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Agenda 11-21-24BOYNTO'' ' =BEAC COMMVNITY Community Redevelopment Agency Board Meeting Thursday, November 21, 2024 - 6:00 PM City Hall Chambers, 100 E. Ocean Avenue and Online Meeting 561-737-3256 AGENDA REVISED 11/15/2024 1. Call to Order 2. Invocation 3. Pledge of Allegiance 4. Roll Call 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda 6. Legal A. Discussion and Consideration of Procedure Regarding Special and Emergency CRA Board Meetings 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. Information Only A. Quarterly Progress Report from :OLLC for the 115 N. Federal Highway Mixed -Use Project (aka The Pierce) B. Quarterly Progress Report #6 from Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project - July 2024 - September 2024 C. Summary of Boynton Beach Community Redevelopment Agency's Programs, Initiatives and Accomplishments for Fiscal Year 2023-2024 9. Announcements and Awards 1 A. 2024 International Economic Development Announcementfor the Bronze Award for Economic Development Organization of the Year B. Rock the Block Announcement C. 2024 Snapshotswith Santa Announcement 10. Public Comments The public comment section of the meeting is for public comment on items on the consent agenda or items that are not on the agenda. For items on the agenda, the public will be given an opportunity to comment at the time each item is considered. Each speaker will be given a total of three (3) minutes to comment; however the Board retains the right to reduce the number of minutes prior to the start of public comment. Persons making public comment may not assign or donate their public comment time to another individual to allow that other individual additional time to comment; however, any persons requiring assistance will be accommodated as required by the Americans with Disabilities Act. Prior to addressing the Board, please go to the podium or unmute your device when prompted, and state your name and address for the record. 11. Consent Agenda A. CRA Financial Report Periodi r 30, 2024 B. CRA Financial Report Periodi o r 31, 2024 C. Approval of the CRA Boardi i for September 10, 2024 D. Approval of Modification of the Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Projectthe CRA -owned Property located at 401-411 E. Boynton Beach Boulevard E. Ratification of Dockmaster Lease Management Activities and Termination of Lease F. Approval of SecondLease Extension Agreementit iBoynton Beach for the CRA OwnedProperty located at 511 East Oceanvenue G. Approval of a Waiver for the Commercial Property Improvement rant Program i the Amount0 o Chow Hut LLC located at 425 NE 4th Street H. Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $11,700 to SpectrumInnovations Inc. located at 1300 W. Industrial Avenue, Unit 113 I. Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $21,000 to Designo located in One Boynton located at 1505 S. Federal Highway J. Approval of the Commercial Rent Reimbursementrant Program in the Amount of $15,750 to The Meaning Channel Group LLC located in Colonial Center at 1210 . Federal Highway, Unit 101 K. Approval of the Commercial Rent Reimbursement Grant Program in the Amount o Thai Venture Group// a uki Sushi Thai Tapas located in One Boynton at 321 E. Woolbright Road L. Approval of a Waiver for the Commercial Property Improvement Grant Program i the Amount of $60,000 to Thai Venture Group LLC d/b/aKabuki Sushi Thai Tapas located in One Boynton at 321 E. WoolbrightRoad 2 Yl. Approval of the 90it Extension to Napi Dog Grooming LLC located at 1406 N. Federal Highway for their Commercial Property Improvement Grant Program Approval of the 90 -Day Extension to Trilogy Fitness & MMA LLC located in Ocean Palm Plaza at 1550 N. Federal Highway Units 4-10 for their Commercial Property Improvement Grant 12. Pulled Consent Agenda Items 13. CRA Advisory Board A. Pending Assignments - New Assignments from the CRA Board Assigned at the February 13, 2024 CRA Monthly Board Meeting B. Reports on Pending Assignments 14. Old Business A. Discussion and Consideration of the Preliminary Designs for the MLK Entry Feature Park on the CRA -Owned Property Located at 1101 N. Federal Highway B. Continued Discussion and Consideration of Tax Increment Revenue Funding Agreement from BB North LLC for The Villages Located at 405 E. Ocean Avenue C. Circuit Transit Inc. 2nd Quarterly Report for Service Dated July 1, 2024 - September 30,2024 D. MLK Jr. Boulevard Corridor Mixed Use Project Update (d/b/a Heart of Boynton Shops) E. Continued Discussion and Consideration of Temporary Use Agreement with OHLA USA, Inc. for the Use of CRA Properties as a Construction Staging Area for the Boynton each Complete Street Project F. Discussion and Consideration of the Boynton each Faith Based CDC's Second Request for Extension of Time to the Purchase and Development Agreement for the Property located at 402 NW 12th Avenue G. Discussion and Consideration of the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton each CRA and the City of Boynton each for Funding Construction and Professional