary Dunay COMMENTS Assemblage of eight parcels for residential project. VACANT SALE 5 401 SE 4" STREET BOYNTON BEACH, FLORIDA 49 SALE NO. LEGAL DESCRIPTION RECORDED GRANTOR GRANTEE DATE OF SALE LOCATION ZONING LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON Parcel Identification Number: CONDITIONS OF SALE COMMENTS LAND SALES AI Lots 6 & 7, ORIGINAL TOWN OF BOYNTON, Plat Book 1, page 23, Public Records of Palm Beach County, Florida. O. R. Book 3305, Page 698, Palm Beach County, FL 508 E. BBB LLC Boynton Beach Community Redevelopment Agency October 26, 2021 508 E. Boynton Beach Boulevard Boynton Beach, FL "CBD", Central Business District "MXH", Mixed Use High $915,000 12,650 square feet $72.33 per square foot of land 0843-45-28-03-001-0060 Arm's length transaction. Cash sale. Bradley Miller for grantee Negotiated purchase for redevelopment of the subject market area. W LAND SALE 6 508 E. Boynton Beach, Boulevard Boynton Beach, Florida } \ Ci / ) \ Lei . } \ / \ \ \ \ \ \ } ® / / 7 } / ) } £ e e e e a s § ) } \ ) \ _ } } kG \ \ / \ ) ) § \ \ ; ) : : ) \ / \ 2 \ \ 2 § & , \ § § & \ e z LU \ \ \ \ \ \ � 0 m L \ \ § I o Li\ \ / \ k § ) / - . , , ] § { { { / § o k 2 )o zkm t ❑o � _ � f � � o 2 _ SALES COMPARISON APPROACH LAND VALUATION Of the several methods to develop an opinion of land value, the one considered the most reliable is the Sales Comparison Approach. In this method, sales of similar vacant parcels are compared to the site concerned; then adjusted for differences to arrive at land value. The steps of Sales Comparison in Land Valuation are: 1) Locate and collect information of recent sales of sites most similar to the land being appraised. 2) Verify the sales information with the most reliable sources, including details of financing and any special considerations or non -typical market features. 3) Select relevant units of comparison and develop a comparative analysis. 4) Compare and adjust the sales to the subject using significant, market -derived units of comparison. 5) Reconcile all value indications from the comparisons into a value opinion by this approach. As discussed, the larger parcel of the appraised property is a tract of land containing 151,928 square feet at the center of downtown Boynton Beach. The focus of this appraisal is the northern section of the larger parcel containing 20,682 square feet. This northern section is part of the whole, functioning as the whole with the same unit value as the whole. The subject market area is in the revitalization stage of its life cycle. Specifically for the appraised land, zoning district is "MU -C", Mixed Use Core; land use is "MU -H", Mixed Use High. A search was made for land sales with similar highest and best use potential as the subject for mixed use projects. Properties with the greatest potential density of 100 dwelling units per acre are at the center of downtown on or near Federal Highway and Boynton Beach Boulevard. Potential density lessens moving away from the main roads, as can be noted on the Land Use snap in the Addenda. Although the subject market area is geographically small, several sales closed in the past year. Six sales were purchased for their land price and are described on the sales sheets and comparison chart. The unit of comparison used by buyers and sellers of land zoned for mixed use is the Sale Price per Square Foot of Land or Sale Price per Dwelling Unit. With the sales having various densities and the density for some sales not yet known, the better unit of comparison to use is Sale Price per Square Foot. The range of unit prices of the land sales is from $38.41 to $83.18 per square foot, before adjustment. (Continued) 53 SALES COMPARISON APPROACH (Continued) ELEMENTS OF COMPARISON Elements of comparison are the characteristics of transactions and properties that cause variation in prices paid for real estate. The Appraisal of Real Estate states that there are several basic elements of comparison that may be considered in sales comparison analysis for land valuation. The first group is termed transactional elements being: real property rights conveyed, financing terms, conditions of sale and market conditions. Adjustments for transactional elements are made, then, attention is focused on the second group, property elements. This second group of property elements consists of location, physical characteristics and use. Real Property Rights Conveyed A transaction price is always predicated on the real property interest conveyed. Property interests conveyed can either be fee simple (without tenants) or leased fee (subject to leases). An adjustment for property rights conveyed is based on whether a leased fee interest was sold with leases at, below, or above market rent. The interest valued for the subject property is fee simple. of fee simple interests without leases. No adjustment comparison. Financing Terms The land sales were all conveyances is necessary for this element of Financing terms may have a bearing on the price paid for a property. Such terms that may affect price include assuming a mortgage at lower than current interest rates, the seller paying a buydown for the buyer to have a lower interest rate, or the seller providing financing for a transaction at lower than typical institutional rates. In all of these cases, the buyer could have paid higher prices in such transactions to obtain favorable financing. The reverse is also a possibility in which lower sale prices result from above market financing. Sales 1, 4, 5 and 6 were cash transactions, the most common method of purchasing land. With third -party lenders readily making loans, the grantees of Sale Nos. 2 and 3 took advantage of this situation. Loan to price ratios were 75% and 56%, requiring the borrower to have equity in the land. The financing terms reportedly did not have a significant effect on the price. Therefore, no adjustment is made for this element of comparison. Conditions of Sale Condition of sale addresses the motivation of buyers and sellers. Such motivations include a seller accepting a lower than market price for needed cash, a lender selling a previously foreclosed property to comply with regulations imposed on the institution, or a buyer purchasing an adjacent property. Even arm's length transactions may be the result of atypical motivation, such as lack of exposure time to the market, the result of an eminent domain proceeding, or tax consideration. (Continued) 54 SALES COMPARISON APPROACH (Continued) None of the land sales are transactions by lenders after foreclosures of prior mortgages on the properties. Grantees of Sales 1, 2, 3, 4 and 5 purchased the properties to construct mixed use projects on them. Boynton Beach Community Redevelopment Agency purchased No. 6 in a negotiated sale. Conditions of sale for the transactions cited in this report appear to be typical for the market they are in, with no adjustment necessary Market Conditions Comparable sales that occurred under different market conditions than those applicable to the subject on the effective date of the value estimate require adjustment for any differences that affect their value. The most common adjustment for market condition is time; however, the passage of time itself is not the cause of the adjustment. Market conditions which change over time are the reason to make the adjustment, such as appreciation or depreciation due to building inventory, changes in tax laws, investor's criteria, building moratoriums, fluctuation in supply and demand, et cetera. It is also possible that there is no change in market condition over time. Four of the sales closed in 2022; two in later 2021. There is an upward trend in land unit prices in South Florida, due to scarcity of developable land. The upward trend is accelerating at least at the annual inflation rate. The upward trend will level off, but the price increase will remain in place. Each of the land sales is adjusted upward 8% annually for market conditions to the effective date of appraisal. The amounts of the adjustments are shown on the chart. Adjustments for transactional elements of comparison were considered; now, property elements of comparison are addressed. Location The location of a property is a key factor in prompting a buyer to purchase it. Location encompasses many aspects such as road frontage, access, proximity to other competing properties, proximity to a market that will use the goods and services housed in a property, governmental influences, average daily traffic flow, etc. Typically, properties in a neighborhood share some of the same locational characteristics such as age, condition, and style. The center of downtown Boynton Beach is zoned "Mixed Use — Core"; land use is "Mixed Use — High. Zoning and land use are the key factors affecting price of land as they regulate the permitted density of dwelling units on the sites. Location and participating in the Workforce Housing program in these districts will permit up to 100 dwelling units per acre. Mixed Use Medium has a density of 50 dwelling units per acre before possible bonuses. Hence, location in the downtown core carries a premium which can be seen in the unit prices of Sale 1 and 2. Comparing the unit prices of Sales 1 and 2 to Sales 3 and 4 (after the adjustment for market conditions) shows a difference for location. A representative difference in unit price is about 50% for location in the core to a location in the next tier out. (Continued) :�7 SALES COMPARISON APPROACH (Continued) Therefore, Sales 3 and 4 are inferior to Sale land 2, and are adjusted upward 50% for location. Sale 5 is without main road frontage. It is inferior for this element of comparison and adjusted upward 70%. Sale 6 has high density land use, but fronts Boynton Beach Boulevard. It is slightly inferior to Sales I and 2, and adjusted upward 10%. Calculations for the adjustments are in the appraisers' file; adjustment amounts are shown on the chart. Physical Characteristics Physical characteristics to be considered for adjustments are those that cause a difference in price to be paid by the market. A wide range of such items includes land size, shape, frontage, depth, topography, view, access, functional utility, degree of readiness for development, et cetera. The sales have a size range of 0.29 to 5.09 acres, with the larger parcel of the subject at 3.49 acres. There does not appear to be a direct relationship between parcel size and price per square foot. The more significant element of comparison is location as discussed. Developable land area was already assembled for all of the sales except No. 6. Boynton Beach Community Redevelopment Agency, buyer of No. 6, is in a continual program to purchase properties to assemble for larger projects. No. 6 will be part of the Pierce as mentioned. Changes to the properties needed for development such as zoning, platting, demolition of old improvements, et cetera will be paid for by the buyers. No quantitative adjustments are made to the sales for this element of comparison. Use For sites to be comparable, they should have similar uses. The highest and best use for the property appraised and the sales is for mixed use with commercial space on the first level and residential units on the upper floors. Zoning district governs permitted density. The adjustment for this factor is addressed in location. No further adjustments are made for this element of comparison. (Continued) SALES COMPARISON APPROACH (Continued) FINAL VALUATION The adjusted unit prices for the sales are as follows: Sale No. Adjusted Price/ SF 1 $88.17 2 $85.30 3 $84.43 4 $84.87 5 $70.10 6 $87.01 The range of the adjusted sale prices is from $70.10 to $88.17 per square foot. Excluding No. 5 for having the least similar location as the subject, the range is narrow from $84.43 to $88.17 per square foot. Sale 2 is the subject larger parcel at adjusted $85.30 per square foot. This unit price is in the mid-range of the adjusted sale unit prices and best representative of the unit value of the larger parcel as of the effective date of the appraisal. Considering all of the foregoing discussion, the unit value of the larger parcel and the north section is $85.30 per square foot of land. The quantity of the comparable data is sufficient to observe sales activity in the subject market area. The quality of the data is good in that it provides a sound basis to develop an opinion of value for the property under appraisement. Based on the analysis and conclusions presented within the report, it is our opinion that the Market Value of the Fee Simple Estate of the Subject Property as of November 10, 2022 is: 20,682 square feet x $85.30/ square foot = (rounded to) ONE MILLION SEVEN HUNDRED SIXTY-FOUR THOUSAND DOLLARS $1,764,000 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. 1 have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. I have no bias with respect to the property that is the subject of this report or the to the parties involved with this assignment. My engagement in this assignment was not contingent upon developing or reporting predetermined results. My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. 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. My 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 11 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 November 7, 2022. 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 certification. 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 continuing education program for Designated Members of the Appraisal Institute. Continuing education programs are also completed for the American Society of Appraisers and the State of Florida. 9�' November 10, 2022 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State -Certified General Real Estate Appraiser No. RZ-85 November 10, 2022 Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 58 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 inspected 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, unless excepted. 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. Where divisions are made between land, improvements, etc., the values estimated for each apply only under the cited use or uses. 9. The value applies 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 - unless specifically stated. 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. 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 are responsible for the analyses, conclusions, and opinions of real estate set forth in this report. No one else provided significant professional assistance to the signers of this report. 16. Prospective value is based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events which might alter market conditions upon which market value opinion has been developed. 17. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 18. The appraisers reserve the right to amend or change this report at any time additional market information is obtained which would significantly affect the value. Jesse B. Vance, Jr., MAT, SRA, ASA State -Certified General Real Estate Appraiser No. RZ 85 November 10, 2022 &�w4oallolio-m— Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 November 10, 2022 :�s] ADDENDA 60 11 /5/22, 6:22 PM THIS INSTRUMENT PREPARED BY: Arnold & Porter 601 Massachusetts Avenue, NW Washington, DC 20001 Attention: Alyson P. Lar6 Landmark Web Official Records Search 1!1111 !!!tl hill itlll 1!!I! Iltll ltlll I!!! IIlI CFN 20210590782 OR BK 33177 PG 0952 RECORDED 12/30/2021 13=0304 RIFT 12r000P000.00 Doc Stara 847000.00 Palm Beach County► Florida Joseph AbruzzoPClerk Pas 0952 - 958; (7pes) AND RETURN TO: Stacey Halpern, Esq. Nelson Mullins Riley & ScarboLLP 360 S. Rosemary Avenue, Suite 1 10 West Palm Beach, FL 33401: 30,001 -t -GSA 1 MC Tax Folio Numbers: 08-43-45-27-01-0 - 0 & 0843 -45 -27 -02 -000 - SPECIAL WA&ANTY DEED a6 THIS SPECIAL WARRANTY DEED i as of the a "day of December, 2021 by Ocean One Boynton, LLC, a Florida limited liabi pany, whose post office address is c/o Washington Real Estate Partners, LLC, 9804 S. Trail, Suite E2-10, Boynton Beach, Florida 33436, Attn: Mike Ross ("Grantor"), to and for benefit BBI Development, LLC, a Delaware limited liability company, whose post office r s is 9 West 57`h Street, 40h Floor, New York, New York 10019, Attn: Robert Vecsler ("Grant e" WITNESSETH: That Grantor, for and in consideration of the sum of Ten and No/ 100 Do]tars ($10.00) and other good and valuable consideration to it in hand paid by Grantee, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, conveyed, and sold, and does hereby grant, bargain, convey, and sell, unto Grantee and Grantee's successors and assigns, all that certain land lying, situated, and being in Palm Beach County, Florida, more particularly described on Exhibit A, attached hereto and by this reference incorporated herein ("Land"), and all rights, privileges, tenements, hereditaments, easements, and appurtenances belonging to the Land. TOGETHER WITH all of Grantor's right, title, and interest in and to all buildings, structures, and other improvements located on the Land, and any and all fixtures attached to or incorporated within such buildings, structures, and other improvements, if any. All of the property and property rights described above shall be referred to herein as the "Pro e " To have and to hold the Property, and all the estate, right, title, interest, lien, and equity whatsoever of Grantor with respect to same, either in law or in equity, to the proper use and benefit of Grantee and Grantee's successors and assigns, forever, in fee simple. This conveyance is subject to real estate taxes not yet due and payable as of the date hereof y 61 https://erec.mypaimbeachclerk.com/Search/DocumentAndlnfbByBookPage?Key---possessor&booktype=O&booknumber-33177&pagenumber-952# 117 11!5!22, 6:22 PM Landmark Web Official Records search Book33177/Page95 CFN#20210590782 Page 2 of 7 and for subsequent years; all covenants, conditions, restrictions, easements, rights-of-way, and other matters of record and applicable zoning, land use, and similar and other laws and regulations, provided that this reference shall not operate to reimpose same (collectively, "Permitted Exceptions"). OA Subject to the Penit Exceptions, Grantor does hereby covenant with Grantee that, at the time of the delivery o Special Warranty Deed, the Property was free from any encumbrance made by Grantor, and that Grantor will specially warrant title to the Property and will defend it against the lawfu s of all persons claiming by, through, or under Grantor, but against none other. [Remainder e Left Intentionally Blank] th, 2 62 https://erer-mypaimbeachclerk.com/Search/DocumentAndlnfoByBookPage?Key-Assessor&booktype=O&booknumber=33177&pagenumber-952# 2R 11/5/22, 6:22 PM Landmark Web Official Records Search Book33177/Page95, CFN#20210590782 Page 3 of 7 IN WITNESS WHEREOF, this Special Warranty Deed has been executed by Grantor to as of the date first written above. GRANTOR: Ocean One Boynton, LLC, a Florida limited liability company By: One Boynton, LLC a Delaware limited liability company, its Manager By: 529 Associates Inc. a District of YPrintm .� Columbia corporation, its Manager By: ame: F. Dav1s Camalier e: President STATE OF ao 0- COUNTYOFP0 The foregoing instrument was acknowledged before M;4 -means off ✓ 1 physical Presence or"online notarization, this_ day of December, 2021, by F. Davis Camalier, as the President of 529 Associates, Inc., as the Manager of One Boynton, LLC, as the Manager of Ocean One Boynton, LLC, who f ✓ 1 is personally known to me, OR [_] has produced as identification. [Notary Seal] Notary Public, State of Print Name: My commission expiresaka 73i A4.3 Y C' •ii, 9• � °r. ;�G"'. tt;�;•°��`R �,;!: SHONA PARKER ��o� R4r Notary Public -Mayland Anne Arundel County R p W t My Commission Expires Jul 13.2024 [Signature Page to Special Warranty Deed] 63 https://arec.mypalmbeachclerk.com/Search/D=mantAndlnfoByBookPage?Key=Assessor&booktype=O&booknumber=33177&pagenumbar-952# 3/7 11 /5/22, 6:22 PM Landmark Web Official Records Search Book33177/Page95 CFN#20210590782 Page 4 of 7 EXHIBIT A LEGAL DESCRIPTION The following described which is situate, lying and being in the County of Palm Beach, State of Florida: 1.14 N. Federal Hfizhway, Boynton Rea& Florida Lot 41, DEWEY'S SUBDIVISIX ording to the Plat thereof, as recorded in Plat Book 1, at Page 37, of the Public Records of**d ch County, Florida, less and except the East 25 feet and less and except that part lyingfeet of the West line of Section 27, Township 45 South, Range 43 East, Palm. Beach Colorida, and further less and except that part lying within 45 feet of the center line of State and also further less and except that part included in the external area of a 10 foot radius arc wh' ant to a line parallel to and 25 feet West of the East line of Lot 41 and to a line parallel to a 5 feet North of the center lint of Statc Road 804; said lands situate, lying and being in Palm ounty, Florida. Lots 3 through 6, inclusive, FUNK BROTHERS A ION, according to the Plat thereof, as recorded in Plat book 2, at Page 13, of the Public Record aim Beach County, Florida, less and except the East 25 feet and the West 50 feet thereof, for ights of Way; said lands situate, lying and being in Palm Beach County, Florida, in accordan Agreement Plat (Plat book 10, Page 2). 222 N. Federal Highway, Boynton Beach Florida LOTS I AND 2, EXCEPT THE EAST 25.00 FEET THEREOF AND EXCEPT THE WEST 25.00 FEET THEREOF, AS SHOWN UPON THE PLAT ENTITLED AGREEMENT PLAT, SHOWING PROPERTY IN THE NORTHWEST QUARTER (NW. 1/4) OF THE NORTHWEST QUARTER (NW. 1/4) OF SECTION 27, TOWNSHIP 45 SOUTH, RANGE 43 EAST, IN THE TOWN OF BOYNTON BEACH, FLORIDA, WHICH PLAT IS RECORDED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT IN AND FOR PALM BEACH COUNTY, r FLORIDA, IN PLAT BOOK 10, PAGE 2; LESS RIGHT OF WAY CONVEYED TO THE .. P.. STATE OF FLORIDA, AS MORE PARTICULARLY DESCRIBED 1N OFFICIAL RECORD BOOK 564, PAGE 180, PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA; SAID LANDS SITUATE LYING AND BEING IN PALM BEACH COUNTY, FLORIDA. SUBJECT TO RESTRICTIONS, RESERVATIONS, EASEMENTS AND COVENANTS OF RECORD, IF ANY, TO THE EXTENT THAT SAME ARE VALID AND ENFORCEABLE. DESCRIPTION: (TAKEN FROM SPECIAL WARRANTY DEED DATED OCTOBER 3, 1960, IN OFFICIAL RECORD BOOK 564, PAGE 180) Exhibit A 64 https://erec.mypalmbeacheerk-com/Search/DocumenfArMlnfoByBookPage7Key=Assessor&booktype=0&booknumber=33177&pa9enumber=962# 47 11 /5/22, 6:22 PM LarMmark Web Official Records Search Book33177/Page95, CFN#202105907$2 Page 5 of 7 LOTS i AND 2, AGREEMENT PLAT, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 10 AT PAGE 2 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA,- BEING LORIDA;BEING ALSO DESCRI iE OTS 1 AND 2, FUNK BROS, ADDITION TO THE TOWN OF BOYNTON, PERP OK 2, PAGE 13; WHICH LIES WITHIN 50.00 FEET EASTERLY OF THE WE5 OF SECTION 27, TOWNSHIP 45 SOUTH, RANGE 43 EAST; *v - AND C ) THAT PART OF THE AFOREMEA D LOT 1, OF AGREEMENT PLAT, WHICH 1S INCLUDED IN THE EXTERNAL ARE ED BY A 12 FOOT RADIUS ARE TANGENT TO THE NORTH LINE OF SAID LOT (B 5 00 FEET SOUTH OF AND PARALLEL TO THE NORTH LINE OF SAID SECTION 27, TANGENT TO A LINE 50 00 FEET EAST OF AND PARALLEL TO THE WEST LINE OF D SECTION 27, SUBJECT TO THE EXISTING RIGHT-OF-WAYNOMTATE ROAD 5. AND LESS AND EXCEPT ADDITIONAL ROAD RIGHTY FOR N.E. 2ND AVENUE, RECORDED IN OFFICIAL RECORDS BOOK 23563, 1Z I 1 IS AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: ;L COMMENCING AT THE NORTHWEST CORNER OF LOT 1, AGREEMENT PLAT, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 10, PAGE 2, OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA; THENCE RUN SOUTH 89045'09" EAST, ALONG THE NORTH LINE OF SAID LOT 1, A DISTANCE OF 37.28 FEET TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF N E. 2ND AVENUE AS NOW LAID OUT AND THE POINTOF BEGINNING; THENCE CONTINUE SOUT14 89'45'09" EAST ALONG SAID SOUTH RIGHT OF WAY LINE AND ALONG THE NORTH LINE OF LOT 1, A DISTANCE OF 254.12 FEET TO A POINT ON THE WEST RIGHT OF WAY LINE OF N E. 6TH COURT AS NOW LAID OUT; THENCE RUN SOUTH 01'23'56" EAST, ALONG SAID WEST RIGHT OF WAY LINE, A DISTANCE OF 54.89 FEET TO A POINT OF CURVATURE CONCAVE TO THE NORTHWEST SAID CURVE HAVING A RADIAL BEARING OF SOUTH 880 36' 04" WEST; THENCE RUN ALONG THE ARC OF SAID CURVE TO THE LEFT A DISTANCE OF 40.02 FEETTO THE POINT OF TANGENT, SAID CURVE HAVING A RADIUS OF 25.00 FEET, A CENTRAL ANGLE OF 91°42' 50", A CHORD BEARING OF NORTH 47015'21' WEST AND A CHORD DISTANCE OF 35.88 FEET; THENCE RUN SOUTH 860 53' 14" WEST, A DISTANCE OF 41.94 FEET TO A POINT; THENCE RUN NORTH 76° 28'58" WEST, A DISTANCE OF 50.34 FEET; THENCE RUN Exhibit A 65 hVs://arae.mypalmbeachderk.coWSean*dDocumentAndl►doSyBoakPage?Key=Assessor8hooktyp 0&booknumber=33177&pagenumber-952# 5/7 11/5/22, 6:22 PM Landmark Web Official Records Search Book33177/Page95' CFN#202105907$2 Page 6of7 NORTH 890 45'09" WEST, A DISTANCE OF 129.70 FEET TO A POINT OF CURVATURE CONCAVE TO THE SOUTHWEST; THENCE RUN ALONG THE ARC OF SAID CURVE TO THE LEFT, A DIST*4" F 31.87 FEET TO A POINT ON THE EAST RIGHT OF WAY LINE OF STATE RO5 (FEDERAL HIGHWAY) AS NOW LAID OUT; SAID CURVE HAVING A RADIU00 FEET, A CENTRAL ANGLE OF 91° 17' 55"", A CHORD BEARING OF SOU53" WEST AND A CHORD DISTANCE OF 28.60 FEET; THENCE RUN NORTH 01 03' 04" WEST ALONG SAID EAST RIGHT OF WAY LINE, A DISTANCE OF 29.69 FEET T INT OF CURVATURE TO THE NORTHEAST; THENCE RUN ALONG THE ARC OF SAD Cj IRVE TO THE RIGHT A DISTANCE OF 19.12 FEET TO THE POINT OF BEGINNING CURVE HAVING A RADIUS OF 12.00 FEET, A CENTRAL ANGLE OF 910 17' 55", SORD BEARING OF NORTH 440 35' 54" EAST, AND A CHORD DISTANCE OF 17.1 , SAID PROPERTY NOW DESCRIBED ASS' A PORTION OF THE NORTHWEST ONE -TER OF SECTION 27, TOWNSHIP 45 SOUTH, RANGE 43 EAST, PALM BEACH CO , FLORIDA, INCLUDING PORTIONS OF LOTS I AND 2, "FUNK BROS. ADDITIO THE TOWN OF BOYNTON", AS RECORDED IN PLAT BOOK 2 AT PAGE 13 OF THEIC RECORDS OF PALM BEACH COUNTY, FLORIDA, IN ACCORDANCE WIT T "AGREEMENT PLAT", AS RECORDED IN PLAT BOOK. 10 AT PAGE 2 OF SAI LIC RECORDS AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID CTION 27; THENCE SOUTH 01 023'00" EAST, ALONG THE WEST LINE OF SAID SECTION 27, A DISTANCE OF 122.45 FEET; THENCE NORTH 89°05'57" EAST, ALONG THE SOUTH LINE OF SAID LOT 2, A DISTANCE OF 50.00 FEET TO THE POINT OF BEGINNING; THENCE NORTH 01 °23'00" WEST, ALONG THE EAST RIGHT -OF- WAY LINE OF U.S. HIGHWAY NO. 1, A DISTANCE OF64.75 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; THENCE NORTHERLY ALONG THE ARC OF SAID CURVE, ALSO BEING THE SOUTHERLY LINE OF A RIGHT-OF-WAY DEDICATED PER OFFICIAL RECORDS BOOK 23563, AT PAGE 1115, OF SAID PUBLIC RECORDS, HAVING A RADIUS OF 20.00 FEET AND A CENTRAL ANGLE OF 65026'49", A DISTANCE OF 22.84 FEET TO A POINT ON THE ARC OF A CIRCULAR CURVE TO THE RIGHT, AT WHICH THE RADIUS POINT BEARS SOUTH 70012'14" EAST; THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 70° 07'51 "A DISTANCE OF 30.60 FEET TO THE POINT OF TANGENCY; THENCE NORTH 89°55'38" EAST, A DISTANCE OF 216.56 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; THENCE EASTERLY AND SOUTHERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 88020'52", A DISTANCE OF 38.55 FEET TO THE POINT OF TANGENCY; THENCE SOUTH Exhibit A 66 https:/iarec.mypoknbeachdork.cam/Search/DocumentAndlnfoByBookPage?Key=Assenor&booktypo=O&booknumber-33177&pagenumber--952# 6/7 11 /5/22, 6:22 PM Landmark Web Official Records Search Book33177/Page95: CFN#20210590782 Page 7of7 01 ° 43'30" EAST, ALONG A LINE 15.00 FEET WEST OF AND PARALLEL WITH THE EAST LINE OF SAID LOTS 1 AND 2, A DISTANCE OF 71.44 FEET; THENCE SOUTH 89'05'57" WEST, ALONG} THE SO TH LINE OF SAID LOT 2, A DISTANCE OF 276.94 FEET TO THE POINT OF BEGINN WHICH INCLUDES A PORTION OF BOYNTON BEACH BOULEVARD RIGHT- - AY EAST OF FEDERAL HIGHWAY, ABANDONED BY ORDINANCE NO. 17-00 , HE CITY OF BOYNTON BEACH, FLORIDA, RECORDED APRIL 14, 2017, IN OFFICI L RECORDS BOOK 29016, PAGE 975. SAID LANDS SITUATE IN TH C Y OF BOYNTON BEACH, PALM BEACH COUNTY, FLORIDA. 0001 0 0r AM Exhibit A 67 https://erec.mypelrnbeechcferk.com/Search/DocumentAndin/ceya—kpage?Key-A--sm&bookglm-O&booknurnber-33177apagenumber-952# 717 e. Mixed Use Core (MU -C). The MU -C district implements the Mixed Use High (MXH) future land use map (FLUM) classification of the Comprehensive Plan and has a maximum residential density of eighty (80) dwelling units per acre, except within the Downtown Transit - Oriented Development District (DTODD) (the Station Area), where the maximum density may be one hundred (100) dwelling units per acre through participation in the Workforce Housing Program. In addition, projects located within the Station Area shall have a minimum density of thirty (30) dwelling units per acre. This minimum density requirement shall be applicable to any such project regardless of whether the site is partially or entirely located within the transit core. The intent of this district is to supplant the Central Business District (CBD) in the historic downtown and marina district. (2) The MU -C district is appropriate for high density/intensity development intended for the downtown area. Such developments shall include a mix of uses designed in a compact vertical style. Developments proposed within the Downtown Transit -Oriented Development District (the Station Area) must contain a residential component and have space on the first floor devoted to commercial uses for those portions of the project having frontage along a collector or an arterial road. (3) All new developments within this district shall front on streets designated as "arterial" roadways on the Functional Classification of Roadways Map. f. Rezoning of single-family districts. All requests to rezone any single-family residential district to a mixed use zoning district shall be subject to the following additional requirements: (1) Height, density and intensity of development based on the standards indicated in Table 3-22; (2) Ratio of lot frontage to depth that is no more than one (1) foot (frontage) to one and one-quarter (1.25) foot (depth); (3) Vehicular access to the property located to minimize impacts on adjacent single-family developments and meet safety standards; and (4) Landscape barriers provided, in accordance with the landscape regulations of this Code, where the rezoned property abuts single-family residential zoning. 69 C. Building and Site Regulations. 1. Building and Site Regulation (Table 3-22). MIXED USE, URBAN'13' 14 MU -1 MU -2 MU -3 MU -4 MU -C MIXED USE, URBAN"' 14 MU -1 MU -2 MU -3 MU -4 MU -C Lot Area, Minimum (acres): Public park: N/A N/A N/A N/A N/A All other uses: 0.50 0.75 1 1 1 Lot Frontage, Minimum (ft.)' 100 1002 1502 2002 2002 Structure Ht., Minimum (ft.) 30 30 30 45 45 Maximum Height (ft.)' 55 65 75 100 150/1254 Maximum Density (DUs/Acre)10' 12 20 40 50 60 80 Maximum F.A.R." 2.5 3.0 3.0 4.0 4.0 Build -to -line (ft.)$: All sides abutting a collector or arterial road Factor of Pedestrian Zone Requirement' Abutting a Local street 0' 0' 0' 0' 0' Interior side 0' 0' 0' 0' 0' Building Setbacks, Minimum (ft.)': Rear abutting Residential single-family 256/05' 6 255 255 255 255 Intracoastal waterway 255 255 255 255 255 Side abutting Residential single-family: 255/05' 6 255 255 255 255 Usable Open Space, Minimum (sq. ft .)9 N/A N/A 0.5% 1 % 2% FR Rear abutting Residential 25'/0'' 25' 25' 25' 25' single-family 6 Intracoastal 25' 25 25' 25' 25' waterway Side abutting Residential 25'6/0', 25' 25' 25' 25' single-family: Usable Open NIA N/A 0.5% 1 % 2% Space, Minimum (sq. ft. )9 71 In reporting the results of a real property appraisal, an appraiser must communicate each analysis, opinion, and conclusion in a manner that is not misleading. STANDARD 2 addresses the content and level of information required in a report that communicates the results of the real property appraisal. STANDARD 2 does not dictate the form, format, or style of real property appraisal reports. The substantive content of a report determines its compliance. STANDARDS RULE 2-1 Each written or oral real property appraisal report must: (a) clearly and accurately set forth the appraisal in a manner that will not be misleading; (b) contain sufficient information to enable the intended users of the appraisal to understand the report properly; and (c) clearly and accurately disclose all assumptions, extraordinary assumptions, hypothetical conditions, and limiting conditions used in the assignment. STANDARDS RULE 2-2 Each written real property appraisal report must be prepared under one of the following options and prominently state which option is used: Appraisal Report or Restricted Appraisal Report. An appraiser may use any other label in addition to, but not in place of, the labels set forth in this Standards Rule for the type of report produced. The use of additional labels such as analysis, consultation, evaluation, study, or valuation does not exempt an appraiser from adherence to USPAP. The report content and level of information requirements in this Standards Rule are minimal for each type of report. An appraiser must supplement a report form, when necessary, to insure that any intended user of the appraisal is not misled and that the report complies with the applicable content requirements. (a) The content of an appraisal report must be appropriate for the intended use or the appraisal and, at a minimum: (i) state the identity of the client, or if the client requested anonymity, state that the identity is withheld at the client's request but is retained in the appraiser's workfile; (ii) state the identity of any other intended users by name or type; (iii) state the intended use of the appraisal; (iv) contain information, documents, and/or exhibits suffl'cient to identify the real estate involved in the appraisal, including the physical, legal, and economic property characteristics relevant to the assignment; (v) state the real property interest appraised; (vi) state the type and definition of value and cite the source of the definition; (vii) state the effective date of the appraisal and the date of the report; (viii) summarize the scope of work used to develop the appraisal; (ix) summarize the extent of any significant real property appraisal assistance; FA (x) provide sufficient information to indicate that the appraiser complied with the requirements of STANDARD I by: (1) summarizing the appraisal methods and techniques employed; (2) stating the reasons for excluding the sales comparison, cost, or income approach(es) if any have not been developed; (3) summarizing the results of analyzing the subject sales, options, and listings in accordance with Standards Rule 1-5; (4) stating the value opinion(s) and conclusions(s); and (5) summarizing the information analyzed and the reasoning that supports the analyses opinions, and conclusions, including reconciliation of the data and approaches; (xi) state the use of the real estate existing as of the effective date and the use of the real estate reflected in the appraisal; (xii) when an opinion of highest and best use was developed by the appraiser; state that opinion and summarize the support and rationale for that opinion; (xiii) clearly and conspicuously: • state all extraordinary assumptions and hypothetical conditions, and • state that their use might have affected the assignment results, and (xiv) include a signed certification in accordance with Standards Rule 2-1. STANDARDS RULE 1-5 When the value opinion to be developed is market value, if such information is available in the normal course of business: a) analyze all agreements of sale, options, or listings of the subject property current as of the effective date of the appraisal; b) analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal. 73 475.611 Florida Statutes: Definitions. - (1) As used in this part, the term: (a) "Appraisal" or "Appraisal Services" means the services provided by certified and licensed appraisers or registered trainee appraisers, and includes: 1. "Appraisal assignment" denotes an engagement for which a person is employed or retained to act, or could be perceived by third parties or the public as acting, as an agent or a disinterested third party in rendering an unbiased analysis, opinion, review, or conclusion relating to the nature, quality, value, or utility of specified interests in, or aspects of, identified real property. 2. "Analysis assignment" denotes appraisal services that relate to the employer's or dienfs individual needs or investment objectives and includes specialized marketing, financing, and feasibility studies as well as analyses, opinions, and conclusions given in connection with activities such as real estate brokerage, mortgage banking, real estate counseling, or real estate consulting. 3. "Appraisal review assignment" denotes an engagement for which an appraiser is employed or retained to develop and communicate an opinion about the quality of another appraiser's appraisal, appraisal report, or work. An appraisal review may or may not contain the reviewing appraiser's opinion of value. (b) "Appraisal Foundation" or "foundation" means the Appraisal Foundation established on November 20, 1987, as a not-for-profit corporation under the laws of Illinois. (c) "Appraisal report" means any communication, written or oral, of an appraisal, appraisal review, appraisal consulting service, analysis, opinion, or conclusion relating to the nature, quality, value, or utility of a specified interest in, or aspect of, identified real property, and includes any report communicating an appraisal analysis, opinion, or conclusion of value, regardless of title. However, in order to be recognized in a federally related transaction, an appraisal report must be written. (d) "Appraisal review" means the act or process of developing and communicating an opinion about the quality of another appraiser's appraisal, appraisal report, or work. (e) "Appraisal subcommittee" means the designees of the heads of the federal financial institutions regulatory agencies established by the Federal Financial Institutions Examination Council Act of 1978 (12 U.S.C. ss. 3301 et seq.), as amended. (f) "Appraiser" means any person who is a registered trainee real estate appraiser, licensed real estate appraiser, or a certified real estate appraiser. An appraiser renders a professional service and is a professional within the meaning of 95.11(4)(a). (g) "Board" means the Florida Real Estate Appraisal Board established under this section. (h) "Certified General Appraiser" means a person who is certified by the department as qualified to issue appraisal reports for any type of real property (i) "Certified Residential Appraiser" means a person who is certified by the department as qualified to issue appraisal reports for residential real property of one to four residential units, without regard to transaction value or complexity, or real property as may be authorized by federal regulation. Q) "Department" means the Department of Business and Professional Regulation. 74 2020 FLORIDA STATUTES Title XXXII Chapter 475 View Entire REGULATION OF PROFESSIONS REAL ESTATE BROKERS, SALES Chapter AND OCCUPATIONS ASSOCIATES, SCHOOLS, AND APPRAISERS 475.628 Professional standards for appraisers registered, licensed, or certified under this part.— (1) The board shall adopt rules establishing standards of professional practice which meet or exceed nationally recognized standards of appraisal practice, including standards adopted by the Appraisal Standards Board of the Appraisal Foundation. Each appraiser registered, licensed, or certified under this part must comply with the rules. Statements on appraisal standards which may be issued for the purpose of clarification, interpretation, explanation, or elaboration through the Appraisal Foundation are binding on any appraiser registered, licensed, or certified under this part, upon adoption by rule of the board. (2) The board may adopt rules establishing standards of professional practice other than standards adopted by the Appraisal Standards Board of the Appraisal Foundation for nonfederally related transactions. The board shall require that when performing an appraisal or appraisal service for any purpose other than a federally related transaction, an appraiser must comply with the Ethics and Competency Rules of the standards adopted by the Appraisal Standards Board of the Appraisal Foundation, and other requirements as determined by rule of the board. An assignment completed using alternate standards does not satisfy the experience requirements under s. 475.617 unless the assignment complies with the standards adopted by the Appraisal Standards Board of the Appraisal Foundation. History.—ss. 9, 11, ch. 91-89; s. 4, ch. 91-429; s. 35, ch. 98-250; s. 22, ch. 2012-61; s. 9, ch. 2017-30. rM Page 1 of 6 Vance Real Estate Service FFA W® My® Jesse B. Vance, Jr., MAI, SRA, ASA, MBA Appraiser - Real Estate Analyst • Reviewer - Expert Witness Vance Real Estate Service • 7481 NW 4 Street • Plantation • Florida • 33317 Office: 954.583.2116; Cell: 954.610.2423; Email: vanceval(acomcast.net Web Page: www.vancerealestateservice.com Vance Real Estate Service is a Veteran -Owned Small Business (VOSB) and Florida Certified SDVBE Minority Business Enterprise specializing in personalized real estate valuation services in Florida for over 45 years. Designated appraisers perform the appraisal work, no trainees. Jesse B. Vance, Jr., MAI, SRA, ASA, MBA and Claudia Vance, MAI are qualified as expert witnesses for eminent domain, bankruptcies, deficiency judgments, marriage dissolution, and estate valuations. Our firm values most types of real property interests for sale, mortgage loans, litigation and investment reasonably, timely and professionally. As licensed real estate brokers, we perform most other real property functions. We also do "Valuations for Financial Reporting." PROFESSIONAL QUALIFICATIONS A) PROFESSIONAL DESIGNATIONS/ DEGREES/ LICENSES & CERTIFICATIONS MAI DESIGNATION - APPRAISAL INSTITUTE/Life Member No. 8781 SRA DESIGNATION - APPRAISAL INSTITUTE/Life Member No. 8781 ASA DESIGNATION - AMERICAN SOCIETY OF APPRAISERS (RE -Urban) #003439 MBA DEGREE - REAL ESTATE MANAGEMENT AND DEVELOPMENT STATE -CERTIFIED GENERAL REAL ESTATE APPRAISER #RZ-85 (Florida) FLORIDA STATE LICENSED REAL ESTATE BROKER NO. BK. 91050 REGISTERED VETERAN -OWNED SMALL BUSINESS (CCR/Duns 826494957) FLORIDA CERTIFIED SDVBE BUSINESS ENTERPRISE (Minority Business Enterprise - MBE) FLORIDA "D.E.P." APPROVED APPRAISER B) QUALIFIED AS AN EXPERT WITNESS IN REAL ESTATE VALUATION 1. U.S. Court of Appeals, Eleventh Circuit 2. U.S. District Court, Southern District of South Florida 3. U.S. District Court, New Jersey 4. U.S. Bankruptcy Court, Southern District of Florida 5. U.S. Bankruptcy Court, District of New Jersey 6. U.S. Bankruptcy Court, Western (Pittsburgh) Division of Pennsylvania 7. Florida Circuit Courts: Broward, Dade, Palm Beach, Lee, Collier, Martin, and Okeechobee Counties 8. Appraiser on landmark eminent domain cases: TESSLER, NESS TRAILER PARK, PATEL, SIMPSON v. FILLICHIO, RUBANO, PALM BEACH COUNTY (FL) vs. COVE CLUB INVESTORS, LTD. Cl EXPERIENCE Over thirty-five (35) years appraising and analyzing real property interests in South Florida. Partial list: RESIDENCES, RESTAURANTS/BARS, APARTMENT BUILDINGS, OFFICE BUILDINGS HOTELS/MOTELS, CHURCHES, CONDOMINIUMS/COOPS, HOSPITALS & NURSING HOMES, VACANT LAND, GOLF COURSES, GOLF CLUBS, GASOLINE SERVICE STATIONS, MARINAS, TRAILER PARKS, SHOPPING CENTERS, BANKS/THRIFT INSTITUTIONS, BOWLING ALLEYS, P.U.D.'S, INDUSTRIAL BUILDINGS, TIME-SHARE DEVELOPMENTS, ROCK PITS, SCHOOLS, AGRICULTURAL PROPERTIES, WATER MANAGEMENT DISTRICT, MARKETABILITY, FEASIBILITY ANALYSES, INVESTMENT ANALYSES, AUTO SALES FACILITIES, LEASE VALUATIONS, TAX & ASSESSMENT APPEALS, CONDEMNATION, EXPERT WITNESS (Member National Forensic Center), BUSINESS ENTERPRISE VALUATIONS (BEV), (VFR) VALUATION FOR FINANCIAL REPORTING, AVIGATTON & CLEARANCE EASEMENTS, ESTATES, DIVORCES, PLANNING/LAND USE STUDIES, HIGHEST & BEST USE ANALYSES, DEPRECIATION ANALYSES, COMPONENT APPRAISALS, ENVIRONMENTALLY SENSITIVE LAND, CONTAMINATED PROPERTIES, SUGARCANE & TURFGRASS LAND, DAY CARE CENTERS, SELF -STORAGE FACILITIES, FUNERAL HOMES, ANIMAL HOSPITALS, SUBMERGED LAND, CITY CENTERS, etc. FLO Page 2 of 6 D) PARTIAL LIST OF CLIENTS PRIVATE INDIVIDUALS AND CORPORATIONS, ATTORNEYS, ACCOUNTANTS, TRUST DEPARTMENTS, COMMERCIAL BANKS: Wells Fargo; BankAtlantic; SunTrust; American National Bank; Landmark Bank; City National Bank; BankUnited; Gateway American Bank; State Farm Bank; Englewood Bank & Trust; SAVINGS & LOANS, INSURANCE COMPANIES, REAL ESTATE INVESTMENT TRUSTS, & REAL ESTATE TRANSFER COMPANIES, TITLE INSURANCE COMPANIES; FLORIDA CITIES: FORT LAUDERDALE, PLANTATION, COOPER CITY, TAMARAC, LAUDERHILL, BOCA RATON, DEERFIELD BEACH, OAKLAND PARK, WILTON MANORS, HOLLYWOOD, WEST PALM BEACH, DELRAY BEACH, HALLANDALE, PEMBROKE PINES, COOPER CITY, TOWN OF DAVIE, TOWN OF SOUTHWEST RANCHES, MIRAMAR. FLORIDA COUNTIES: BROWARD, PALM BEACH, COLLIER, OKEECHOBEE; BROWARD COUNTY BOARD OF COUNTY COMMISSIONERS; OKEECHOBEE BOARD OF COUNTY COMMISSIONERS. SCHOOL BOARD OF BROWARD COUNTY, FLORIDA, BROWARD COUNTY HOUSING AUTHORITY, STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION (DOT); STATE OF FLORIDA DIVISION OF GENERAL SERVICES(GSA); N. BROWARD GENERAL HOSPITAL DISTRICT; STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION (Approved Vendor);U_S. TREASURY DEPARTMENT (General Counsel, I.R.S.); U.S. MARSHAL'S SERVICE — U.S. ATTORNEY'S OFFICE CENTRAL DIVISION — U.S. Dept. of Justice; VETERANS ADMINISTRATION E) EDUCATIONAL BACKGROUND - (Partial List) BACHELOR OF ARTS - Earlham College, Richmond, Indiana (1954) MBA (Nova University) - Real Estate Management & Development (National Dean's List 1991) Course 1 (AIREA) - Basic Principles of Appraising Course 2 (AIREA) - Urban Property Valuation (Income) Course 4 (AMA) - Condemnation Appraising Course 6 (AIREA) - Income Capitalization & Analysis Course 101 (SREA) - Introduction to Appraising Course 201 (SREA) - Income Property Valuation, Theory Course 202 (SREA) - Applied Income Property Valuation Course 301 (SREA) - Applications/Appraisal Analysis Symposium (SREA) - Market Analysis, 1978, Virginia Symposium (SREA) - Market Analysis, 1979, Arizona Symposium (SREA) - Market Analysis, 1980, South Carolina Symposium (SREA) - Market Analysis, 1981, Tennessee Symposium (SREA) - Market Analysis, 1982, New Mexico Symposium (SREA) - Market Analysis, 1983, Pennsylvania Symposium (SREA) - Market Analysis, 1984, Georgia Symposium (SREA) - Market Analysis, 1985, Vancouver, B.C. Symposium (SREA) - Market Analysis, 1986, New Jersey Clinic (SREA) - 4201 Instructor, 1987, U. of Illinois Clinic (SREA) - #201 Instructor, 1988, Illinois Seminar (SREA) - Professional Practice, 1988, Florida Symposium (SREA) - Market Analysis, 1988, California Symposium (SREA) - Market Analysis, 1989, Minnesota MBA Graduate School Courses: 1990 —1991 Successfully completed the following graduate school courses: - "Regulation of Real Estate Development" - 'Real Properties Management" - "Legal Issues In Real Estate" - "Market Analysis and Site Selection" - "Organizational Behavior and Management"' - "Human Resource Management" - "Real Estate Economics" - "R. E. Finance: Instruments, Institutions & Investment Analysis" - "Urban Infrastructure & Environmental Analysis" - 'Real Estate Accounting" - "Marketing Management for Real Estate" - "Commercial Real Estate Lending" - "Construction Technology and the Building Development Process" SEMINAR (AI) - Cost Approach (I 992/Boston) SEMINAR (AI) - Rates & Ratios (1992/Boston) SEMINAR (AT) - International Appraising (1992/Boston) SEMINAR (AT) - Litigation Valuation/Mock Trial (1993) SEMINAR (AT) - ADA ACT (1993/Reno) SEMINAR (AI) - Hotel Valuation (1993) SEMINAR (AT) - Income Capitalization, Methods (1993) SEMINAR (AT) - Powerlines/Electromagnetic Radiation (1994) SEMINAR (AI) - Verifying Market Data (1994) SEMINAR (AI) - Market Studies for Appraisals (1994) SEMINAR (AT) - Florida Appraiser Core Law (USPAP/ 1994) Irl Page 3 of 6 E)EDUCATIONAL BACKGROUND - (Partial List, continued) SEMINAR (AI) - Limited Appraisals & Reports (USPAP/1994) SEMINAR (AI) - Public Safety & Property Values (1995) SEMINAR (Al) - Outparcel Valuation (1995) SEMINAR (AI) - Computer Teclmology Video Conference (1995) SEMINAR (AI) - The Internet & the Appraiser (1996) SEMINAR (AI) - Florida Commercial Construction (1996) SEMINAR (AI) - Real Property Rights in Florida (1996) COURSE (Al) - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AT) - Valuation of Trees (1997) 3 -DAY COURSE - Environmental Permitting/Mitigation/Mitigation Banking/Contamination Risk Management- Liability/Wetlands/ Hazardous Wastes/Lender Liability (1997/Marco Beach. FL) SEMINAR (AI) - Valuation of Transferable Development Rights [TDR's] (1997) COURSE (AI) - Standards of Professional Practice, Part C, 15 hour Course #430 (1997) SEMINAR (AT) - Non -Conforming Uses (1998) SEMINAR (AT) - The Impact of Contamination on Real Estate Value (1998) COURSE (AI) - USPAP & Florida Real Estate Core Law (1998) SEMINAR (AI) - Econometrics/Statistical Valuation Methods (1999) COURSE (Al) - 14 Hour (2 -day) Advanced Spreadsheet Modeling for Valuation Applications SEMINAR (AI) - Globalization of Real Estate/What U.S. Appraisers Need to Know (1999) SEMINAR (AT) - The Role of the Appraiser in Alternative Dispute Resolution (Mediation/Arbitration) (1999) SEMINAR (AI) - Technology Forum Part IFIntermediate (1999) SEMINAR (AT) - Client Satisfaction/Retention/Development (1999) SEMINAR (Al) - Attacking and Defending an Appraisal (1999) SEMINAR (Al) - Federal Appraisal Requirements ("Yellow Boow') (2000) SEMINAR (AT) - Regression Analysis in Appraisal Practice: Concepts & Applications (2000) SEMINAR (Al) - Analyzing Income Producing Properties (2000) SEMINAR (ATIF) - 1031 Tax Deferred Exchanges (2000) COURSE (AI) - USPAP & Florida Real Estate Core Law (2000) SEMINAR (AI) - Mediation & Alternate Dispute Resolution Seminar (2001) SEMINAR (AI) - State of the Appraisal Profession (2001) 2 -Day SEMINAR - Eminent Domain, by CLE International, Tampa, Florida (2001) SEMINAR (AI) - Ad Valorem Assessment Process in Florida (2002) SEMINAR (AT) - Role of Real Estate Appraisers in Bankruptcy Proceedings (2002) SEMINAR (AI) - Appraisers & the Gramm -Leach -Bliley Federal Privacy Act (2002) SEMINAR (AI) - How to Appraise the Ugly House (2002) COURSE (AI) - 2 -Day Course #430, Standards of Professional Practice, Part C (2002) SEMINAR (AT) - Market Trends for 2003 (2003) SEMINAR (AI) - Update on Code of Professional Ethics (2003) PANEL (AI) - Moderator "Industry, Consumer & Congressional Views on Predatory Lending" D.C. (2003) SEMINAR (AI) - Florida State Law for Real Estate Appraisers (2003) SEMINAR (AI) - Appraisal Agreements (2003) SEMINAR (AT) - Analyzing Distressed Real Estate (2004) SEMINAR (AI) - Valuation for Financial Reporting Purposes (2004) SEMINAR (AT) - 7 Hour National USPAP Update Course #1400 (2004) SEMINAR (AI) - Inverse Condemnation (2004) SEMINAR (AI) - Appraiser Independence in the Loan Process (2004) SUMMIT (Al) - Moderator at 2 -day Appraisal Summit in Washington, D.C. (12/2004) SEMINAR (AI) - Loss Prevention Program for Real Estate Appraisers (2005) SEMINAR (Al) - Valuation of Wetlands (7/2005) SEMINAR (AI) - Tri -County Residential Symposium (8/2005) SEMINAR (AI) - "Cool Tools" Internet Resources and Use for Valuation (2/2006) SEMINAR (AI) - FREAB 7 -Hour National USPAP Update (5/2006) SEMINAR (Ai) - FREAB 3 -Hour Florida State Law for Real Estate Appraisers (5/2006) SEMINAR (AT) - USPAP Scope of Work & New Requirements (8/2006) SEMINAR (AI) - USPAP Reappraising, Readdressing & Reassigning Appraisal Reports (2/2007) SEMINAR (AI) - AI Summary Appraisal Report/Residential (4/07) COURSE (Fla.) -14-Hour Continuing Education (including 3 -Hour Florida Core Law) (7/2007) SEMINAR (AT) - Real Estate Fraud: Appraisers Beware! (8/2007) SEMINAR (AT) - Florida Law for Real Estate Appraisers (11/2007) COURSE (AT) - Business Practices and Ethics — 8 hours (12/2007) SEMINAR (AI) - Supervisor Trainee Roles and Rules (2/2008) SEMINAR (A1) -7 Hour National USPAP (4/2008) SEMINAR (AT) - USPAP Hypothetical Conditions & Extraordinary Assumptions (5/2008) SEMINAR (AI) - Litigation Skills for the Appraiser— 7 -Hour Seminar (9/2008) SEMINAR (AI) - Public Sector Appraising (2/2009) 78 Page 4 of 6 E) EDUCATIONAL BACKGROUND - (Partial List, continued) WEBINAR (Al) - Develop an Effective Marketing Plan (3/2009) SEMINAR (AI) - Inspecting the Residential "Green House" (4/2009) SEMINAR (AI) - Property Tax Assessment (5/2010) SEMINAR (AT) - Supervisor Trainee Roles and Rules (7/2010) SEMINAR (AI) - Florida Law for Real Estate Appraisers (7/2010) SEMINAR (AI) - 7 -Hour Introduction to Valuation for Financial Reporting — Chicago (5/2009) SEMINAR (AI) - Government Regulations & Their Effect on R.E. Appraising (8/2009) SEMINAR (Al) - R.E.Market: How We Got Here, Where We Are, Where We're Going (10/2009) SEMINAR (AI) - 7 Hour National USPAP Update Course (10/1/2010) COURSE (AD - 7 Hour Introduction to Conservation Easement Valuation (12/10/2010) SEMINAR (AI) - The Real Estate Market (2/18/2011) COURSE (AI) - 16 Hours Uniform Appraisal Standards for Federal Land Acquisitions ("Yellow Book") (2/25-26/2011) WEBINAR (AI) - Real Estate Industry Perspectives on Lease Accounting (4/7/2011) COURSE (AI) -15 Hour Appraisal Curriculum Overview (5/19-20/2011) WEBINAR (AI) - 2 -hour Investment Property Accounting Standards (6/8/2011) SEMINAR (AI) - 3 Hour Spotlight on USPAP — Agreement for Services (7/15/2011) COURSE (AD - 14 Hours (2 -day) Advanced Excel Spreadsheet Modeling for Valuation Applications (9/22 & 9/23/2011) SEMINAR (AT) - Trial Components (11/4/11) SEMINAR (AT) - Lessons from the Old Economy Working in the New (1/20/2012) 7 -Hour USPAP - National USPAP Update (3/9/2012) 3 -Hour Fla. Law - State Law Update (3/9/2012) SEMINAR (AI) - Appraisal Review for General Appraisers (4/12/2012) SEMINAR (AI) - Land Valuation (4/20/2012) SEMINAR (AI) - The Valuation of Warehouses (6/22/2012) SEMINAR (AI) - Town Hall Meeting: 2012 Appraisal Institute Forum (7/12/2012) SEMINAR (AI) - IRS Valuation (7/19/2012) SEMINAR (AI) - 7 Hour Business Practices and Ethics Course (12/7/2012) SEMINAR (AI) - Real Estate Forecast 2013 (1/25/2013) COURSE (AI) - 7 Hour Advanced Marketability Studies (5/6/2013) SEMINAR (Al) - Developing a Supportable Workfile (11/15/2013) SEMINAR (Al) - Florida Appraisal Law Course (2/7/2014) SEMINAR (AI) - Liability Issues for Appraisers performing Litigation & Non -Lending Work (2/24/2014) COURSE (AI) - 7 Hour National USPAP Update Course (4/25/2014) SEMINAR (AI) - Economic Conditions (5/16/2014) SEMINAR (AI) - Fundamentals of Going Concerns (7/16/2014) SEMINAR (AI) - Litigation Assignments for Residential Appraisers (7/24/2014) SEMINAR (AI) - Economic Engines of Miami -Dade County, Florida (1/23/2015) SEMINAR (AI) - Economic Engines Driving Broward County, Florida (5/15/2015) 3 -Hour F1a.Law - Florida Real Estate Broker 14 -hour Continuing Education Course (incl. 3 hour core law) with exam (9/2015) SEMINAR (AT) - Drone Technology & its Effect on Real Estate Valuations (11/2015) SEMINAR (AT) - Loss Prevention for Real Estate Appraisers (1/22/2016) COURSE (Al) - 7 -Hour National USPAP Update Course (4/22/2016) SEMINAR (AT) - 3 -Hour Florida Appraisal Law (4/22/2016) SEMINAR (AI) - 4 -Hour Appraisals in the Banking Environment (5/6/2016) SEMINAR (AI) - Appraising the Tough One: Mixed Use Properties (8/19/2016) SEMINAR (Ai) - 4-11our Business Practices & Ethics (12/02/2016) 5 -Year Requirement WEBINAR (Al) - 2 -Hour Yellow Book Changes — Overview for Appraisers (1/11/2017) SEMINAR (AT) - 3 -Hours Economic Engines Driving Broward County in 2017 (1/27/2017) COURSE (AI) - 7 -Hours: Introduction to Green Buildings Principles & Concepts (2/24/2017) COURSE (Al) - 4 Hours: Another Vic", of the Tough One: Sales Comparison Approach for Mixed -Use Properties (5/19/2017) SEMINAR (Al) - 4 Hours: Appraising for Federal Office of Valuation Services & Yellow Book Review (8/18/2017) COURSE (BR) - 14 Hours Real Estate Continuing Education, including 3 -Hour Florida Real Estate Core Law (9/13/2017) COURSE (AI) - 4 -Hours: 2-4 Unit Small Residential Income Property Appraisals (11/3/2017) COURSE (AI) - 15 Hours "Yellow Boole' Uniform Appraisal Standards for Federal Land Acquisitions —Passed Exam (11/10/2017) SEMINAR (AI) - 3 Hours "Hot Topics and Myths in Appraiser Liability' (1/26/2018) COURSE (AI) - 7 -Hour National USPAP Update Course (2/9/2018) SEMINAR (AI) - 3 Hours Florida Appraisal Law (2/9/2018) SEMINAR (AI) - 3 Hours "Parking Impact on Florida Properties" (5/4/2018) SEMINAR (AI) - 4 Hours "Technology Tips for Real Estate Appraisers" (9/21/2018) SEMINAR (AI) - 3 Hours "Airport Appraisals) (01/25/2019) SEMINAR (AI) - 4 Hours "Understanding an Investigation by a State Appraiser Regulatory Board or Agency (5/17/2019) SEMINAR (AI) - The 50% FEMA Appraisal Rule (8/23/2019) COURSE (BR) - 14 Hours Required Education (8 hrs. Specialty Education; 3 his. Core Law; 3 his. Business Ethics (9.3.2019) SEMINAR (AT) - Artificial Intelligence, AVMs, and Blockchain: Implications for Valuation. (1/24/2020) SEMINAR (AI) - Solving Highest & Best Use Puzzles (6/23/2020) COURSE (AI) - 7 -Hour National USPAP 2020-2021 Update Course (6/30/2020) SEMINAR (AI) - Trial Components: Recipe for Success or Disaster (7/28/2020) IAsI Page 5 of 6 E) EDUCATIONAL BACKGROUND — (Partial List, continued) SEMINAR (Al) - Solving Highest & Best Use Puzzles (6/23/2020) COURSE (Al) - 7 -Hour National USPAP 2020-2021 Update Course (6/30/2020) SEMINAR (Al) - Trial Components: Recipe for Success or Disaster (7/28/2020) SEMINAR (AI) - South Florida RE Market through the Eyes of the County Property Appraiser's Offices (11/20/2020) SEMINAR (AI) - What's Up in Technology for Real Estate Appraisers (6/17/2021) SEMINAR (Al) - Foundations of Valuation— An Inferred Market Study (10/7/2021) COURSE (AI) - Florida Appraisal Laws and Rules (12/02/2021) COURSE (Al) - Business Practices & Ethics ((2/17/22) FORUM (AI) - South Florida Real Estate Forum: Markets in Motion -Economic Indicators (7/28/22) 80 Page 6 of 6 F) APPRAISAL TEACHING EXPERIENCE Licensed by the Florida Department of Education to Teach (Certificate No. 275236). Authored and taught Residential and Commercial Real Estate Appraisal Courses for Broward County Adult Education Program. Taught Course 101 - Society of Real Estate Appraisers. Taught Course 201 - Society of Real Estate Appraisers. Taught Appraisal Seminars - Board of Realtors, ASA, SREA, and Al (Appraisal Institute). Adjunct Professor, University of Florida Division of Continuing Education: (taught Course 2, "Real Estate Principles and Practices" to prospective Florida Real Estate Brokers). G) PROFESSIONAL OFFICES HELD/AWARDS NATIONAL B.O.D. MEMBER - BOARD OF DIRECTORS of APPRAISAL INSTITUTE (2006- 2008) AWARD - Appraisal Institute "NATIONAL PRESIDENTS AWARD" 2008 AWARD - Appraisal Institute "LIFETIME ACHIEVEMENT AWARD" 2011 For "high ethical standards, contributions to the Appraisal Institute, Community and Appraisal Profession for at least 20 years." CHAIR - REGION X - All of Florida - Appraisal Institute (2008) VICE -CHAIR - REGION X - All of Florida - Appraisal Institute (2007) THIRD DIRECTOR - REGION X - All of Florida - Appraisal Institute (2006) FINANCE OFFICER - REGION X— All of Florida — Appraisal Institute (2006) PRESIDENT - BROWARD COUNTY, SOCIETY OF REAL ESTATE APPRAISERS PRESIDENT - BROWARD COUNTY, AMERICAN SOCIETY OF APPRAISERS CHAIR - FLA. STATE GOVERNMENT RELATIONS SUBCOMMITTEE OF AT CHAIR - FLA. STATE LEGISLATION & REGULATION SUBCOMMITTEE OF AI G) PROFESSIONAL OFFICES HELD/AWARDS CHAIR - FLORIDA REALTORS COMMITTEE ON COMMITTEE REFORMS CHAIR - EDUCATION COMMITTEE, FT. LAUDERDALE CHAPTER AT CHAIR - CANDIDATES GUIDANCE COMMITTEE, FT .LAUDERDALE CHAPTER Al CHAIR - NATIONAL Valuation for Financial Reporting PROJECT TEAM OF AI VICE CHAIR & MEMBER - NATIONAL GOVERNMENT RELATIONS COMMITTEE OF Al (15 Years) MEMBER - NATIONAL LONG RANGE PLANNING COMMITTEE OF AI MEMBER - NATIONAL PUBLIC AFFAIRS COMMITTEE OF AI DIRECTOR - REGION X (Florida) Appraisal Institute MEMBER - REGION X (FLORIDA) ETHICS AND COUNSELING PANEL DIRECTOR - BROWARD COUNTY, FLORIDA SOCIETY OF REAL ESTATE APPRAISERS DIRECTOR - SOUTH FLORIDA CHAPTER AMERICAN SOCIETY OF APPRAISERS MEMBER - NATIONAL EXPERIENCE REVIEW PANEL MEMBER OF AI SPECIAL MASTER - BROWARD COUNTY BOARD OF TAX ADJUSTMENT COMMISSIONER - 17TH JUDICIAL CIRCUIT COURT, Broward County, FL MEMBER - 2013 APPRAISAL INSTITUTE NATIONAL BUSVAL PROJECT TEAM H) PROFESSIONAL PUBLICATIONS & PRESENTATIONS Wrote and taught a basic Residential Appraisal Course for the Broward County Adult Education Div. of the Dept. of Education; Wrote and taught an Income Appraisal Course for the Broward County Adult Education Division of the Department of Education; Co-authored and taught an appraisal course on Mortgage -Equity Capitalization for the American Society of Appraisers. Authored and taught a Florida State and Appraisal institute 3 -hour accredited course in "The Legislation, Regulation and Appraisal of Real Property Rights in Florida September 7, 1996. Presentation on "Gramm -Leach -Bliley" Federal Privacy Act of 1999 for South Florida Chapter of American Society of Appraisers on October 24, 2001. Presented 3 -hour Florida CEU-credit seminar on "Appraisers and the Gramm -Leach -Bliley Act" before the South Florida Chapter of the Appraisal Institute on July 27, 2002. Presenter at 6.5 Hour CLE -credit Attorney Seminar on Florida Eminent Domain, "Valuation and Damage Issues" February 2, 2006, Fort Lauderdale, Florida I) CIVIC INVOLVEMENT MEMBER OF ROTARY INTERNATIONAL / PAUL HARRIS FELLOW MEMBER OF THE GREATER FORT LAUDERDALE OPERA GUILD MEMBER FLORIDA PHILHARMONIC BROWARD TRUSTEES MEMBER OF THE BROWARD COUNTY LIBRARY SUPPORT GROUP ("BYBLOS") MEMBER CIRCLE OF FRIENDS —NOVA SOUTHEASTERN LIBRARY FOUNDATION MEMBER NOVA SOUTHEASTERN UNIVERSITY ALUMNI ASSOCIATION MEMBER OF THE FORT LAUDERDALE HISTORICAL SOCIETY MEMBER OF THE BROWARD COUNTY MUSEUM OF THE ARTS MEMBER OF THE FORT LAUDERDALE / BROWARD COUNTY CHAMBER OF COMMERCE MEMBER OF THE BETTER BUSINESS BUREAU OF SOUTH FLORIDA LIFETIME HONORARY MEMBER FLORIDA SHERIFF'S ASSOCIATION MEMBER NATIONAL & FT. LAUDERDALE COUNCILS U.S. NAVY LEAGUE U.S. ARMY VETERAN WWII (RA 17212681)- HONORABLE DISCHARGE 1949 81 r'.A wm I Claudia Vance, MAI Appraiser • Real Estate Analyst Reviewer Vance Real Estate Service • 7481 NW 4 Street Plantation • FL • 33317 Office: 954.583.2116 Cell: 954.647.7148 Email: vanceval(a),,att.net Web Site: www.vancerealestateservice.com Vance Real Estate Service is a Veteran -Owned Small Business (VOSB) and Florida Certified SDVBE Minority Business Enterprise specializing in personalized real estate valuation services in Florida for over 35 years. Designated appraisers perform the appraisal work, no trainees. Our appraisals are used for financial/ mortgage loan purposes from large mixed use complexes to small owner- occupied properties. We have the qualifications for appraisals submitted to SBA. Jesse B. Vance, Jr., MAI, SRA, ASA and Claudia Vance, MAI are qualified as expert witnesses for eminent domain, deficiency judgments, marriage dissolution, and estates. Our firm values most types of real property interests, timely, professionally, and at competitive costs. PROFESSIONAL QUALIFICATIONS A) PROFESSIONAL DESIGNATIONS/ LICENSES MAI Designation - APPRAISAL INSTITUTE No. 9451 State -Certified General Real Estate Appraiser No. RZ-173 Florida State Licensed Real Estate Broker No. BK 0161305 VOSB Veteran -Owned Small Business (CCR/Duns 826494957) B) WORK HISTORY 1983 - Current Vice President - Vance Real Estate Service 1981— 1983 President - The Appraisal Company, Fort Lauderdale, Florida C) QUALIFIED AS AN EXPERT WITNESS IN REAL ESTATE VALUATION U.S. Bankruptcy Court, Southern District of Florida Florida Circuit Court: Broward County D) PROFESSIONAL DEVELOPMENT PROGRAM REGISTRIES Valuation of Sustainable Buildings: Commercial Valuation of Sustainable Buildings: Residential E) EXPERIENCE: 35+years appraising and analyzing real property interests in South Florida. F) APPRAISER SPECIAL MAGISTRATE FOR THE BROWARD CO VALUE ADJUSTMENT BOARD 2002-2010 Partial list of real property types valued: High value residences, Condominiums/ Co-operatives, Office, Industrial, Multi -family, Restaurants/ bars, Auto dealerships, City Centers, Hotels/ motels, Houses of worship, Schools, Child care centers, Self -storage, Funeral home, Animal Hospital, Mixed use, Nursing homes, Gas sales stations, Marinas, Mobile home parks, Shopping centers, Country clubs/ golf courses, Financial institutions, Bowling centers, Vacant land, Agricultural properties, Environmentally sensitive land Types of Reports: Market Value, Eminent Domain, Marketability, Feasibility, Highest and Best Use, Investment Analyses, Partial Interests, Easement Valuations, Estate planning, Marriage dissolution, Land use studies, Damage/ Contamination studies 82 G) PARTIAL LIST OF CLIENTS — PRIVATE: Individuals, Corporations, Attorneys, Accountants, Habitat for Humanity, Seminole Tribe of Florida COMMERCIAL BANKS: Wells Fargo; BankAtlantic; SunTrust; Citigroup; Space Coast Credit Union; State Fann Bank; Florida Shores Bank; American National Bank; Landmark Bank; City National Bank; Englewood Bank & Trust SAVINGS & LOANS, INSURANCE COMPANIES, REAL ESTATE INVESTMENT TRUSTS, & REAL ESTATE TRANSFER COMPANIES, TITLE INSURANCE COMPANIES FLORIDA CITIES: Fort Lauderdale, Plantation, Cooper City, Deerfield Beach, Tamarac, Oakland Park, Wilton Manors, Davie, Hollywood, Pembroke Pines, Hallandale Beach, Lauderhill, Southwest Ranches, Miramar, Boca Raton, Boynton Beach, West Palm Beach, Delray Beach FLORIDA COUNTIES and AGENCIES: Broward, Palm Beach, Broward County Board of County Commissioners, School Board of Broward County, Broward County Housing Authority STATE OF FLORIDA Department of Transportation (FDOT), Department of Environmental Protection U.S. Department of Veterans Affairs, U.S. Department of Treasury (IRS), U.S Marshall's Service, U.S. Attorney H) EDUCATIONAL BACKGROUND Academic: Bachelor of Arts Degree — University of New Orleans, New Orleans, LA — Major: English Professional: Symposium (SREA) - Market Analysis, 1983, Philadelphia Symposium (SREA) - Market Analysis, 1984, Atlanta Symposium (SREA) - Market Analysis, 1985, Vancouver Symposium (SREA) - Market Analysis, 1986, Atlantic City Symposium (SREA) - Market Analysis, 1988, Los Angeles SEMINAR (Al) - Cost Approach (1992/Boston) SEMINAR (Al) - Rates & Ratios (1992/Boston) SEMINAR (AI) - International Appraising (1992/Boston) SEMINAR (Al) - Litigation Valuation/Mock Trial (1993) SEMINAR (Af) - ADA ACT (1993/Reno) SEMINAR (AI) - Hotel Valuation (1993) SEMINAR (AI) - Income Capitalization, Methods (1993) SEMINAR (Al) - Powerlines/Electromagnetic Radiation (1994) SEMINAR (AI) - Verifying Market Data (1994) SEMINAR (AI) - Market Studies for Appraisals (1994) SEMINAR (AI) - Florida Appraiser Core Law (USPAP/1994) SEMINAR (Al) - Limited Appraisals & Reports (USPAP/1994) SEMINAR (Al) - Public Safety & Property Values (1995) SEMINAR (Al) - Outparcel Valuation (1995) SEMINAR (Al) - Computer Technology Video Conference (1995) SEMINAR (Al) - The Internet & the Appraiser (1996) SEMINAR (Al) - Florida Commercial Construction (1996) SEMINAR (AI) - 1996 Data Exchange (1996) SEMINAR (Al) - Real Property Rights in Florida (1996) COURSE (AI) - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AI) - Valuation of Trees (1997) SEMINAR (Al) -Valuation of Transferable Development Rights [TDR's] (1997) COURSE (AI) - Standards of Professional Practice, Part C, 15 hour Course #430 (1997) SEMINAR (Al) - Non -Conforming Uses (1998) SEMINAR (Al) - The Impact of Contamination on Real Estate Value (1998) COURSE (Al - USPAP & Florida Real Estate Core Law (1998) SEMINAR (AI) - Econometrics/Statistical Valuation Methods (1999) SEMINAR (AI) - Globalization of Real Estate/What U.S. Appraisers Need to Know (1999) SEMINAR (AI) - The Role of the Appraiser in Alternative Dispute Resolution (Mediation/Arbitration) (1999) SEMINAR (Al) - Technology Forum Part II/Intennediate (1999) SEMINAR (Al) - Client Satisfaction/Retention/Development (1999) SEMINAR (AI) - Attacking and Defending an Appraisal (1999) SEMINAR (Al) - Federal Appraisal Requirements (2000) SEMINAR (Al) - Regression Analysis in Appraisal Practice: Concepts & Applications (2000) c H) EDUCATIONAL BACKGROUND (Continued) SEMINAR (AI) COURSE (AI) SEMINAR (AT) SEMINAR (AT) SEMINAR (AT) SEMINAR (AI) SEMINAR (AT) SEMINAR (AT) COURSE (AI) SEMINAR (AI) SEMINAR (AI) PANEL (AT) SEMINAR (AT) SEMINAR (AT) SEMINAR (AT) SEMINAR (AI) SEMINAR (AI) SEMINAR (AI) SEMINAR (AT) SEMINAR (AT) SEMINAR (AT) SEMINAR (AT) SEMINAR (AI) SEMINAR (AT) SEMINAR (AT) SEMINAR (Al) SEMINAR (AT) SEMINAR (AT) SEMINAR (AI) SEMINAR (AT) SEMINAR (AI) COURSE (AT) SEMINAR (AT) COURSE (AT) SEMINAR (AT) SEMINAR (AI) SEMINAR (AT) SEMINAR (AT) WEBINAR (AI) SEMINAR (AI) SEMINAR (AI) SEMINAR (AI) SEMINAR (AI) SEMINAR (AI) SEMINAR (Al) SEMINAR (AI) SEMINAR (AT) COURSE (Al) SEMINAR (AT) SEMINAR (AI) SEMINAR (AI) SEMINAR (AT) COURSE (Al) SEMINAR (AI) SEMINAR (AT) SEMINAR (AT) SEMINAR (AI) SEMINAR (At) SEMINAR (AT) SEMINAR (AT) SEMINAR (AI) - Analyzing Income Producing Properties (2000) - USPAP & Florida Real Estate Core Law (2000) - Mediation & Alternate Dispute Resolution Seminar (2001) - State of the Appraisal Profession (200 1) - Ad Valorem Assessment Process in Florida (2002) - Role of Real Estate Appraisers in Bankruptcy Proceedings (2002) - Appraisers & the Gramm -Leach -Bliley Federal Privacy Act (2002) - How to Appraise the Ugly House (2002) - 2 -Day Course #430, Standards of Professional Practice, Part C (2002) - Market Trends for 2003 (2003) - Update on Code of Professional Ethics (2003) - Moderator "Industry, Consumer & Congressional Views on Predatory Lending" D.C. (2003) - Florida State Law for Real Estate Appraisers (2003) - Appraisal Agreements (2003) - Analyzing Distressed Real Estate (2004) - Valuation for Financial Reporting Purposes (2004) - National USPAP Course (2004) - Inverse Condemnation (2004) - Loss Prevention (2005) - Single Family Fraud Awareness (2005) - Guide to the new URAR form (2005) - Technologies for Real Estate Appraisers (2006) - The Appraiser's Role in New Urbanism (2006) - National USPAP Update (2006) - Florida State Law for Real Estate Appraisers (2006) - Scope of Work and the New USPAP Requirements (2006) - Energy Star and the Appraisal Process (2006) - Reappraising, Readdressing, and Reassigning Appraisals (2007) - Real Estate Fraud (2007) - Forecasting Revenue (2007) - Florida Law for Real Estate Appraisers (2007) - Business Practice and Ethics #420 (2007) - Supervisor —Trainee Roles and Rules (2008) - 7 Hour National USPAP Update 4400 (2008) - Hypothetical Conditions and Assumptions (2008) - Real Estate Economy (2008) - Public Sector Appraising (2009) - Inspecting the residential "green" house (2009) - Value for Financial Reporting (2009) - The Real Estate Market in 2009 - New Government Regulations (2009) - Property Tax Assessment (2010) - 7 Hour National USPAP (20 10) - Florida Law for Real Estate Appraisers (2010) - Supervisor/ Trainee Roles and Rules (2010) - The Real Estate Market (2011) - Uniform Appraisal Standards for Federal Land Acquisitions- - 15 Hour Appraisal Curriculum Overview (2011) - Spotlight on USPAP — Agreement for Services (2011) - Trial Components (2011) - Lessons from the Old Economy Working in the New (2012) - Appraisal Review for General Appraisals (2012) - National USPAP Update (2012) - Florida Law (2012) - Land Valuation (2012) - Valuation of Warehouses (2012) - IRS Valuation (2012) - Business Practices and Ethics (2012) - Real Estate Forecast (2013) - Advanced Marketability Studies (2013) - Developing a Supportable Workfile (2013) 84 "Yellow Boob" (2011) H) EDUCATIONAL BACKGROUND (Continued SEMINAR (AI) - Florida Appraisal Law (2014) SEMINAR (AI) - Liability Issues for Appraisers performing Litigation & Non -Lending Work (2014) COURSE (AI) -7 Hour National USPAP Update Course (2014) SEMINAR (AI) - Florida Law (2014) SEMINAR (Al) - New Real Estate Economy (2014) SEMINAR (AI) - Economic Engines of Miami -Date County (2015) SEMINAR (AT) - Economic Engines of Broward County (2015) SEMINAR (Al) - Tightening the Appraisal (2015) SEMINAR (AI) - Evaluating Commercial Construction (2015) SEMINAR (AI) - Drone Technology (2015) SEMINAR (AI) - Loss Prevention for Appraisers (2016) COURSE (AT) - 7 Hour National USPAP Update (2016) SEMINAR (Al) - Florida Law (2016) SEMINAR (AT) - Redefining the Appraisal & Its Role in an Evolving Banking Environment (2016) SEMINAR (AT) - The Tough One, Mixed use properties (2016) SEMINAR (AI) - Business Practices & Ethics (2016) SEMINAR (AT) - Economic Engines Driving Broward County (2017) SEMINAR (AI) - Introduction to Green Buildings & passed exam (2017) SEMINAR (AT) - Another View of the Tough Ones (2017) SEMINAR (AT) - Appraising for the Office of Valuation Services, Department of the Interior (2017) SEMINAR (AI) - Case Studies in Appraising Green Residential Buildings & passed exam (2017) SEMINAR (AI) - Uniform Appraisal Standards for Federal Land Acquisitions & passed exam (2017) SEMINAR (Al) -Hot Topics & Myths in Appraiser Liability (2018) COURSE (AI) - 7 Hour National USPAP Update (2018) SEMINAR (AT) - Florida Law (2018) SEMINAR (Al) -Parking & Its Impact on Florida Properties (2018) SEMINAR (AI) -What's New in Residential Constriction (2018) SEMINAR (AT) -Valuation Resources for Solar Photovoltaic Systems (2018) SEMINAR (AI) -Technology Tips for Real Estate Appraisers (2018) SEMINAR (Al) -Residential & Commercial Valuation of Solar & passed exam (2018) SEMINAR (AI) -Airport Appraisals (2019) SEMINAR (AI) -Practical Applications in Appraising Green Commercial Properties & passed exam (2019) 1) PROFESSIONAL INVOLVEMENT Region X Representative of the Appraisal Institute 2006 — 2009 President of the South Florida Chapter of the Appraisal Institute - 2003 First Vice -President of the South Florida Chapter of the Appraisal Institute -2002 Second Vice -President of the South Florida Chapter of the Appraisal Institute -2001 Secretary of the South Florida Chapter of the Appraisal Institute -2000 Treasurer of the South Florida Chapter of the Appraisal institute - 1999 Chair of the Education Committee of the S. Florida Chapter of the Appraisal Institute - 1995, 1996, 1997, 1998, 2007- 2018 Director of the South Florida Chapter of the Appraisal Institute 1996 - 1998 Member of Region X (Florida) Ethics and Counseling Panel —Al Graduate of the Florida REALTORS Institute (GRI) J) CIVIC INVOLVEMENT Member of the Navy League of the United States — Fort Lauderdale Council Lifetime Honorary Member- Florida Sheriff's Association Member of Zeta Tau Alpha Alumnae Fraternity 85 Thuy Shutt, Executive Director Community Redevelopment Agency City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 Re: Ocean One — Request for Extension to Deadline to Construct Park Dear Thuy: As you know, this firm represents 113131 Development, LLC ("Owner'), the owner of the property located at 114/222 North Federal Highway ("Property"), which is generally located on the east side of Federal Highway between Boynton Beach Boulevard and Ocean Avenue within the City of Boynton Beach ("City"). The Property is subject to a Purchase and Development Agreement dated January 16, 2018, between the Boynton Beach Community Redevelopment Agency ("CRA") and Ocean One Boynton, LLC, a predecessor to Owner, that established among other things a construction commencement period for development of a public plaza on the Property ("Agreement"). On November 9, 2021, the CRA approved an extension of the commencement period of the public plaza to March 9, 2023. The site plan associated with the prior approval was a phased site plan with only the northern portion of the property proposed to be developed in Phase 1. The balance of the property along Ocean Avenue was proposed to be left undeveloped until some undefined time in the future. As you are also aware, the Property has since been sold, and the current owner has worked expeditiously to prepare an updated plan that encompasses the entire site from Boynton Beach Boulevard to Ocean Avenue and Federal Highway to NE 6th Court. This single phase approach to development has been previously expressed to us by the CRA as the preferred approach to develop the Property. The proposed project provides 371 new housing units in the downtown core and +/- 25,600 SF of active commercial uses, along with beautiful, well programmed public plazas and open spaces on Ocean Avenue and Federal Highway and resort style private recreational amenities for the future residents. At this time, my client is requesting a one (1) year extension to the condition to the Agreement requiring the commencement of construction of the public plaza to give my client sufficient time to receive approval for the alternative proposal under review by the City. We respectfully request that you place this request on the agenda for the February 14, 2023 CRA Board meeting to discuss this request further. Sincerely, Bonnie Miskel, Esq. '"""'"" VIII tlP 1111 V'Y16 1141skelt I mmmmi a mmmumi � oC:k�tt �ad;`O�IIT4w;d XY � V"II Q�t ff O�.�CC II"!;woV'1i Riw'7.a cIlia V II &Q'Q es IaVfuff •��, kQ14t tlwQ V�4'�d' Jeffirey s I o Ic Cofffllimils I�uom 1I LII„V'' atthewrw4 H Cott Kristen a iss .an Q �I'wrn Upson January 30, 2023 By Email: .Sh_u:tf.C@_bl�.(I..:_Lus. Thuy Shutt, Executive Director Community Redevelopment Agency City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 Re: Ocean One — Request for Extension to Deadline to Construct Park Dear Thuy: As you know, this firm represents 113131 Development, LLC ("Owner'), the owner of the property located at 114/222 North Federal Highway ("Property"), which is generally located on the east side of Federal Highway between Boynton Beach Boulevard and Ocean Avenue within the City of Boynton Beach ("City"). The Property is subject to a Purchase and Development Agreement dated January 16, 2018, between the Boynton Beach Community Redevelopment Agency ("CRA") and Ocean One Boynton, LLC, a predecessor to Owner, that established among other things a construction commencement period for development of a public plaza on the Property ("Agreement"). On November 9, 2021, the CRA approved an extension of the commencement period of the public plaza to March 9, 2023. The site plan associated with the prior approval was a phased site plan with only the northern portion of the property proposed to be developed in Phase 1. The balance of the property along Ocean Avenue was proposed to be left undeveloped until some undefined time in the future. As you are also aware, the Property has since been sold, and the current owner has worked expeditiously to prepare an updated plan that encompasses the entire site from Boynton Beach Boulevard to Ocean Avenue and Federal Highway to NE 6th Court. This single phase approach to development has been previously expressed to us by the CRA as the preferred approach to develop the Property. The proposed project provides 371 new housing units in the downtown core and +/- 25,600 SF of active commercial uses, along with beautiful, well programmed public plazas and open spaces on Ocean Avenue and Federal Highway and resort style private recreational amenities for the future residents. At this time, my client is requesting a one (1) year extension to the condition to the Agreement requiring the commencement of construction of the public plaza to give my client sufficient time to receive approval for the alternative proposal under review by the City. We respectfully request that you place this request on the agenda for the February 14, 2023 CRA Board meeting to discuss this request further. Sincerely, Bonnie Miskel, Esq. cc: Ty Penserga, Board Chair (by email) Angela Cruz, Vice Chair (by email) Woodrow Hay, Board Member (by email) Thomas Turkin, Board Member (by email) Aimee Kelley, Board Member (by email) Kathryn B. Rossmell, Esq. (by email) Tara Duhy, Esq.(by email) Mr. Robert Vecsler (by email) Mr. Jordan Thaler (by email) From: Meyer. Andrew To: Shutt. Thuy Cc: Radiaan, Amanda; Kim. Jae Eun; Temple, Adam N. Subject: RE: Ocean One DART Timeline Date: Monday, April 3, 2023 3:52:16 PM Attachments: imaae001.12no imaae002.r)na imaae003.12no imaae004.Dna image005.12no imaQe006.DnQ image166636.12na imaae770993.Dna image274469.12na imaae467445.Dna image544221.1na imaae600209.Dna Good afternoon Thuy, Please see below: • First Pre -Application: 8/15/22 • Second Pre -Application: 9/14/22 • Planning & Zoning Conceptual Meeting: 10/3/22 • First Round Submittal, Incomplete: 11/2/23 • First Round Submittal, Complete: 11/4/22 • First Round DART Comments to Applicant: 12/2/22 • Planning & Zoning DART Comment Meeting: 12/14/22 • Planning & Zoning Design Feedback Meeting: 1/10/23 • Second Round Submittal: 1/17/23 • Planning & Zoning Design Feedback Meeting: 1/24/23 • Second Round DART Comments to Applicant: 1/31/23 • Third Round Submittal: 2/21/23 • Planning & Zoning Design Feedback Meeting: 2/21/23 • Planning & Development Board Hearing: 3/28/23 • City Commission Hearing: 4/18/23 Please let me know if this is sufficient or if you need additional information. Regards, ,rlrin;" w P Ie,ve Senior PI,ed„ne, Dc'v lroi,m n ”' Plorrnln;,_, 1 .. B_", 3W � Bi/f."n B ,dch, � lfe'I9 �1::^ (\ddo ' : 100 E C) em, � l�"f; iy'nWn c,,1B'Ih, I: lorkJ,i 23,131C1 Plowe be svl /R, ed 1 1 1&. FICaMal 11rE aY bmad pl,lh')IId. Md" c:cinJ iNi'v�'mdl ;]I l No i Mr'°q R,d em IRI fna'y" o ben :. ;"^+;,'R: Ld d r.�I�R;"„ +."dsure �,.&1&d l� l I I^'�I lo.i,.'q P"`w' cords dB ��l"u� J,.Nw,, mWAddresses ,Id. nesse :1&I "' ��i�d.,&l;:li&� Jmot JJ I V"&�'i�J �'id7& d�!�a �'"0¢11 ".IJ r� MON i",YM"I"smdMIR+,IN:Bd.dlr M18P;; OMH 0 Ham ndiifd on "y 1"I'R bio hem QW0 P111;AWM"Idwe. From: Temple, Adam N. <TempleA@bbfl.us> Sent: Monday, April 3, 2023 3:02 PM To: Kim, Jae Eun <KimJ@bbfl.us> Cc: Meyer, Andrew <MeyerA@bbfl.us>, Radigan, Amanda <RadiganA@bbfl.us> Subject: FW: Ocean One DART Timeline Good Afternoon Jae Eun, Please see below that was sent to Amanda. Can you please assist the CRA with this request? Very Respectfully, '11, d a m': m i e 1'r"R p I d � I l 3 /, C I ssi UlIfl 1_RI: l : a NI^18111'1!; AM"!! F1 0 o:oi; 3 l&...'R I Bo"dy81N'^' c Iwoa^°rd' h, Florida 31425 PhysicahAdIcsy 100 I d dda 3110 Plkd°. S' .dc a" 1 rsed.l l I. Florlila has a;i brd?a d pu d io; reands ord.'1s w) .iVmi all t;ormgm(d^."Id_^(d^ e W me ^&.q dvB,.fRl l III,)"I/ he subloct to h o isclosw '.R,..IIR cr Flo dd a nyoNs Wo enwil ,Vd":idlf'd",;^ es ,er`d-^ J;H&dk",1I ro w1`W II'ldflreld"ire, y+wmu e n w it d ".dfllmt..nh aL8c)n ,.?LRcl''y ur e rrmil ad:'IP.IPd"m nuqN be ^_'eltecl lo p0dic d.i8""irN.unc, From: Shutt, Thuy Qh..u.:ktTJ! fb I..us> Sent: Monday, April 3, 2023 12:31 PM To: Radigan, Amanda <,R,.a,.,i, nAbFI> Cc: Temple, Adam N. <!! m.pleACcDbbfl.us>, Tack, Timothy <:I:: .I<.I::..��.... Subject: Ocean One DART Timeline Hi Amanda, I know we previously spoke about this and I wanted to follow up. Could you provide us with the official timeline of this project (e.g. Preapplication, submissions including incomplete submissions as well as completed submission to show time in the process, 2/28 PD meeting results, and upcoming April CC 4/18 meeting, etc.). We would like to provide this information to the Board for our April 11th CRA Board meeting. Bonnie indicated that her client has been working with staff since August 2022 at the last meeting I wanted to make sure we have the back up of the application tracking. If you have that readily, we can upload it as an attachment for tomorrow's packet publication, if not, we can have it available at the meeting. Thanks I....t„�,r, S[,Y i,. IAR^ V.I'��`�4 �., I P'” R,�,`' E Borpt^Mrd 'h. � ", q e V,;deuekI �,"rI"acnI age I�,l, YM-�,�4 � ,., sr r��r�r��a.r��i B.i 18;O E. Ocean n be„drn Beach, al” 33435 �''� taw �.�.;;.I d,•,rd� l'dI l.i.��r, hat..: a`Atww.boyntonbeachcra.corn 09161 ��1 EM America's Gateway to the Gulfstream N^km, d, he h iFldgJil,rr has broads I::u hHc recc,,id~ps I,�A ]�h] ,rll to w d;s r email Mrd, sd..�kdle(J: Lo disckI ), unsr ,.N...��ld,�m, Flcn k1i �d_d d~n�ds lavo,, d�,mi�!iddo sc,s are pew bHc m,,� co„ d s, ffierd,id nl, i,t'ed,.V e drl�:ffl "Brld1 '''d d!!r o mail rr:Idlnss nm y� 9^ r Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida February 13, 2023 the business once the project is completed. Mr. Comotort said they are working wi Valley Bank and all pre-a,pplicatiIon paperwork is, complete, I Board Member Turkin said he is concernied aboutsetting a precedent and is interested in comments from other Board membiers. Vice Chair Cruz asked what specifically had been submiItted. Mr, Mayu said the s,u ry — and' several key items will be submitted by March 1. Vice Chair Cruz noted that this woul be thie final extension given to the Church, Board Member Hay stated hie is ini favor of the extension ainid agreed with Vice Chair Crul that this would be the al extension the Church would reicielve. E Chair Pensergia cornmented that he is comifortabIe with a 3 -month extension. He stated that at the end of the three months hie would like to meet with the Church a,nd the City to diSCUSS the progress of the project. : I Board Member Turkin a,gireed with Chair Peinserga with a 3-miointh extension and an i evaluation of work that has been complet�ed. Vice Chair Cruz recomimnded determini:ng specific dead1ines and reasonable milestones. ii FRI I I ! 1! 