Services H. Continued Discussion and Consideration of Search for the New Executive Director - vis 11/15/2024 15. New Business A. Discussion and Consideration of Executive Recruitment Firms for Executive Director Candidates B. Discussion and Consideration of the Purchase of 225 NE 9th Avenue C. Discussion and Consideration of the Purchase of 419 N. Seacrest Boulevard D. Discussion and Consideration of the Purchase of 323 E. Martin Luther King, Jr. Blvd. E. Discussion and Consideration of Submission of the Cottage District Plat F. Approval of Resolution R24-03 Approving and Adopting the 2024 Palm each County Local Mitigation Strategy Plan 3 G. Consideration ofan InterlocalAgreement between the Boynton ice.ch CRA and Solid Waste Authority of Palm Beach County H. Discussion d Consideration 4r the 2025 CRA Board Meeting Dates 1. Discussion d Consideration of the Commercial Business Marketing Grant Program Guidelines and Application for Fiscal Year 2024-2025 J. Discussion and Consideration of a Two Year Lease Extension with the United States Postal Service for the Property Located at 217 N. Seacrest Boulevard 16. CRA Projects in Progress A. Social Media & PrintMarketing date - September & October 2024 B. Social Media Outreach ProgramQuarter Report for FY 2023-2024(July 2024 - September 22) C. Neighborhood Officer Program 4th Quarter Report for FY 2023-2024(July 2 - September ) D. CRA Economic & BusinessDevelopment Grant Program Update 17. Future Agenda Items A. Discussion and Consideration of Issuing Advertisement of an RFQ for Design Services for the Boynton Harbor Marina Seawall 18. Adjournment NOTICE IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE CRA BOARD WITH RESPECT TO ANY MATTER CONSIDERED AT THIS MEETING, HE/SHE WILL NEED A RECORD OF THE PROCEEDINGS AND, FOR SUCH PURPOSE, HE/SHE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE, WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. (F.S. 286.0105) THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITH A DISABILITY AN EQUAL OPPORTUNITY TO PARTICIPATE IN AND ENJOY THE BENEFITS OF A SERVICE, PROGRAM, OR ACTIVITY CONDUCTED BY THE CRA. PLEASE CONTACT THE CRA, (561) 737-3256, AT LEAST 48 HOURS PRIOR TO THE PROGRAM OR ACTIVITY IN ORDER FOR THE CRA TO REASONABLY ACCOMMODATE YOUR REQUEST. ADDITIONAL AGENDA ITEMS MAY BE ADDED SUBSEQUENT TO THE PUBLICATION OF THE AGENDA ON THE CRA'S WEB SITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDAAFTER IT IS PUBLISHED ON THE CRA'S WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. 4 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 LEGAL AGENDA ITEM 6.A SUBJECT: Discussion and Consideration of Procedure Regarding Special and Emergency CRA Board Meetings SUMMARY: The BBCRA Rules of Governance, Section 1.13 "Meeting Procedures," provide: Board meetings shall be conducted according to procedures enacted by the Board. In the absence of Board - enacted procedures, Board meetings shall be governed by Roberts Rules of Order. The current meeting procedures do not authorize special meetings unless approved at a regularly scheduled meeting. A special meeting is a meeting that is neither a regularly scheduled meeting nor an emergency meeting called to deal with an urgent matter. The "Procedure Regarding Special and Emergency CRA Board Meetings" (see Attachment 1) presented in this item would authorize calling a special meeting or an emergency meeting subject to certain requirements. If adopted, the procedures would permit a majority of the CRA Board Members to call for a special meeting between regularly scheduled meetings. The procedures would also authorize the Board Chair, or if the Board Chair is unavailable the Vice Chair, to call a special meeting or emergency meeting upon written notice served electronically to each Board Member, or left at the Board Member's usual place of residence if electronic delivery cannot be confirmed. All official business conducted by the CRA Board must be conducted at a duly noticed, public meeting in compliance with the Florida Sunshine Law and in accordance with the requirements of this policy and applicable Florida Law. The policy contains public notice requirements in addition to the required notice to Board Members. FISCAL IMPACT: None CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description 5 Attachment I - Board Procedure for Special and Emergency CRA Meetings PROCEDURE REGARDING SPECIAL AND EMERGENCY CRA BOARD MEETINGS 1. AUTHORITY: The Boynton Beach Community Redevelopment Agency Rules of Governance, Section 1.13 "Meeting Procedures," provides: Board meeting shall be conducted according to procedures enacted by the Board. In the absence of Board -enacted procedures, Board meetings shall be governed by Roberts Rules of Order. 