11 i I !I I IF I I T I I I I I I � I III I Chair PenisergIa opened Public Comments. No one coming forward Chiaiir Pense!rga closed the PuWic Corrivietts. Board MembeffMay moved, to approve a 3 -month extension. Vice Chair Cruz secoinded the motion,, The motiion passed unanimously. e. Discussion and Consideration of a One Year Extension Request the Construction of a Public Plaza per the Purchase an Development Agreement with Ocean One Boynton, L,LC for th Ocean One Project 11 Ms. Shutt provided an overview of the Ocean One Project. Ms. Bonnie Miskel, counsel for applicant, noted that the project is under a new owner. She stated that this is new site plan that includes the entire block and not the originall small portion of the Wick, Meeting M:inutes Coimmuniity Redevelopment Agency Board Boynton BeachI, Florida February 13,, 2023 Vice Chair Cruz askeild what is different this time if theextenision was approved. Ms. Mi ski said they have a financial commitment, and' th,eiy would be willing to sit down with staff reviiew the devieloper's, finani,cesi, Ms, Shutt said the appraised vMue is approximately $1.76M as of November 2,022, Ms,. Miskell said if the developer dlefault ed, the City would likely seek the provision to have the developer construct the public plaza, 10 1 1 11 ww'11MEMM Ms. Miskel stated that there was and would not be a public area. It wouIld only be for the residetts who live at Ocean One. Board' Member Kelleyasked about payment in lieu of. Ms. MiskO said the parcel was not gi�ven as, a conclition of anything other than recievelopment of that block. The goal was, to expand the tax base. Chair �*enis,erga stated he is comfortable with a 3-imonth stay, He stated that he is not comfortabie pulling out the rug on the projec�t at the last moment. He wants to see progress, Ms. Duhy noted: that the deeloper did' not hit the deadline yet, therefore there is no action required bythe Board. Chair Penseirga opened Public Comments. No onei coming forward Chair Penserga closed the Public Comments. Board Member Kelley moved to table the consideration of the extension until the April I mleeting. Board Member Hay secoinded the motion. The vote was 4-1 with Board Member Turkin dissenting. 1, i �e B101YO NTO�III�IJIII211I1III�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 OLD BUSINESS AGENDA ITEM: 12.E. SUBJECT: Discussion and Consideration of Direction and Assignments for CRA Advisory Board SUMMARY: The Community Redevelopment Advisory Board (CRAB) was created by City Commission on October 2015 and appointed its seven members in December 2015 (see Attachment 1). Resolution R-15-136 had the CRAB advising the City Commission, but not the CRA Board. On May 3, 2016, the City Commission clarified the role of CRAB is to also advise the CRA Board on matters assigned to it by either the City Commission or CRA Board (see Attachments I I-IV). On May 10, 2016, the CRA Executive Director and City Manager proposed guidelines for managing the CRAB agenda (see Attachment V). These guidelines have established how the CRAB agenda and assignments have been implemented to date. The CRAB assignments up until July 14, 2020, consisted of reviewing and advising the CRA Board on terms and conditions of Purchase and Development Agreements (PDA) from the RFP/RFQ process (e.g. Ocean Breeze East and MLK Jr. Boulevard Corridor Mixed Use Project), providing input on the annual Budget, and providing an additional public forum for community input or a recommendation for significant projects (e.g. the renovations of Sara Sims Park and the Cottage District I nfill Housing Redevelopment Project). At the July 14, 2020 CRA Board meeting, the Board assigned the CRAB the task of reviewing three or four different commercial properties and make recommendations (see Attachment VI). At the August 11, 2020 CRA Board meeting, the Board approved a revision to the previous CRAB assignment to focus on future acquisitions along the Boynton Beach Corridor from 1-95 to Federal Highway (see Attachment VII). The CRA Board again clarified their expectations regarding the CRAB report at the February 9, 2021 CRA Board meeting. The CRAB has three options with respect to their review of available commercial or industrial properties (see Attachment VI 11): 1. Indicate the property is to land bank or buy; 2. Indicate if the property may have value in the future; or, 3. Indicate if the property does not fit in the CRA's mission. At the April 12, 2022 CRA Board Meeting, the CRA Board cleared all pending CRAB assignments. The CRA Board indicated that the new CRA Board should have the opportunity to set the new assignments for the CRAB (see Attachment IX). The CRAB received and completed three assignments since June 2022: 1. Review and Discuss the CRA Funded Current and New Business Promotions and Marketing Events including Strategies to Promote the Marina 2. Review the City's Recreation and Parks Master Plan 3. Reviewthe CRAAnnual Budget Staff is bringing this item as directed by the Board at the request of Board Member Kelley for the CRA Board to revisit potential CRAB assignments. The following items are anticipated to be assigned to CRAB in the near future consistent with previous Board direction as described above: 1. Review CRA Board approved terms and conditions of the PDA for a future retail USPS facility on the CRA -owned 401-411 East Boynton Beach Boulevard properties in June (pending selection of the developer by CRA Board) 2. Review draft allocations of the FY 2023-2024 Budget in July FISCAL IMPACT: N/A ,�:Z\ N_1 Ll II :Zeal x01Fl U z1ole7:7_1 Ji F 2016 Community Redevelopment Plan All :Z\ 107_1NOZe7i91XILl61 To be determined by the CRA Board. ATTACHMENTS: Description D Attachment I - City Resolution R15-136 Creating CRAB D Attachment II - City Resolution R16-136 Establishing Procedures for CRAB D Attachments III - May 3, 2016 City Commission M inutes D Attachment IV - May 17, 2016 City Commission M inutes D Attachment V - May 10, 2016 Memo Regarding CRAB Duties D Attachment VI -July 14, 2020 CRA Board Meeting Minutes D Attachment VII -August 11, 2020 CRA Board Meeting Minutes D Attachment VIII - February 9, 2021 CRA Board Meeting Minutes D Attachment IX -April 12, 2022 CRA Board Meeting Minutes 1 2 3 4 5 6 7 8 9 U 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 RESOLUTION NO. R15-1,36 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, CREATING A COMMUNITY REDEVELOPMENT AGENCY ADVISORY BOARD; ESTABLISHING PROCEDURES FOR APPOINTMENT AND REMOVAL OF MEMBERS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Commission has determined that the interest of the City will best be served by creating an advisory board to provide input to the City Commission regarding matters related to the City's Community Redevelopment Agency. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. ,rhe foregoing "WHEREAS" clauses are true and correct and hereby ratified and confirmed by the City Commission Section 2. "There is hereby created a Community Redevelopment Advisory Board. 'Che Advisory Board, at the direction of the City Commission, shall make recommendations on the programs; activities and funding issues affecting the implementation of the CRA Plan; Recommendations shall include but not be limited to, matters concerning land use and design regulations and applications; implementation programs and activities; budgets and funding. Section 3. The Advisory Board will be comprised of seven (7) individuals with experience, education, or skills as determined necessary by the City Commission. Any person may be appointed to the Advisory Board if he or she resides or is engaged in business, which means owning a business, practicing a profession, or performing a service for compensation, or serving as an off or director o a corporation or other business entity so engaged, within the Qy. I I Italicized language added by amendment at time of adoption. f000985102306-9001Ky 28 No less than four (4) members of the Advisory Board shall be residents of the City. 29 Advisory Board Members serve at the pleasure of the City Commission and may be removed 3W by a majority of the Commission with or without a statement of cause. 31 Section 4. The Advisory Board and its individual members shall operate in the 32 j sunshine. Board members are subject to the I)aIrn Beach County Code of Ethics. Appointees IIS 33 shall complete required ethics training prior to assuming the duties of` appointment. 34 Section 5. Costs associated with the operation of the Advisory Board will be 35 assessed to the Community Redevelopment Agency budget. 36 Section 6. That this Resolution will become effective immediately upon passage. 37 PASSED AND ADOPIFED this 20Th day of October, 2015. 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 ATTEST: CITY OF BOYNTON Bf"ACII, l-,LORIDA Mayor — Jerry Taylor Vice Mayor — Joe C asel lo Commissioner — David T. Merker ('ornmissioner — Mack McCray Commissioner — Michael M. Fitzpatrick VOTE YES NO 12 13 14 15 16 17 18 19 20 21 22 23 24 25 RESOLUTION NO. R16-067 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, AMENDING RESOLUTION 1115-136 WHICH CREATED A COMMUNITY REDEVELOPMENT AGENCY ADVISORY BOARD; ESTABLISFHNG PROCEDIJRES FOR APPOINTMENT AND REMOVAL OF MEMBERS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Commission created the Community Redevelopment Advisory Board ("CRAB") to provide input to the City Commission regarding matters related to the City's Community Redevelopment Agency; and WIIEREAS, the City Commission, following input from members of the CRAB, the ex.-Icutive director of the CR.A, the City Manager and members of the public, has determined th,,it the CRAB should serve in an advisory role to the Community Redevelopment Agency as well as the City Commission. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. The foregoing "WI-IEREAS" clauses are true and correct and hereby ratified and confirtned by the City Commission, Resolution RI 5-136 is amended owl Section 2. There is hereby created a, Community Redevelopment Advisory Board MIENNEW 27 28 29 'I'lie CRAB will conduct review andj)QKLde written recorm-fiendations.to., the Ciy Corriniission and Coim y mit --j�e(LeyLql.MiLn.ut�t,_Ag_��,lla...on_ _matter s as.j,,r d to it t)3L-I12cc Co rijulijk Red!e��vel( �RIIILA ��ncy or Ihc_Qty -Commission, y tW127558 1 xxowlsn 1 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 d4i ",s W4-mak i+W4u4e-b Section 3. The Advisory Board will be comprised of. seven (7) individuals with experience, education, or skills as determined necessary by the City Cornmission, Any person may be appointed to the AdvisorY Board if he or she resides or is engaged in buviness, which means owning a business, practicing a profession, or peiforming a seri4ce for compensation, or seriing as an officer or director of a corporation or other business entity so engaged, within the City. No less than four (4) members of the Advisory Board shall be residents of the City. Advisory Board Members serve at the pleasure of the City Commission and may be removed by a majority of the Commission with or without a statement of cause. Section 4. The Advisory Board and its individual members shall operate in the su-ishine. Board members are subject to the Palm Beach County Code of Ethics. Appointees sh Jl complete required ethics training prior to assuming the duties ofappointment. Section S. Costs associated with the operation of the Advisory Board will be assessed to the Community Redevelopment Agency budget. Section 6. 'chat this Resolution will become effective immediately upon passage. 001-17558 � YRqooml t M 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 PASSED AND ADOPTED this..,,`)hd.. day of' 2016. X!"FEST: C C Jn"""'Jith A. Pyle, CMC fiit.,-rim. City Clerk (Corporate Sea]) �001 ?7559 a Wf,900182a I CFFY OFOWFON BEACH, FLORIDA YES NO Mayor -- Steven B. Grant Vice Mayor -- Mack McCray Commissioner - Justin Katz Commissioner --- Christina L. Rornelus I'll" Commissioner -- Joe Casella I'll VOTE Meeting Minutes City Commission Boynton Beach, Florida May 3, 2016 9. PUBLIC HEARING 7 P.M. OR AS SOON THEREAFTER AS THE AGENDA PERMITS The City Commission will conduct these public hearings in its dual capacity as Local Planning Agency and City Commission. A. Request to approve a Community Design Plan Appeal (CDPA 16-001) for relief from the Land Development Regulations (LDR), Chapter 4, Article 111, Section 10.A.3. Monotony Restrictions, requiring enhanced walls designed with offsets and other elements to avoid an expansive monotonous appearance for 514 — 518 West Ocean Drive, located west of 1-95 and east of the CSX Railroad, south of the terminus of West Ocean Avenue on 6.9 acres zoned M-1 (Industrial). Agent is Bradley Miller with Miller Land Planning, Inc. (Tabled to May 17, 2016 Commission meeting.) B. Request new site plan approval to construct outdoor self -storage for luxury recreational vehicles and boats at 514 — 518 West Ocean Drive, located west of 1-95 and east of the CSX Railroad, south of the terminus of West Ocean Drive on 6.9 acres zoned M-1 (industrial). Agent: Bradley Miller, Miller Land Planning, Inc. representing property owner Star -All Luxury RV & Boat Storage LLC. (Tabled to May 17, 2016 Commission meeting.) 10. CITY MANAGER'S REPORT -None 11. UNFINISHED BUSINESS - None 12. NEW BUSINESS A. Discussion by City Commission and action regarding maintenance or modification of the configuration of the Community Redevelopment Agency Board. This item was heard after item 12 B. Commissioner Katz received confirmation Resolution R16-067 that was just passed gave the Advisory Board greater advisory capacity. He thought passage of the Resolution resolved the issue and further changes did not have to be made. Motion Commissioner Katz moved for discussion. Commissioner Romelus seconded the motion. 16 Meeting Minutes City Commission Boynton Beach, Florida May 3, 2016 Mayor Grant advised he wanted an independent CRA Board. The City Commission can dictate what the CRAB does because the Advisory Board makes recommendations to the City Commission. The City Attorney had provided information on various configurations of the CRAB, but a first test for the Advisory Board is to provide an objective standing of the three different positions and to create a vetting process for the City Commission to use when making appointments to the CRA Board. Commissioner Katz questioned if the goal of the CRAB was not to advise on CRA activities, rather to advise on the make-up of the CRA Board itself. Mayor Grant responded they could do both. Mayor Grant inquired if a Commissioner could put any item on the CRAB agenda and Attorney Cherof explained the City Commission will establish the agenda for the CRAB, and it will take the CRA Board to do the same thing. The CRAB had no authority, under the previous Resolution to create their own agenda or list their own powers. Only the City Commission and now the CRA Board would have the authority to do so. The City Commission was creating the first agenda item for the CRAB. Vice Mayor McCray requested confirmation this item was not changing the CRA Advisory Board makeup, and there would still be a seven -member Advisory Board. Attorney Cherof responded that was correct. The revised Resolution would not change the current configuration. Vice Mayor McCray requested verification they were not adding two citizens to the CRA Board and learned it would not add two more members. Vice Mayor McCray did not favor the CRAB making recommendations regarding the configuration of the CRA Board. Mayor Grant inquired if there was any item a Commissioner would like to put on the CRAB agenda. Commissioner Katz reiterated his opposition to the agenda item. The CRAB, per the Resolution, could advise the City Commission and the CRA Board, but now the City Commission was asking the CRAB to advise the City Commission about the CRA Board. Mayor Grant explained the CRA can only exist through the City Commission. If the City Commission wanted to dissolve the CRA, they could do so. Mayor Grant proposed four options: the City Commission sits as the CRA Board; use a hybrid of Commissioners and residents on the CRA Board and determine the vetting process for the two residents; have only CRA residents on the CRA Advisory Board or eliminate the CRA Board all together. Mayor Grant wanted objective recommendations for objective standards and wanted to hear all the options available. Commissioner Katz asked if the CRAB could review the options as to the potential organization of the CRA Board and learned they would. The Advisory Board would detail the advantages and disadvantages of all four configurations. The CRA Advisory Board is independent. Commissioner Katz did not favor the item and commented the CRAB is to advise on issues pertaining to development in the CRA District, not the makeup of the CRA Board which was within the purview of the City Commission. Vice Mayor McCray also did not favor the CRAB reviewing the configuration of the CRA Board. The Advisory Board could speak to the City Commission on items within the CRA District. The Resolution was passed before the discussion about the boarder 17 Meeting Minutes City Commission Boynton Beach, Florida May 3, 2016 scope of the CRA Board took place. Commissioner Katz thought the Advisory Board should focus on items in the CRA District. Mayor Grant pointed out item A pertains to the CRA Board, not the CRAB. The Advisory Board could advise on anything the Board asked them too. Vivian Brooks, CRA Executive Director, understood the Advisory Board was advising the City Commission on items coming before them. At her last meeting with the City and CRA Attorneys and the City Manager, there was discussion that development projects being heard by the CRAB would be adding another step in the development process and it was a problem for the City. The final discussion was any project that involved CRA land or dollars, or a public/private partnership would be reviewed by the Advisory Board. Mayor Grant explained he wanted the CRAB to be advisory to the CRA Board and the City Commission. If the CRA Board issued a Request for Proposals that would require a presentation before the CRAB, that would not create an extra level of codes and ordinances. The CRAB would not be violating any laws if the Request for Proposal indicated that anything coming before the CRA would be reviewed by the Advisory Board. Ms. Brooks explained that was already pro forma. Brian Edwards, 629 NE 9th Avenue, a CRAB member, thought the City made a mistake and that the Advisory Board has no authority. He appreciated the Mayor's efforts, but commented he always wanted an independent CRA Board and was disappointed when the CRA Board removed its two citizen members. The Advisory Board was being spoon fed about the information on which they can advise the City Commission. He read an email that indicated it may be unlawful if developers come before them to educate themselves on a project that the Board may feel strongly about. He liked the idea of giving consideration to an independent CRA. The City Commission was the only platform where he could speak about the matter and he pointed out there are significant issues forthcoming. He thought the City Commission should reconsider an independent CRA. Mayor Grant explained he wanted the CRAB to give advice and list the advantages and disadvantages of an independent board and no one was telling him why the City Commission was sifting as the CRA Board. He was trying to obtain the information and he pointed out advisory boards only advise. The City Commission can request agenda items for the CRAB. He requested CRAB agenda items be submitted to the City Commission or the Advisory Board submit items for the CRA Board. Linda Cross, 625 Casa Loma Boulevard, Chair of the CRA Advisory Board explained the CRA Advisory Board always thought its job was to advise the CRA Board and then learned it was the City Commission and now with the Resolution, they could advise both about projects in the CRA. The Advisory Board did not know it was only development projects that would use CRA money and land. They thought it was all development projects in the City. Ms. Cross understood due to legal issues with Planning and M* Meeting Minutes City Commission Boynton Beach, Florida May 3, 2016 Development, the Board cannot insert itself into that process. Currently, the Advisory Board Agenda is the same as the CRA Board agenda. She requested clarification if the City Commission would add items to the agenda that do not use CRA funds or only items that use CRA money and land. Mayor Grant explained the City Commission and CRA Board could ask the Advisory Board to review whatever they assign. The Resolution is broad. Ms. LaVerriere asked how items would be brought forward. Mayor Grant replied the City Commission will have an item on the agenda called CRA Reports. The requests will come through the City Commission, but the CRA Advisory Board does not have to give a report to the City Commission, but would to the CRA Board regarding what is on the CRA Board's agenda. Ms. Brooks will take the CRA Agenda and send it to the Advisory Board first, and if there are any extra items from the City Commission, there will be a discussion item on the City Commission agenda. When the CRA Advisory Board makes a report to the City Commission, it will be for the following month. Ms. LaVerriere advised there will be a standard report item for the CRA Advisory Board on the City Commission Agenda. Ms. LaVerriere asked if any Commissioner can add an item to the agenda for the CRA Advisory Board and learned any Commissioner could. Commissioner Katz commended the Resolution remedied a major concern for the CRA Advisory Board, and preferred to allow the Resolution to play out. He commented they could discuss the make-up of the CRA Board, but did not think it appropriate, after passing a solution to the CRA Advisory Board's issue. He emphasized the Resolution resolved the matter. He supported the Resolution and favored the Advisory Board having the ability to advise the CRA Board and the City Commission and that any Commissioner can add an item to the agenda within their purview, but he was opposed to the CRA Advisory Board recommending changes to the CRA Board. The confusion will create instability. Mayor Grant agreed, but wanted to end the discussion of the CRA Board. Herb Suss commented he was aghast at the discussion. He agreed this was causing confusion and it was so badly handled they should start over and let the public know what is going on. He requested the City Commission table it and bring it back. Motion Commissioner Katz moved to table. Vice Mayor McCray seconded the motion. Vote The motion unanimously passed. B. PROPOSED RESOLUTION NO. R16-067 - Amend Resolution R15-136 which created the Community Redevelopment Advisory Board. 19 Meeting Minutes City Commission Boynton Beach, Florida May 17, 2016 There was consensus for staff to create a process to be discussed during the Strategic Plan for an Ordinance review group. Ms. LaVerriere explained the City could recruit volunteers that are subject matter experts. There would be one or two topics per year, and the workgroup can study issues for the City, conduct research and make recommendations. It is a short-term, case specific type of study and the City Commission will define the topics. Staff will outline other best practices and bring a recommendation to the Commission along with other City initiatives. The Commission can determine if it is a priority to initiate the program, and if so, provide a few topics a year. Commissioner Casello asked where the work group would get their information and learned the group can research items and bring it to staff. Barbara Ready, 329 SW 13th Avenue, explained the City would not have a historic resources program, ordinance or planner, had they not asked for an ad hoc committee. They worked for 18 months, researched the program and Ordinance and presented it to the City and they now have a Historic Preservation program. Ms. LaVerriere pointed out the City utilized that process for the Green Alliance Task Force and the Brand Promise. B. Discussion by City Commission and action regarding maintenance or modification of the configuration of the Community Redevelopment Agency Board. (Tabled -TBD) Mayor Grant commented when this item was tabled, it did not specify an end date. Motion Commissioner Romelus moved to remove from the table. Commissioner Casello seconded the motion. Vote The motion unanimously passed. Commissioner Katz noted the Board was modified and he did not like rapid change as it sends mixed messages to the development community and he has not had enough time to test or experience which configuration is the best. He did not favor changing the composition of the CRA Board in the next 6 to 12 months, unless there is fault with the current configuration. There was agreement to remove the item from the agenda. Wel Meeting Minutes City Commission Boynton Beach, Florida May 17, 2016 13. COMMUNITY REDEVELOPMENT ADVISORY BOARD A. Reports B. Pending Items C. New Assignments Mayor Grant thought the CRA Advisory Board could conduct a City Services Survey using Survey Monkey and suggested the survey be citywide, not just in the CRA District. Commissioner Casello and Vice Mayor McCray favored a survey within the CRA District only. Mayor Grant noted the Financial Advisory Committee conducted the survey in the past, and the Advisory Board could make a recommendation to the City Commission. Attorney Cherof suggested the Commission assign a specific task to the Advisory Board which could be discussed at the next meeting. The survey could assess all City services and provide direction what is wanted in the CRA rather than what was learned from the CRA Workshop of what the City wants for the downtown Commissioner Katz had questions about the proposal. He wanted to discuss with staff and advised he would not support the item at this time. Mayor Grant commented a City Services Survey for the CRA item will be a pending item for the City to review. Mayor Grant agreed to bring a prior City Services Survey to the next meeting and the Commission can determine if it would be an appropriate task for the CRA Advisory Board. Ms. LaVerriere agreed to place the item on the agenda with prior surveys included in the back up. Motion Mayor Grant passed the gavel and moved to place the City Services Survey as a pending item for the CRA Advisory Board. Commissioner Romelus seconded the motion. Vote The motion unanimously passed. Motion Commissioner Romelus moved to add a meeting with the developers of Riverwalk to the CRA Advisory Board Agenda. Commissioner Casello seconded the motion. Vote The motion failed 2-3 (Mayor Grant, Vice Mayor McCray and Commissioner Katz dissenting.) all Boynton Beach Community Redevelopment Agency MEMO Date: May 10, 2016 To: CRA Chair, Vice Chair and Board Members From: Vivian L. Brooks, Executive Director Re: Community Redevelopment Advisory Board Duties The City Commission created the Community redevelopment Advisory Board (CRAB) in October 2015 and appointed its seven members in December 2015. The resolution creating the CRAB had the CRAB advising the City Commission but not the CRA Board. On May 3, 2016, the City Commission further clarified the role of the CRAB by adopting a new resolution whereby the CRAB will now advise the City Commission and the CRA Board on matters assigned to it by either the CRA Board or City Commission. After conferring with City Manager, Lori LaVerriere, we propose the following guidelines for management of the CRAB agenda: A) The City Commission or CRA Board must approve, by majority vote, any assignment given to the CRAB. B) Only City Commissioners and CRA Board Members may request to place matters on the CRAB agenda. All requests by the CRA Board Member or City Commissioners shall be raised under the CRAB discussion item that will be added to both the CRA and City agenda template. See next item. C) Both the CRA and the City's meeting agenda template will reflect a new section titled C Community Redevelopment Advisory Board (CRAB) with three subsections (Reports, Pending Items, and New Assignments). This will provide the opportunity for an individual member of the City Commissioner or CRA to raise a topic/assignment for the entire Commission or CRA to consider. D) When an assignment is given to the CRAB it will then show as a Pending Item on future agendas until the assignment is completed and reported back to the assigning board. Staff recommends that all assignments be given a deadline for reporting back to assist staff in following up on outstanding assignments with the CRAB. This will also provide transparency on all matters being reviewed by the CRAB. E) Once their assignment is complete and the CRAB is ready to present a report to the CRA or City Commission, then the Board shall submit their report to CRA staff or the City Clerk for publishing on the next available agenda. 100129562.1 306-9001821} F) When matters are assigned to the CRAB, reliance on staff should be minimized to the extent possible. Individual members of the CRAB may not assign work to CRA or City staff members. Research by the members of the Advisory Board should be done independently and with as minimal reliance on CRA or City staff as possible. This will ensure that work continues to be accomplished as staff will not be overwhelmed with new assignments. G) Absent any new assignments, the monthly CRAB agenda will mirror the CRA agenda on a monthly basis. 100129562.1 306-9001821} Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida July 14, 2020 Ben Rogatinsky thought it was perfect because he believed part of what the CRA does is they would advertise other CRA District businesses through the radio station. There is a lot of flexibility and they will work with the CRA marketing to get the most outreach to the community. Vice Chair Penserga attended Haitian Flag Day in Riviera Beach. Hundreds of people showed up and they have a longstanding reach. Motion Vice Chair Penserga moved to accept the letter of interest and begin negotiations. Board Member Romelus seconded the motion. The motion unanimously passed. E. Consideration of Neighborhood Sign Installation and Repair Grant Program Chair Grant commented he reviewed the program and thought the CRA did a great job. He recommended the program be throughout the CRA District, that there is no limit on the number of signs, and the funds were capped at $5,000 per association. Vice Chair Penserga agreed and it would be first come, first serve. An association could install as many signs as they wanted, but would only receive $5,000. Motion Board Member Romelus moved to approve the grant as stated Board Member Hay seconded the motion. The motion unanimously passed. Thuy Shutt, CRA Assistant Director, requested the Board's direction to allocate funds. Chair Grant thought the program was part of the budget they had previously seen in the amount of $25K and learned it was. The program would begin October 1St 16. CRA Advisory Board A. Pending Assignments B. Reports on Pending Assignments a. New Assignments Chair Grant wanted to have the CRA Advisory Board review of the CRA budget on their next meeting. 27 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida July 14, 2020 Motion Board Member Hay so moved. Vice Chair Penserga seconded the motion. The motion unanimously passed. Chair Grant also spoke with the Executive Director about having the CRA Advisory Board review for sale commercial and industrial properties and to receive fair valuations of properties. He noted Homing Inn was listed for $10 million. He would like the Advisory Board to review three or four different commercial properties and make recommendations if the CRA should approve of the appraisal or help find owners. He thought by the CRA advertising the properties, it may attract parties interested in purchasing or redeveloping. He wanted to use the CRA Advisory Board if they would be used once a year. Vice Chair Penserga wanted to assign the CRA Advisory Board to review the properties and the RFP. Motion Chair Grant passed the gavel and moved to put three items on the agenda for the CRA Advisory Board which were the budget, three or four properties a month to review and make recommendations and to make recommendations for the RFP for the Cottage District. Board Member Romelus seconded the motion. The motion unanimously passed. 17. Future Agenda Items A. Discussion Regarding Prevailing Wage, Benefits and Apprenticeship Policies for CRA Procurement and Requests for Proposals B. Land Banking BB Blvd C. MLK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi -Family Rental Apartment Project Update Chair Grant noted he received information about this item shortly before the meeting and he wanted to amend the agenda to briefly discuss it and then put it on the next agenda. Chair Grant noted he received an email from Mr. Simon indicating the additional eight units cost $1,897,848 based on a total per unit development cost excluding land of $235 981. He did not know if the units were two or three-bedroom units. It would increase the first mortgage by 680K and 12 needed from the CRA all at once of TIF $65K per year for 15 years. While FHFC won't object the additional units, it will need to be resolved as soon as possible. He wanted to give staff direction so if they need to speak to FHFC which was why he wanted the discussion now. Chair Grant favored moving forward with the additional units with TIF funding. 28 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida July 14, 2020 Mr. Simon explained they needed direction because if they wait, they may miss the opportunity. Mr. Simon wanted consensus if the Board wanted to buy additional units. Vice Chair Penserga and Board Members Romelus and Hay supported the additional units. D. Consideration of the Request for Rental Terms and Dates for the Boynton Woman's Club for FY2020-2021 Meeting Dates at the Historic Woman's Club of Boynton Beach E. Discussion and Consideration of a Lease Extension to the City of Boynton Beach for the CRA Owned Property located at 209 N. Seacrest Boulevard 18. Adjournment Motion There being no further business before the Board, Vice Chair Penserga moved to adjourn. Board Member Romelus seconded the motion. The motion unanimously passed. The meeting was adjourned at 8:29 p.m. d,� t I khw,xt� Catherine Cherry UUU Minutes Specialist 29 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida August 11, 2020 August 17th, subject to legal review and tentative request for information deadline. The document will be on the November agenda. Mr. Simon asked if the direction is to have the results and submission to go to the CRA Advisory Board before the CRA Board or vice versa. Chair Grant commented the policy says they will see it on November 5th and the Board will see it on November 10th. Staff will create a scoring sheet and the CRA Advisory Board can rank the responses. Motion Vice Chair Penserga moved to approve as stated by the Executive Director subject to Legal review. Board Member Hay seconded the motion. The motion unanimously passed. E. Discussion of a Lease to the City of Boynton Beach for the CRA Owned Property located at 209 N. Seacrest Boulevard. Mr. Simon explained this item was brought forward pre-emptively to see if the Board wants to work with the City to allow the City to remain as a tenant at the property at 209 N. Seacrest. The CRA is scheduled to close on the property on October 31St, and the City is using the space for their Internal Affairs Department and a few Town Square contractors. They want to continue there until other accommodations are made. It would be modeled after the lease used at the 115 Federal Highway temporary Library site. Chair Grant noted the City was paying $7,864K a month or $94,200 a year. Motion Board Member Hay moved to approve. Vice Chair Penserga seconded the motion. The motion unanimously passed. F. Consideration of a First Amendment to the Standard Contract Agreement with Granicus, LLC for the Website Design, Build, and Maintenance Services Mr. Simon explained this item was for five monthly payments of the fee to coincide with the work as opposed to payment in a lump sum. Motion Board Member Hay moved to approve. Vice Chair Penserga seconded the motion. The motion unanimously passed. G. Land Banking Along Boynton Beach Boulevard Corridor Mr. Simon explained this item was requested by a Board Member to focus on acquisitions and future acquisitions along the Boynton Beach Corridor from 1-95 to 12 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida August 11, 2020 Federal Highway. The discussion is if this is a high priority area and how to address that focus. The CRA has two commercial properties on 401 and 411 E Boynton Beach Boulevard and 217 N Seacrest Boulevard. He reviewed what was available for sale on the corridor and learned there are four. Staff needed direction. Chair Grant thought the Advisory Board should review the properties. Vice Chair Penserga agreed it was a priority area and he wanted staff to look at other properties. He has also seen hideous properties along the section that should be redeveloped that are not on the list. Board Member Hay agreed. Mr. Simon will provide the information to the CRA Advisory Board, Tom Devlin commented without having anything in the budget for acquisitions, it could not be acted on. Chair Grant explained these properties were listed for several years and the CRA Advisory Board can discuss it. Chair Grant will forward information to the Advisory Board. H. Discussion of Palm Beach County Housing Authority Chair Grant indicated the Palm Beach County Housing Authority had indicated they would receive an update and they would inform the CRA about their properties. He wanted to direct Legal to draft a letter citing their letter last year and sending it to the Secretary of Housing and Urban Development and the Director of the SE region stating their desire to work with HUD on these properties, citing how many years the properties were vacant and reaching out to Governor DeSantis who appoints people to the Palm Beach County Housing Authority Board. Attorney Rossmell commented she would draft a letter to bring back to the Board. Board Member Hay agreed with the statement and thought they should be moving forward the best they could to get started. The point of the letter is not to be adversarial, rather it is to be informative. There was consensus this item would be presented at the next meeting. 15. New Business A. Discussion and Consideration of a Letter of Intent from Ocean Avenue Residences and Shoppes, LLC for the CRA Owned Property Located at 115 N. Federal Highway Chair Grant explained the CRA Advisory Board reviewed the presentation. Chair Grant was happy there was developer interest in the property, but his concern was there was no reaching out to the individual property owners. By giving the developer the property, it would be a catalyst for other property owners to be a part of the project. He wanted to instruct Mr. Simon to formally reach out to the surrounding property owners so they can learn with they want or need, such as if they have to purchase or any other requirement, they can add that as a requirement that runs with the land. Bradley Miller, Urban Design Studio, 508 E. Boynton Beach Boulevard, explained he was present virtually along with Bill Morris and Sunny and Max Van Amem, the principals of Ocean Avenue Residences and Shoppes LLC, who prepared and im Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida February 9, 2021 no change. She was concerned a fire could start when it rains heavily or there is lightning. She hoped something would happen this time. No one else coming forward. Public Comments was closed. 10. CRA Advisory Board A. CRA Advisory Board Meeting Minutes - January 7, 2021 B. Pending Assignments 1. Review of Commercial Properties within Boynton Beach Boulevard Corridor within CRA Area a. Reports on Pending Assignments Mr. Simon had a request from the Advisory Board on their pending assignments, which was a review of commercial properties on the Boynton Beach Corridor. They asked for further clarification on what the CRA Board is expecting as they report so they can close out the item. Chair Grant explained the Advisory Board has three options: indicate the property is something to land bank or buy; indicate if the property is something that may have value in the future; or indicate if the property does not fit the CRA's mission. Mr. Simon requested clarification that those options would apply to any commercial or industrial properties for sale and learned it was and it would be excellent if they provide a reason. Motion Board Member Katz so moved. Vice Chair Penserga seconded the motion. The motion unanimously passed. 11. Consent Agenda A. CRA Financial Report Period Ending January 31, 2021 B. Approval of CRA Board Meeting Minutes - January 12, 2021 C. Approval of Second Amendment to the Granicus, LLC Agreement for Website Design, Build and Maintenance Services D. Consideration of the Revised Interlocal Agreement and the Purchase and Sale Agreement with the City of Boynton Beach for the Historic Woman's Club of Boynton Beach located at 1010 S. Federal Highway 61 Minutes of the Community Redevelopment Agency Board Meeting Held on Tuesday, April 12, 2022, at 5:30 PM via GoToWebinar Online Meeting and Commission Chambers, City Hall, 100 E. Ocean Avenue, Florida Present: Ty Penserga, Board Chair Thuy Shutt, Executive Director Angela Cruz, Vice Chair Tim Tack, Assistant Director Woodrow Hay, Board Member Kathryn Rossmell, Board Counsel Thomas Turkin, Board Member 1. Call to Order Ty Penserga, Board Chair called the meeting to order at 5:30 p.m. 2. Invocation The Invocation was given by Board Member Hay, 3. Pledge of Allegiance Board Member Turkin led the Pledge of Allegiance to the Flag. 4. Roll Call A quorum was present. 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda Chair Penserga offered the following amendments: • Moving the entire CRA Projects in Progress section 13 A through G to after Business. • Clear the pending assignments for CRA Advisory, Items 10 A 1 and 2. He noted there is a new board and the Board should determine new priorities • Leaving Items14 C and F, 15 A on the table. The items are substantial policy decisions and they will appoint a new member to the CRA and he wants fifth member to participate in the discussion • Adding Agenda Publication Date and Deadlines to New Business. Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida April 12, 2022 .............. B. Adoption of Agenda Motion Board Member Vice Chair Hay moved to amend the agenda to move CRA Projects is Progress after New Business. Board Member Turkin seconded the motion. The motion passed unanimously. Chair Pensesrga requested a motion to clear CRA Advisory Board Assignment and tabling Items 14 C and F and 15 A and adding Agenda Publication Date and Deadlines to New Business, Motion Vice Chair Cruz so moved. Vice Chair Cruz moved to table Item 14 C. Board Member Turkin seconded the motion. The motion passed unanimously, Motion Vice Chair Cruz moved to table Item 14F. Board Member Turkin seconded the motion. The motion passed unanimously, Board Member Hay moved to table item 15 A. Vice Chair Cruz seconded the motion. The motion passed unanimously. Motion Vice Chair Cruz moved to add to New Business Publication Date and Deadlines. Board Member Board Member Hay seconded the motion. The motion passed unanimously. 6. Legal Kathryn Rossmell, Board Counsel, welcomed the new Board Members. No report was given. 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 Board Member Turkin disclosed he spoke with Nick Rojo briefly regarding 14 F. Board Member Hay had no disclosures. 9 1, i �e B101YO NTO�III�14III211I1III�'��,'��, ICOMMINITY CRA BOARD MEETING OF: April 11, 2023 NEW BUSINESS AGENDAITEM: 13.A. SUBJECT: Discussion and Consideration of Purchase and Sale Agreement for 433 W. Boynton Beach Boulevard _311J�IJ�/_1 X19 BBCRA Staff actively pursues the purchase of properties within the BBCRA Districts in order to spur redevelopment opportunities in accordance with 2016 Boynton Beach Community Redevelopment Plan (Attachment I, CRA Plan Implementation, I D #D-3). With the Boynton Beach Boulevard Complete Street Project in the design phase and anticipated to begin construction in 2024, BBCRA Staff has been investigating properties within the vicinity of Boynton Beach Boulevard. For over two decades, the CRA has been successful in spurring redevelopment efforts along the eastern portions of East Boynton Beach Boulevard which resulted in mixed use projects such as Marina Village, 500 Ocean, The Villages, and The Pierce. The western portion of Boynton Beach Boulevard, with lower entitlement potentials have not seen as much development interest as its counterpart in the east and appears to show signs of decline with boarded -up buildings or vacancies partly due to lack of investments and the increasing cost of land and construction. These factors make it more challenging for small businesses to renovate and/or redevelop. A vacant lot located at 433 West Boynton Beach Boulevard has become available for purchase (Attachment II). The owner, Boynton Beach, LLC, is interested in selling the properties to the CRA for $1,200,000 (Attachment III). This offering combined with the recently purchased properties to the east furthers the CRAs opportunity to initiate the redevelopment of the north portion of West Boynton Beach Boulevard, the gateway to Downtown Boynton Beach. An appraisal of the property was conducted by the CRA on March 14, 2023, and valued the lot at $950,000.00 (Attachment IV). This is comparable to the per square footage cost if not on the lower end of recent CRA acquisitions and/or offerings (Attachment V). The lot is approximately 24,772.57 square feet (.5687 acres) and zoned neighborhood commercial (C2). The future development would be a mixed-use development under the MU Low Future Land Use Classification and corresponding MU 1 Zoning District (Attachment VI). The development potential would allow a mixed-use development with a maximum density of 20 units per acre and a maximum height of 45 feet. This item is being brought before the BBCRA Board for discussion on the potential purchase of the vacant lot. Due diligence would be performed as part of the purchasing process. FISCAL IMPACT: Purchase price to be determined by the Board. Funding is available from FY 2022-2023 Budget, Project Fund, Line Item 02-58200-401, $1,200,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Boynton Beach Boulevard District CRA BOARD OPTIONS: 1. Approve the purchase of the vacant lot located at 433 West Boynton Beach Boulevard from Boynton Beach, LLC in an amount to be determined by the CRA Board and authorize the Board Chair to execute a Purchase and Sale Agreement subject to final legal review. 2. Do not approve the purchase of the vacant lot located at 433 West Boynton Beach Boulevard from Boynton Beach, LLC. 3. Alternative direction to staff and legal counsel to be determined upon further Board discussion. ATTACHMENTS: Description D Attachment I - CRA Implementation and Plan D Attachment II - Location Map D Attachment III - Sellers Email RE asking price D Attachment IV -Appraisal D Attachment V - Property Comparisons D Attachment VI - Boynton Beach Blvd. Zoning Map O IL _ W L C CL cn cn m a) 0- E 0 O U m (0 ca cn 0 U il W W cn H J J H o a a a �En Cl)0 as in 0 t o =a a� Q 0 •_ � ° a, 4 Q U Q Q Q = o �N = U U � U U U C LL CL as Q Q Q < � C ZN U U co U U Q U a) U) U) U) U) U) a a _ 0 Lcoo U �L) W N p ca D 0 N N CL C t N N (fin CU 0(� 0 •Lcm V 70 (� C J (J) (� L>>0 a) Q � Q -O Q p _0 C Q � N (n Q N U 7 > (%� C Q N (n M O " O m " U (0 +3+ (u (� > O _ Q O +. N M � U O (n O d U) (n M O Q 0 _0 N E-0 VJ m U cn cn LL 0 `n L)L> $- U CO c: co Q a) ` C 0_ Q O Q a o©'cam( C m Q E cno m a) (n �Q(� 0) C: `-' 0 mJU u�i 0 0� O U cn m 0 a �U o �� _ 0.�0 Lo E_0 IL c -C° w 0 f`pl' O cn �+ C: m 0 0 cam, 0 cn m E- -5 -0 Rf -0 m i m m� O m m '� M m Co C m N m. > U— 2 v- +, -' L J .p m Q (n p O U N J N m O C c g c c p O Q Q- m O O 0 - m E E E � •o Q .o .-0 .-0 co m m •0 a) E � — c �a)E O w m m+�'}aa�m > m �� - O mm OV s2 O ? O N Q > m O T3 O 70 0 "O 0 "0 0 -O > m -0 (n m-0 X m 0" L i 0� CO Q = O � 0 Q��' �' OCa<CQQQ2� Lu w� Ung /p� 0.2 cn (nw"E"OL d j N3 m �. (n L O -1 0 U N >, O J -0 0) V% U U) N Z � N O E> 0- O (� C Cn a) M 0) m nC > c5 a=i 0) _ O L _� d N ai m v m .O C CU 3 m Q� E �-0 Y Q Y < � � Q U a EL L) m U (o U Q co LO (o Il_ 00 0) d- a. CL CL CL CL a a a cn cn m a) 0- E 0 O U m (0 ca cn 0 U il W N c c c W C C C N NO NO NO V d i =a 0 m opo U a` LL_ U m � � m H CA Q 0a N � � U a) O �- cn N o '- CD c U)O 0) L L U) p 0 -Lo c � c Q Nco ;s (n .� ) ca > 3 � cmi � � a ctm O Q QOco a� O -=Q 4- O > 70Q a) N CD CD - �U• Q=p a) a) �o i U C' U O U N .V C a p O Q Ln �Q U In C U 0 CL U) C U Y=5 coC7 > U C a) a) Co U CU E 0 n C U O O T cn E 'ZS C IL a) a `� N cn w 0 0 � Q cB a'c Q�Q0 o0O m �_° 0 o'cO�ia �Q '� �� 0U cU '- ma. (D o� o E0 Ua) 0, CM "� Qv7 >,o �U Qo °� Q 0-0 o v o Q 0 O 0ca p cn U-2 E U Q �+ �� O v© Hca _ �� c cm �� m a,o o c�a �� `n o 0 °'° a`)i QMH U� rn U. 3 Q� Q v U o �H m U)o C: 0 v� ami Q w 70 innn`� U) ca Z C0 C > ncn,� W L U W — s W �. 0 C Q U Q U U w U U E Q i 3co O �j Q — L a) U L _ ch 0 <_ U O CL Q (a Lcli w 0 �'0' U o C J m w U c m w IL 0 N M IT L?T ti 00 C 0 w O a W N c c c c C r__ Q a M M M M M H Cl) 0..... r NO C V1O +M+ C N0 C N0 C cn0 C NO V N +, t 0 z x =a N •_ L) >, Q Q Q Q Q o� 0 U U U U U U U U CL '� as e 0 i Q m ��' U � U U U U U U U m m (Dmr- mo0 ° m cn o cn a) >, � — 0 a) ° a) ° U aim L E �,�� C o� L i cu E^, > d O L L Q m Q > O m E fn a) Q E cn W fn L Q O O 0 Cu> 0 0 cu o 0) O .L m Ecn n O O O M m N m a > (n _ C fn M O CM (n o a) L t5 a) L > c N N a� ��a`° N aa�� m Q. �� zm - >_ o C> cm� o �, �, > a� Q a) oU. �2 �a �Qmm mo .�U�a)ch TAT c� ^Q`` n� •W n, •� O •y rtrtV[[ •/ 0 a)^^c`` > L W >(6 n- �R i1\ W •V W C) C « co L U) U) w U)E C)X� o� ° c o� > 0 o °� L>m oma °a)—E�� a� IL u,�UO° C m L E E�mmv�v� aim -> �- E oma° of OQo w0� Q �� o�m�} °o CL M L (D O 0) �° aoi C N a) Q =o mo U }>-.� U U) N N L Q L O In m +. fn !n (n C ° m +: O C U m o c: U (n C °)=U)� 0) a) O O ) Q N LU &- E ° � Qp =3 •� II) a) m 0-7— a) m�+r� •- to C N n E° C �•� Q O Q U N O cu a) U Q 1 .� N cu 5 m q EO C O 0 m C UU m (n.� C 2 E �.� o�� 5 OU c Lr U mU U E o A, W > � cn U L o E 0 ma N E U m U) E C cn a) cn c' � 4) � c) E 0) m ZL- C o t°n m n W m = C V D � Ln Cu O 0) m m 1 ° C a) CO a) 2— 2 � Q� CQ E a v U) CO m° 0 f N M L? CO ll 00 Boynton Beach/ Boulevard District iln t ii d Ll Ct'iiiii n nn � iiia � a g e s iirilri'iiiii iins'iiiiid e ii 1 'iiiii iiiiq ilii hill i IIII ui��tui��cd �ctlii our.m ................................................................... 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 56 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. M Figure 11: Examples of Districts Planning Challenges 5 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 Vliialii'tui.m .................................. 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. tt' tTMeui urmuueuitdat°liioui ns Stireetsca 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 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. Boynton Beach Boulevard Design: West of Seacrest Boulevard sw �CW.0 figure ' Q TL an Tl_ iwrl C1 10,01 �'�M 9 till f TL TL S Figure 17: Boynton Beach Blvd. Section from 1-95 to Seacrest Blvd. Boynton Beach Boulevard Design: East of Seacrest Boulevard Figure 18: Boynton Beach Blvd. Plan from Seacrest Blvd. to Federal Hwy. Figure 19: Boynton Beach Blvd. Section from Seacrest Blvd. to Federal 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. 1st 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 IMAX CAP HEIGHT Low Density Residential 5 R1AAB, PUD, MHPD 5 30' Mixed -Use Low 20 MU -1 20 45° Mixed -Use MU -2 40 65° Medium 50 MU -3 50 75' MU -4 60 100° Mixed -Use High 80 MU Core 80 150° Properties located within the TOD may recieve a 25% density bonus 61 Figure 20: Recommended Future Land Use for the Boynton Beach Blvd. District MU Low • 20 du/ac (incentivized units), • Max 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 square * 40- 50 du/ac * Max height: 65'-75' * TOD Bonuses (height / density) * Commercial uses required MU- Med • 40-50 du/ac • Max height: 65'-75' • TOD Bonuses (height / density) • Commercial uses required • Max 4 stories on street MU- High * 60 — 80 dulac Max height 150' * TOD Density Bonus * Commercial uses required * Max 4 stories on street Figure 21: Boynton Beach Blvd. Example Projects N 6 I3eggil°°111'°uuuincuimdatliioui s Quidit IIII':'�ssliir:I 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 Figure 23: Example of Mixed Use Low Project on Boynton Beach Blvd. Figure 25: Boynton Beach Blvd. District Master Plan 68 Figure 24: Example of Mixed Use Medium Project on Boynton Beach Blvd. 69 70 Utterback, Theresa From: Iloydhasner@castlefIorida.com Sent: Monday, March 27, 2023 12:09 PM To: Utterback, Theresa Cc: Tack, Timothy; 'Jay Hasner'; richardhasner@castleflorida.com; Shutt, Thuy; 'Kenneth Dodge' Subject: RE: FAC ID #508513795, Texaco #021-1318, PO #C13AFF Task 2 - MAS #M50491 ( 433 West Boynton Beach Blvd.) Good morning Theresa ----Thank you for providing the CRA's standard purchase and sale agreement for review........ As you are probably aware, we have been residents and also in business in Palm Beach County for approximately 55 years. We take great pride in the growth and development of our area over the past many decades. Based upon our internal discussions and the general market valuations we conclude that a fair selling price for our property would be $1,200,000. Please confirm your receipt of this e-mail and if you have any questions, of course, feel free to call me. Respectfully, 1 N. Swinton Beach,Delray }a 4 Cell ...:. 4 662-7429 Office (561) 272-1207 www.castleflorida.com Iloydhasner(@castleflorida.com iaDi,/; From: Utterback, Theresa <UtterbackT@bbfl.us> Sent: Friday, March 24, 2023 12:14 PM To: Iloydhasner@castleflorida.com Cc: Tack, Timothy <TackT@bbfl.us>; 'Jay Hasner' <jayhasner@castleflorida.com>; richardhasner@castleflorida.com; Shutt, Thuy <ShuttT@bbfl.us>; Kenneth Dodge (kdodge@llw-law.com) <I<dodge@llw-law.com> Subject: RE: FAC ID #508513795, Texaco #021-1318, PO #C13AFF Task 2 - MAS #M50491 ( 433 West Boynton Beach Blvd.) Hello Mr. Hasner, Per our telephone conversation I have attached a copy of the CRA's standard Purchase and Sale Agreement for your review. If you provide your asking price, in writing and no later than March 281h, we would be able to present it to the CRA Board for review and discussion at their April 11, 2023 Board Meeting. If you have any questions regarding the Purchase and Sale Agreement please let me know. Sincerely, Theresa APPRAISAL REPORT (APPRAISER FILE: 23-0317) OFFICE AND COMMERCIAL LAND PROPERTY BONFIGLIO BLDG AND CRA PARCEL 413 AND 433 W BOYNTON BEACH BLVD BOYNTON BEACH, FLORIDA 717:7 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY BOYNTON BEACH, FL AS OF MARCH 14, 2023 March 23, 2023 Ms. Theresa Utterback Development Services Manager Boynton Beach Community Redevelopment Agency 100 E Ocean Ave Boynton Beach, FL 33435 RE: Appraisal of Real Property Office Property and Commercial Land Bonfiglio Bldg and CRA Parcel 413 and 433 W Boynton Beach Blvd Boynton Beach, Florida 33435 (Appraiser File: 23-0317) Dear Ms. Utterback: As you requested, we made the necessary investigation and analysis to form opinions of value for the above referenced real property. This report is an appraisal of the property. To assist Boynton Beach Community Redevelopment Agency in business-related decisions regarding this property, this appraisal provides estimates of market value for the fee simple interest in the subject real property (east or 413) in its "as is" condition as well as the subject parcel (west or 433) in its "as is" condition. This report is written in APPRAISAL REPORT format. No other party may use or rely on this report for any purpose. This appraisal assignment and report have been prepared in accordance with requirements of the Uniform Standards of Professional Appraisal Practice (USPAP) developed by the Appraisal Standards Board of the Appraisal Foundation, with the appraisal requirements of Title XI of the Federal Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA), with the Interagency Appraisal and Evaluation Guidelines of 2010, with the Appraisal Institute's Code of Professional Ethics and Standards of Professional Appraisal Practice, and with requirements of the State of Florida for state -certified general real estate appraisers. The subject east parcel (413) is located along the north side of W Boynton Beach Blvd. This site consists of 9,744 square feet (SF), or 0.22 acres. The subject west parcel (433) is located along the north side of W Boynton Beach Blvd and east side of NW 4t" St. This site consists of 24,773 SF or 0.57 acres. Additionally, both parcels are located along the south side of a rear public alley within the municipality of Boynton Beach, Palm Beach County, Florida. In 1948, the subject east parcel was improved with a one-story, single-family residence that was subsequently converted to an office building containing 1,970 SF, which includes a 768 -SF finished basement area with low clear height. The subject's quality of materials is rated as average; the improvements have been maintained in average condition. The subject is currently 100% occupied by the owner who operates a law office and a single tenant who operates a non- profit, and the lease can be terminated upon a sale. This tenant pays $15,000 annually on a gross basis. 1900 NW CORPORATE BOULEVARD, SUITE 215E, BOCA RATON, FLORIDA 33431 561-998-9326, 561-241-4759 Ms. Theresa Utterback March 23, 2023 The west parcel is currently vacant land. The surface is above street grade and generally consists of some grass as well as a few trees along the perimeter. There is a curb cut to the property provided along westbound Boynton Beach Blvd. The subject does not appear to be listed for sale on the open market, nor is it reported to be encumbered by a purchase and sale agreement. The west parcel was recently listed for sale at $785,000, but has since been taken off the market. The broker indicated she intends to re -list the property around at least $1,000,000. After careful and thorough investigation and analysis, we estimate market value for the fee simple interest in the subject real property (413 or east) in its "as is" condition, subject to assumptions and contingent and limiting conditions as well as any extraordinary assumptions and hypothetical conditions, as explained in this report, as of March 14, 2023, is: SEVEN HUNDRED EIGHTY THOUSAND DOLLARS ($780,000) After careful and thorough investigation and analysis, we estimate market value for the fee simple interest in the subject real property (433 or west) in its "as is" condition, subject to assumptions and contingent and limiting conditions as well as any extraordinary assumptions and hypothetical conditions, as explained in this report, as of March 14, 2023, is: NINE HUNDRED FIFTY THOUSAND DOLLARS ($950,000) Aucamp Dellenback & Whitney has not performed services concerning this property during the past three years. Thank you for this opportunity to assist in meeting your appraisal needs. Respectfully submitted, AUCAMP, DELLENBACK & WHITNEY Brent Wells State -registered Trainee Appraiser RI24758 brent@adw-appraisers.com Joiathan Whitney, MAI State -certified General Real Estate Appraiser RZ2943 jon@adw-appraisers.com 3 Fife #23®0317 TABLE OF CONTENTS TABLE OF CONTENTS PART 1: INTRODUCTION 1 TITLE PAGE 1 LETTER OF TRANSMITTAL 2 TABLE OF CONTENTS 4 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS 5 LOCATION MAP 7 SUBJECT PHOTOGRAPHS 8 SCOPE OF WORK 17 PART 2: DESCRIPTIONS, ANALYSES, AND VALUE CONCLUSIONS 20 MUNICIPALITY 20 NEIGHBORHOOD 22 MARKET 27 SUBJECT PROPERTY 35 HIGHEST AND BEST USE 45 VALUATION PROCESS 47 SALES COMPARISON APPROACH 48 RECONCILIATION AND FINAL VALUE CONCLUSIONS 81 NORMAL MARKETING PERIOD AND REASONABLE EXPOSURE TIME 83 PART 3: ADDENDUM 84 CERTIFICATION 84 CONTINGENT AND LIMITING CONDITIONS 86 HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS 89 DEFINITIONS 90 AREA DESCRIPTION AND ANALYSIS 94 APPRAISER QUALIFICATIONS AND LICENSE 99 AUCAMP, Fife 23®0317 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS REPORT TYPE PROPERTY TYPE LOCATION REPORT DATE VALUATION DATE INTENDED USER INTENDED USE SITE IMPROVEMENTS OCCUPANCY ZONING CENSUS TRACT Appraisal Report Office and commercial land property 413 and 433 W Boynton Beach Blvd, Boynton Beach, Florida 33435 March 23, 2023 March 14, 2023 Boynton Beach Community Redevelopment Agency To assist in business-related decisions regarding this property East: 9,744 SF or 0.22 acres; West: 24,773 SF or 0.57 acres East: single-family residence that was subsequently converted to an office building containing 1,970 SF, which includes a 768 -SF finished basement area; West: none East: 100% by the owner and a single tenant; West: vacant Neighborhood Commercial (C2) by the City of Boynton Beach 61.00 FLOOD ZONE X, flood insurance is typically not required in this zone HIGHEST AND BEST USE As Vacant: East: immediate development of a commercial (office) use for a single occupant, or immediate redevelopment of a residentially -focused mixed- use project, possibly involving assemblage with surrounding parcels; West: immediate development of a commercial (retail) use for a single occupant, or immediate development of a residentially -focused mixed- use project, possibly involving assemblage with surrounding parcels As Improved: East: interim office use of the existing improvements for a single occupant, until the property can be assembled and redeveloped; West: N/A NORMAL MARKETING PERIOD 12 months or less REASONABLE EXPOSURE TIME 12 months or less AUCAMP, DELLENBACK & WHITNEY 5 File 23®0317 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS ASSIGNMENT OVERVIEW East: the subject is an attractive property for an owner user or developer; West: the subject is an attractive property for a developer. The sales comparison approach provides the most useful indication of market value. VALUE INDICATIONS (East) "as is" Cost N/A N/A N/A Sales Comparison $780,000 $396 $80 Income Capitalization N/A N/A N/A Market Value Conclusion $780,000 $396 $80 (West) "as is" Cost N/A N/A N/A Sales Comparison $950,000 N/A $38 Income Capitalization N/A N/A N/A Market Value Conclusion $950,000 N/A $38 AUCAMP, DELLENBACK & WHITNEY 6 File 23®0317 LOCATION MAP LOCATION MAP Lake Plaud -;,D Okoechoboe Arca,diia 27 Buckfif-,ad Ri,dgL �roj ""t 'nn to Lakiv 01ram"d, ark 41, 2'3 MoorL Haven �'4 1 5 Ui Bulle D ckwistolt Alvj North rort Mrs f ort Myers Lolugh Acros ipe Co4l J� hrnmokalec- �Zil pFrtSt Liuoe S a Lm w C wxfl Hobe sou � lndwntuw� 'Jup spa P2 lirvi'l TOG' Imre Roya 1 PfS U BJ E .......... Fo [Ur,( Swainp P tunr 114 CODp6rCity D v e, o I re Hol Bq LJIi Uu)id� Pf �—u 997 a Fmn TaRV"a'ri TIM E Fzwfuapm Tamaami TfaR Doral flab eli, all H orneste; Lini"w Lwe "wvv'r, pu/xvp � uh, A"N'b"d Lak,» AUCAMP, DELLENBACK & WHITNEY 7 File #23-0317 SUBJECT PHOTOGRAPHS SUBJECT PHOTOGRAPHS Bird's eye view of subject parcels (outlined) facing their south elevation Facing subject east parcel from W Boynton Beach Blvd (south and east elevations shown) AUCAMP, Fife 23®0317 SUBJECT PHOTOGRAPHS North and west elevations shown (east) Facing west along Boynton Beach Blvd with subject parcels on the right AILICAMP, Fife 23®0317 SUBJECT PHOTOGRAPHS Facing north along NW 411 St with subject west parcel on the right Facing east along rear public alley with subject parcels on the right AILICAMP, DELLENBACK & WHITNEY 10 Fife 23®0317 SUBJECT PHOTOGRAPHS Subject entrance / reception (east) Open work area (east) AILICAMP, DELLENBACK & WHITNEY 11 Fife 23®0317 SUBJECT PHOTOGRAPHS Conference room (east) Private office (east) AILICAMP, DELLENBACK & WHITNEY 12 Fife 23®0317 SUBJECT PHOTOGRAPHS Private office (east) Private office (east) AILICAMP, DELLENBACK & WHITNEY 13 Fife 23®0317 SUBJECT PHOTOGRAPHS Break room (east) Typical restroom (east) AILICAMP, DELLENBACK & WHITNEY 1 Fife 23®0317 SUBJECT PHOTOGRAPHS Facing northwest from subject west parcel Facing northeast from subject west parcel AILICAMP, DELLENBACK & WHITNEY 15 Fife 23®0317 SUBJECT PHOTOGRAPHS Facing southwest from subject west parcel AILICAMP, DELLENBACK & WHITNEY 16 Fife 23®0317 SCOPE OF WORK SCOPE OF WORK Appraisal Purpose: To estimate market value in "as is" condition Interest Appraised: Fee simple interest Client: Boynton Beach Community Redevelopment Agency Intended User: Boynton Beach Community Redevelopment Agency. No other party may use or rely on this report for any purpose. Intended Use: To assist in business-related decisions regarding this property Report Format Inspection Date Effective Date: Appraisal Report March 14, 2023 March 14, 2023 Report Date: March 23, 2023 Competency Rule: We had the knowledge and experience necessary to complete this assignment competently at the time of its acceptance. Definitions: Shown in the addendum of this report Hypothetical None Conditions: Extraordinary None Assumptions: Valuation Approaches: The sales comparison approach provides an estimate of market value based on an analysis of comparable property sales. Appraisers: Brent Wells and Jonathan Whitney inspected the readily accessible areas of the subject site and improvements, performed the research and analysis, and wrote this report together. Brent Wells worked on this assignment under the direct supervision of Jonathan Whitney, MAI. 17 Fife 23®0317 SCOPE OF WORK Subject Property Name: Bonfiglio Bldg and CRA Parcel Address: 413 and 433 W Boynton Beach Blvd, Boynton Beach, Florida 33435 Location: The subject east parcel is located along the north side of W Boynton Beach Blvd. The subject west parcel is located along the north side of W Boynton Beach Blvd and east side of NW 4th St. Additionally, both parcels are located along the south side of a rear public alley within the municipality of Boynton Beach, Palm Beach County, Florida Legal Description: Shown on the following page (source: Warranty Deed) Current Owner: East: BONFIGLIO JAMES A; West: BOYNTON EAST LLC (source: Palm Beach County Property Appraiser records). A title search was not performed as part of this assignment as that is outside the scope of work. Ownership History: The subject has not sold during the prior three years. No arm's length transactions have occurred in the three years prior to the valuation date (effective date). The subject does not appear to be listed for sale on the open market, nor is it reportedly encumbered by a purchase and sale agreement. The west parcel was recently listed for sale at $785,000, but has since been taken off the market. The broker indicated she intends to re -list the property around at least $1,000,000. Items Received: The following items were provided by Jim Bonfiglio, a representative of the east property owner: • Survey, dated May 7, 2006, by Landtech Surveying & Inspections • Tenant lease Interviews: We interviewed a representative of the east property owner, regarding the subject property. Market Data Sources: CoStar Realty (subscription service), LoopNet.com (subscription service), Multiple Listing Service (subscription service), PwC Real Estate Investor Survey (subscription service), published reports from national brokerage firms, RealQuest (subscription service), Site -To -Do -Business (subscription service), Floodmaps.com (subscription service), RealtyRates.com (subscription service), Marshall Valuation Service (subscription service), local county property appraiser's records (public records), Circuit Court recordings (public records), and appraisal files in this office Types of Data: Office building and multifamily land sales 18 Fife 23®0317 SCOPE OF WORK Geographic Area: Primary: Boynton Beach; secondary: Palm Beach County; tertiary: South Florida Verification: Sales were verified by a party to each transaction, unless otherwise noted LEGAL DESCRIPTION East The East Nine and one-half ( 9,5 ), feet of Lot 87, all of Lots 88,89 and 90, LESS the South 10 feet thereof conveyed to the State of Florida for right-of-way of State Road No. 804 in Official Records Book 1320, page 34, Ridgewood, according to the Plat recorded in Plat Book 13, Page(s) 7, as recorded in the Pubfic Records, of Palm Beach County, Florida. West Lot 129, Less the South 10 feet, of RMCtEWOOD KELLS". according to the Plat thereof recorded in PIN Book 23 at pap 250 of the Public Records Of NIM B=11 County. Florida, AND Lots 83 and 84, Less the South 10 fact Of -pMGL7WOOD- Plat thereafrecorded in Book , according to the described as ffillows: 11/'o at pap 7. of said Public Regards of Palm Beach County. Florida, all being rnore particularly Begin at the S.W. carrier of s�W '29; wm/ f THENCE North along the West line of F/said Lot 129, for a distance of 117,95 fee to the N.W. comer of said Lot 129; THENCE North 89* 57' 11" East, along North Line of said Lots 129, 93 and 94, for a distance of 159.31 feet to the N.E. comer of said Lot 84; THENCE South 0* 13' 37' West, along Lot 84, for a distance of 122.66 feet to the S.E. comer of said Lot 84; ITEWCE North 980 20' 20" West, along the said Lots 94, 93 and 129, for a distance of 157.96 fed to the point of Beginning F LESS the South 10 fed thereof for widening Of N, W. 2d A or State Road No. gM. ,bal Being the property conveyed to Texaco Inc., a Delaware, corgoratik t bq Deed from Durward K DoxW and &0dred B. Doxtad, His wife, dated January 5, 1967, filed January 6, 1967, recorded in O cia1 Records Book 1472 page 277; and Deed from Charles D. Akes and Margaret D. Akes, his wife, dated January 4. 1967. filed January 6. mcmdW in Official Records Book 1472 page 278, Palm Beach County, Records. Also iodudes Lots 85, 86 & 97 less the South 10 Beet, and less the East 9.5 fact, RMKMWCK)D, according to the Plat recorded in Plat Book 13 at past 7, as recorded in the Public Records of Palm Reach county, Florida. said Land situate. lying and being in paw Beach County, Florida. AUCAMP, DELLENBACK & WHITNEY 19 File #23-0317 PART 2: DESCRIPTIONS, ANALYSES, AND VALUE CONCLUSIONS The subject's municipality is described in the following pages. The Addendum contains an Area Description and Analysis of the state, South Florida, and Palm Beach County. MUNICIPALITY The City of Boynton Beach is located in southeastern Palm Beach County along the coastline of the Atlantic Ocean. The City was originally founded in the early 1900s and experienced tremendous growth between the 1950s and the 1980s. The city is nearly built -out with only infill sites remaining for development; redevelopment of some older properties has occurred during the past 10 years. Boynton Beach currently has roughly 65,000 residents. The City Limits encompass roughly 16.4 square miles, and the city is the third largest in Palm Beach County behind West Palm Beach and Boca Raton. The automobile is the primary mode of transportation in the city. The city has a grid -like pattern to its roads. Major north -south roadways are Federal Highway, Interstate 95 and Congress Ave. Major east -west roadways are Woolbright Rd, Boynton Beach Blvd and Gateway Blvd. Each of these east -west roads intersect with 1-95. Transportation linkages are good. The most intensive uses within the city are permitted in the downtown area near the corner of Federal Hwy and Boynton Beach Blvd (AKA 2nd Ave). This downtown area has historically been a small low-rise area with limited commercial uses; new development has primarily consisted of a couple of residentially -focused high-rise buildings. The Congress Ave corridor, located west of 1-95, is a major retail corridor in the region, anchored by the enclosed Boynton Beach Mall and open-air Renaissance Center. Substantial new commercial and residential development has occurred over the past 15 years in this area, consisting of low- to mid -rise office, retail and residential buildings. Boynton Beach has close proximity to a few high-end communities, such as Gulf Stream and Ocean Ridge. Primary employment centers in the region consist of Boca Raton to the south and West Palm Beach to the north. However, pockets of employment centers are located throughout the South Florida region. For instance, a large light industrial park, Quantum Corporate Park, is located in northern Boynton Beach near Gateway Blvd and 1-95. Adequate recreational and institutional uses are located in the city or nearby. Several beaches are open to the public north and south of Boynton Beach Blvd. The 401 -room Bethesda Memorial Hospital serves the Boynton Beach community. The long-term sustainability of Boynton Beach is aided by continued long-term in -migration to the region and proximity to employment centers and recreational amenities. 2 Fife 23®0317 MUNICIPALITY MUNICIPALITIES MAP AUCAMP, DELLENBACK & WHITNEY 21 File #23-0317 NEIGHBORHOOD NEIGHBORHOOD The subject neighborhood is the downtown area of Boynton Beach. This downtown area is the greater area surrounding the intersection of Boynton Beach Blvd and Federal Hwy. The neighborhood is in the revitalization stage of a typical neighborhood life cycle. The primary mode of transportation throughout the neighborhood is the automobile. Boynton Beach Blvd is a four -lane, traffic artery that has an interchange with 1-95 just to the west of the subject parcels. Seacrest Blvd is a local north -south collector roadway. Federal Hwy is the primary north -south thoroughfare in the eastern part of the neighborhood. Local streets connect with Boynton Beach Blvd and Federal Hwy. Overall, the roadway network is good. Most of this neighborhood was developed with single-family homes in the 1940s and 1950s. Some of these buildings have been converted to commercial use by single occupants. Lots are relatively small and most conducive for use by small buildings. The eastern end of the neighborhood was initially developed with some small, low -intensity commercial buildings. The City and the CRA (Community Redevelopment Agency) have been actively encouraging a more intensive downtown over the years. A handful of properties in the downtown have been redeveloped over the past 20 years with residentially -focused mixed-use projects, and some other projects are currently proposed. However, this downtown area has experienced less redevelopment compared to other eastern municipalities. Some new projects involve grants or incentives from the CRA. The downtown had a relatively low profile until three major redevelopment projects were completed over the years. • Marina Village along E Ocean Ave was completed in 2006 with up to 14 floors of several hundred residential condominium units above 20,000 SF of first floor retail space. • The Promenade along N Federal Hwy was completed in 2009 with 14 floors of 323 residential condominium units above 19,000 SF of first floor retail space. The loan note on the unsold inventory of approximately 250 units was sold to a prominent South Florida developer, The Related Group. This buyer subsequently took title in a "friendly foreclosure" and changed the name to Casa Costa. • 500 Ocean is a major project that completed construction in 2018 with 341 residential units and 20,000 SF of commercial space at the southwest corner of Federal Hwy and E Ocean Ave. Boynton Beach's former City Hall is currently being redeveloped into Boynton Beach Town Square. This 16 -acre site along the south side of Boynton Beach Blvd will consist of a large new municipal and cultural complex. The new City Hall portion was recently completed. A couple of relatively large vacant parcels in the downtown are available for development. A couple of larger scale developments on underimproved sites have been approved by local users / developers, but have yet to break ground. Several sites have just recently traded hands indicating future development is on the horizon. 22 File 23®0317 NEIGHBORHOOD The following chart shows the demographics for rings surrounding the subject, as well as the demographics for the city, the county and the state. Compared to the county, the immediate area surrounding the subject (one -mile ring) has a lower median household income, a lower median home value, and a lower percentage of owner occupied units. The chart indicates significant projected annual population growth in the immediate area over the next five years. The one -mile radius to the subject has 19,073 residents, which is a rather dense area for largely suburban Palm Beach County. DEMOGRAPHICS AROUND SUBJECT Source: ESRI, 2022 figures Population 19,073 98,115 217,117 81,873 1,521,397 22,114,754 Projected Ann. Rate ('22 - '27) 0.92% 0.29% 0.29% 0.29% 0.34% 0.61% Median HH Income $57,021 $65,524 $70,211 $65,142 $76,687 $65,438 Households (HH) 7,394 42,558 92,910 34,931 619,271 8,760,977 Average HH Size 2.54 2.27 2.31 2.31 2.42 2.47 Median Age 40.3 45.5 48.1 44.3 46.4 42.8 Owner Occupied Units 44.6% 49.3% 56.4% 49.9% 59.1% 57.2% Median Home Value $254,073 $265,882 $303,762 $268,789 $351,335 $285,477 AUCAMP, DELLENBACK & WHITNEY 23 File 23-0317 NEIGHBORHOOD AREA MAP AUCAMP, EELLENBACK & WHITNEY 24 File 23®0317 NEIGHBORHOOD NEIGHBORHOOD MAP File 23®0317 NEIGHBORHOOD AERIAL MAP OF SURROUNDING AREA File 23®0317 MARKET MARKET Overview The South Florida real estate market generally consists of property in Palm Beach, Broward, and Miami -Dade County and other smaller, surrounding counties (Monroe, Martin, St. Lucie). This market section was developed as a result of interviewing market participants, reviewing published reports, and analyzing trends involving construction prices, sales, rent rates, and occupancies. The ongoing coronavirus pandemic has substantially impacted real estate markets globally. Imperfect data is available at this time during this unfolding and ongoing event. This appraisal report captures the currently available data and the market's current response. Starting in March 2020, various local, state and federal authorities in the United States ordered the closure of non-essential businesses. Most office workers are asked or ordered to work from home. Initially, most market participants report a pause on executing most new lease and sale transactions due to market uncertainty. As we now move through the third year of the pandemic, various segments of the real estate market have been affected in very different ways. The Federal government was initially very active in assisting business and individuals during the period of uncertainty surrounding the pandemic. This bolstered the economy in various ways, though some have argued the Federal stimulus may have had some unintended consequences. For instance, business owners report difficulty in finding workers for lower -paid retail, transportation, and hospitality jobs. As a result of increased safety measures related to the pandemic, as well as worker shortages, global supply chain delays have disrupted the normal course of business. The United States relies heavily on imports of manufactured goods, and the delays have caused some economic uncertainty. However, market participants report the low interest rate environment has been very desirable for getting new deals accomplished. In fact, the low interest rate environment has led to very robust gains in the residential market, with substantial year -over -year price increases between 2020, 2021, and 2022. And, as large segments of the United States workforce are still working remotely, workers explore living in warmer climates and low tax environments, such as South Florida. Also, some corporations have taken this opportunity to entirely relocate or expand offices to warmer climates, especially in financial services and tech -related industries. However, while most segments of the local real estate market are experiencing year -over -year gains with continued market interest, the retail and office markets are adjusting to some differences, with some projected pain ahead. The market has seen a surge of new e-commerce activity, causing a need for new warehouse space in dense areas, shifting some real estate needs from retail to industrial. New retail projects are still feasible in high-growth areas since retail typically follows new rooftops; however, many old and new projects in certain areas are being re -imagined with different tenant mixes. Some market participants expected a surge in retail defaults due to a change in consumer behavior. Retail space near previously dense office employment areas has been underperforming. And, whether working remotely is here to stay has yet to be fully understood, leaving some uncertainty in the office sector. Having said this, some new Class A office towers are proposed in select desirable areas of South Florida due to robust office absorption and in -migration. 27 Fife 23®0317 MARKET Interest rates had been and continue to be at historic lows. Positive economic evidence led the Federal Reserve to increase the federal funds rate throughout 2018. However, midway through 2019, as a result of various trade wars and global political uncertainty, the Federal Reserve actually began to cut the rate. In early 2020, the Federal Reserve further cut the rate in response to mounting global economic uncertainty related to coronavirus pandemic. In light of significant annual inflation at 9% between 2021 and 2022, the Federal Reserve began to increase the target rates in 2022. As of December 2022, the target range is between 4.25% and 4.50%. Unemployment had been on a slow, steady decline in recent years and was reported to be hovering around 4.0% before jumping upward due to the pandemic. It has recently reset to just under 4.0%. The Gross Domestic Product (GDP) for the United States had been on a slow year -over -year percentage increase for several years until disruption occurred in 2020 with the coronavirus pandemic. As of late 2022, consecutive quarters of negative GDP growth have caused a recession to be considered. The depth of this potential recession is being debated and analyzed currently. Overall, the South Florida real estate market is poised to outperform the nation during and after the pandemic due to the state's low tax environment, business friendly climate resulting in corporate relocations and expansions, as well as desirable weather and recreational amenities leading to robust in -migration. 28 Fife 23®0317 MARKET Residential Market Data collected by Reinhold P. Wolff Economic Research, Inc. (Reinhold Wolff) are reflects in the following chart. The building permits in 2022 are less than 2020 and 2021. The past five years shows an average of 21,000 units per year. SOUTH FLORIDABUILDING PERMITS Source: Reinhold P. Wolff Economic Research Palm Beach Multiple -Family 4,653 3,911 905 592 165 258 692 2,314 2,554 3,213 1,984 3,557 1,959 1,991 2,341 3,255 4,039 2,945 Single -Family 9,535 4,426 2,033 1,202 1,102 1,248 1,810 2,181 2,756 4,049 3,737 3,780 2,792 2,969 3,062 4,244 4,269 3,173 Total 14,188 8,337 2,938 1,794 1,267 1,506 2,502 4,495 5,310 7,262 5,721 7,337 4,751 4,960 5,403 7,499 8,308 6,118 Browa rd Multiple -Family 2,919 3,567 2,141 1,242 637 228 1,016 1,828 2,835 1,828 2,119 2,585 2,862 2,610 3,394 2,997 2,863 1,224 Single -Family 3,451 33,119 1,777 1,104 604 981 1,399 1,064 1,333 1,714 1,687 1,946 1,658 1,613 1,771 1,423 1,573 1,117 Total 6,370 6,686 3,918 2,346 1,241 1,209 2,415 2,892 4,168 3,542 3,806 4,531 4,520 4,223 5,165 4,420 4,436 2,341 Miami -Dade Multiple -Family 15,684 10,180 4,240 2,865 585 1,367 1,684 3,160 8,087 11,361 13,649 10,777 7,460 7,843 9,633 7,782 11,350 9,749 Single -Family 11,528 6356 3 691 1 161 565 930 973 1 604 2 092 2 482 2 372 2 055 2,271 2 422 2 435 2 133 2 452 2296 Total 27,212 16,536 7,931 4,026 1,150 2,297 2,657 5,064 10,179 13,843 16,421 13,732 9,731 10,265 12,068 9,915 13,802 12,045 South Florida Multiple -Family 23,256 17,658 7,286 4,699 1,387 1,853 3,392 7,302 13,476 16,402 17,752 16,919 12,281 12,444 15,368 14,034 18,252 13,918 Single -Family 24,514 13,901 7,501 3 467 2271 3 159 4 182 5 149 6 181 8245 8 196 8 681 6721 7 004 7268 7 800 8294 6,586 Total 47,770 31,559 14,787 8,166 3,658 5,012 7,574 12,451 19,657 24,647 25,948 25,600 19,002 19,448 22,636 21,834 26,546 20,504 A general trend of resident in -migration to South Florida from northern states, mid -western states, and western states is recognized. Several reasons account for the trend. The federal tax overhaul in December 2017 limited the ability of taxpayers to deduct state and local taxes (SALT) from their income in subsequent years. Residents in high local tax states have been relocating to no state income tax states like Florida. Also, the onset of the pandemic and associated possibility of working remotely opened up opportunities for workers. As workers do not necessarily need to be in close proximity to a physical place of employment, the possibilities of relocation to desirable warmer climates enters the equation. AUCAMP, DELLENBACK & WHITNEY 2 Fife 23®0317 MARKET In terms of home prices, data provided by the Case-Shiller Home Price Index for South Florida shows home prices have been increasing in recent years, as shown in the following chart depicting the last year. The latest report in 2023 indicates about a 16% increase year -over -year in the index for South Florida. Nationally, the index level has increased less, at about 6%. The chart shows a leveling of prices as of late. An increase in interest rates typically results in a decrease in home prices. While interest rates have been increasing, sale prices have yet to experience a measurable decline. Having said that, the delta between list prices and sale prices was getting quite high, and so some asking prices have been lowering to reflect a more realistic sale price. With many high list prices and a higher cost to borrow money, the quantity of the sales has been decreasing as of late. 30 Fife 23®0317 MARKET Office Market After some initial uncertainty involving the office market and the pandemic, the South Florida office market is improving. The following chart shows office sales in South Florida. The price per square foot has been increasing steadily in recent years, though the 2020 to 2021 increase was substantial. This is due in part to numerous Class A properties trading in 2021. The 2021 sales volume was staggering; it was the highest in over 12 years. A significant amount of the sales occurred in the second half of 2021. The months to sale is similar to the marketing time and has been around 10 months for several years. Sales pace started to decrease in the second half of 2022. SOUTH FLORIDA OFFICE PROPERTY SALES Source: Compiled from CoStar m® 2008 239 $1,903,595,263 $213 7.4 2009 157 $366,209,997 $249 17% 9.9 2010 180 $1,056,443,945 $154 -38% 10.8 2011 279 $1,610,144,252 $120 -22% 12.7 2012 383 $1,214,382,440 $90 -25% 13.9 2013 416 $1,903,491,681 $130 44% 15.8 2014 450 $3,226,089,127 $166 28% 15.0 2015 514 $3,088,171,774 $160 -4% 13.7 2016 454 $4,052,498,791 $187 17% 12.7 2017 425 $2,905,054,400 $190 2% 10.3 2018 452 $2,877,029,369 $202 6% 10.6 2019 430 $2,619,237,837 $209 3% 10.2 2020 383 $1,708,899,373 $223 7% 9.3 2021 595 $5,337,223,094 $272 22% 10.4 2022 478 $3,711,110,989 $279 3% 8.0 Primary office markets in Palm Beach County (defined by a large concentration of office uses, tenancy, highest prices and highest rents) include Palm Beach Gardens, West Palm Beach, and Boca Raton. Also, numerous office buildings are located along arterial roads throughout the county and in small commerce parks. And, pockets of office buildings are clustered around higher -income communities, hospitals, transportation linkages, and smaller downtowns. According to CoStar, the Palm Beach County office market contains 58,900,000 SF. • The average asking office rent in the county is currently $41.40/SF gross. This rent rate has increased by 6.1 % from early 2022 to early 2023. • The vacancy rate in the county has been decreasing to its current level at 8.0% as of early 2023. The vacancy rate had recently reach a 5 -year high in Q1 2021, though the vacancy rate has been subsequently decreasing. 1 Fife 23-0317 MARKET The subject is located within the Boynton/Lantana submarket. • The asking rent in the submarket is currently $36.43/SF gross, which is less than the county. Asking rental rates within the subject's submarket have increased by about 6.5% over the past year. • The vacancy rate in this submarket decreased from 6.2% to 4.1 % over the past year. A search in CoStar indicates the subject neighborhood (as defined earlier) contains about 185,000 SF of office space. The average asking rent is about $34.00/SF gross, which is less than the submarket. The vacancy rate is about 1.0%, which is outperforming the submarket. No new significant deliveries are anticipated. The most recent PwC (Korpacz) Real Estate Investor Survey (4t" quarter of 2022) indicates sales of office buildings in South Florida have overall capitalization rates between 5.00% and 9.50% and average 6.67%. This average rate is unchanged from last quarter, decreased 12 basis points from one year ago, and decreased 24 basis points from 3 years ago. The subject area is outperforming the rest of the country, as most other areas saw increases in overall rates in the past quarter. Office users tend to require parking at least 4.0/1,000 SF and medical users tend to require 5.0/1,000 SF. Medical office users tend to cluster around hospitals, but other medical office buildings have locations which meet business needs. Medical office buildings typically command higher rents and prices than office buildings, based on the increased cost for medical office build -out. Additionally, this subset of the office market is projected to outperform typical office buildings in upcoming years, based on an aging population and increased medical needs. Multiple -tenant office building construction in South Florida is overall very limited based on feasibility issues. Multiple -tenant office buildings are proposed only for select South Florida locations. Some medical office buildings continue to be constructed as this subset of the office market is expected to outperform the office market overall in upcoming years. Also, some owner user office buildings continue to be constructed in the market based on business needs, rather than financial feasibility. 2 Fife 23®0317 MARKET Market participants interviews provided the following additional information: • Market interest for office properties is mixed during this pandemic, as the market reacts and adjusts to new normals involving working from home and social distancing in the workplace. • Due to the pandemic, properties in suburban locations are projected to outperform urban locations, at least in the short term. This is based on more resistance among employees to return to urban, dense locations, and less resistance among employees to return to more suburban, less intensive locations. • While rent growth has outpaced inflation in recent years, new construction had only been feasible only in select areas in South Florida, even before the pandemic. Some new multiple -tenant office building construction is now being in select areas of South Florida. • Employment expansion and new household formation have been demand drivers for offices properties in the South Florida market. In -migration to South Florida continues to occur at a rapid clip (especially during the pandemic) as northern residents flee dense urban living for a more suburban and warmer climates. However, working from home does not necessarily lend itself to new office demand in the local market. • Select office properties in select higher household income submarkets in South Florida have been performing quite well recently, as companies that require office space and -or office visits flee high -tax northern states and relocate to South Florida. In fact, South Florida is now a strong alternative to the New York region for those in the financial services industry. Financial service firms have been regularly announcing relocations to the area in 2021 and 2022. • Overall, the general consensus among market participants is that demand for office space is expected to decrease slightly in the near term as an increased number of employees work from home. The long-term effects have yet to fully understood. AUCAMP, J Fife 23®0317 MARKET Strengths, Weaknesses, Opportunities, and Threats (SWOT) Strengths for the subject include aspects of its location. • Location: The subject has good visibility and frontage along an arterial road. The subject has quick access to a major regional transportation artery, 1-95. The subject is located in an area of revitalization. The CRA recommends a zoning / land use change in the local area. The CRA's change recommendation for the subject parcels is Mixed -Use Low (MU -L). This would allow for the development of up to 20 du/ac with a maximum height of 45'. Weaknesses for the subject include aspects of its location, and its building features. • Location: The subject is located in a secondary office market with lower rents. • Improvements: The subject is an older asset which may require additional capital improvements in upcoming years. The subject has relatively limited on-site parking. The subject also has a low clear height in some areas, which is less desirable in the market. Opportunities for the subject include external factors such as market forces and future repositioning opportunities. • Market Forces: After some uncertainty in 2020 and 2021, price and rent appreciation is now largely poised to outpace historic levels of inflation in South Florida for similar property. And, the local market appeal for South Florida office properties is quite high. • Future Repositioning: The subject has relatively close proximity to proposed land use and zoning recommendations allowing greater height and density. Thus, it is possible the subject property owner could secure more intensive development regulations than the current recommendation. Finally, threats for the subject include external factors such as market forces. • Market forces: The real estate markets have not yet had time to fully react to the economic uncertainty related to the global coronavirus pandemic. And, increasing interest rates place some downward pressure on rents and prices. Conclusion Overall, the subject has relatively good desirability in the South Florida market. Fife 23®0317 SUBJECT PROPERTY SUBJECT PROPERTY This section addresses physical characteristics of the site and improvements plus other factors, such as zoning and taxes. Analysis and conclusions for these features are included at the end of this section. Site Features Adjacent Uses: North: Single-family residential East: Commercial West: Commercial, across NW 4t" St South: Commercial, across W Boynton Beach Blvd Size: East: 9,744 SF or 0.22 acres (source: survey) West: 24,773 SF or 0.57 acres (source: Palm Beach County Property Appraiser) Shape: East: Square; West: Rectangular Frontage: East: Along the north side of W Boynton Beach Blvd, a four -lane, divided, public road West: Along the north side of W Boynton Beach Blvd as well as the west side of NW 4t" St, a two-lane, undivided, public road; both parcels are located along the south side of a rear public alley Corner: East: No; West: Unsignalized corner Topography: Generally flat and slightly above street grade Soils: Generally sandy, typical of the area. We assume the site has no adverse conditions. Hazards: An environmental site assessment report was not provided. We are not aware of any environmental hazards affecting the subject; we assume the site has no adverse environmental conditions. Utilities: Public water and sewer service as well as electricity and communication services Easements: The survey for the east parcel does not list any easements. We were not provided a survey for the west parcel. We are not aware of any easements that present unusual or adverse development conditions for the subject. Encroachments: The survey for the east parcel does not list any encroachments. We are not aware of any encroachments that involve the subject. Census: 61.00 (source: United States Census Bureau) AUCAMP, DELLENBACK & WHITNEY 35 Fife 23®0317 SUBJECT PROPERTY Flood Zone: X, Community -Panel: 12099C0789F, dated October 5, 2017; flood insurance is typically not required in this zone (source: FEMA) Zoning: Neighborhood Commercial (C2) by the City of Boynton Beach; this district permits a variety of commercial uses, including retail and the subject's office use. ■ Minimum site size: 5,000 SF ■ Minimum front setback: 30' ■ Maximum height: 25' ■ Maximum FAR: 0.5 ■ Parking: 1 space per 300 SF for office uses While a detailed examination of the zoning code was not performed, the subject use, site, and improvements appear to generally meet the current code requirements, though all components may not technically conform to the latest code requirements, typical of the area. The subject is located within the City's CRA boundaries (Community Redevelopment Agency). The CRA's recommendation for the subject sites is for land use and zoning involving Mixed -Use Low (MU -L). This would allow for the development of up to 20 du/ac with a maximum height of 45'. The subject is located in a federally -designated Opportunity Zone. Various tax benefits and incentives exist for private investment in properties located in these zones. Since this is a new program, any effect on market prices has yet to be fully understood. Future Land Use: Designated LRC, for Local Retail Commercial Taxes: The County's Property Appraiser establishes assessments annually. The millage rate is the amount paid to each taxing body for every $1,000 of assessed value. Millage rates applied to properties in this neighborhood are for the state, county, city, and special districts. In addition, property owners are obligated to pay non -ad valorem taxes. Based on a Florida State Statute, the increase in assessments for non - homesteaded property (such as commercial property) cannot exceed 10% per year. As a result, the current market values (per the County's Property Appraiser) for some properties exceed current assessments. Taxes are based on assessments and are not subject to a 10% annual cap. However, after a sale transaction, assessments are reset to the County's market value. The subject is registered as an office and vacant commercial use by the County. The millage rate during 2022 was 20.6519. The subject's 2022 assessed value is less than the market value conclusion in this report. Taxes are now due. AUCAMP, DELLENBACK & WHITNEY 36 Fife 23®0317 08-43-45-21-15-000-0871 (East) 08-43-45-21-15-000-0830 (West) Totals: (West) Site and Building Improvements Year: 2022 $263,837 $6,778 $254,815 $6,629 $518,652 $13,407 SUBJECT PROPERTY Year: 2021 $239,825 $5,798 $231,650 $5,050 $471,475 $10,848 The west parcel is currently vacant land. There is concrete curbing, a concrete sidewalk and curb cut along the site's southern boundary. The surface is above street grade and generally consists of some grass as well as a few trees along the perimeter. (East) Site Improvements Vehicular Access: Paved vehicular access along westbound W Boynton Beach Blvd Paving: Asphalt drive and parking areas Parking: 6 spaces for a ratio of 3.1 spaces per 1,000 SF of building area. Curbing: Concrete curbs along the parking lot and walkway perimeter Walkways: Concrete Drainage: Positive drainage away from improvements Landscaping: Grass, shrubs, and trees Irrigation: Underground system Lighting: Building- and pole -mounted Street Right -of -Way: Asphalt paving, concrete sidewalks, concrete curbing, storm water catchment basins, overhead lighting, and landscaped, curbed median with no median break benefitting the subject property. 37 Fife 23-0317 SUBJECT PROPERTY East) Buildina Improvements In 1948, the subject was improved with a one-story, single-family residence that was subsequently converted to an office building containing 1,970 SF, which includes a 768 -SF finished basement area with low clear height. The source for the building's size is the Palm Beach County Property Appraiser, verified for reasonableness with the survey. (East) Building Shell and Exterior Features: Structure: Reinforced masonry walls and -or wood frame walls, wood floor joists and trusses, and wood roof trusses Foundation: Monolithic slab or spread footings Walls: Painted stucco Story Height: One floor with an average story height of 13' Roof: Built-up composition over lightweight concrete and composition shingles Doors: Fixed glass in aluminum frames as well as fiberglass/metal doors Windows: Fixed glass in aluminum frames Access: Primary entry along south elevation Other: Covered entry Interior Features: Flooring: Carpet and tile Walls: Painted drywall Trim/Baseboards: Wood and tile Doors: Hollow core and solid core wood Ceilings: Painted drywall Clear height: Average ceiling height of 6' to 11' Lighting: Incandescent and fluorescent Restrooms: Two, two -fixture restrooms Fire Protection: Smoke alarms AUCAMP, 38 Fife 23®0317 SUBJECT PROPERTY Plumbing: Built-in cabinetry, countertops, and a sink fixture within the break room HVAC: Package units Electrical: Assumed adequate Analvsis and Conclusions: The east site plan consists of parking to the north of a single building in the southern portion of the site. The subject has an average parking ratio for similar properties in the area. The property's floor -area -to -site -area ratio (FAR) is 0.20, which is a relatively typical ratio for similar office properties in the area. Overall, the site improvements have good utility and do not display any significant functional obsolescence. The building improvements have a relatively simple architectural design and have average appeal in the local market. The improvements are currently configured for two occupants, though the building is best suited for a single occupant. The floor plan consists of a small lobby/reception area, an open work area, a conference room, a private office and one restroom on the main level. The majority of the remaining space is a finished basement area with low clear height and no windows, which consists of a few offices, a storage room, a break room and another restroom. The interior build -out is relatively minimal and consists of generally average quality materials. The floor plan appears to have average functional utility. At inspection, some coverings and surfaces appeared slightly worn, typical of similar properties. However, we did not observe any significant deferred maintenance. Repairs and maintenance appear to be performed and contracted as appropriate. Overall, the subject's quality of materials is rated as average and the improvements have been maintained in average condition. The subject does not suffer from a prominent type of functional obsolescence except for the low clear height in portions of the space. The property does not suffer from any unusual form of external obsolescence, though escalating land prices place downward pressure on the value of the building improvements. The following chart shows our life expectancy estimations for the subject property. The total useful life estimation is based on the guidelines provided via Marshall Valuation Service (MVS). The subject corresponds with Good Type in MVS. File 23®6317 SUBJECT PROPERTY SUBJECT LIFE EXPECTANCY (East) MVS Building Category Office MVS Building Class C MVS Building Type Good Year Built 1948 Actual Age 75 Effective Age 35 Total Useful Life 55 Remaining Useful Life 20 0 Fife 23®0317 sm SUBJECT PROPERTY Nwly Ave WHITNEY41 9e &a]Z \ ~ ° 02 \ . : :. G).... . Nwly Ave WHITNEY41 9e &a]Z CRA'S PLAN MU Low MU- Med * 20 dWac . 40 dLdac * Max. h6jll 45' . Max height: 75, TOCK Bonuses EAST 11 ff / rAffi, FigLITe-, 20 Recommended FLAure Land Use for the Buynton Beach Blvd. Dstriict SUBJECT PROPERTY MUI- High * 80 ditVac * Max heigh 15,0' " TOD Density Bonus AUCAMP, DELLENBACK & WHITNEY 42 File #23-0317 SUBJECT PROPERTY AERIAL PARCEL MAP Subject is outlined in red East West Fife 23®0317 SURVEY (East site) I-, VMt, - - ----- - LW 2nd AVFNLjL SUBJECT PROPERTY anRnMIDaa AUCAMP, DELLENBACK & WHITNEY 44 File #23-0317 r MM Mme, LANDTEcH .44 04G\lMrb.lenY,Mcv: }A4 urP}arglGNy;@ !A Nl�1rmM9xrax14iWl�aA�w�l�!'Y AUCAMP, DELLENBACK & WHITNEY 44 File #23-0317 LANDTEcH 6 74 't� y. r. . m AUCAMP, DELLENBACK & WHITNEY 44 File #23-0317 HIGHEST AND BEST USE HIGHEST AND BEST USE The concept of highest and best use has the following definition. The reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible, and that results in the highest value. Appraisal Institute, The Dictionary of Real Estate Appraisal, Fifth Edition (2010), p. 93. The highest and best use concept takes into account contribution of a specific use to the community and community development goals as well as benefits of that use to individual property owners. An additional aspect is the use determined from this analysis represents an opinion, not a fact to be found. The concept of highest and best use represents the premise upon which value is based. The highest and best use must meet four tests or criteria. Legally permissible: What uses are permitted or have reasonable probability of being permitted by zoning and deed restrictions on the site in question? Physically possible: What uses are possible based upon the site's physical constraints such as size, shape, area, terrain, soil conditions, topography, and access to utilities? Financially feasible: Which possible and permissible uses will produce a net return to the owner of the site? Maximally productive: Among the feasible uses, which one is most probable and will produce the highest net return and highest present worth? Analysis of highest and best use for a property typically involves analyzing the site as though it were vacant and available for development, as well as analyzing the site as improved and proposed to be improved. In the subject's case, this analysis focuses on highest and best use as vacant and as improved. East Concerning legally permissible uses, the subject site is zoned for commercial uses, including office uses. Concerning legally permissible uses, the subject site is zoned (or can be easily rezoned based on the CRA's guidance) for commercial uses (such as retail) and residential uses, including mixed -uses up to 45' and 20 units per acre. Townhomes are a typical development option for this density. Buyers in the local market are purchasing sites with this knowledge and development potential in mind. Based on its physical attributes, the subject site is well suited for a variety of small commercial uses. Trends in the area involve assemblage of smaller parcels in order to secure a larger development site. Based on the subject's frontage along an arterial road, the site is most suited for commercial uses, including office and retail uses. Based on surrounding uses, the site is most suited for commercial uses, such as office or retail uses. For financial feasibility and maximally productive, few multiple -occupant office projects are being constructed in similar areas to the subject due to feasibility concerns. However, select single -occupant commercial buildings, such as certain office uses, are constructed for owner users or on a build -to -suit basis, and appear financially feasible and maximally productive, based on a review of construction costs, rents and prices. For financial feasibility and maximally productive, some new residentially focused, mixed-use projects are being constructed in the area. However, most of these types of sites are planned for development to the east of the subject on sites which involve greater intensive and density. 5 File 23®0317 HIGHEST AND BEST USE These appear financially feasible and maximally productive, based on a review of construction costs, rents and prices. The highest and best use as vacant is for immediate development of a commercial (office) use for a single occupant, or immediate redevelopment of a residentially - focused mixed-use project, possibly involving assemblage with surrounding parcels. The subject site has been improved with a single -occupant office use. The estimate of market value in this report of the improved property represents $80/SF of land, which is above land prices in the area. Therefore, the existing improvements contribute to overall property value. However, the improvements are mostly useful on an interim basis until they can be assembled and redeveloped. The highest and best use as improved is for interim office use of the existing improvements for a single occupant, until the property can be assembled and redeveloped. The most probable purchaser of the subject is an owner user or developer, based on sales of similar property. West Concerning legally permissible uses, the subject site is zoned (or can be easily rezoned based on the CRA's guidance) for commercial uses (such as retail) and residential uses, including mixed -uses up to 45' and 20 units per acre. Townhomes are a typical development option for this density. Buyers in the local market are purchasing sites with this knowledge and development potential in mind. Based on its physical attributes, the subject site is well suited for a variety of small commercial uses. Trends in the area involve assemblage of smaller parcels in order to secure a larger development site. Based on the subject's frontage along an arterial road, the site is most suited for commercial uses, including retail uses. Based on surrounding uses, the site is most suited for commercial uses, such as retail uses, or low-rise residential uses. For financial feasibility and maximally productive, some new residentially focused, mixed- use projects are being constructed in the area. However, most of these types of sites are planned for development to the east of the subject on sites which involve greater intensive and density. These appear financially feasible and maximally productive, based on a review of construction costs, rents and prices. And, select single -occupant commercial buildings, such as certain retail uses, are constructed for owner users or on a build -to -suit basis, and appear financially feasible and maximally productive, based on a review of construction costs, rents and prices. The highest and best use as vacant is for immediate development of a commercial (retail) use for a single occupant, or immediate development of a residentially -focused mixed- use project, possibly involving assemblage with surrounding parcels. The subject west site has no improvements that contribute to value; the highest and best use as improved is not applicable. The most probable purchaser of the subject is a developer, based on sales of similar property. File 23®0317 VALUATION PROCESS VALUATION PROCESS The previous sections contain identification and analysis of the area including the neighborhood and local market as well as data and analysis of the subject site as a basis for determining the highest and best use of the property. Estimating market value for property under its highest and best use typically involves analysis of three separate approaches: cost approach, sales comparison approach, and income capitalization approach. The cost approach is based on the principle of substitution that states an informed purchaser will not pay more for a property than the cost of reproducing a property with identical improvements having the same utility. This approach consists of estimating value for the site as vacant, adding direct and indirect costs of construction, deducting an estimate of accrued depreciation, and adding an appropriate entrepreneurial profit. The cost approach is not relevant for estimating market value for the east site because numerous assumptions are necessary for estimating obsolescence, thereby reducing its credibility, and because a most probable purchaser would place no weight on valuation in the cost approach. The subject west site does not consist of any improvements which significantly contribute to overall property value and this approach is not relevant for estimating market value for the subject. The sales comparison approach is also based upon the principle of substitution whereby similar properties within competitive markets will realize similar prices. An informed purchaser would not pay more for the subject property than the cost to acquire another property with the same amenities and utility. Market data are available for estimating market value in this approach. The income capitalization approach is based on the principle of anticipation whereby an investor expects benefits to be derived in the future. In evaluating future benefits, an informed purchaser will analyze income as well as how change affects income-producing characteristics of the property. This approach consists of analyzing a property's income and deducting appropriate expenses as well as evaluating appropriate capitalization methods. Similar buildings to the east site are owner occupied and typically rents do not support prices owner users are willing to pay. And, capitalizing an interim income stream is not appropriate for valuing such parcels. Similar land to the west site is typically not leased in the subject's area. Therefore, the income capitalization approach is not useful in providing credible assignment results. The final step in the valuation process is reconciliation of the value indications into single final values by analyzing the appropriateness, accuracy and quantity of evidence in each approach 7 File 23®0317 SALES COMPARISON APPROACH SALES COMPARISON APPROACH The sales comparison approach is a method for estimating the subject's value by analyzing sales of similar properties. The underlying theory is that a prudent buyer would not buy one property at a price any higher than the cost to acquire a comparable, competitive property. This approach provides a reliable indication of market value when properties are bought and sold regularly. First, we will discuss the value of the improved east property. Our search criteria generally consisted of recent sales of similar office buildings in Boynton Beach. A search of the local area for recent transactions of similar properties provided a sufficient number of useful sales, contracts, and listings (comparables). These comparables are summarized within the following chart, are displayed on a following map, and are described in the subsequent detailed descriptions. The comparables are analyzed on the basis of the most relevant unit of comparison which, in this case, is price per SF of building. The sales have an unadjusted price range of $304 to $489/SF. 8 File 23®0317 SALES COMPARISON APPROACH 9 File 23-0317 SUMMARY OF COMPARABLES Bonfiglio Bldg and CRA Parcel, 413 and 433 W Boynton Beach Blvd, Boynton Beach, Florida (23-0317) ADW Property # 16728 16755 16756 16757 16758 16759 Property Name Bonfiglio Bldg Vision Realty Sunny Bldg Borrowing Club Rook Bldg Miller Office Bldg Address 413 W Boynton 209 W Boynton 226 SE 23rd Ave 420 W Boynton 215 NW 3rd St 508 E Boynton Beach Blvd Beach Blvd Beach Blvd Beach Blvd City Boynton Beach Boynton Beach Boynton Beach Boynton Beach Boynton Beach Boynton Beach Sale: Sale Price N/A $550,000 $480,000 $1,850,000 $620,000 $915,000 Sale Status N/A Closed Closed Closed Closed Closed Marketing Period N/A 2 months 1 month 5 months Not listed Not listed Date of Sale N/A May -22 May -22 Dec -21 Nov,21 Nov -21 Price/SF Bldg N/A $489 $351 $304 $448 $475 Price/SF Land N/A $73 $56 $124 $49 $73 Site: Site Size Acres 0.22 0.17 0.20 0.34 0.29 0.29 Site Size SF 9,744 7,575 8,638 14,919 12,554 12,471 Floor Area Ratio 0.20 0.15 0.16 0.41 0.11 0.15 Zoning C2 C2 C-1 C2 C2 CBD Prkg Ratio/1,000 SF 3.05 6.22 2.93 4.44 7.95 7.27 Building: Property Type Office Office Office Office Office Office Building Size (SF) 1,970 1,125 1,367 6,083 1,383 1,925 Year Built 1948 1952 1957 1985 1955 1958 Condition Average Average Avg to Good Good Average Avg to Good Quality Average Average Average Avg to Good Average Avg to Good Stories One One One Two One One Class C C C C C C Economics: Occupancy 100% 100% 100% 100% 100% 100% Single/Multiple Multiple Single Single Single Single Single Occupant Owner+ Tenant Buyer Buyer Buyer Buyer Buyer 9 File 23-0317 SALES COMPARISON APPROACH MAP OF COMPARABLE PROPERTIES r, I. t, o ve1 V IV;r INN r1t,A m PoNY I �1 a l I Il Y B " re Px11' Ut Il f °JO�jfl funpii��lE�, KnIr� �G�� Tin�hI,.)(��rUSt --=°Ir^ liont ........... x'111."11` ll ,� usouln Ooh � A °1nN v),4 too X6 L.IIx,irli��a� Boar _Y n auN q�. wm �"` � � � v1'�ud. ��,�� u 1 r,��m� Ig1I�oil��Iw cu f1 X11 in �1 �I u.t �u� ar� Sale No. 5 iil p r•v ;, Jfurmglrroeale Nirm. 4 , .r ' " ;N SE /Vp, iwu svli ""I'd Ave z! VlIflkn(le f r '"VIrWh1dve � �� ;R.ylr'1i�ti'111YV114nCG� 1 u, a u11 `i1V'u >Pv w = r ."a1Vu Ave „* �i �N;, S aP1 &k. >iai'w a rnr � ev v't r_ � I ",r n1 d � 1;P �d ",�� fAveiu 11�J: „c �C i1��l��rl�r�0�i ��IrIIV`"Ake°i "? 15uiu(11Yh ftva vn Wr9 �hllllu (vvw r.�_ u•.W 10thAve Sl ioIC; I� II a, t sI) l 01,11 1I a f, S 01 1 "? al hoor md11� I�u1 =Pi mwt .'o^ydr.'k"'1RrrJlllrl°I" ��f1�7 n ,f rwr rad'�Yu�7li�u? �11�1� � !ii Rd ui�.�°ar!e�ir�lllr�l ILIiV�Is`A r�r,r��io��Icivlrm�ir"��-lid w"�I Park A Blvd " T ISI"1�.I Fon 'two?i r fl OYI IIrre I�oR�rre ��k'ulRl I c) yy Nr KIIu 1Bly%N i' iiu ��r Q171�rm�I rmrr,r011I arc k): C�s'r`� ° dn�9a .rroJlri r Pann P,bi �f a AV I, ,'Jrd Al 911 � err AUCAMP, BELLENBACK & WHITNEY 50 File 23®0317 COMPARABLE 1 General Data SALES COMPARISON APPROACH Property Name: Vision Realty Property Type: Office, Office Building Address: 209 W Boynton Beach Blvd, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-21-07-001-1091 Legal Description: BOYNTON HILLS W 32 FT OF LT 109 & E 36 FT OF LT 110 (LESS S 10 FT SR 804 R/W) BLK A Site Data Site Size: 0.17 acres or 7,575 SF Floor Area Ratio (FAR): 0.15 Zoning: C2 Parking Ratio: 6.2 spaces per 1,000 SF Site Remarks: Frontage along the north side of W Boynton Beach Blvd. Building Data Use/Finish: Office Size SF: 1,125 Year Built: 1952 Condition: Average Quality: Average Class: C Stories/Floors: One Building Remarks: Buyer has plans to renovate the property. 1 File 23-0317 SALES COMPARISON APPROACH Financial Data Occupancy at Sale: 100% Single/Multiple Single Occupant(s): Buyer Sale Data Sale Status: Closed Price: $550,000 Price/SF of Building: $488.89 Sale Date: May 2022 O.R. Book -Page: 33594-01160 Grantor: EBLING RANDALL L TRUST Grantee: HW ADVANCED SERVICES LLC Property Rights: Fee simple Financing: Cash Marketing Period: 2 months Listing Price at Sale: $695,000 Prior Transactions: None in the prior three years Verification Source: Mary Law, listing broker, (561) 699-1252, Brent Wells, March 2023 (23- 0317) Sale Remarks: Former chiropractor's office sold to an owner user who will occupy the building with a realty and insurance company after some renovations. Broker indicated the buyer also installed a new roof and resealed the parking lot after closing. The CRA's zoning / land use recommendation is MU -1 / MU -Low for development of up to 20 units per acre and a maximum height of 45'. File 23-0317 COMPARABLE 2 General Data SALES COMPARISON APPROACH Property Name: Sunny Bldg Property Type: Office, Office Building Address: 226 SE 23rd Ave, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-33-04-000-0080 Legal Description: HIGH POINT LT 8 Site Data Site Size: 0.20 acres or 8,638 SF Floor Area Ratio (FAR): 0.16 Zoning: C-1 Parking Ratio: 2.9 spaces per 1,000 SF Site Remarks: No frontage along an arterial road. Building Data Use/Finish: Office Size SF: 1,367 Year Built: 1957 Condition: Avg to Good Quality: Average Class: C Stories/Floors: One Building Remarks: Property has been renovated in recent years. Limited on-site parking. File 23-0317 SALES COMPARISON APPROACH Financial Data Occupancy at Sale: 100% Single/Multiple Single Occupant(s): Buyer Sale Data Sale Status: Closed Price: $480,000 Price/SF of Building: $351.13 Sale Date: May 2022 O.R. Book -Page: 33554-00311 Grantor: GEWANT LYNNE Grantee: SUNNY SOUL LLC Property Rights: Fee simple Financing: Cash Marketing Period: 1 month Listing Price at Sale: $514,900 Prior Transactions: None in the prior three years Verification Source: Lynne Gewant, listing broker, (561) 302-4711, Brent Wells, March 2023 (23-0317) Sale Remarks: Property purchased by an owner user who will occupy the building with an office use. Broker indicated the property had been renovated in recent years. This property is located just west of the FEC railroad tracks, which is outside the boundaries of the CRA's zoning / land use recommendation zone known as the Federal Highway District (South). File 23-0317 COMPARABLE 3 General Data SALES COMPARISON APPROACH Property Name: Borrowing Club Bldg Property Type: Office, Office Building Address: 420 W Boynton Beach Blvd, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-11-000-0030 Legal Description: BOYNTON HEIGHTS ADD NO 1 LTS 3 & 4 (LESS N 10 FT SR 804 R/W ) Site Data Site Size: Floor Area Ratio (FAR) Zoning: Parking Ratio: AADT (Traffic Count): Site Remarks: Building Data 0.34 acres or 14,919 SF 0.41 C2 4.4 spaces per 1,000 SF 31,632 Just east of 1-95. Use/Finish: Office Size SF: 6,083 Year Built: 1985 Condition: Good Quality: Avg to Good Class: C Stories/Floors: Two Building Remarks: Building has been updated in recent years with new interior build -out, as well as a new roof and HVAC. 5 File 23-0317 SALES COMPARISON APPROACH Financial Data Occupancy at Sale: 100% Single/Multiple Single Occupant(s): Buyer Sale Data Sale Status: Closed Price: $1,850,000 Price/SF of Building: $304.13 Sale Date: December 2021 O.R. Book -Page: 33165-01915 Grantor: JMMJ Holdings, LLC Grantee: 420 PARTNERS LLC Property Rights: Fee simple Financing: Cash Marketing Period: 5 months Listing Price at Sale: $1,999,000 Prior Transactions: None in the prior three years Verification Source: Randall Olsaysky, listing broker, (954) 632-7556, Brent Wells, March 2023 (23-0317) Sale Remarks: Buyer planned to occupy the property with an office use. Seller renovated the building prior to sale. Broker indicated the property features covered parking with a single, second floor of office space. The CRA's zoning / land use recommendation is MU -1 / MU -Low for development of up to 20 units per acre and a maximum height of 45'. File 23-0317 General Data SALES COMPARISON APPROACH COMPARABLE 4 Property Name: Rook Bldg Property Type: Office, Office Building Address: 215 NW 3rd St, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-10-001-0031 Legal Description: BOYNTON HEIGHTS ADD REVISED PL, LT 3 (LESS N 2 FT) & LTS 4 & 5 & LT 6 (LESS W 10 FT) BLK 1 Site Data Site Size: 0.29 acres or 12,554 SF Floor Area Ratio (FAR): 0.11 Zoning: C2 Parking Ratio: 8.0 spaces per 1,000 SF Site Remarks: Just south of the intersection of W Boynton Beach Blvd and NW 3rd St. Building Data Use/Finish: Office Size SF: 1,383 Year Built: 1955 Condition: Average Quality: Average Class: C Stories/Floors: One Building Remarks: Fenced -in parking available in the rear of the building. 7 File 23-0317 SALES COMPARISON APPROACH Financial Data Occupancy at Sale: 100% Single/Multiple Single Occupant(s): Tenant Sale Data Sale Status: Closed Price: $620,000 Price/SF of Building: $448.30 Sale Date: November 2021 O.R. Book -Page: 33063-01112 Grantor: OMALLEY JOHN C Grantee: 3139 LAKE SHORE DRIVE LLC Property Rights: Fee simple Financing: Cash Marketing Period: Not listed Prior Transactions: None in the prior three years Verification Source: William Cunningham, rep. of owner, (561) 856-7982, Brent Wells, March 2023 (23-0317) Sale Remarks: Property purchased by an investor/developer as part of a long-term assemblage, though the current improvements are being utilized in the interim. Rep. of owner indicated the building was leased to a construction company for three years in late 2022. The tenant is paying $45,600 annually, or $32.97/SF mod. gross + utilities. Owner rep. could not provide further lease details, but indicated renewal is possible. The CRA's zoning recommendation is for MU -Low, which allows for development of up to 20 du/ac at a maximum height of 45'. 8 File 23-0317 COMPARABLE 5 General Data SALES COMPARISON APPROACH Property Name: Miller Office Property Type: Office, Office Building Address: 508 E Boynton Beach Blvd, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-03-001-0060 Legal Description: TOWN OF BOYNTON LTS 6 & 7 BLK 1 Site Data Site Size: 0.29 acres or 12,471 SF Floor Area Ratio (FAR): 0.15 Zoning: CBD Parking Ratio: 7.3 spaces per 1,000 SF Site Remarks: Located just west of Federal Hwy. Building Data Use/Finish: Size SF: Year Built: Condition: Quality: Class: Stories/Floors: Building Remarks File 23-0317 Office 1,925 1958 Avg to Good Avg to Good C One Good parking ratio. SALES COMPARISON APPROACH Financial Data Occupancy at Sale: 100% Single/Multiple Single Occupant(s): Buyer Sale Data Sale Status: Closed Price: $915,000 Price/SF of Building: $475.32 Sale Date: November 2021 O.R. Book -Page: 33015-00698 Grantor: 508 E BBB LLC Grantee: BOYNTON BEACH CRA Property Rights: Fee simple Financing: None recorded Marketing Period: Not listed Prior Transactions: None in the prior three years. Verification Source: Rep. of buyer, Confidential, Brent Wells, March 2023 (23-0317) Sale Remarks: Property purchased by the Boynton Beach CRA and was not listed on the open market, though the price appears market driven and was based on a third -party appraisal. Highest and Best Use is for interim use of the existing improvements until the property can be assembled and redeveloped. The CRA's zoning / land use recommendation is MU -C / MU -H, which permits multifamily uses at a max density of 80 units per acre and a max height of 150'. File 23-0317 SALES COMPARISON APPROACH Adjustments are appropriate and necessary based on differences in elements of comparison. The following elements of comparison are characteristics of properties and sale transactions causing variations in prices. The first five elements of comparison are considered transactional adjustments; each of the transactional adjustments is made prior to making further adjustments. The remaining five elements of comparison are referred to as property adjustments and their total net adjustment is applied at the end. 1. Real property rights conveyed 2. Financing terms 3. Conditions of sale 4. Expenditures immediately after purchase 5. Market conditions 6. Location 7. Physical characteristics 8. Economic characteristics 9. Use 10. Non -realty components of sale The comparables are adjusted quantitatively. The percentage adjustment indicates the degree of the appropriate adjustment based on our knowledge of the local market, discussions with market participants and reviewing data. A chart on a following page shows comparison of the comparables with the subject, and contains adjustments as explained in the following items. 1. Real Property Rights Conveyed. No differences are noted. 2. Financing Terms. No differences are noted. 3. Conditions of Sale. No differences are noted. 4. Expenditures Immediately After Purchase. No differences are noted. 5. Market Conditions. Market prices and rental rates have been increasing recently, as discussed in the Market section, even in light of the ongoing pandemic. The most dated comparables are adjusted upward 15% to account for improving market conditions. However, no upward adjustments are made from early 2022 forward due to expected flattening of prices as a result of interest rate increases. 6. Location. Consideration is given to the following factors: net operating incomes, rents, land prices, visibility, traffic counts, and neighborhood demographics, such as household income and home prices. The subject is located just east of 1-95. • Comparable 2 does not have a frontage along an arterial road and is located south of downtown Boynton Beach in an area with lower land prices. This sale is adjusted upward 25%. • Comparable 4 has inferior frontage compared the subject and is adjusted upward 5%. Comparable 5 has a superior eastern location where land values are higher than sites to the west that are closer to 1-95. This sale is adjusted downward 10%. 61 File 23®0317 SALES COMPARISON APPROACH 7. Physical Characteristics. Differences in prices are evident for several considerations. Parking Ratio / FAR: A direct relationship typically exists between the parking ratio and price per square foot. As the parking ratio increases, the price per square foot tends to increase. And, for most similar sites, as the Floor Area Ratio (FAR) increases, the price per square foot tends to decrease. Several comparables have inferior / superior parking ratios and -or FARs and are adjusted upward or downward between 5% and 10% as a result. Building size: Typically, prices per square foot have an inverse relationship to building size. As building size increases, price per square foot generally decreases, based in part on economies of scale. Comparable 3 has a much larger size and an upward 15% adjustment is applied to this sale. Comparable 1 is quite small and an downward 5% adjustment is applied to this sale. Year built / condition / quality: A direct relationship is typically attributed to price and year built / condition. As the building ages or the condition declines, the price tends to decrease. And, as the quality increases, the price per square foot generally increases Consideration is given to any recent renovations and -or capital expenditures. • Comparable 2 has been renovated in recent years and is in superior condition compared to the subject. This sale is adjusted downward by 5%. • Comparable 3 is a newer building and has been renovated in recent years. This sale is adjusted downward by 5%. • Comparable 5 has superior condition and quality compared to the subject. This sale is adjusted downward by 5%. 8. Economic Characteristics. No differences are noted. 9. Use / Utility. Some differences are noted for utility. The subject consists of a low clear height, finished basement area included in the size shown. Therefore, several comparables are adjusted downward by 10% for their superior utility. Comparable 3 only features second floor office space, which is typically less desirable than a first floor location. This sale is adjusted downward 5%. 10. Non -realty Components of Sale. No differences are noted. The comparables have an adjusted price range of $383 to $438/SF with a mean of $400/SF of building. Excluding the lowest and highest sales (Comparables 4 and 5), the adjusted range is $386 to $402/SF. This range is more narrow and provides a good indication of value for the subject. Additionally, the sale with the fewest gross adjustments is Comparable 1, which has an adjusted price of $391/SF. Our analysis indicates a reasonable value range is $390 to $400/SF. The subject consists of 1,970 SF. The corresponding value range for the subject is $768,300 to $788,000, say $780,000 (rounded). We conclude the value of the subject (east) in "as is" condition, via the sales comparison approach, is $780,000. 62 File 23®0317 SALES COMPARISON APPROACH 6 File 23®0317 ADJUSTMENTS TO COMPARABLES Bonfiglio Bldg and CRA Parcel, 413 and 433 W Boynton Beach Blvd, Boynton Beach, Florida (23-0317) e Property Name Bonfiglio Bldg Vision Realty Sunny Bldg Borrowing Rook Bldg Miller Office Club Bldg Sale Status N/A Closed Closed Closed Closed Closed Sale Date N/A May -22 May -22 Dec -21 No\f-21 Nov21 Floor Area Ratio 0.20 0.15 0.16 0.41 0.11 0.15 Parking Ratio 3.05 6.22 2.93 4.44 7.95 7.27 Building Size (SF) 1,970 1,125 1,367 6,083 1,383 1,925 Year Built 1948 1952 1957 1985 1955 1958 Condition Average Average Avg to Good Good Average Avg to Good Quality Average Average Average Avg to Good Average Avg to Good Stories One One One TWO One One Class C C C C C C Occupancy 100% 100% 100% 100% 100% 100% NOI Per SF Owner + Tenant Buyer Buyer Buyer Buyer Buyer Unadjusted Price/SF Bldg N/A $489 $351 $304 $448 $475 Unadjusted Price/SF Land N/A $73 $56 $124 $49 $73 Transactional Adjs Market Conditions SIMILAR SIMILAR INFERIOR INFERIOR INFERIOR Adjustment 0% 0% 15% 15% 15% Adjusted Price/SF $489 $351 $350 $516 $547 Property Adis Location SIMILAR INFERIOR SIMILAR INFERIOR SUPERIOR Adjustment 0% 25% 0% 5% -10% Parking Ratio/ FAR SUPERIOR SIMILAR INFERIOR SUPERIOR SUPERIOR Adjustment -5% 0% 10% -10% -5% Building Size (SF) SMALLER SIMILAR LARGER SIMILAR SIMILAR Adjustment -5% 0% 15% 0% 0% Year Built/ Cond. / Qual. SIMILAR SUPERIOR SUPERIOR SIMILAR SUPERIOR Adjustment 0% -5% -5% 0% -5% Utility SUPERIOR SUPERIOR SUPERIOR SUPERIOR SUPERIOR Adjustment -10% -10% -5% -10% -10% Net Adjustment -20% 10% 15% -15% -30% Adjusted Price/SF N/A $391 $386 $402 $438 $383 Gross Adjustment N/A 20% 40% 50% 40% 45% 6 File 23®0317 SALES COMPARISON APPROACH Next, we will discuss the value of the west land property. Our search criteria generally consisted of recent sales of similar multifamily and commercial land sites in Boynton Beach. A search of the local area for recent transactions of similar properties provided a sufficient number of useful sales, contracts, and listings (comparables). These comparables are summarized within the following chart, are displayed on a following map, and are described in the subsequent detailed descriptions. The comparables are analyzed on the basis of the most relevant unit of comparison which, in this case, is price per SF of building. The comparables have an unadjusted price range of $33 to $71/SF of land. Of note, the existing (or CRA recommended) future land use designation is shown in the chart for reference. File 23®0317 SUMMARY OF LAND COMPARABLES Bonfiglio Bldg and CRA Parcel, 413 and 433 W Boynton Beach Blvd, Boynton Beach, Florida (23-0317) eoEmammERNEEMe s s ADW Property ID 16728 15272 16296 16298 16058 16059 12949 Property Name CRA Parcel Blackburn Land BB North BB South 4th St 515 South Jackson Office Asssemblage Assemblage Site Address 433 W Boynton 2508 N Federal 410 E Boynton 402 E Ocean Ave, 379 SE 4th St 515 S Federal Hwy 1320 S Federal Beach Blvd Hwy Beach Blvd, etc. etc. Hwy City Boynton Beach Boynton Beach Boynton Beach Boynton Beach Boynton Beach Boynton Beach Boynton Beach Sale: Sale Price N/A $850,000 $8,907,804 $3,092,196 $4,200,000 $8,500,000 $1,100,000 Sale Status N/A Closed Closed Closed Closed Closed Closed Marketing Period N/A Extended Not listed Not listed > 12 months N/A 6 months Date of Sale N/A May -22 May -22 May -22 Jan -22 Jan -22 Feb -21 Price/SF of Land N/A $33 $71 $47 $39 $55 $48 Price/Acre N/A $1,448,041 $3,088,162 $2,048,762 $1,703,439 $2,380,352 $2,112,135 Site: Property Type Office Land Land Land Land Land Land Site Size Acres 0.57 0.59 2.88 1.51 2.47 3.57 0.52 Site Size SF 24,773 25,570 125,649 65,745 107,402 155,548 22,686 Zoning C2 C3 MU -C MU -2 C3 C3 MU -1 Land Use Plan LRC (MU -L) HDR MU -H MU -M LRC (MU -M) LRC (MU -M) MU -M Surface Cleared Cleared Old bldgs Old bldgs Clyd/Bldgs Clyd/Bldgs Cleared Development: Planned Use Commercial Commercial Mixed-use Multifamily Multifamily Mixed-use Commercial Planned Units / SF N/A N/A 336 N/A N/A 85 11,000 Approvals None None None None None Yes Yes (seller) Density (du/acre) Up to 20 Up to 15 116 planned Up to 50 Up to 50 23 planned Up to 50 File 23®0317 at C ar M x, F I cor D eco r, SALES COMPARISON APPROACH MAP OF COMPARABLE PROPERTIES E (&Oev4�rr Benven�.rka & B,i,nque'1 F cili ly i J suru. ................. Z� ...... . ... .. Land Sale No 4 �3jf rya" AUCAMP, DELLENBACK & WHITNEY 65 File #23-0317 SALES COMPARISON APPROACH COMPARABLE 1 General Data Property Name: Blackburn Land Property Type: Land Address: 2508 N Federal Hwy, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-15-02-000-1250 Legal Description: LAKESIDE GARDENS LTS 125 TO 127 & 128 TO 133 INC /LESS WLY 64.49 FT/ Proposed Development Data Proposed Use: Site Data Commercial Site Size: 0.59 acres or 25,570 SF Zoning: C3 Surface: Cleared Approvals: None Utilities: At site Site Comments: Property is located along the southeast corner of Federal Hwy and Potter Rd. File 23-0317 7Gl1:6"W711I2TU46-Z70FGl=W0011 Sale Data Sale Status: Closed Price: $850,000 Price/SF of Land: $33.24 Sale Date: May 2022 Grantor: 2508 N FEDERAL HWY LLC Grantee: B & B Holdings LLC Property Rights: Fee simple Financing: None recorded Marketing Period: Extended Prior Transactions: None in the prior three years Verification Source: Jim Knight, listing broker, (561) 756-2833, Brent Wells, June 2022 (22- 1138) Sale Remarks: Property was listed for an extended marketing period. Broker reported several contracts fell through. Buyer has no immediate plans to develop the site, though the broker opined it may be utilized for a small townhome project in the future. The site is currently zoned commercial. However, a provision exists that could allow for a zoning change to High Density Residential (HDR), which permits up to 15 du/acre, a max height of 45' and no maximum FAR. Based on a zoning change, property could accommodate about eight dwelling units ($106,250/unit). 7 Fife 23-0317 SALES COMPARISON APPROACH COMPARABLE 2 General Data Property Name: BB North Property Type: Land Address: 410 E Boynton Beach Blvd, etc., Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-03-002-0070, etc. Legal Description: BOYNTON TOWN OF LT 8 & LT 9 (LESS E 30 FT) BLK 5 & S 1/2 OF 20 FT ABND PT OF ALLEY LYG N OF & ADJ TO, etc. Proposed Development Data Number of Units: 336 Proposed Use: Mixed-use Density: 116.5 Site Data Site Size: 2.88 acres or 125,649 SF Zoning: MU -C Land Use Plan: Mixed -Use High Surface: Old bldgs Approvals: None Utilities: At site Site Comments: The property consists of 11 adjacent parcels along the southeast corner of E Boynton Beach Blvd and NE 3rd St. 68 File 23-0317 T11:6" eALVAI2T1C4bZ70FGl=W0011 Sale Data Sale Status: Closed Price: $8,907,804 Price/SF of Land: $70.89 Price/Unit: $26,511 Sale Date: May 2022 O.R. Book -Page: 33540-00195, etc. Grantor: 206 BOYNTON LLC, etc. Grantee: BB North, LLC Property Rights: Fee simple Marketing Period: Not listed Prior Transactions: None in the prior three years Verification Source: News Articles, Confidential, Brent Wells, December 2022 (22-2183) Sale Remarks: Various parcels held by different owners. None of the existing low-rise improvements significantly contribute to overall value. Property was listed privately, but the price is believed to be market driven. Buyer is a local developer, Miami -based Edgewater Capital Investments, which purchased this site along with a site just to the south for a total of $12,000,000. The property had site plan approval in 2017 for a mixed- use project consisting of 371 units and about 16,000 SF of retail space. The developer will reportedly build the first phase of the project on this northern site, which will consist of a few tweaks to the previous design and include 336 units as well as 10,000 SF of retail. Max height is 150' and max density is 80 units per acre. It is still unknown what the buyer's plans are for the southern site. Fife 23-0317 SALES COMPARISON APPROACH COMPARABLE 3 General Data Property Name: BB South Property Type: Land Address: 402 E Ocean Ave, etc., Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-03-008-0060, etc. Legal Description: BOYNTON TOWN OF LT 6 BLK 8 & N 1/2 OF 20 FT ABND ALLEY LYG S OF & ADJ TO, etc. Proposed Development Data Proposed Use: Site Data Multifamily Site Size: 1.51 acres or 65,745 SF Zoning: M U-2 Land Use Plan: Mixed -Use Medium Surface: Old bldgs Approvals: None Utilities: At site Site Comments: Property consists of seven adjacent or nearby parcels along the southeast corner of E Ocean Ave and southeast 3rd St. 7 File 23-0317 Sale Data Sale Status: Price: Price/SF of Land: Sale Date: O.R. Book -Page: Grantor: Grantee: Property Rights: Marketing Period: Prior Transactions: Closed $3,092,196 $47.03 May 2022 33540-00204 EAST OCEAN AVENUE LLC, etc. BB SOUTH LLC Fee simple Not listed None in the prior three years SALES COMPARISON APPROACH Verification Source: News Articles, Confidential, Brent Wells, December 2022 (22-2183) Sale Remarks: Various parcels held by the same owner. None of the existing low-rise improvements significantly contribute to overall value. Property was not listed with traditional means, but is believed to be market driven. Buyer is a local developer, Miami -based Edgewater Capital Investments, which purchased this site along with a site just to the north for a total of $12,000,000. Existing site plan approval from 2017 consisted of a mixed-use project with a total of 371 units and about 16,000 SF of retail space. The developer will reportedly build the first phase of a new project on the northern site, which will consist of a few tweaks to the previous design and include 336 units as well as 10,000 SF of retail. Max height is 75' and max density is 50 units per acre. Plans for this site are still unknown, but a portion of the site involves a historic structure which will need to be moved or incorporated into a new project. 71 File 23-0317 SALES COMPARISON APPROACH COMPARABLE 4 General Data Property Name: 4th St Asssemblage Property Type: Land Address: 379 SE 4th St, Boynton Beach, Florida 33435 County: Palm Beach 08-43-45-28-07-002-0030; 08-43-45-28-07-002-0040; 08-43-45-28-07- 002-0050; 08-43-45-28-07-002-0060; 08-43-45-28-08-000-0060; 08 -43 - Parcel ID: 45-28-08-000-0080; 08-43-45-28-07-002-0092 Legal Description: PENCE SUB NO 1 LT 3 BLK 2 & 30 FT ABND PT OF RAILROAD AVE RM LYG W OF & ADJ TO; LT 4 BLK B & 30 FT ABND PT OF RAILROAD, etc. Proposed Development Data Proposed Use: Site Data Multifamily Site Size: 2.47 acres or 107,402 SF Zoning: C3 Land Use Plan: LRC Surface: Clyd/Bldgs Site Plan Approval: No Approvals: None Utilities: To site Site Comments: Seven adjacent parcels with frontage along the west side of SE 4th St. 72 File 23-0317 -A1:6" eAAI2TAC4bZ70FGl=W-0010 Sale Data Sale Status: Closed Price: $4,200,000 Price/SF of Land: $39.11 Sale Date: January 2022 O.R. Book -Page: 33299 / 01776 Grantor: Ram Development Company Grantee: 4TH ST BOYNTON LLC Property Rights: Fee simple Financing: None recorded Marketing Period: > 12 months Prior Transactions: None in the prior three years. Verification Source: Jim Knight, Listing Broker, 561-756-2833, Zach Weygandt, October 2022 (22-1865) Sale Remarks: Seven adjacent parcels were assembled and sold to a developer. Broker opined that there were no approvals at the time of sale. The CRA's zoning recommendation per the Boynton Beach Community Redevelopment Plan is for MU -M (Mixed -Use Medium), which allows for development of up to 50 units per acres and a max height of 75'. 7 Fife 23-0317 SALES COMPARISON APPROACH COMPARABLE 5 General Data Property Name: 515 South Assemblage Property Type: Land Address: 515 S Federal Hwy, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-28-07-001-0202; 08-43-45-28-07-001-0201; etc. Legal Description: PENCE SUB NO 1 LTS 20 & 21 (LESS W 58 FT & ELY 18.71 FT US BILK A; etc. Proposed Development Data Number of Units: 85 Proposed Use: Multifamily Density: 23.8 Site Data Site Size: 3.57 acres or 155,548 SF Zoning: C3 Land Use Plan: LRC Surface: Clyd/Bldgs Site Plan Approval: Yes Approvals: Yes Utilities: To site Site Comments: Nine adjacent parcels with frontage along three roads. 7 File 23-0317 SALES COMPARISON APPROACH Sale Data Sale Status: Closed Price: $8,500,000 Price/SF of Land: $54.65 Price/Unit: $100,000 Sale Date: January 2022 O.R. Book -Page: 33271 / 01173; 33279 / 01242; 33279 / 01248 Grantor: Boynton Beach Group LLC Grantee: 515 South Federal LLC Property Rights: Fee simple Financing: None recorded Marketing Period: N/A Prior Transactions: None in the prior three years. Verification Source: Confidential, Zach Weygandt, October 2022 (22-1865) Sale Remarks: Nine adjacent parcels that were assembled and purchased in three different transactions between January and February 2022 for the total purchase price shown. The CRA's zoning recommendation is MU -M, which allows for 40 to 50 units per acre and a maximum height of 75'. A large portion of the site sold with approvals that will not be utilized. CoStar indicates the site is now approved for development of 85 units, which computes to 23 units per acre and was secured by the buyer. 75 File 23-0317 SALES COMPARISON APPROACH COMPARABLE 6 General Data Property Name: Jackson Office Site Property Type: Land Address: 1320 S Federal Hwy, Boynton Beach, Florida 33435 County: Palm Beach Parcel ID: 08-43-45-27-05-000-0021 Legal Description: LEE MANOR ISLES S 100 FT OF LT 2 Proposed Development Data Proposed Use: Site Data Office Site Size: 0.52 acres or 22,686 SF Zoning: MU -1 Land Use Plan: C -Commercial Surface: Cleared Approvals: Yes (seller) Utilities: To site Site Comments: Property is located just north of Woolbright Rd. 76 File 23-0317 T11:6" WZ71112TIC4bZ70FGl„CWG[7i Sale Data Sale Status: Closed Price: $1,100,000 Price/SF of Land: $48.49 Sale Date: February 2021 O.R. Book -Page: 116941489 Grantor: EXSORRO ONE INC Grantee: MJ JACKSON HOLDINGS LLC Property Rights: Fee simple Financing: 90% LTV via Private Lender Marketing Period: 6 months Prior Transactions: Property last sold in September 2017 for $565,000. Verification Source: John Fitzpatrick, listing broker, (561) 502-3680, Brent Wells, April 2021 (21-0666) Sale Remarks: Property purchased by a dentist who intends to build a three-story office building. Broker indicated the dentist will have his practice on the third floor and lease the balance to office tenants. Seller had approvals in place. The CRA's zoning recommendation per the Boynton Beach Community Redevelopment Plan is for MU -M (Mixed -Use Medium), which allows for development of up to 50 units per acre and a max height of 75'. 77 Fife 23-0317 SALES COMPARISON APPROACH 1. Real Property Rights Conveyed. No differences are noted. 2. Financing Terms. No differences are noted. 3. Conditions of Sale. No differences are noted. 4. Expenditures Immediately After Purchase. No differences are noted. 5. Market Conditions. Market prices and rental rates have been increasing recently, as discussed in the Market section, even in light of the ongoing pandemic. The most dated comparables are adjusted upward between 5% and 20% to account for improving market conditions. However, no upward adjustments are made from early 2022 forward due to expected flattening of prices as a result of interest rate increases. 6. Location. Consideration is given to the following factors: net operating incomes, rents, land prices, visibility, traffic counts, and neighborhood demographics, such as household income and home prices. The subject is located just east of 1-95. • Comparable 1 is located north of downtown Boynton Beach and in an area with lower land prices. This sale is adjusted upward 10%. • A few comparables have superior eastern locations where land values are higher than sites to the west that are closer to 1-95. These sales are adjusted downward between 10% and 20%. 7. Physical Characteristics. Differences in prices are evident for several considerations. Surface: Sites that are cleared and ready for vertical development tend to sell for premiums compared to sites which require costs for demolition of old buildings or costs for clearing of trees. The subject is a relatively cleared site. Based on this feature, a couple comparables are adjusted upward 5%. Site Size: Typically, prices per square foot have an inverse relationship to site size. As site size increases, price per square foot generally decreases, based in part on economies of scale. A few comparables are adjusted upward slightly. 8. Economic Characteristics. Differences are noted for two considerations. Approvals: Soft costs for project entitlements can be quite costly and buyers tend to allocate value to these approvals. For instance, market participants report spending between 5% and 15% of the price per square foot in securing approvals for development. As the entitlement risk increases, the ratio could be well over this range. A couple sales closed after development approvals were secured, thereby reducing entitlement risk. And, premiums are paid for approvals for financially feasible development in this market. A downward adjustment of 5% is applied to the sales with fully entitled sites (site plan approval) at sale, which the buyers intend to utilize. Economic / Intensity: Several sales have zoning which comparatively permits more intensive development potential on their respective sites, and some of these sites have interim income, which is superior to the subject. These comparables are adjusted downward between 15% and 20%. 78 File 23®0317 SALES COMPARISON APPROACH 9. Use. Some differences are noted for use, but no significant adjustments appear warranted. 10. Non -realty Components of Sale. No differences are noted. The comparables have an adjusted price range of $37 to $50/SF with a mean of $41/SF of land. Excluding Comparables 2 and 5, which are the most heavily adjusted sale and highest sale, the comparables have a range of $37 to $42/SF with a mean of $39/SF. The sale with the fewest gross adjustments is Comparable 1, which has an adjusted price of $37/SF of land. Our analysis indicates a reasonable value is $38/SF. The subject consists of 24,773 SF, or 0.57 acres. The corresponding value for the subject is $941,374, say $950,000, rounded. We interviewed the subject' previous listing broker who opined she intends to re -list the property around at least $1,000,000 in the near term. We conclude the value of the subject (west) in "as is" condition, via the sales comparison approach, is $950,000. 7 File 23®0317 SALES COMPARISON APPROACH AUCAMP, DELLENBACK & WHITNEY 80 File 23®0317 ADJUSTMENTS TO LAND COMPARABLES Bonfiglio Bldg and CRP. Parcel, 413 and 433 W Boynton Beach Blvd, Boynton Beach, Florida (23-0317) Property Name CRA Parcel Blackburn BB North BB South 4th St 515 South Jackson Office Land Asssemblage Assemblage Site Surface Cleared Cleared Old bldgs Old bldgs Clyd/Bldgs Clyd/Bldgs Cleared Site Size Acres 0.57 0.59 2.88 1.51 2.47 3.57 0.52 Site Size (SF) 24,773 25,570 125,649 65,745 107,402 155,548 22,686 Approvals None None None None None Yes Yes (seller) Sale Status N/A Closed Closed Closed Closed Closed Closed Sale Date N/A May -22 May -22 May -22 Jan -22 Jan -22 Feb -21 Unadjusted Price/SF N/A $33 $71 $47 $39 $55 $48 Unadjusted Price/Acre $1,448,041 $3,088,162 $2,048,762 $1,703,439 $2,380,352 $2,112,135 Transactional A!A Market Conditions SIMILAR SIMILAR SIMILAR INFERIOR INFERIOR INFERIOR Adjustment 0% 0% 0% 5% 5% 20% Adjusted Price/SF $33 $71 $47 $41 $57 $58 Adjusted Price/Acre $1,448,041 $3,088,162 $2,048,762 $1,788,611 $2,499,370 $2,534,562 Property Adis Location INFERIOR SUPERIOR SIMILAR SIMILAR SUPERIOR SUPERIOR Adjustment 10% -20% 0% 0% -10% -15% Surface SIMILAR INFERIOR INFERIOR SIMILAR SIMILAR SIMILAR Adjustment 0% 5% 5% 0% 0% 0% Site Size SIMILAR LARGER SIMILAR LARGER LARGER SIMILAR Adjustment 0% 5% 0% 5% 5% 0% Approvals SIMILAR SIMILAR SIMILAR SIMILAR SUPERIOR SUPERIOR Adjustment 0% 0% 0% 0% -5% -5% Economic/ Intensity SIMILAR SUPERIOR SUPERIOR SUPERIOR SUPERIOR SUPERIOR Adjustment 0% -20% -15% -15% -15% -15% Net Adjustment 10% -30% -10% -10% -25% -35% Adjusted Price/SF $37 $50 $42 $37 $43 $38 Adjusted Price/Acre $1,592,845 $2,161,713 $1,843,886 $1,609,750 $1,874,527 $1,647,465 Gross Adjustment 10% 50% 20% 25% 40% 55% AUCAMP, DELLENBACK & WHITNEY 80 File 23®0317 RECONCILIATION AND FINAL VALUE CONCLUSIONS RECONCILIATION AND FINAL VALUE CONCLUSIONS The approaches provided the following value estimations for the subject property. VALUE INDICATIONS (East) "as is" Cost N/A N/A N/A Sales Comparison $780,000 $396 $80 Income Capitalization N/A N/A N/A Market Value Conclusion $780,000 $396 $80 (West) "as is" Cost N/A N/A N/A Sales Comparison $950,000 N/A $38 Income Capitalization N/A N/A N/A Market Value Conclusion $950,000 N/A $38 The quality of market data in these approaches is good, and the methods of analysis are appropriate and reasonable. The sales comparison approach includes sale prices above and below the subject's value on a per square foot basis as well as above and below the subject's value on an absolute basis. The sales data are good and the value is well supported. East An owner user or developer is the most probable purchaser and the entire weight is given to the sales comparison approach, which is the only relevant approach and involves sales of owner user properties. After careful and thorough investigation and analysis, we estimate market value for the fee simple interest in the subject real property (413 or east) in its "as is" condition, subject to assumptions and contingent and limiting conditions as well as any extraordinary assumptions and hypothetical conditions, as explained in this report, as of March 14, 2023, is: SEVEN HUNDRED EIGHTY THOUSAND DOLLARS ($780,000) 81 File 23®0317 RECONCILIATION AND FINAL VALUE CONCLUSIONS West A developer is the most probable purchaser and the entire weight is given to the sales comparison approach, which is the only relevant approach involving sales of mostly development properties. After careful and thorough investigation and analysis, we estimate market value for the fee simple interest in the subject real property (433 or west) in its "as is" condition, subject to assumptions and contingent and limiting conditions as well as any extraordinary assumptions and hypothetical conditions, as explained in this report, as of March 14, 2023, is: NINE HUNDRED FIFTY THOUSAND DOLLARS ($950,000) 32 File 23®0317 NORMAL MARKETING PERIOD AND REASONABLE EXPOSURE TIME NORMAL MARKETING PERIOD AND REASONABLE EXPOSURE TIME Normal marketing period is the most probable amount of time necessary to expose a property, in its entirety, to the open market in order to achieve a sale. Implicit in this definition are the following characteristics. 1. The property will be actively exposed and aggressively marketed to potential purchasers through marketing channels commonly used by sellers of similar type properties. 2. The property will be offered at a price reflecting the most probable markup over market value used by sellers of similar type properties. 3. A sale will be consummated under the terms and conditions of the definition of market value. The Market section has a chart showing median DOMs for similar sales in South Florida have been 12 months or less. Marketing times for several of the comparable sales in the sales comparison approach were less than 12 months; the marketing periods for the remaining sales were not available or the properties were not listed. Most current listings with marketing periods exceeding 12 months have listing prices much higher than market prices. Market participants report relatively good demand for commercial land and single -occupant properties and report marketing periods are currently less than 12 months for similar properties. We conclude a reasonable marketing time for sale of the subject property in its "as is" condition and at a price similar to the estimate of market value is 12 months or less. Exposure time is the amount of time likely to have been experienced for sale of the subject property on the valuation date. We estimate a reasonable exposure time is 12 months or less based on the same market data. 33 File 23®0317 PART 3: ADDENDUM CERTIFICATION I certify that, to the best of my knowledge and belief: ■ The statements of fact 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, impartial, and unbiased professional analyses, opinions, and conclusions. ■ 1 have no present or prospective interest in the property that is the subject of this report, and I have no personal interest with respect to the parties involved. ■ 1 have no bias with respect to any property that is the subject of this report or to the parties involved with this assignment. ■ My engagement in this assignment was not contingent upon developing or reporting predetermined results, a specific valuation, or the approval of a loan. ■ My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. ■ 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 Standards of Professional Appraisal Practice of the Appraisal Institute. ■ The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. ■ The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the State of Florida. ■ The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. ■ Jonathan Whitney and Brent Wells made a personal, visual inspection of the readily accessible areas of the property that is the subject of this appraisal. ■ I, Jonathan Whitney, MAI, the supervisor appraiser of a registered trainee appraiser who contributed to the development or communication of the appraisal, hereby accept full and complete responsibility for any work performed by the registered trainee appraiser named in this report as if it were my own work. AUCAMP, DELLENBACK & WHITNEY 3 Fife 23®0317 CERTIFICATION ■ No one provided significant real property appraisal or appraisal consulting assistance to the person signing this certification. ■ As of the date of this report, we have completed the continuing education program of the State of Florida. ■ As of the date of this report, Jonathan Whitney has completed the continuing education program of the Appraisal Institute. ■ The undersigned has not provided services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period preceding acceptance of this assignment. .. m March 23, 2023 Brent Wells State -registered Trainee Appraiser RI24758 - March 23, 2023 Jonathan Whitney, MAI State -certified General Real Estate Appraiser RZ2943 85 File 23®0317 CONTINGENT AND LIMITING CONDITIONS CONTINGENT AND LIMITING CONDITIONS This appraisal is subject to the following contingent and limiting conditions: 1. The legal description and maps are assumed to be correct. 2. No responsibility is assumed for matters which are legal in character, nor is any opinion rendered as to title, which is assumed to be good and marketable. Any existing liens or encumbrances have been disregarded, and the property is appraised as free and clear. This appraisal is made, assuming that all public improvements of any kind affecting the property appraised are fully paid for, unless otherwise specifically set forth in the property description. 3. No survey has been made of the property on behalf of the appraisers and no responsibility is assumed in connection with such matters. The sketches contained in this report are for illustrative purposes only and are included to assist the reader to better visualize the property. The information furnished by others is believed to be reliable and no responsibility is assumed for its accuracy. 4. In this report, the distribution of the total valuation between land and improvements applies only under the existing program of utilization. The separate valuations for land and improvements must not be used in conjunction with any other appraisal and are invalid if so used. 5. Possession of this report, or a copy thereof, does not carry with it the right of publication, nor may it be used for any purpose by any but the recipient without written consent of the appraiser. 6. The contract for appraisal, consultation, or analytical service is fulfilled and total fee is payable upon completion of the report. The appraisers will not be required to give testimony in court or hearing because of having made the appraisal in full or in part, nor engage in post - appraisal consultation with the client or third parties, except under separate and special arrangement and at additional fee. 7. The appraisers may not divulge material contents of the report, analytical findings or conclusions or give a copy of the report to anyone other than the client or his designee as specified in writing, except as may be required by the Appraisal Institute as it may request in confidence for ethics enforcement or by a court of law of body with the power of subpoena. 8. Liability of Aucamp, Dellenback & Whitney is restricted to the client. Aucamp, Dellenback & Whitney has no accountability or liability to any third party. 9. It is assumed there are no hidden or unapparent conditions of the property, subsoil or structures which make it more or less valuable. The appraiser assumes no responsibility for such conditions or engineering which might be required to cover these facts. No topographical survey was provided. 10. No environmental impact study, special market study or analysis, highest and best use analysis or feasibility study has been requested or made unless otherwise specified in an agreement for services or in the report. The appraiser reserves the unlimited right to alter, amend, revise or rescind any of the statements, findings, opinions, values, estimates or 86 File 23®0317 CONTINGENT AND LIMITING CONDITIONS conclusions upon any subsequent such study or analysis or previous study or analysis subsequently becoming known to him. 11. The market value estimated and the cost used are as of the date of the estimate of value. All dollar amounts are based on the purchasing power and price of the dollar as of the date of the value estimate. 12. This appraisal expresses our opinion and employment to make this appraisal was in no way contingent upon reporting a predetermined value or conclusion. The fee for this appraisal or study is for the service rendered and not for time spent on the physical report. 13. The value estimated in this appraisal report is gross without consideration given to any encumbrance, restriction, or question of title unless specifically defined. The estimate of value in the appraisal report is not based in whole or in part upon race, color or national origin of the present owners or occupants of properties in the vicinity of the property appraised. 14. Responsible ownership and competent property management are assumed. 15. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws, unless noncompliance is stated, defined and considered in the appraisal report. 16. It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless a non -conformity has been stated, defined and considered in the appraisal report. 17. It is assumed that all required licenses, certificates of occupancy and consents or other legislative or administrative authority from any local, state or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 18. It is assumed that the utilization of the land and improvements is within the boundaries of the property lines, that the property described in that there is no encroachment or trespass unless noted in the report. 19. Authentic copies of this report are signed in ink. 20. Unless otherwise stated in this report, the existence of hazardous substances, including without limitation asbestos, polychlorinated biphenyls, petroleum leakage, or agricultural chemicals, which may or may not be present on the property, or other environmental conditions, were not called to the attention of nor did the appraiser become aware of such during the appraiser's inspection. The appraiser has no knowledge of the existence of such materials on or in the property unless otherwise stated. The appraiser, however, is not qualified to test such substances or conditions. If the presence of such substances, such as asbestos, urea formaldehyde foam insulation, or other hazardous substances or environmental conditions may affect the value of the property, the value estimated is predicated on the assumption that there is no such condition on or in the property or in such proximity thereto that it would cause a loss in value. No responsibility is assumed for any such conditions, nor for any expertise or engineering knowledge required to discover them. 87 File 23®0317 CONTINGENT AND LIMITING CONDITIONS 21. The Americans with Disabilities Act (ADA) became effective January 26, 1992. The appraisers 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, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon value of the property. Since the appraisers have no direct evidence relating to this issue, possible noncompliance with the requirements of ADA in estimating the value of the property has not been considered. 22. The report may contain estimates of prospective value for the subject property. Forecasts and prospective values are based upon current market conditions and trends. Aucamp, Dellenback & Whitney cannot be held responsible for unforeseeable events that alter market conditions prior to the prospective dates. 23. Acceptance and/or use of this appraisal report constitutes acceptance of the preceding conditions. AUCAMP, OV File 23®0317 HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS HYPOTHETICAL CONDITIONS AND EXTRAORDINARY ASSUMPTIONS Hypothetical Conditions This appraisal is subject to the following hypothetical conditions: None Extraordinary Assumptions The following extraordinary assumption is important for supporting the value conclusion(s) in this report, and value conclusion(s) may be significantly affected without this extraordinary assumption. This appraisal is subject to the following extraordinary assumptions: None File 23®0317 DEFINITIONS DEFINITIONS Market Value The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition are the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby. • buyer and seller are typically motivated; • both parties are well informed or well advised, and acting in what they consider their own best interests; • a reasonable time is allowed for exposure in the open market; • payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and • the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Source: Interagency Appraisal and Evaluation Guidelines, Federal Register, Volume 75, No. 237, December 10, 2010) Bulk Value The value of multiple units, subdivided plots, or properties in a portfolio as though sold together in a single transaction. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 27) Market Rent The most probable rent that a property should bring in a competitive and open market reflecting the conditions and restrictions of a specified lease agreement, including the rental adjustment and revaluation, permitted uses, use restrictions, expense obligations, term, concessions, renewal and purchase options, and tenant improvements (TI). (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 140) Prospective Opinion of Value A value opinion effective as of a specified future date. The term does not define a type of value. Instead, it identifies a value opinion as being effective at some specific future date. An opinion of value as of a prospective date is frequently sought in connection with projects that are proposed, under construction, or under conversion to a new use, or those that have not yet achieved sellout or a stabilized level of long-term occupancy. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 180) Retrospective Value Opinion A value opinion effective as of a specified historical date. The term retrospective does not define a type of value. Instead, it identifies a value opinion as being effective at some specific prior date. Value as of a historical date is frequently sought in connection with property tax appeals, damage models, lease renegotiation, deficiency judgments, estate tax, and condemnation. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 201) 0 File 23®0317 DEFINITIONS Value in Use The value of a property assuming a specific use, which may or may not be the property's highest and best use on the effective date of the appraisal. Value in use may or may not be equal to market value but is different conceptually. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 245) Market Value of the Going Concern The market value of an established and operating business including the real property, personal property, financial assets, and the intangible assets of the business. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 245) Liquidation Value The most probable price that a specified interest in real property should bring under the following conditions: 1. Consummation of a sale within a short time period. 2. The property is subjected to market conditions prevailing as of the date of valuation. 3. Both the buyer and seller are acting prudently and knowledgeably. 4. The seller is under extreme compulsion to sell. 5. The buyer is typically motivated. 6. Both parties are acting in what they consider to be their best interests. 7. A normal marketing effort is not possible due to the brief exposure time. 8. Payment will be made in cash in U.S. dollars (or the local currency) or in terms of financial arrangements comparable thereto. 9. The price represents the normal consideration for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 132) Insurable Value A type of value for insurance purposes. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 119) Replacement Cost The estimated cost to construct, at current prices as of a specific date, a substitute for a building or other improvements, using modern materials and current standards, design and layout. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 197) Limited -Market Property A property (or property right) that has relatively few potential buyers. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 131) Special Purpose Property A property with a unique physical design, special construction materials, or a layout that particularly adapts its utility to the use for which it was built; also called a special -design property. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 217) 1 File 23®0317 DEFINITIONS Fee Simple Estate Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 90) Leased Fee Interest The ownership interest held by the lessor, which includes the right to receive the contract rent specified in the lease plus the reversionary right when the lease expires. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 128) Leasehold Interest The right held by the lessee to use and occupy real estate for a stated term and under the conditions specified in the lease. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 128) Real Property The interests, benefits, and rights inherent in the ownership of real estate. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 188) Personal Property Identifiable tangible objects that are considered by the general public as being "personal"— for example, furnishings, artwork, antiques, gems and jewelry, collectibles, machinery and equipment, all tangible property that is not classified as real estate.. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, pages 170) Intended Use The use or uses of an appraiser's reported appraisal or appraisal review assignment opinions and conclusions, as identified by the appraiser based on communication with the client at the time of the assignment. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 119) Intended User The client and any other party as identified, by name or type, as users of the appraisal or appraisal review report by the appraiser on the basis of communication with the client at the time of the assignment. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, pages 119) Hypothetical Condition A condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis. Hypothetical conditions are contrary to known facts about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 113) 2 File 23®6317 DEFINITIONS Extraordinary Assumption An assumption, directly related to a specific assignment, as of the effective date of the assignment results, which, if found to be false, could alter the appraiser's opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal, or economic characteristics of the subject property; or about conditions external to the property such as market conditions or trends; or about the integrity of data used in an analysis. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 73) Prudent and Competent Management An owner, operator, or management company that maintains and uses real estate in a manner consistent with the manner in which typical buyers of similar properties would consider appropriate as measured by actual practices in the competitive market. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 180) Arm's Length Transaction A transaction between unrelated parties who are each acting in his or her own best interest. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 13) Surplus Land Land that is not currently needed to support the existing use but cannot be separated from the property and sold off for another use. Surplus land does not have an independent highest and best use and may or may not contribute to the improved parcel. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 227) Excess Land Land that is not needed to serve or support the existing use. The highest and best use of the excess land may or may not be the same as the highest and best use of the improved parcel. Excess land has the potential to be sold separately and is valued separately. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 80) Entrepreneurial Incentive The amount an entrepreneur expects to receive for his or her contribution to a project. Entrepreneurial incentive may be distinguished from entrepreneurial profit (often called developer's profit) in that it is the expectation of future profit as opposed to the profit actually earned on a development or improvements. The amount of entrepreneurial incentive required for a project represents the economic reward sufficient to motivate an entrepreneur to accept the risk of the project and to invest the time and money necessary in seeing the project through to completion. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, Chicago, 2015, page 76) File 23®0317 AREA DESCRIPTION AND ANALYSIS AREA DESCRIPTION AND ANALYSIS FLORIDA Florida is a major U.S. state as seen in population and employment figures. As of 2022, Florida's estimated population was 22,114,754 according to the ESRI. Among the 50 states, Florida is ranked as the third most populous state. Florida is forecasted to have an annual growth rate of 0.61 % over the next five years. The majority of job growth in the next ten years likely will come in the service industry led by new jobs in business services, health care, and government employment. Manufacturing will continue to be a relatively reduced part of the state's economy. Florida's geography, climate, and location are important reasons for its population and economic growth. Florida's coastline with 1,197 miles along the Atlantic Ocean and Gulf of Mexico is the longest of any state, except Alaska. Temperature variations are mild, and the southern part of the state has a subtropical climate. Florida is strategically located for access to the Caribbean Islands as well as to South and Central America. SOUTH FLORIDA South Florida is the tri -county region consisting of Miami -Dade, Broward, and Palm Beach and occasionally consists of other surrounding counties. The metropolitan area stretches from south of Miami to north of West Palm Beach, a distance of about 100 miles, and extends 15 to 20 miles west from the Atlantic Ocean. The three counties are the state's three most populous region with an estimated population of 6,200,000, as of 2022, and comprised almost one-third of the state's population. The South Florida region experienced explosive growth starting in the 1950s when air- conditioned homes made round year living more comfortable. Moving forward, the tri -county region is forecasted to grow at a much slower pace than the past 70 years. Per ESRI, the average growth rate is projected to be under 1.0% during the next five years. Population growth has largely been migration from northern U.S. states and Canada as well as South American countries and Caribbean Islands. Economic growth in South Florida is centered on services and retail trade for tourists, seasonal residents, permanent residents and retirees. Real estate construction has been a strong economic contributor over the past 50 years. South Florida is also known as a major export / import center for trade with South America and as an attractive location for some high-tech industries and financial service firms. Within this region, a primary trend has been northward movement of population from Miami - Dade County into Broward County, and from Broward County into Palm Beach County. This trend accelerated with the dislocation of residents due to Hurricane Andrew in 1992. The movement continues today as residents seek less traffic congestion in comparison to Miami - Dade County. File 23®0317 AREA DESCRIPTION AND ANALYSIS PALM BEACH COUNTY Palm Beach County is located along Florida's southeast coast on the Atlantic Ocean to the east and Lake Okeechobee to the west. The county is located about 15 miles north of Fort Lauderdale, 40 miles north of Miami, 175 miles south of Orlando, and 270 miles south of Jacksonville. Palm Beach County, with approximately 1,974 square miles of land area, is one of the largest counties in the United States and is the third largest of Florida's 67 counties. Elevation changes range from 0-20 feet with the average elevation at 15 feet above sea level. The terrain is generally sandy and flat with some gently sloping coastal ridges. The county's subtropical climate has an average temperature of 75 degrees Fahrenheit. Winters are mild because of the proximity to the warm Gulf Stream currents of the Atlantic Ocean. Prevailing winds are from the east. Average annual rainfall is 62 inches. Palm Beach County contains 39 incorporated municipalities mostly located east of Florida's Turnpike. County government, mainly located within West Palm Beach, handles the unincorporated areas. Population growth has put constant pressure on government planning and services. Land Use Pattern Palm Beach County has a well-established area of urban development as well as a major nature reserve area and productive agricultural area. The urban corridor stretches along the eastern portion of the county while nature reserve and agricultural areas are located in the middle and western portions of the county. Several small coastal communities in Palm Beach County were initially developed in the early 1900s. These small cities and towns were separated from each other with agricultural land or vacant land. By about the 1980s, the land was developed and the coastal area become one continuous developed urban / suburban corridor. This corridor now represents continuous development from the municipalities of Boca Raton to Tequesta. Most undeveloped land is located to the west of this eastern urban / suburban corridor. Several eastern coastal downtown areas developed between the 1920s and the 1960s, including Boca Raton, Delray Beach, Boynton Beach, Lake Worth, and West Palm Beach, are now experiencing redevelopment and gentrification. The nature reserve area consists of a north -south corridor to the west of the urban corridor. This area consists of the large Loxahatchee National Wildlife Refuge in the south and central portion and several other natural areas in the north portion: Dupuis Reserve State Park, J.W. Corbett Wildlife Management Area, West Palm Beach Catchment Area, and Jonathan Dickinson State Park. The agricultural reserve area in southeast Palm Beach County produces vegetables and ornamental plants while the agricultural area in western Palm Beach County is active in sugarcane production. Belle Glade, Pahokee, and South Bay are the three communities within the western agricultural area. 5 File 23®0317 AREA DESCRIPTION AND ANALYSIS Population Per ESRI, the county has an estimated population of 1,521,397 in 2022 representing about 7% of the state's population. Population growth from 2022 to 2027 is projected at 0.34%, which is less than the state's projected growth rate at 0.61 %. The county's comparatively lower future growth rate reflects the county's advanced stage of development and diminishing supply of land available for development. Economy Palm Beach County has an employment base comprised mostly of several sectors: Trade, Transportation and Utilities; Professional and Business Services; Education and Health Services; and Leisure and Hospitality. These sectors are geared toward the seasonal and retiree segments that have been large part of the county's population. Per the Palm Beach County Business Development Board, Palm Beach County's labor force consists of over 700,000 people. The county's unemployment rate is similar to that of the State of Florida and the United States, as shown on a chart in the following pages. Housing The Palm Beach County Business Development Board indicates Palm Beach County has a total of 700,000 housing units with a homeowner vacancy rate quite low at less than 3.0%. Per ESRI, the median home price in Palm Beach County is much higher than the state median home price. Services The county has good medical care facilities consisting of 34 hospitals and 1,992 physician offices. A recent trend in local health care is construction of satellite facilities with outpatient services. The School District of Palm Beach County is the 10th largest public school district in the United States. The District reports an annual enrollment of 193,000 students and 22,340 employees. Numerous private schools are also available. Overcrowding is present in some areas. Prominent academic colleges in the county consist of Florida Atlantic University in Boca Raton, Palm Beach State College with four branch campuses, Palm Beach Atlantic University in West Palm Beach, and Lynn University in Boca Raton. The county has many vocational, technical, and charter schools. Public water and sewer utilities are provided throughout the county by either incorporated municipalities, special districts, or by the county. Telephone service is provided by BellSouth and other telecommunication vendors. Standard electric service is generally available from Florida Power and Light. Natural gas is provided by main or delivered as liquefied petroleum gas by Peoples Gas System. Transportation in Palm Beach County consists of Palm Beach International Airport (PBIA), Palm Beach Park Airport, Palm Beach County Glades Airport, North County Airport, Boca Raton Airport, Palm Tran, Port of Palm Beach and Tri -Rail. PBIA is conveniently located to serve the air trade area of Palm Beach County and the four surrounding counties. The 600,000 square foot airport accommodates 28 aircraft gates with expansion potential for 24 gates. The airport reports a passenger count of 6.5 million in the recent years, which is an increase year -over - year. The Boca Raton Airport, the Palm Beach Park Airport and the North County Airport are general aviation airports serving private and corporate airplanes. 6 File 23®0317 AREA DESCRIPTION AND ANALYSIS Palm Tran is a public bus service in Palm Beach County. Palm Tran has been in service since 1971, runs seven days a week serving more than 3,200 bus stops with 150 buses in Palm Beach County. It has a ridership of over 10 million passengers a year. Tri -Rail is also a means of public transportation in Palm Beach County. Formed in 1987, this light-rail system extends roughly 72 miles and runs parallel to Interstate 95 from West Palm Beach to Miami serving 18 stations. Ridership exceeded 4.2 million passengers in 2016. Brightline is a recently constructed privately -held high-speed rail service serving Miami, Fort Lauderdale and West Palm Beach. Future expansion involves service to Orlando and other Florida cities. Port of Palm Beach is one of the busiest container ports in Florida with over 2,500,000 tons of cargo shipped annually. The port also services over 500,000 cruise passengers. Trends Palm Beach County has well established urban and agricultural areas. Economic soundness is supported with a higher than average income, expanding employment centers, a wide range of commercial and public services and facilities, and many recreational opportunities. The county is poised for further growth. Future trends show modest population growth and a favorable outlook for Palm Beach County's economy. Population trends indicate further migration to the county will continue, and jobs will continue to increase and fuel economic growth in the county. Problems typically associated with growth will continue to challenge Palm Beach County. The major challenges are schools, transportation and utilities to meet the needs of a growing population. 7 File 23®0317 AREA DESCRIPTION AND ANALYSIS U1111 I!!!11 1111111�ilill�l! III polip 111 1111111111 "f. rMUM FI ZNN/ =%A�%/ '145 r'.0 4-, p Palm, Bvaich Cotinfy Labor, Force ............ a . ........... 2011 9 �ouroe: I Area I pAomerd kaflshcs, Flor d3, Depariment of Ecoilofflk bppotju My Palm Boach Coun ty Un, et�ployrn on It Rates 2020 Cotialy, Vii' 't & US Unamployrnent Rate Cornparison Palm Bu,sth County, Suma and Maticutal Un"(1&yment Rama Compairilson 2JD20 I. .......... . "'! 7--w6;;d_ Source,: I AreaU,neffrp1WV1Y)p.nt staustlai, Horda Depairnentof EcurnomIcUpportunity AUCAMP, DELLENBACK & WHITNEY 98 File #23-0317 APPRAISER QUALIFICATIONS AND LICENSE APPRAISER QUALIFICATIONS AND LICENSE QUALIFICATIONS OF JONATHAN D. WHITNEY, MAI State -certified General Real Estate Appraiser, RZ2943 JONATHAN D. WHITNEY, MAI Aucamp, Dellenback & Whitney 1900 NW Corporate Blvd, Suite 215E Boca Raton, FL 33431 jon@adw-appraisers.com 561-609-2884 Professional Experience Aucamp, Dellenback & Whitney, Boca Raton, FL, 2003 - Present Real Estate Appraisers & Consultants • Principal, 2016 - Present • Commercial Real Estate Appraiser, 2003 - Present Jonathan Whitney has 20 years of experience in valuing commercial real estate in the greater South Florida market. He heads the team of eight commercial real estate appraisers for independent Aucamp, Dellenback & Whitney (ADW), and values all major real property types: industrial, office, retail, and multifamily. Valuation assignments also include vacant development sites, residential subdivisions / condominiums, mixed-use buildings, and special-purpose properties. His partner, David Aucamp, SRA, heads the residential side of their firm with a separate team of seven residential appraisers. Clients are mostly bank lenders, but also include investors, institutions, property owners, developers, brokers, attorneys, CPAs, municipalities, and associations. Real estate appraisal and consulting assignments involve estimating market value and -or market rent, and providing expert witness testimony. Valuation assignments range between relatively straight forward assignments to multiple -phased projects with complex cash flow considerations. Education Master in Arts in Business, University of Florida, 2000 Bachelor of Science in Economics, University of Florida, 1999 Boca Raton Community High School, 1995 File 23®0317 APPRAISER QUALIFICATIONS AND LICENSE Activities and Affiliations Florida State -certified General Real Estate Appraiser, RZ 2943, 2006 - Present Florida State -registered Associate Appraiser, RI 11475, 2003 - 2006 Appraisal Institute • Designated Member (MAI), 2013 - Present • Board of Directors, South Florida Chapter, 2018 - 2020 • Associate Member, 2004 - 2013 Planning and Zoning Board, City of Boca Raton • Secretary, 2021 - Present • Member, 2019 - Present Zoning Board of Adjustment, City of Boca Raton • Vice Chair, 2017 - 2018 • Member, 2013 - 2018 Urban Land Institute (ULI) • Associate Member, 2019 - Present Commercial Real Estate Development Association (NAIOP) • Member, 2019 - Present Boca Raton Federation of Homeowners • Executive Board Member, 2018 - 2019 Boca Raton Chamber of Commerce • Member (ADW), 1990s - Present • Leadership Boca, Class of 2016 National Association of Divorce Professionals (NADP) • Member, 2017 - 2019 Boca Raton Downtown Rotary Club • Member, 2016 - Present • Fund Board Member, 2020 - Present • Mayors Ball Honorary Co -Chair, 2022 • Mayors Ball Co -Chair, 2021 • Mayors Ball Committee Member, 2016 - 2020 Spanish River Church and Christian School • Member, Spanish River Church, 2011 - Present • School Board Member, Spanish River Christian School, 2022 - Present • Elder, Spanish River Church, 2017 - 2021 100 File 23®0317 APPRAISER QUALIFICATIONS AND LICENSE Recent Appraisal Institute Courses (sampling of recent courses) USPAP (Uniform Standards of Professional Appraisal Practice) Update, 2022 - 2023 Florida State Law for Real Estate Appraisers, 2022 Supervisory Appraiser / Trainee Appraiser Course, 2022 Appraisal of Fast Food Restaurants, 2022 Business Practice & Ethics, 2018 Appraising Automobile Dealership, 2018 Technology Tips for Real Estate Appraisers, 2018 Advanced Applications, 2009 Advanced Income Capitalization, 2009 Advanced Sales Comparison and Cost Approaches, 2008 Report Writing and Valuation Analysis, 2008 Office Building Valuation: A Contemporary Perspective, 2007 amonDeSa ds, Governor Melanue S. Griffin, Seere¢aiy door STATE OF FLORIDA k DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA RE THE CERTIFIED GENFRAL� PROVI",1ON PF r%i i' WFi JTX / / rr 1_ t i ISAL BD RTIFIED UNDER THE V-5TQTUTES 'xo v 1001 J LAS EXPIRATION DATE: NOVEMBER 30, 2024 Always verify licenses online at MyFloridaLicense.corn Do not alter this document in any farm. This is your license. It is unlawful for anyone other than the licensee to use this document. 101 File 23®0317 APPRAISER QUALIFICATIONS AND LICENSE Appraisal Institute" Prqfessiotuzis Providing Real E'slalc Solulioms jolfall,111, D. w1fitmey MAI Member All��1166,1 and �,,,dflvd 1. .ig dp: mh,� �g, 'd :qtr Yrj t )MN m IN, lh.ffing '"', t,oh (m Woe W to 1 In wiu,-, 0.- , rzfl), Appra,a) jj8,6 xwfi,�H,,d Iffl, orfir"'aw qo In 'wuxr d'. 't, Wx haVC by the ko'd th, pool n10 `scat N, b, h, cwtt i.111xd 11n, 2c �/, d,,y ,12013 42, MreaiA'nra ._ . ........ ........ AUCAMP, DELLENBACK & WHITNEY 102 File #23-0317 APPRAISER QUALIFICATIONS AND LICENSE APPRAISAL QUALIFICATIONS OF BRENT WELLS State -registered Real Estate Trainee Appraiser RI24758 Brent Wells Aucamp, Dellenback & Whitney 1900 NW Corporate Blvd, Suite 215E Boca Raton, FL 33431 brent@adw-appraisers.com 561-609-2886 Professional Experience State -registered Trainee Appraiser RI24758 Work Experience February 2012 — August 2015 October 2015 — December 2017 January 2018 — July 2019 August 2019 — Present Fdurntinn Staff Writer, BH Media Group, Lynchburg, VA Marketing Communications Specialist, Makewells, Inc., Boca Raton, FL Marketing Content Manager, Denison Yachting, Ft. Lauderdale, FL Staff Commercial Trainee Appraiser, Aucamp, Dellenback & Whitney, Boca Raton, FL Florida International University - FL Bachelor of Science, Mass Communications, Multi -Media Journalism Appraisal Courses (sampling of recent courses): Basic Appraisal Principles and Procedures, 2019 State of Florida Law and Appraisers, 2019 The Uniform Standards of Professional Appraisal Practice (USPAP), 2019 Florida Real Estate Appraisal Laws and Rules, 2020 2020-2021 National USPAP Course Mortgages, Appraisers, and Foreclosures, 2020 Appraiser's Guide to Expert Witness, 2020 Commercial Land Valuation, 2022 Introduction to Expert Witness Testimony for Appraisers: To Do or Not to Do, 2022 Bifurcated and Hybrid Appraisals: A Practical Approach, 2022 That's a Violation and Appraising for the VA, 2022 Florida Appraisal Laws and Regulations Update, 2022 2022-2023 National USPAP Update Course 103 File 23®0317 APPRAISER QUALIFICATIONS AND LICENSE *I,,. Ran deSantis„ Goveroxar Melanie S. Griffin, 5ecxetary �1t Npr STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA REAS EATEAPPRAISAL BD i % r THE REGISTERED E ?EI d I REGISTERED UNDER THE PROVGSIO St F CI:i i 5 FL!k/ 'TATUTES of 1 iri' l 1,�1� ou LICEAJhIR Rt4758 w�w�.w �� .",'ll"�� ,z,� a ��w........ EXPIRATION DATE: NOVEMBER 30, 2024 Always verify licenses online at My Florida Lice nse.com Do not alter this dOCUn lerit in any form. ® This is your license. It is kinlawful fiar anyone other than the licensee tO use this document. 104 File 23®0317 ti t/? Q 00 lO ^ ^ in m m m 0 0 0 0 O Ci0 0 0 00 O CD O N 'o O Ol c -I it1 V c -I v m m 0 0 0 0 0 0 00 Ta m N N lu � m N 0 u N O > O ° O O i C O c c` nn v Q 3 L °D _ > O m o m — O° o2i H o in c o Q 0 — O uc Qo Y p > O c 3 O o m 3 m Ou N F0 m 6 fa m e N .-i F o w 0 W c rn z L Z c Y cc O Y o6 c m C O o c Y om a° o c O o 0 m 0 l0 c U T O m° co - lD O O o �o Bo � m ^ Y 7 H N ^ m n N O O M N W 0 06 N N O m ^ a o 0 ti O ti o J aS m O c o O D 01 Q ^ 0 T V a NO o V J N J � N bA N J W N a N L Q i V p i a i V to 'O 'O "O bA C 3 Y m m m m T J ° 0' ro w ro C '-M 'm w 'ro .m a o o o ��-� Nv o Z0 Luv `� ca O CC 4E -f '° ' a aEi a u f6 v c m � o E 46m N N N Ul c W W 0 u 0 a -o m E U E U U E E U p N m N N N � m N 0 u N 3 T N3 � i L v i v Q N O L °D _ > V o m — o m o2i ° t6 r Q ^ L — O U L LL O Ou N m 6 fa N W Z U 7 m w 0 W c w c0 z L Z N a S Y cc O Y c Y C O a m LL^ m a° o c O o 0 0 t0 m U m a JO -E O ^ p n ^ N m N m m c -I N O c -I O W 0 N o 0 a N N 01 Q ^ 0 V a a J J � N O J W N a N V p a 7 p N m N N N N 0 u � � O � O i i — N O L S V o m ° m e r o ^ L C o ro c ^ 7 m W c J Q z L N O Y cc O Y c Y C O a m LL^ m a° o c O o 0 0 t0 m N O m a JO -E O ^ p ++ p ^ Lfl U N w m c -I N O c -I O W 0 M o Q m J N N 01 Q ^ 0 V a J J � N O J W a N V p a N f6 O S O o O T J aw a �m o o ��-� W vT Z0 Luv `� ca O CC 4E -f '° ' a aEi a u f6 v c m N > 46m m> L O Y H c W W 0 u 0 0 > m V J Cm m c L W W N> 6 m N L LA a L a 6 U Q -6 m m j m N J N V1 �n Q m m W Z Z pp Z uj Q m O Z 0 ° Z m ^ Z N ^ N m m w a z 00 7 M N U o ti C C m o o c c N o = o o _ m m o = ° O ¢ ¢ C U U 0 o o o o C N m m m N O M ¢ m ^ W m a u ti ti I o� o6 N oo �D W n ( J O N O O m 2 Ln Q J O O O O LG = C C C C V m (a co (a m > > > > Z O H Z co 3 > > m m L L � U V Lu O U) M m i i Lu C C o o W O O O O d C C U V O m m m m a `} Z Z u 0: r N N N N Q a z 7 00 N O O m > O LO � N ^ N M N w m m W O yh 10 CO N N N N 00 m m m 00 N N N N m m 00 m O V 00 N 10 m m N l0 t0 N N N M .--I O O O O O O p O O O O o o o o o O O W O p p o O O o O O O O O L!1 O O o o u O O CQ ym�y OM Om ^ N m m m /Ny U � x N v U a a W g W z z W O A s �y ^ o v m v o ra o o a, o _ v Cq x o °z o x z o 0 0 F+i la0 o O o ? O Q T 6C O W N U ¢ W ¢ o o m 000 w C W ^ d d co o6 N 0 N o - o6 o w v z o co C7 o H C O O o o O O O 0 a O � W Qui o � o Cr O d vi O O o Q Q opo � O O Y) v O Y) y u Y v u u u u a a in > in m ¢ d ¢ f6 GJ N Q LA C Lu U V U QJ Z _ Qj G C m m m C N d aj N iC of Q ¢ C c c ¢ '6 a, +' U ti o o o ti M m m m Q J N Z Z Z Z Z W m W C Z Z 0 lI1 rl N N N = M N L ^ N N C C C N O � u1 ti Ln �-i Y 10 oq m 00 a m oq m 00 t/T O O O O O O O e -I M N O CD p O -O O � N O t0 00 V O T O N N N N N Ul O J J O U J O] c0 c0 O] L U L U L U L U f6 N f6 N (0 N f0 U1 O] cD cD Ol Ul O] C C C C O O OO M M O] c0 c0 c0 Z Z N lD N C 1p l0 M M M N N N MU Low MU- Med MU- High * 20 du/ac . 40 du/ac . 80 du/ac * Max height 45' . Max height: 75' . Max height 150' . TOD Bonuses . TOD Density Bonus 111111i0i IWOAN'm "iMbod"I'Xio ""'/Iir Figure 20: Recommence( �re Land Use for the Boynton Beach Blvd. District SUBJECT PROPERTY ITl# Low • 20 du/ac (incentivized units) • Max height 45' • Redevelopment / infill • Commercial uses required • Parking at rear • Public greenway to butter 6 • Two story max at street • Buildings set back to allow f pedestrian zone I Town square * 40- 50 du/ac * Max height: 65'-75' * TOD Bonuses (height / density) * Commercial uses required 1711- IT -led • 40-50 du/ac • Max height: 65-75' • TOD Bonuses (height / density) • Commercial uses required • Max 4 stories on street MU- High 60 — Sir Max height 150' TOD Density Bonus Commercial uses required Max 4 stories on street Figure 21: Boynton Beach Blvd. Example Projects 65 1, i �e B101YO NTO�III�IJIII611I1III�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 NEW BUSINESS AGENDAITEM: 13.13. SUBJECT: Discussion and Consideration of Draft Scope to Amend the 2016 Community Redevelopment Plan 311J�IJ�1_1X119 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, 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. Upon receiving further direction from the Board, CRA staff will forward the draft SOW to City staff and the CRA legal counsel for review. Once comments are received, CRA staff will incorporate the SOW into a Request for Proposal (RFP) for Board consideration at the earliest available agenda. CRA staff anticipates that the CRA Plan Amendment process will take approximately 12-15 months, including the RFP and consultant selection process. FISCAL IMPACT: Staff anticipates that the project will cost approximately a maximum of $250,000 and may be included in the FY 2023-2024 Fiscal Year Budget. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan All :L\ 167_1Naxe]29MLl61 To be determined based on CRA Board discussion. ATTACHMENTS: Description D Attachment I - Florida Statutes Section 163.340, Definitions D Attachment II - 2016 Boynton Beach Community Redevelopment Plan D Attachment III - 2023 Preliminary CRA Plan Amendment Scope of Work 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. www.Ieg. state.fl. us/Statutes/index.cfm?App_mode=Displ ay_Statute&Search_String=&U RL=0100-0199/0163/Sections/0163.340. html 1/3 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 www.Ieg. state.fl. us/Statutes/index.cfm?App_mode=Displ ay_Statute&Search_String=&U RL=0100-0199/0163/Sections/0163.340. html 2/3 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 www.Ieg. state.fl. us/Statutes/index.cfm?App_mode=Displ ay_Statute&Search_String=&U RL=0100-0199/0163/Sections/0163.340. html 3/3 .......... 1 t ��oiaaaaaaaa��aaaaia �iaa iJ�iaaaail Boynton Beach Community Redevelo ent Plan PM 'r/A To j �:=BEAC 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 Justin Katz, Board Member Joe Casello, Board Member Christina Romelus, Board Member 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., Board Member Amanda Bassiely, Senior Planner/Urban Designer Allan Hendricks, Board Member Hanna Matras, Senior Planner Adoption Date.- October 4, 2016 3 Executive Summarjj 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 $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. 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. 6 Updating the Vision 1 Public Participation Process 17 Planning Considerations and Strategies 19 Organization of the Plan 25 IISVISDN&II, mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm . Mission Statement 30 The Vision 31 Goals and Principles 32 Connectivity Plan 37 Land Use & Zoning9 I Boynton Beach Boulevard District 55 Cultural District 71 Downtown District 81 Federal Highway District 93 Bart of Boynton District 105 Industrial Craft District 119 E. IMPLEMENTATION GUIDE.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm...mm ..... 127 Introduction 128 Planning & Policy 129 Development Projects 130 Initiatives & Programs 131 JIr IIr IIE:':':" III* IID IIII mm.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 Appendix 1: Existing Future Land Use Map 134 AppendixRecommended Future Land Use Map 136 AppendixRecommended Connectivity Map 138 Appendix 4: Workshop Polling Results 140 Appendix 5: Exisiting Conditions Analysis 144 I 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 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. 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. • 'i III �) e Ii I e. ,,,,ai„..t,...�f�.:�.....�i.1.��..�. ��.111::�1i..t..�..8.....IL.U........�""),.IIL�i:�..lU,.,li. 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""'llic 20Ji'� III'rr;muielll Ili°°°Illlii Jw awlui ui liidrwuim Cou°°u°uiuii,iuimliii: vclllo uiwuit III'°lll ui Plan was the first version of ...................................................................................................9....................... y..............................................................................................................2....................................................... L......................................................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 Ocean IC iistiri t Coirr�,lrrii,uI It r Ill edevelllo�oirnent Plain 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 14 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 15 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. 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. 0 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. 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. 22 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 3 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. 24 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 1st 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 • 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, Z 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 Figure 3: CRA Districts 1OBoynton Beach Boulevard District Cultural District ODowntown District lay/'i 4 Federal Highway District @Heart Boynton District of ©Industrial Craft District , ® 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. M 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. 11 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. 32 • 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. 3 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: 1113oyint in Beach I13ulllevair consists of Federal III°lii lhway is the main north -south entry into maximized vehicle travel lane widths, the CRA, providing access to the downtown and minimal bike lane width, narrow sidewalks, future passenger rail station. Although it is unlikely minimal separation between the travel that the entire length would be traversed on foot lanes and the pedestrian way, and frequent on a regular basis, it is a rather short distance to intersections and driveway openings bike. Federal Highway currently has three different without design and markings for pedestrian retail hubs, and waterfront parks that should be safety. This road is the main entrance into easily accessible by the pedestrian and bicyclist the downtown area connecting the CRA originating from either the east or west sides of to the greater region and the western Federal Highway. Federal Highway is also one of the communities. As indicated above, it is the main bus routes in the County, with numerous bus link for local and regional patrons to ocean stops scattered throughout the CRA. "Walkability" amenities whether for active recreation should be the priority in both public and private and sport such as fishing, diving and improvements to maximize access to these bus snorkeling, or for passive use of the miles stops, as well as local resources such as the of beachfront parks. Walmart grocery store at Gulfstream Boulevard, the shopping node located at the Woolbright Furthermore, the vision for the corridor Road intersection, and the downtown area at the includes greater retail intensity combined intersection with Boynton Beach Boulevard. The with residential land uses in low-rise valuable waterfront parks are conveniently located mixed-use developments. Traffic speeds at the northern middle and southern sections of should be calmed, and pedestrians better the corridor, thereby minimizing travel distances accommodated. Wide sidewalks and for local residents and facilitating the opportunity greater separation from the vehicle travel to bike or walk to these amenities or corresponding lanes should be a priority. Separation can special events. Similar to the recommendation be accomplished by landscaping, on -street for Boynton Beach Boulevard, wide sidewalks parking and wider bike lanes along this and greater separation from the vehicle travel roadway. Plant selection and landscaping lanes should be a priority. Separation should be design should emphasize canopy trees accomplished by landscaping, on -street parking where feasible to maximize shading for and bike lanes along this roadway. Plant selection the pedestrian. Also, the ultimate redesign and landscaping design should emphasize canopy of this road should include one of more trees where feasible to maximize shading for the cross -walks to facilitate safe north -south pedestrian. Again, to achieve the ideal complete movement west and east of Seacrest street, dedication of private property may be Boulevard. To achieve the ideal complete necessary, which would be timed with private street, dedication of private property may redevelopment projects. be necessary, which would be timed with private redevelopment projects. 38 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 III 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. Seacirest Boulevard is a north -south Woollbright Road is a county collector street county collector street that dissects serving as a second major linkage between 1-95 the Heart of Boynton District and MLK and Seacrest Boulevard, the activity node at the Jr. Boulevard, represents the western intersection with Federal Highway, and waterfront border of Town Square, and separates land uses and amenities. Although mostly located the large single-family neighborhoods outside of the CRA, it is a principal connector road from the civic campus, recreation areas, within the network, a second entrance into the CRA and the downtown. This road is flanked and the downtown. Similar to segments of Boynton by, and connects, various public, private Beach Boulevard, Woolbright Road consists of and institutional uses such as churches, wide vehicle lanes, an uninterrupted center turn Poinciana Elementary School, Sara lane, minimal landscaping and no shading for Sims Park and nearby Wilson Park/ the pedestrian. Despite the fact that the road Denson Pool, one of the City's largest separates a large single-family neighborhood to employers (Bethesda Hospital) and City the north from a recreation area to the south, it has Hall. Historically, the role of this road in no direct pedestrian crossings or bike paths, and the area's roadway network has been there is much room for improving the aesthetics of a collector street extending south into this second access into the CRA. the City of Delray Beach and north into the Town of Lantana. The design places Gateway IBoulllevaird is the last of the streets a greater priority on the motor vehicle recommended to ultimately become a "Complete and the terminating destinations, than Street", and is included given its proximity to the on the pedestrian, bicyclist, and abutting CRA and role in the circulation system in the City. residential neighborhoods. Although Although only a short segment of it is within the streetscape improvements to a portion CRA, it serves as a main access route from 1-95 to of the northern segment of Seacreast the north end of the CRA, and connects residential Boulevard were completed in 2015, the neighborhoods in this northern area to a potential improvements excluded an increase in future hub of convenience stores to serve local the sidewalk widths and the expansion needs. The F.E.C. Railroad crossing represents a of bike lanes, mostly due to the limits of challenge to providing optimal pedestrian access the existing right-of-way and the County's along this short segment of Gateway Boulevard. 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. 0 Figure E Recommended Complete Streets P4 ! « | / �- | .. Ent -Of\\ t _ a ■ % I , ! � � iiikl()Il 11%i,)" I II" Greenways and ecotrails 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 Figure 7: Recommended Greenways & EcoTrails K Legend 13 r— r -2 C', tNZ , PM J §t 6n,, W w I" g -a OC L-------- - Legend 13 r— r 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. 11 Figure 9: Recommended Bike Lanes 15 - - --- - - - - — R I 4—k - Ip I wA ff IMPUS1 Legend &U*vft Slft,lft Jill= 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. 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. m � rrai uuuuuuu um //////coq//� rano »»uJJJ/�� du�up;, ///rnir � %%/%%/%%J�JJ l/dirii /fd�//�//(�( ////ai/I//g....... IWid/f 1�1 l�lll II� JJ�//l/lll�%� `uuuo�ifl ��I�� 1111111 �� r IIID��r III�� l�linm �% IIII �Giiiiii� ( 1/�aaia �, �iiri��i � limn111// loiraa/f w uuuuuuum lamrrr ,/ i��„I �� JrtIoi SDP �k„�,1&1��i�h��.;� �0 ��y�UJI((' I ren Q r/ r/��rll rUn, 11 ((�((f IIS �r � 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 DUla�CRE CHANGE RESIDENTIAL CLASSIFICATIONS; Lew Density (LCR) a Low ICDensity (LDR) 7.5 Merged into one category Moderate Density 7.5 M'OCR 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 ( SHCR ) 20HDR; SI -IR Speciall High Density (SHCR) 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) g Mixed Use High 50 Corresponds with previous Mixed Use Core Table 1: Proposed Changes to the Future Land Use (FLU) Classifications 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 ER1-AA 30" (2 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' Corresprrn+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 densis existing MUL- MU-2 40 stories) 2 under M FLU at 30 dublacre Mixed' Use 50 Medium MUI-3 50 75 (7 NEW district stories) MU -4 00 100' (110 NEw district 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. I r r" on"Il fi! 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 `�?,�, SII XPi i UJ �d' rl erre s dl. e 1,i11" c s s 1111 11 s c l lri� • 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. 11 Boynton Beach/ Boulevard District iln t ii d Ll Ct'iiiii n nn � iiia � a g e s iirilri'iiiii iins'iiiiid e ii 1 'iiiii iiiiq ilii hill i IIII ui��tui��cd �ctlii our.m ................................................................... 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 56 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. M Figure 11: Examples of Districts Planning Challenges 5 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 Vliialii'tui.m .................................. 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. tt' tTMeui urmuueuitdai°liioui ne Stireetsca IIS....... 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 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. Boynton Beach Boulevard Design: West of Seacrest Boulevard 114 TL T 1 - MID So ff 1X.1------1 V,r- TL Figure 17: Boynton Beach Blvd. Section from 1-95 to Seacrest Blvd. 62 Boynton Beach Boulevard Design: East of Seacrest Boulevard Figure 18:Boynton Beach Blvd. Plan from Snaorea Blvd. toFederal Hwy IMMEIIIIIIIM M AlQ 59 | M AlQ 59 ~ � Figure 1S:Boynton Beach Blvd. Section from Soaoret Blvd. 0oFederal Hwy. M 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. 1st 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 . .... ..... Mixedl-U=e ................. MU �� 5' Medium 5g �.,.,-..,- ...............��. „......_""""""" , �„.........., ...... „ MU -3 5,0 75' MU -4 ..,..,..,..,..,..,..,..,..,..,..,..,.. ,, 60 ,,..,..,..,..,..,..,..,..,..,..,..,,. 100, Mixed -Use Hugh _ MU Core 1, * . ......... ......... ......... ..... ......... ......... ......... ................................................. Properties located within the TOD may recieve a 25% density bonus _. 61 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 N 6 I eesui°°ur°uuuineuimdatliioui s Quidit IIII':'�esliir:I 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 Figure 23: Example of Mixed Use Low Project on Boynton Beach Blvd. Figure 25: Boynton Beach Blvd. District Master Plan 68 Figure 24: Example of Mixed Use Medium Project on Boynton Beach Blvd. 69 70 IIII Irod uctIri IIID IIID 'lull IIID g C a eIIII .IIII IIID VIII IIII �� IIID�� 'iiiii IIID ��'i .......... I '']��ie VIII VIIIaIII IIID IIII�� IIID � VIII IIII IIII ui��tui��d �ctlii ours ................................................................... 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. 7 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 M 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 III �^'ih IIII III'"'� 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'�!'�ec�''��ul�ll°mur°ur°uueulrm�t��tlii°ul�s' Si°ul�ect s�c�� . c ..................................................................................................................................................................IIIA....... 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 • Ott -street parking • Designated bike lanes & facilifie's Landscaping/street tree 1 rnprov me nts • Sidewalk expansions and repairs • Public art alongi Memo Curbless't stival' street section Material and pattern enhancements Figure 28: Ocean Ave. Streetscape Recommendations 11 Streetscape Enhancements On -street parking DeWgriatend bke lanes p Reduce lane width Enhance crossmAks, Figure 29: Seacrest Blvd. Streetscape Recommendations • 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 IIS 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 AND UDENSITY' I REISP INVIN ZONINGN� t� l � Gx ! �, HEIGHT U Care 80 t 5o Mixed-use Ruga so ........ ........_ ......... ......... ...... ....................... MU -4 100,, mixed-use MU 510 75' Medium MU 2 40 55 .....� *Properties located within the TOD may recieve a 25% density bonus " 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 gree) 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° Figure 36: Ocean Ave. Design Diagram tl:rtesvakl i R:wr..rvrct1f PvJ"V60 "f'm! Figure 37: Example of Mixed Use Medium Project on Ocean Ave. ,,,,��,,�.,,,,�, '%;,;; �� ice✓;; ,,,,,,,,,,,,,.. ..�%.. oi,,,,,, Figure 39: Example of entry and streetscape in the Cultural District �,(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.. 00 111111111111 ,Downtown DistrictArl, IIID tIID 'ii IIID IIID Illi ii VIII IIID g C a e lri °°° Illli IIID �IIII IIID �� IIID �IIIII �w ° IIID �IIIII Illli w� .......... I VIII VIII IIID IIII ui��tui��cd �ctlii ours ................................................................... 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. 02 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 ui ui ui � i ................IL..............�� ;w'�.iii:�.f�.ICl.f.�wm,.!!I�.,u1:.I!Lf�!!�.!!C:........ 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 eliiieui 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. tmmc'ui°uuurmuucui`�a:liimmuis Stuff cetsca c 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. Ill 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 ND USE DENSITY CORRESPONDING ZONING DIEN ITS' MAX CAIS WEIGHT High Density 1 R-4 IHUUa PUD 15 45' Residential Mixed -Use MU -2' 40 Medium MU -3 50 Mixed -Use High 80 MU -4"" 60 100, 11U Care 80 150 General n1a C- Commercial n. /a 4 ' Industrial n/a M-1 nJa 45' Recreation Wa Recreation; n/a 4' Properties located within the TOD may recieve a 25% density bonus MIDI- High 80 dulac (zoning W -Cor ) Max 'height, 150" TOO Density, Bonus Cornnierc'lal uses, required to ron't Federal Hwy 50° fuse Maximum U-- Meal 40- g dLdac: Max height: 65'-75' TOD l5onuses (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 06 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 I°Recoinriui°°ur°uueuimdatlii 'mui c IUurll ainIIII': -IRv.5idenl4,fl/Cl,ff me j/ 1 �� -' L Lfl i:'" Path ` a �la��/�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 Figure 46: Example of Mixed Use High Project in the Downtown District Figure 47: Downtown District Master Plan 92 Federal Highway D IIIatrod u , VIII IIID a ID riVIII IIII'" °' °°°a e n g e s IIID IIID IIII IIID IIID VIII IIID �IIIII IIID .......... I°°°°°°° VIII VIII IIID e coIIID IIII""'nIIID' '° VIII Illn s 9 IIII ui��tui��cd �ctlii ours ................................................................... 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. Figure 48: Federal Highway District (North) District Location Map 95 Figure 49: Federal Highway District (South) District Location Map IIII'tl'.IIIL�.!!I�.III�.iii..I!!.2.... .,III„g„IIIIIII:I!!..gg.. 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. 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 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. 98 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°f�!�c�`�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 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 F• Rarommanriari Pi ih ira I nnri I Ica IFI I I1 ('.Iaccitiratinnc Within tha Pariaal r)ictrirt LAND USE DENSITY CORRESPONDING ZONING DENSITY 'MAX CAP* HEIGHT (Mixed -Use High 88 MU -4, IMU Core 60-80 1001-158' Mixed -Use 50 MU -2, IMU-3 48-58 65'-75' Medium Mixed -Use (Low 28 MU -1 20 45' Special High Density 20 @PUD 20 45" Residential High Density 15 R4. Infill -Planned Unit 15 45" Residential Dewelo meat (Medium Density 11 R3, Infill Planned Unit 10-11 45' Residential Development Low Density 7.5 RI -AAA, R4-AA!B, IRI -AA, 5-7.5 30' Residential R -1A, R-1, PUID Recreation n/a Recreation nla 45' Properties located within the TOD may recieve a 25% density bonus Figure 51: Federal Highway (North) District Example Projects 100 Mixed Use _ High GO Wat i?aru g MU,4i N1,1K 11p94�V, 10' CoK oleu FM a ueg requ v'(41 ro tw nl F(Agu'faQ Hwy ��i"r�,h5�^Nutiar.dcrta�n7c� �� W- Low Ca rnrnr.faa,1 Il A bp' Y"&rvxmo rigure n Projects Figure 53: Recommended Land Use for the Federal Highway (North) District LII Figure 54: Recommended Land Use for the Federal Highway (South) District 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 0 Figure 55: Example High Density Residential Project Figure 56: Example Mixed Use Low Project I 03 m District rod L,l Gt"VI'GIq a IIID IIID VIII IIID g C """"'a eIIID g e s .......... I '']��ie VIII VIII IIID 05 IIII ui��tui��cd �ctlii ours ................................................................... 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 I 0 Figure 57: Heart of Boynton District Location Map I7 IIII'tl'.IIIL�.III�.III�.iii..I!!.9.... .,III„g„IIIIIII3:I!!..9g.3. 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 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 I08 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. I 0 III �^'ih IIII III'"'� 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. IIID°��cc�'��ul�l°mllr°m°uu��.mlll�tatliiolll��' Stlu�cctsc�� c ..................................................................................................................................................................IIIA.......... 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 I0 Figure 60:GeaorestBlvd StrootsoapoArea 4�Max. Figure 62: MLK JR. Blvd. Street Section 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 Governmental/Institutional 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 CORRIESIRGNDIIINGZONING DENSI * MAX CAP HEIGHT Mixed -Use Mediiu m 50 MU -2, MU -3 50 75' Mixed -Use Low 20 MU -1 20 45" IHnOh Density Residential 1;5 R4, l'D'iUD 15 45' Medium Density 11 R, IRUD 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-, RCD n/a 45' General n/a C-4 Commercial n1a 45' Industrial n/a M-1' n/a 45' 'RRGI; n1a Public Usage n/a 45' Recreation nJa Recreation n/a 45' Properties located within the TOD may recieve a 25% density bonus 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= emAuorrr'tiuir WIM.OdOWww�AA�cw,W�laWe a„ w� : eWne I°?ecoinriui°°ur°uuouimdatlii 'mui c UUurllbainIIII': 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. r o 0 144 Arrrri 108 ,ter Fiqure 65: Sara Sims Expansion Figure 66: Ocean Breeze East Figure 67: Cottage District Figure 68: Example of a Commercial Project on MLK Jr. Blvd. ID Figure 69: Example of Multi Family Project on MLK Jr. Blvd. ilri t ii i 'ilii iiin riiiiii iii iiia .......... I `]��ie hili hili ilii e coiiirn iiirii 'hili ilii IIII ui��tui��od �ctlii our.m ................................................................... 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 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 III �^'ih IIII III'"'� 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. IIID°fec�°��ul�l°mur°m°uucul�iatlii�ul�s' Ill....aul�d �ils�c 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. I 22 Figurew72 Use 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 . Figure 74: Example West Industrial Ave. Section |I4 Figure 75: Example of buffer wall and pedestrian improvements on West Industrial Ave. 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 CRAas 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. I 28 Planning & Policy Table 8: Planninq and Policv Implementation Steps 'Consultant maybe N red by CRA to c o m p lete th is task I29 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 I29 Table 0:Development and Capitol Projects Implementation Steps l 3 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 l 3 Initiatives & Programs Table 1O:Initiatives and Programs Implementation Steps M Proposed Responsible Funding Highest ID Project Name Project Description Party Source Priority Workforce Review/amend the City's, Workforce Housing City City Housing Ordinan,ce l�-2 Land Assembly Create programs that remove barriers to land CRA CRA Assistance assembly Clean and Safe Implement Projects, that, in,c1bde Neighborhood Po,licng, l�-3 Program Code Enforcement and Litter Reducton to mprove the CRA CRA appearance of the CRA District. Business Support CRA Economic Deve[opment Programs to Program to recruit new bL[Sinesses to the CRA District. Marketing media, ouffets to market the CRA District and its redevelopment opportunities- Small� Business Marketing and pro,moti'on of existing and new or ;1_6 M! arketing emerging bUlsibesses within the CRA District utifizi�ng CRA CRA Program various media outlets to encourage long range success. Create and mplement unique special events and �J Special Events, community activities that showcase redevelopment CRA CRA Programs, efforts and opportunities as weI1 as existing businesses within, the CRA District. Boynto,n, Harbor Conti�,nue to Pro,vide finanici'zl investment to improve, A, Marina M, aintain and promote thils, unique asset,, to ensure its CRA CRA I ongoing success. Table 1O:Initiatives and Programs Implementation Steps M u..o milli milli 00000000 000 moo mooirig 0000000 u...o .............0 000000 airid Use IlMa��p 00000000 000000.. 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 duao YIYI YIY f9 �pNINf�V'w Rel a0tl y.uem,wall y Xrraa no,ar W MuaaW L m SGV; ckOat,: Federal Hwy < Blvd Anton Beach Blvd )an Ave. olbright Rd i36 LEGEND �cmxv afpabaaolll (R) r: M�wu a Ooa soy b" gismo wtial (Pad M'4.) .N,N d u;aG Nru�aNilria�l�+�rr�ul �I'nl:�C-,��il� Rolail �a uaruam L 1 L„L , `e*!oior 4:p Nw�rrir�ro Fra a^,ail ";N�::1 R1,111m "i LNb menjiu,laar (NIL AI) N50 GNia,Pac TOD um Federal Hwy MLK Blvd I .I Boynton Beach Blvd I B L Ocean Ave. Woolbright Rd 111111 111111 111111 IIIIIIIIII 1111111 111 III 111111 1111111111 IIII IIIIIIII 138 CoiiipkAe, Streets Streets Eco'rrw�s Bike LMIPS (CWSlklrg� Bike Danes c1reenways Parks Pd,rilof lrttei esl H 111111 111111 IIIII 111111 jk.i 9E91 �esiiim1[Iir taiii,�iiimClf ,, l,„,,,,,ill„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. IBgylirm„ ,u 9a.c.11t,,,,,lIB. ou ;,III, ;y, ;11r ',,,,,III; ,'iil, ; ilrlii, ;Di;, 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. 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;iiisturiiict 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 I11;;).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. IFedeura.11l IIHJi Ihwav Ilf; 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. I 12 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°°1eaurt of I1.BJ&!!212li .......... ,iiisturliict 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." 111111 111111 111111 1� Illir—mol � � � illl�; ",,If� �II�II!�i' ��11 II1111JJ))11i!f rJJ IIII °��// S i�� /%/liir,,, loran�l��11 »� �111111111111 uuuiu s jj»j�0 710 IIS II ,III k IIA ° ��aao/llr(l ( "/ 3256 Mli"CRA unturm :� II 4 v N��)NN��N�� ____ _ _____________________________________ About the Boynton Beach{��A_______________________________�� Existing redeve|OprDeDt�|�OSL________________________________� The�O@_________________________________________-�7 ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ....... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... .... �� POPULATION AND HOUSING Population Estimates and �� '54 Population Characteristics Race and Eihni�itv 11 Age and and HOUseho|d(�DDl��itiOU_____________________________________________________1O ,.68 Education and |Dc#Dle--------------------------------------------------------------17 HoUsing24 Honne{�vvn�r�hip______________________________________________________________________________~�4 Age0fstock _________--------------------------------------------------------------------------25 Residential Pm0pedvvG|U�� Single -Family --..... 25 TbxvD --2O Condominiums and Rental Apartment SELECTED ECONOMIC INDICATORS Employment by Household Effective Buying Worker Commuting ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... �7 Future Land Use and��DiD�___________________________________________________________________�� TCE/\and Coastal Residential ......... Current Use _..... 45 City- and CRA owned pa[ce|S________________________________'5� Inventories Historic '54 PUb|icAJt________________________________________G0 ,.68 ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ....... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... ...... 85 Water, Wastewater and sewer iDlprOve[Dents_.B6 Identified substandard �r��R7 RedaiOOedVV��[_____________________________________87 Roads 92 PBveDleDL��OdihDrL____________________________________9� Street Lighting S2 Median Landscaping S2 S3 L 0 ist of Figures �r VIII IIID IIII VIII IIII c VIII VIII IIID Illlh°° 11111 VIII IIIIIIII VIII IIIIIIIII''IIIII"""IIII"""'11111 IIII "°} Figure 1: 2010 Census lock rou s............................................................. . Land Uses Downtown Section............................mm..............................46 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 1a: Figure3: Percent lacks...........................................................................1 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.1 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. Figure5: Med ianAge.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.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 15a: Figure 6: Population Over 6..mm.....................................mm............................... 1 Figure 7: One -Person Households................................................................. Land Uses Southern Section...........................mm...............................50 Figure : Population withBachelor's Degree or Higher ............................................ 21 Figure din Household Income................................mm............................... 22 Figure 10: Home Ownership ate................................................................. 2 Figure 11: Commute of 30 Minutes or ore.........................mm................................33 Figure 1: VIII'°°°"""11111"""Illi IIII'°° IIIIVVVVVI VIII IIII IIII IIIIIIIIIIIIIII IIID VIII' IIID VIII IIID IIID VIII' VIII"""VIII"""1111 IIID � "" Figure 12: 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.mm.mm._. 40 Figure1: 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.mm1 VIII VV VIII IIII VIII""" IIID VIII' VIII"""VIII"""VIII ""' IIID "°} Figure 1: Land Uses Downtown Section............................mm..............................46 Figure 1a: Commercial Uses Downtown Section...................................................47 Figure15: 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 15a: Commercial Uses Northern Section Figure 16: Land Uses Southern Section...........................mm...............................50 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 &A rcels...............................mm.............................. Figure 1: Historic Properties Inventory............................................................6 Figure 19: Parks Inventory....mm................................................................ . ....6 Figure0: 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.... Diagram : 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- ultur mm.mm.mm.mm.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- Inustrit..........................mm.............................. 77 Diagram 6: Structures Inventory- Boynton Beach Iv..............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 Illlh°°°° VIII IIID IIII'°°°° VIII' """("""IIII'° """(""" VIII'°° IIIII'IIIIIIIII IIID IIII' VIII """("""VIII ""' IIII 85 ..................................................................................................................................................................... Figure 21: Utilities Improvements Northern ection..................mm,................................ 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..8 Figure : Utilities Improvements Southern Section 1 FigureRoad Classifications..mm....................................mm.............................. 9 Figure25: Alleys................................................................................... 9 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 96 Figure27: Bus Route mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.mm.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 lig, lir l 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. - 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. gib' 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 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 Im EM CENSUS 2010 BLOCK GROUPS wholly or partially enclosed within the CRA boundary TRANSPORTATION ANALYSIS ZONES wholly or partially enclosed within the CRA boundary I I Blvd 20th 0 437.5 875 1,750 2,625 3,500 Feet Figure 2 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 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 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. 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. �,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 CRA AREA POPULATION 65 YEARS AND OVER by Census Block Groups, Census 2010 <n pve 27th Av NE 26th Ave U in Z � NE 9th e L4[ SW 11 Ave �— Inter agos °' o c m SW 6th e S!y m 21 Lu N J N m co U U) o Quantum Blvd th Av ~ Wo (bright Rd N 1 way Blvd NO [Catalin Dr 0 V U � Park _a m o C rtina Blv NW 13th Ave U Z 2 o n41 U) o w c SW 24thv M a w N ,,o s S Z N W m 3 Missi U 6t ve N d M SW 27th v 0 Old B ynton R Z V laire r oy �o r r Dr N Gondola C ra i <n pve 27th Av NE 26th Ave U in Z � NE 9th e L4[ SW 11 Ave �a _ SW 6th e S!y e N SE 25 h Av N r W m co U U) o SE 27th ve th Av ~ Wo (bright Rd N 1 SW th Ter r^ NO d SW 19th A w 0 V U � N a 2 th w o Rd 0 W2 rd Av c SW 24thv o SW 25th Ave N� s S 25th PI N n f m 3 Missi U 6t ve N d M SW 27th v SW 27th PI s � W 28th AV r r Dr N SW.3 th A e a r h ve O c P SW 35th Ave D a m Neptune Dr <n pve 27th Av NE 26th Ave U in Z � NE 9th e L4[ �a _ 25th A N e N SE 25 h Av N w `�h SE 26t Ave SE 27th ve .. m N a SE 27th Ct SE 27th I SW th Ter r^ w SW 2 th Ave 2 th Sun et Rd c i sA e m 3 n f m JiT C' n t Missi U n Hill d d i S 3 h ve O c m mrn CIO LU ulf tr S ®® ®®® ®0 Y 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 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 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 ' '� 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 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 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 ]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 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. 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 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 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 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 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%, 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 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 36 iiiiiiiiiiiiiiiiiiiiiillillillillillillilliillillillillillillilliillillilliillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillillillillilliillillillillillillilliillillillillillillillillillillilliillillillilI Future Land Use & Zoning TCEA & a wu IIII........... X*II' � LJ VIII&,Z'QIVII IIIDG N A 0 1 -ffille I UNN WN, I , I The maximum densities of the Special High Resi- dential, Mixed Use and Mixed Use -Core categories can be increased by 25% for properties located within the Downtown 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 dow-itowt -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. 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 CRA FUTURE LAND USE MAP 0 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 RR row M-Mra-milo-ff"Um Public Art ol. W 43 44 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 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 ®'. rrrrrM1 z z I _w N tel % NOR1 gm NE 7th . R �I Z r W 6th Ave NE IIIIIIIIII z 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 M 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 N 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 .w. SE 7th Ave re 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 N 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 N 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 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 LAND USES IN THE NORTHERN SECTION 48 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 THE NORTHERN SECTION COMMERCIAL USES 49 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 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. CITY- AND CRA -OWNED VACANT PARCELS 53 Table 16: FMSF Inventory Sites within the CRA m 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 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 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 HISTORIC PROPERTIES WITHIN THE CRA °5 HAVE MEE ®®®®®& MI R 90 C .. LA I APARKBGUR 2 ; O �.. ALE iSTAI D n LN w z r 20TH LH gy A p E zo x = Et9T AVE ST 20TH Ave Fm a Z OAK ST I� NE 17TH CT o HE 17TH AVE HE 5T E 16TH OT S CIR LE DR E 16T 16TH ISLAND OR A ® MARLIN ON RIDGE BLVD N +5 X VEI N PL 6 A 6 2 N 14TH ; _ NE 14TH AVE ; CEANXINLET OR O ®,.. SHORE DR PAI9p� pO4 NW ITTX AVE EN ®®®®®®®®® ®®®®®®®®® NW +3TX AVE NEI AVE NORTH RD In OU „„ W 13TH N ® is��i. nw+2Tx AVE NEI MI 1� I(R o e Z NW 1+TH AV E I ALI� HE+2TH TER 112 IOER RD y NIN eX AVE Ty HE 9TX AV eTX A ,�4R y N NE HTX AV NE6T AVEm NEI' CTE s' Fa AVE - 2 W T o NW E4TX AVE 3 � = O NE O ND AVE NW+ TA F SII O u E I� NE IST AVE 1ST DO�I VE HE I 3T A A SW 1ST GT mSE ST AV t = VE S 13 3 2 ~ D � ; m S 3RD V SE 3R AVE AVE SSE5 ; SW 4T AVE 2 SWS HAVE HAV TX M SW 5TH CT m 3 6TH A EBE 6TH VE Im U FET 3 A E SE ]TH7 sp 9 W TTH C SE 8TH V HAVE 679 v� W BT A e L W 9TX AV 9TH V NBRI AR ra 9 91, Op SW ;DTH V ® Legend 9 $ MORT m ISLE RD WIIIT SW AVE FmE + AV S t 2TX RIVIERA DR W 13THAE n hSW 1ST A +STH GHARBOR O National Register 3mm 3TH W f ; 2 SW 1AT A SE 14TH A m 3 TX AVE _ y ® Local Register ITT" Ave N RTX L D E W + HAVE MAIN BLVD TX AV a Update to 1996 FMSF D SOUTH LVD STINE T BE 20TH w � 0 1996 FMSF O W �FQ <Q A 1 PINT¢ O 3 21 21 T INAJIM ®®®®uywR D z DA Eft RDINALDR®®®® CRA Boundary 2 DSW 24TH AV ® E-IEW ASE 247 A E SE 24 HAVE SW 24TH AVEf W 25TX V W�Sr+Y � URF Rp 4 w SE 257 A E 9y SE 26TH V BE AIR OR � 27TH Eq F SE 2]TX = Q WqR-wW�•`ITTLE CLUB ' T LI\VI A e � ySE 2]XC J O TH AV 27TH VE H SW 2] H WAY 1 27TH PL v 2 SW 2]TX PL W 2rTx P SW 2 TX TER Be T. 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 °5 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 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 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 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 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 PARKS AND RECREATIONAL FACILITIES rk 71Wilon Park Sa Sims PIPIII��/ Carolyn Sims Center w and Denson Pool Barton Greenway and Barton Memorial Park a Kids Kingdom Playground GalaxyPark Library/ Civic Center Kiwannis Sierra Park Intracoastal Park and Clubhouse Harvey Oyer's ......and ClubhousePark Pg Palmetto Green Linear Park East Her' Park Heritage .... Mangrove Park llll�_L�IIIII LLllll 1J �'" Wrc Veterans Memorial Park I II IIII a 8 Art Center/ Madsen Center 6TH A d'ff (Stage Left Theater) 1 l ,. illll Ili�III, IIII' ,---------------- _______________PencePark Pence Park .... F °zf Ali liiil f f �I Po {Ik .,. ,. I i9 il�ll�l�lllll�fpiql��lIlI�::I�I �Ilflllill� E oo Dight ' NTH VD �"" /pr/ M IN BLVD to ;; 6TM11�1 n�W------------------------- �n Senior Center 1N,F,la4l I A TI z d rD R I� A K V � a l H ORCHID LN A GULFSTREAM D 25TH ST m DE CARIE ST INDIGO EW AVE RD DR Jaycee Park IDOL RD O Y a W DR I Legend EEE® IIIIII CRA Boundary %EEMEd, N Ak D 315 63D 1,260 1,890 2,520 Feet 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 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 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 u� li w, Ilinr:� mi. Ih° I l III Ili IIIJI I+ n Ir' nm. UA ul ul 41l 11- � I III Yr I III I III Yi 11 1■ ............. k nnnnm ■ YI nnnnnm u'�� nnnnnm P v1 nN lu■ lu■nN .mnNl mmnmm�nmm ■■■ _..� I, u, nm 1 u■nnau �� "!„�I�I uuimmmnolmmmniliomlm ■ , rr n I„1n hl lll�"mmi h ':x�.n�,nmm�nn�mmnne� X11► �%=i`.NIn.1111nlnlnlnl„.i ■■ �I�luumllumnn uuuNllluullulllull ■INININI mNl 111 I .1.11.1 11■ INININI„ImII111 e– mil. .N ■1■1■11■r 11.1■111111 11IN■111■I. , Ilk �.� nlu nm■ N I • :� N � • ■Ibnl mnnmm 1111111■117 N■■1■1■1 _ — II -- ___ -- — - — � .� 7 _ ■ N ■ — 1 1. • ■iilClii S � – R :■1111 III _ ■ N._. rr III' _ �� ■'_ III I ��u - ��ry u mi:NT.L... Il uN . 1. ■ 11■11 ■ Iln■ ■.■I 1 II 1 ■IINIm 1 ■m null � l � � II � II �■ II I■11 aU d ■■ 11■�1■m1. ■.■111 11 11 ■■■I . E� nI 711 li//'' �� — II ��I■ ■i� II UP III II III ■— ro x , I ,...1� Y I � x s III nm II II I .■ n.■ II III' IR P �■ lo■ � k � ■ i ■n n or I �'s, ids u ii Legend ul ” u r oY P .n nl�l III 0 Art in Public Places II iii III 1 �� SIN 111 II I Art on Ave. Art - IIf Il 1 Art • Walk Iltl Ili 1 IIR _ f IIE Avenue of Art Area III If Id II'IndustrialArt District n""` II u�wi �. I III 114 CRA Boundary _11 I: ll� I iq a Iw �i Parcel2014 selection d Y: �— inYrirr dlu° ur II* nr Figure0 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 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 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 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 19. Historic High .♦ 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 !♦ 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 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 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 Built Conditions Inventory: Industrial Craft 26. Atuo Service, 1972 29. Green Auto Service Center, 1974 I L N NTS 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 Built Conditions Inventory: Boynton Beach Blvd. 35. Si le Family Residence, 1932 ui III 36. Single Family Residence, 1957 N NTS `;,� 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 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� � v� e�oo 00 �p • �I ■■ �"'" �� ■u o ODGGO a s �50: `:LAL�■ © v0� wo ameo R&K.G■�c��o� x[000^ o v i 0�1'GS u� � '� �iv�C►�"t�or � crL�]I ' ; , � �. ,� u ,�, CEMM 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 ■ 11 8 Egli, I wou, offoR."o-offro-Wo; Sidewalks 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 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 UTILITY IMPROVEMENTS IN NORTHERN SECTION (98 UTILITY IMPROVEMENTS IN DOWNTOWN SECTION 89 0 UTILITY IMPROVEMENTS IN SOUTHERN SECTION 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 &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 THOROUGHFARE SYSTEM FUNCTIONAL CLASSIFICATION OF ROADS �a NW 2 h ve ; o` m 2 y Ga eway Blvd w' w m s � Martin uthe Ki 2 � � ON! •r 4l _ W r i i`y SW 1 th A e yi:.; t d ; y c y SW 14th ve of IbrRa uiumiuum�mfuuuuuuuuuuuumi uuumuuu�mb oh, 6' Main Blvd e��y lath South Blvd Ave yM---x—SE zz a J a N N mmffimmo... N._ LIJ N St Ave uuuuuuumm I Legend 0=11uuuum, 11 - Principal Arterial -Interstate URBAN mmmmuuuuuuuuuuuuuuu 16 - Minor Arterial URBAN 18 - Minor Collector (Fed Aid) URBAN 19 -Local URBAN CRA Boundary CONCENTRATION OF ALLEYS IN THE DOWNTOWN SECTION 95 Community Redevelopment Agency Sidewalk Map 96 TRANSIT: PALMTRAN BUS ROUTES 97 urian � a �� ri jO' f IIU1IUIIIV BOYNTO, B E A C Jr A 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.boyintoinlbeacllhcira,.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. • 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. 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 2"d Avenue, west of FEC and Seacrest Boulevard along Woolbright Road, etc.). These exploratory areas are evidenced as part of the exhibit map. 0 1 uumi B101YO NTO IIIIIIlll4llllll611111tlllll� I CRA BOARD MEETING OF: April 11, 2023 CRA PROJECTS IN PROGRESS AGENDAITEM: 14.A. SUBJECT: CRA Economic & Business Development Grant Program Update *11 1� 11� I_1 Xg 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 CRAwebsite 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, 2022 j$93,065) Remaining Fund Balance as of 3/31/23:'$547,493', List of CRA Board approved Economic Development Program Grantees since October 1.2022: FY2022-2023 CRA Economic Development Grant Recipients Total Funds Business Name Business Business Grant Funds Disbursed Address Type Approved Year -to - Date 202 W. 6 -month Rent Soleil Academy 2, Boynton Daycare Reimbursement $7,500 $7,500 LLC Beach Facility Extension Boulevard Hip Hip Furray 1403S. Pet Rent LLC Federal Grooming Reimbursement $15,000 $2,500 Highway Boutique Gator State 860 W. IProperty Storage Boynton I ndustriall Warehouse I mprovement $25,000 $24,860 Beach LLC Avenue 1550 N. ShinyTouchShop Federal Nail Salon Rent $14,710 $2,451.68 1 nc. Highway, Reimbursement Unit 15 1315 LLC 1315 N. Federal Professional Property $15,855 $13,072.50 Highway Office Improvement Pending Board Approval April 11, 2023 AAR Fade In. 558 E. Woollbdright Barber Rent $15,000 $0 d/b/a Sir Cutz Shop Reimbursement New Business Tax Receipts issued in March 2023 within the CRA boundaries: None at this time. FISCAL IMPACT: FY2022-2023 Budget, Project Fund, Line Item 02-58400-444, $640,558 C RA P LAN/P ROJ ECT/P ROG RAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action needed at this time unless otherwise determined by the Board. 1, i �e B101YO NTO�IIIIl4lll211ltlll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 CRA PROJECTS IN PROGRESS AGENDA ITEM: 14.13. SUBJECT: Social Media & Print Marketing Update -311J�IJ�/_1W19 Throughout the month of March, the BBCRA social media platforms were utilized to provide updates about various initiatives and occurrences within the BBCRA area, including the promotion of BBCRA redevelopment projects, availability of business grants, the Boynton Harbor Marina, and the Boynton Beach Blarney Bash event. Additionally, as part of the ongoing initiative to promote the goods and services offered by businesses within the BBCRA area, a variety of social media posts were shared to encourage community members and visitors to shop locally. Some of the featured businesses include: The Butcher & The Bar, East Ocean Cafe, and Tropical Island Restaurant. See Attachment I for an overview of the social media and print marketing efforts that were published in March and Attachment I I for a full listing of the Facebook and I nstagram posts that were shared. FISCAL IMPACT: FY 2022-2023 Budget, Project Fund Line Item 02-58500480 - $2,706 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required unless otherwise determined by the CRA Board. ATTACHMENTS: Description D Attachment I - March Social Media & Print Marketing Overview D Attachment 11 - March Facebook & Instagram Posts Q D w 75; ry w O cn � cn 0 CL 67J LU mn0 w CL � LU 2 � 0 0 cn % + i » � �<\\/ °\\ \ U) U) O CL z W W Q D W 2 a 4 a� rl u Y X c � �•, �•", � J.M TTI 1 �"7i,IJ./l�� / 4d t 1 � b 1 IM, y Tjl t'i II � sV � � tl ✓1 i �N a cn U) 0 CL C/) C/) LU Z Fn D m LU 2 0 cn HIM, �np cn LU z cn D 1 a 0 LU J W I� I, f / ,At , q r � 1 IN i f W J 0 Z Q J Q CJ) Q U Z w W LL J Q Z DC Q Z w Rm 44i Z 1C CL March Facebook & Instagram Posts Jury 2007, the BBCRA purchased the Ruth Jones Cottage located at 201 NE 1st Avenue. The property known as the E, Pass- and HE.st- are almost he,.! flSh.IA.-I acrd Fil.o. you, with @--bokery—dul-ket today. 7. Pxt reach Fripaq,cr-W Boost post joIn I u sC� 511 52 Boost post Mal, 22 re' .iWk I bl.g to learn n.r. about Fly & Flow Fit Boynton Beach', oly aerial yoga studio! P,',f "c�1,�aqc""M " 1 4a N, d , 29 378 21 Boosh p ost Florida has made oMorial new, in the past Iwo year for its housing ci ids. Due to rising home and rent prices, many 1,452 108 'es intents h.— -Flerl.n-d difficulties —unng at. .,,it affordable I—shur within Palm Beach Co ty IIn response to the P:lt iecl, Boost post local housing crisis and demand for attainable housing, the Boynton Beach Corunnurr'ty Redevelleprient Agency (BBCRA; 171 20 Boost post fM1 Read d in Downtown Boynton Beach i, the nationally acclalrued The Butcher and The Bar. Stop in at 510 E Ocean Ave 0101 for lunch dinner to try their hotdog, fabulous fin to item. Visit their ic el, 3e or porchetta sandwich, or any other im -table menu Boost post re bolt t — their daily menu items here: Bittps://I)Ljtclieiaritibar.corii/ 846 81 M'i 19 I — 3,049 172 Boost post Are you all artist looking I, make your mark in Boynton Beach? Affiliated Development and Boynton Beach Art in Public Places are accepting submissions for The Pierce develoornent in Downtown Boynton Beach. To learn more about P"t 1, F "J"n,"t Boost post 0 submissmn requirements, click the link below 926 ill Boost post M('1 , V I mm The 1Y 1021-1021 Annual Report is. no, available to vi ew a `1 i ne at Start yourracuning '-Fch--y-t 'OBond Street Ale and Coffee and #Supporti-ocagurness P:lt i ex 1, Boost post ' 1,293 81 di rf7 Heartof Boynton Village Apartments are now taking leasing applications] This project is located along MLK Jr. Blvd. and : real in es 124 ffo dable or 'lln_family rental units, as well as 8,250 square feel of leasable cornmercial space. For information ;' nst icidh JiqoqQ1sent Boost F, o re at Tropical Island Restaurant to celebrate the opening at their new location at 26 W Boynton Beach Mvdr P�,11 1 - Boost ost p yp Vai 24 Irv. 5,990 Don't miss the Tropical island Restaurant h1b," cutting caramclu, TODAY at 1prn, C'an't tend? Fall, nill IUI livestrearn p', J, OW.03-0 oil FacelbooO ;'(�s� ic'ldh J1qoqQ111('M Boost post M; be no reservations and the inside (including the bar) will be reserved for Invited guests . Large screen TVs will be present 1,432 229 � On this beautiful day you ocluld be biking! & By Cycle is your ane -stop -shop for all your cycling needs. Visit them today I's l IS—1 to Impl- rlt 1, Fi,gagerr eM Boost post I , 1, , , I , 996 66 Jury 2007, the BBCRA purchased the Ruth Jones Cottage located at 201 NE 1st Avenue. The property known as the historic Ruth Jones Cottage Project, was a 1920's vernacular. 900 square foot single fannRy wooden home, purchased, fW reach Fing,jr1inneill joIn relocated, and completely renovated by the BBCRA for re use a, a 50 -seat restaurant in May 2012. Once completed, the... 3,402 Sis Boost post Mal, 22 FI., Na Facklo Company located at 1550 N. Federal Hwy. #1 wants to [IMP You catch your biggest catch this spring! Visitumr .1 t t hern for all your fishing and toddle needs and #SUFdportLocaBusincss p'iy Boost post oar 71 1,452 108 Mark your calendar for Tropical Island Restaurant's Ribbon Cutting to celebrate the opening of lhei,, new locatloW Join us P,), h yg� I ' Friday, March 24 at 2PM virtuor in-person. rp' Boost post Vm 2�� S93 685ally 6,GBS CongratUla[ion, to The Butcher and The Bar for being featured on the Food Network' show Diners, Di rve-lus, and Dives! PoO hygmrp'iy .1 t NbOynt0obeaCh NSLAP1301t[ocal '11 I — 3,049 172 Boost post 1q", 17 We are live at Ill, Butcher and Ill, Bar at the watch party for their Picini— on Diners D,I,e-l",, and DI -M Be sur, to time in to Food Network at 9PM and come but Soon to #Support this local #BoyntoriBeach lbusaresrV 1,S28 Boost post lin %qar 17 The 1Y 1021-1021 Annual Report is. no, available to vi ew a `1 i ne at https://www.boyntonbeachcra.com/home/s�iowdocarment?ictz975&tz638146321104841925 Boost post 1,211 61 Heartof Boynton Village Apartments are now taking leasing applications] This project is located along MLK Jr. Blvd. and : real in es 124 ffo dable or 'lln_family rental units, as well as 8,250 square feel of leasable cornmercial space. For information ;' nst icidh JiqoqQ1sent Boost F, on qualification requirements, and how apply please here: P)ttps:://www.boyiitojibeaclicia.com/bbcia 5,257 1,105 post Thu , Var I, Th. Butcher and The Bar Is the place to be this St. Patrick's Day! Dontmiss their Irish lunch specials and Join them in the OW.03-0 evening to watch their menliere oil Diners, Drive-ins, and Dives! At 6 RM. they vull per, for their iewinq party. There will ;'(�s� ic'ldh J1qoqQ111('M Boost post M; be no reservations and the inside (including the bar) will be reserved for Invited guests . Large screen TVs will be present 794 69 Th' , " I h March Facebook & Instagram Posts to view and/or161er_m11 c111CI N4-1,ng lo,mnmg.I.1li n,.,,.,n Ine meeting via me G.ToWeb i,'., P tfc m. PI... chick here 1. egi,t.r far thm.ening ost ie,cl, q,?rrienl f,tips://,g�,te,.got.,.bi,,.,.corn/,.g¢.,t.,/2373372144080336732 440 6 VA -d, M i I Happy 5th Anniversary Driftwood Boynton Beach! CT We are proud to I—. you . a busk—s in the BBCRA Area. n I i'wsl' � j, IV,, '1 1,019 72 Enjoy early bird specials at Cafe Frankies in Downtown Boynton Beach! mo" 1; Boost post Boost a post t "" 1, 'jag"'n" , 1,643 114 Boost post Ginn your green and c )other your crew for the Boynton Beach Blarney Bash tomorrow in Downtown Boynton Beach from 4 9PM this event is FREE and offers: free parking - free game, free bounce house/obstacle Course - free face painting - tree to-ic - free entertainment and moral od 1, 2,689 347 Boost post mr, 'na r 10 Take a,��Jk at r king to get all th . i-ide, inforination for Boynt— Beach Blarney Bash taking place irr Downtown B.yr,Cor , Beach this Sat say! 71arc iliiiaesl, I., yaq,rnei rt 19,655 1,857 Boost again Boynton Beach Bucks ie back at tire B.ynt.n Bead, Blarney Bash in D.—t—, Boynton Beach this Saturday from 4PM- , IP -t team h.- the BBCRA is giving you the green to spend at local businesses. Alsd Mar 0 I: -.,:h Ei,qo!ern enl 19,379 1,624 Boost again *Th. Boynton Beach Blarney B -I, is almost hereto Don't mik, lhix lin-1, On Saturday in Downtown Boynton Beach from 4-9PM. u" V'i " 1,493 221 Boost post Take . lWk at Splashdown [liver, yldc. from SiJrrday. Bookyaur next Underwater adVallialle Oint Of the BOYrItOn, Harbor M.rin.lBoost M b ri,qoqi,rrienl 278 8 a post Happy 4 year a¢naiversary Fly & Flow Fitness? We are so proud to haVe YOU as a business in Downtown Boynton Beach. :� u tirad, 319 13 Boost a post The Boynton Beach Blarney Bash is only 1 week away@ Come be lucky in Boynton Beach lunar A PW I — h jemerrt 713 36 Boost a post �, Mark yo� ' r calend'a"ripiJ The Butcher and The Bar will premler on Food Network's Diners, Drive -In, and Dives on March l7t, at 9PM1 We are in ud that The Butcher and The Bar calls Downtown Boynton Beach home. � I I, t' 1c,[ h Filgogernen[ 4,645 676 Boost a post Iloplb, today to —.1 the. Baynton B..", C", Executive"ir-tol air,, more about Ill. CIA and City rvice,l Th' , lai z No,, 2,nch 1i,yo,,2rnc i I 123 3 Boost a post Last chance to register your business to participate in the 2023 Boynton Beach Blarney Bosh! The a pli is due , be vie—cl here: 0iamo, 4'i,� Iyn ; _C, Y,r I'c, wAR3AW4S7yySctiriMOExx9vaHOV2496cByJwE2Zi7O an5GF1wIbKGdP9A4zg Post i2och s ,qoqi2rrcnl 1,083 96 Boost post 1, i �e B101YO NTO�III�14III611Itlll�'��,'��, I CRA BOARD MEETING OF: April 11, 2023 CRA PROJECTS IN PROGRESS AGENDA ITEM: 14.C. SUBJECT: MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update -411J�IJ�/_1 X19 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 Work is being done on weatherproofing the roof and installing the parapet roofs. The windows, doors, electrical, plumbing, mechanical and fire sprinklers are being installed in the building. North Building Stucco is being applied to the exterior walls. The windows, doors, electrical, plumbing, mechanical and fire sprinklers are being installed in the building. West Building The windows, electrical, plumbing, mechanical and fire sprinklers are being installed in the building. The CRA staff is continuing to coordinate with Centennial Management Corporation on leasing the commercial spaces. The construction timeline estimates the Project will be completed in the Spring 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 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 D Attachment I - M LK Jr Blvd Project Site Plan - North D Attachment II - M LK Jr Blvd Project Site Plan - South D Attachment III - MLK Jr. Blvd. Mixed Use Development Project Renderings D Attachment IV - Construction Progress Photos ee 3e aaPa e ( U` > �•Ifv� a w'h � u. i V V d'6'w �� it � �! w';',lo � w W ''fl'��Iw�� £2 z £ z? peat : � ' ". (£ rc( Z s (( W #-3 ❑ w U Q- - - - ------------------------ 3 < L' PC v a ❑ y £r u m z� ado S o d p � m o� -- --- -- mz � LL w LL� O 0 z —a _ __ -------------- __ _ _ __ __ __ s tt _ _ __ _ __ _ _ Ria ____ x w � p a5wi — op �� 6o 6i O o a z 0 ILL m 121- s L' v a ❑ y £r u m 0 z Z< 0 CN z LU r-40 [L< LLJ <LLJ. z LU u I UD R <4: JF9 I LLJ= <Z Ll ISI �a LU <-i OOOLLUJ, zv), El El Luq ElisIII I 9 Ffl II I I I i�i� i, �� t II 'iI �8� iI By �f I 0y oy dy Oz�e II�IIIIIIHH H�HHI o E9 Ii®� ��iIIILL.. 8�-r LlI�II ,� �ff II �IIrI SJ IIIIIIII I _�IIiIII <� < IIII'� LU RIR-i LLJ .� t I F9 YHH�HIHIH lLi= Fill z0QNW� DEE, z 0, EEO E-11 - 1,1 LU LU > LU LU LU T- - ....... ............ ........................ D.o O f r1 u V) a u m < ----------- -- z $A *::;;;1 11 111 Clav lima 131q:3H onvo 0 ZO d y > < -0 z LU - < --------- < V) LU F -- o 0 z LU rawom F'T'i smommir 0 NEW A 1/1 0 MEN /1 m 2 ,7fZI/7 !< ju Ell F9❑]EI -- ------------ �,W .......... EIR POP �' .�V.. �l ........� dM,M y� If ❑ ❑.J ��,1� f�/ � �(��,f��II�N�rC�Vli�l�l� G ❑��i / ....... . ..... .... ........ . ...... ........ 17� Ell F-] E3 C, LU �El E3 LU G� DI Ell NO o''M o . .. . ..... FL w z ❑ z Id LLJ LU LU LU LU LU u m < V HT��MM z z x tt Z o 4 � z � LU N El El < 0 E:l El E:l El =J . . ...... ........ ....... ... El wo El L—i 41 rr o Pa o IL --trr i ElEl El LL V), o te=a Nm SA02A111110mv 11H.J13 W3 H 0-1 livo CN z I F F ED El El O ED 0 - L LILLELL 0 -j 'a, a V9 - � �4„ Ilw '# `-_ slinP NI)i IM X30NI _ IJ'HOV38NO1Nlo8 T J e Hl2�ON - JNIaNb'� S��M w�zw z �w w�zw ¢Q ¢Q o00 K < �O �O .mZ oo �0 >wm �0 z w o d y z 2 F O U 0 w O (w7 F d z o F mma ° aw aw W ao� NFU Jax Q S o Jax Q S o U ¢ LU - LU G G c w U _ LUiU >O U C G k U _ o _ _- J °J - a �w w�zw ¢Q ¢Q o00 �wz < �O �O .mZ oo �0 >wm �0 z w o d y z 2 F O U 0 w O (w7 F d z o F mma ° aw aw �o� � U F ao� NFU Jax Q S o Jax Q S o — — — — — — — --- — — — — — — — — — _ F �. I Y � ¢ LU G G c >O U C G k J z < J W ao LU LU �CO D 0 J Q LU LU N M J J �V✓ O 0 > Sp — — — — — — — --- — — — — — — — — — _ F �. I Y � LU J z < J W ao LU LU �CO D 0 J Q LU LU N M J J 'a'U 119 - �4„ its a z Sl-lf1H NljillM NVId3dVOsaNVl IJ'HOV38No1Nlo8 N H12�ON - JNIaNV S-n3M c /It o� w w Q U U) 0 Z Q J x w m m � a �I � aaac5iv - z r� w w z w r w a r 5 a w in m rr. wo �a 0 .......... ...... . u U �i, rc r rrld 16 ce r C4 xzo w cn z co �-� L�SNLONOWINu) ...... ......__ ..—.�Z04I M 1495. (0 X� � / w ,00 0131 D. lON/ — ` ..... - - /" s w r ....._ .— 0 r, rte" 7 m 4 I i IrlI `<< 1NJW70Vd __---- 0 m •G 0 \ % Fw L; 6 w� ya,Ip 1lV1fd.HV<mam r LC1 J u \ r �ur —awo�.o NOILVHl TdX, ()I N, v l_11:1X 1 & — n \� p� W dy o n a I V I a --M; C,)� o r I I e JUJU ,40'051 5b.l01d / . a wo it r c. Ol ILi a , \ I I `"• "' I I 6 v 'v ♦ �� I � �� w ce 0b M I�,OS.IGN e s n i I I S 3 1 W,L'QM3 U I I OIJV JW3QU3WLU 101 3 V H 1z, LL. w ----------- LL cn W cn W 9; Q� ve �i) 7 -E �i) - .... .... .. .... . . .... .... .... .... .... .. _� �i4V{ JY 9 . . .... .... .... .... .... . .... .... . .... .... .... `77 ... . .. ... R t < -- -------- 71,q I OTO', III I. .... .... .... ..... .......... w .............. 7./ .... . - 0 1 0 .......... . . ........... . . . . ....... SII 0 1 0 ........ ... Z I < 0 CN ................ --------- LU 'A=I uiI EI E A HER z mg I �m 0 Ed� > LU MA LU 11 L LLJ A H 91 ------------ -- ED 0 'SA tp A I 1*kdv J'wail: Ywo '2 < > 0 < L� < CN v R 0 -- LU 0------------ LU F -- o 0 z LU o4 0 U �1/ O -1 El El Ell M D, B 11 �E, .. .... .. .. ffu' iii .......... ... .... ......... 11fir31 I j "111�ll"'f"l�""""11"-'Illl;�"I I F El ED OP P P J"v RON, i 4, F J I > LU El f z",, ........ .. LU �y - ----- ---- LEA Jr J, 01 a t�tij Ei OI E E Ei G ... ... . . ... . .... .. ..... g I, ....... . .. . . .. ... .. ..... ............ .. .... M JWN pI Hf B EE /Q> 71 / Lk I "I 1 1 . .. . . . . . . . . ED.. . .... .... I", .. . ....... ... z L JJ "-3- E 1 1 > > LU Lu -i Of, 0 F] ['11 11 -j LU LU LU V) Lu j X X A\ LU x, g� s/. ?.,. IOiVf „/ /. 0.. 'S' 'J/ i %'i..fn r O.. ,,, O o JP u < z z I < 0000000 000n y.o wCN .................. LU 0 100 mm 7 0 M IN T 0 M�m Elm LLJ LLJ V) it Qm N Oil 7[ 0 i F": 1 i9l I�� F I1 I 7 0 M IN T 0 M�m Elm LLJ LLJ V) it Qm N Oil 7[ 0 ----------- z -- A 03 11 1 1111 Dkdv Jwa ifi: 10 TWO 2 cl< z > 0000000 0000 < < 9 c� LU < ------------ < LU F -- o 0 z 6 LU Agougla"i YA, < rTl �jJ'JJ R3 0 00 0 1 0 u UF 11: 4. 0 p ❑ .. . ... ..... "I', . . . ...... . ... .. ..... ...... ❑❑❑❑❑ .... .... .. ........... 3o E3 E3 E3 ............... .......... E El El ERIK F`7 [I .... .. . .... IN Elf . ............................................ . ........... ......... I mm pj 17 1. 111 91 ml FEW folull 63:4 El El El .. .. .. . ... ... .. ...... . I:J 4, -3 E]'3 ED F.'"I LU E- -.-i J Ei j j LU F E BEER FW j In Em Em ED ED D L-3 S � pM wof D EA EA f", ........... 7� EM F EM ................................................................... E-1 0 El E E3 IE Ell-li, Effi, E -IF . ......... :z J7 0 LU LU LL, _ 1 ,� LLJ LU LU LU ��C C�C�I�CC� "I"Jo T, u m < SA w A I III Dale J"H ................ ........ ... z Z< 6 0 Z 2 - --------- LU U5 - - - - - - - - - - - U 5 t o El FrI- - 0 rr 7M rk-4+ ir 7T] o ow 1= LI El ---- ----- IL LL LO - SA w A IIIII Dale J"H::;; ........................ ... z z �:� CN --------- Z< 6 Ods O LU U5 ----- ------ 0 ----- — ----- 0 DO OE� I EIE1 r El E:1 E:1 --------- - E:1 Lip EEII Fo LE= i L ---j L OEI E:1LL tv o6 EIET EIEI 0- EIEI OEI 0 ' ❑ El 0 0 0 0 0 SA w A IIIII Dale J"H::;;z ........................ ... Zs < o 6 0 z m O --------- LULLQ U5 - y - - - - - - - - - - ------------------- Li 110 0 0 AIN azu L -J L -J 3, <0 El= El El El n ET �---J L--- --------- - I - - ----------- - ----- EIE1 - EIEI EIEI El ----- A IL � 0- 0 U- SA w A IIIII Dale J"H:: ........................ ... 0 < z 0 0 a. 00, LU -- --------- Lj 1-11-T ro -j L--- E:10 m DO I L CD ST-inH IN lIM X30NI _ IJ'HOV38NO1NAOS T J J❑ Hinos - JNIaNV-1 S-n3AA w Z w �O ¢ Q 2 ¢ z x 9 O ao f- z LU QU1 J❑ J❑ - w Z w �O ¢ Q 2 ¢ z x - 00 �a U dhK W tiJ Uro wZ Q�2 = `r0 timF LL�~O z 0 > Z- 1 zWw y Z IFN W 0Gy w W 0Qw C,CD -Z6 LUW J U QO>0 mmQ aw- aw_ - a0� N F U Lu Q Jax Q S o c zQ J W 0- (2 LU LU U U CO CO LU w 0 0 0 p z z z Z < Q F- W LU _ — N M (n J J J QU1 J❑ J❑ C 7 w K❑ w Z w �O ¢ Q 2 ¢ z x 00 �a U dhK tiJ Um tiJ Uro wZ Q�2 `v0 `r0 timF LL�~O �0 > 0 > Z- 1 zWw y Z IFN W 0Gy w W 0Qw C,CD -Z6 QO>0 mmQ aw- aw_ �0fzF � U a0� N F U Jax Q S c Jax Q S o zQ J W 0- (2 LU LU U U CO CO LU w 0 0 0 p z z z Z < Q F- W LU _ — N M (n J J J _ c O c 0 U a � r w ❑ O J IT K w = Z w F 3 3 d 3 m 0 O o C) v v v [ i i a a a uai ap zQ J W 0- (2 LU LU U U CO CO LU w 0 0 0 p z z z Z < Q F- W LU _ — N M (n J J J INS aUs V' sTjnH IN QIM - NVId 3dVOsaNVI l3 'HOV38 NOlNAOS - N Hinos - JNIGNV-1 S-n3M E 9 c /It o� w w Q U U) 0 Z Q J S „+ 4 k m w w e ie a i wig a W w r a en I I V 1 M„L i,9Z.IPN� \ r, 11444 fl ❑ \ � \ ,R(Jti l M, L',BI I(NS, m'V, ut 1 w _ t 0 �♦/4 � � L I-0 -- - �G � �O aw .� �� I�r� ♦.! Irl � W wo ♦ r Hw LL r e o ♦ rs uLN.:_-- .t a ' e i I `•I d�i F \ dl is t ii 6 �! aN 9=6— Jt Ab n r 1 I y J _ 444�� GGG V,X RR777 - y i-_ r I w w 4 Y_ oVZ,