2. MEETING PROCEDURES: All official business conducted bythe CRA Board shall be conducted at a duly noticed, public meeting in compliance with the Florida Sunshine Law and in accordance with the requirements of this policy and applicable Florida Law. A. Special Meetings. A Special Meeting is a meeting that is neither the regularly scheduled meeting nor an Emergency Meeting. A Special Meeting may be called by a majority of the CRA Board members at a duly noticed public meeting. A Special Meeting may also be called by the Board Chair, or if Board Chair is unavailable the Vice Chair, upon written notice containing the purpose of the meeting served to each Board Member via electronic delivery or by written notice left at the Board Member's usual place of residence if electronic delivery cannot be confirmed. B. Emergency Meetings. For urgent matters requiring immediate Board action, emergency meetings may be called by the Board Chair, or if Board Chair is unavailable the Vice Chair, with 24 hours' notice or as soon as practicable upon written notice containing the purpose of the meeting served to each Board Member via electronic delivery or by written notice left at the Board member's usual place of residence if electronic delivery cannot be confirmed. C. Notice of Meetings. The Notice for Special Meetings shall be published seven (7) days in advance of the meeting, or, as soon as is practicable after the special meeting called for if such a Special Meeting will occur less than seven (7) days from the date it is called. The notice for the Special Meeting shall contain the day, time, location and the agenda for the Special Meeting. If an agenda is not available, the notice should include a statement of the general subject matter to be considered. Notice of Emergency Meetings shall be published with the most appropriate and effective notice under the circumstances and be subsequently ratified by the CRA Board. 3. EFFECTIVE DATE This Board procedure was adopted by the Boynton Beach CRA Board by motion at the meeting of 4857-4662-6546, v. 1 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 INFORMATION ONLY AGENDA ITEM 8.A SUBJECT: Quarterly Progress Report from BB QOZ, LLC for the 115 N. Federal Highway Mixed -Use Project (aka The Pierce) SUMMARY: On June 7, 2022, the CRA Board approved the Purchase and Development Agreement (PDA), the Tax Increment Revenue Funding Agreement (TIRFA), and the Parking Lease Agreement with BB QOZ, LLC (aka Affiliated Development, LLC) for the 115 N. Federal Highway Mixed Use Project (aka The Pierce, see Attachments 1 -III). Paragraph 21.9 of the PDA requires a written report every three months by BB QOZ, LLC. BB QOZ, LLC's attendance is not required to present the report to the Board unless requested by the Board. Additionally, Paragraph 3.2.4 of the TIRFA requires an update of the project's financing. The project's quarterly report was submitted on September 5, 2024 (see Attachment IV). On August 14, 2024, the Court rendered a final opinion in favor of the City of Boynton on the pending litigation that challenged the abandonments of a portion of the north alley, the entire south alley, and NE 1st Avenue (see Attachments V - VII). Based on the Court's decision and pursuant to the terms of the First Amendment to the Purchase and Development Agreement, BB QOZ, LLC will have until December 12, 2024 (120 days from the Court's final Opinion) to submit all construction documents and applications necessary to obtain building permits for the project (see Attachment VIII). On October 29, 2024, BB QOZ, LLC paid the Building Department plan review fees and submitted all documents necessary to obtain building permits for the project (see Attachment IX) CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required unless otherwise determined by the Board. ATTACHMENTS: Description • Attachment I - Executed 115 N. Federal Highway Mixed Use Project (aka The 0 Pierce) Purchase and Development Agreement • Attachment II - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) TIRFA • Attachment III - Executed 115 N. Federal Highway (aka The Pierce) Parking Lease Agreement • Attachment IV - The Pierce Quarterly Report - September 2024 • Attachment V - Case Number 502023CA009318XXXXMB (209 N. Federal, LLC vs. City of Boynton Beach) • Attachment VI - Case Number 502023CA010518XXXXMB (BBQOZ vs. 209 N. Federal LLC) • Attachment VII - Court Opinion Facesheet • Attachment VIII - First Amendment to Purchase and Development Agreement • Attachment IX - Building Department Confirmation 0 12 13 14 1 1 17 1 1 20 21 22 23 2 2 26 27 11111 Milli ! 1 filipw, Board approved the purchase and development agreement,a funding agreement (TIRFA), and the parking lease agreement between the Boynton Beach Community Redevelopment Agency^ d Development, oNorth HighwayFederal project; PMIIII ;fir",k' "H, ;� „. li'llilillill, MIJI MPill 111111 11111r �r WHEREAS, r City Commissionof the City of Boynton Beach, : upon recommendation of staff, dins it to be int the best interests of the City residents to approve and authorize the Boynton Beach Community RedevelopmentAgency to anter into a Purchase and Development agreement with BB QOZ, LLC (Affiliated evelop nt, LLC) for the development of the 115 North Federal Highway infill mixed use project fora purchase rice less than fair market vale, 28 The foregoing "WHEREAS" clauses are true and correct • hereby 30 Sill ,qtion 2. That the City Commission of the City of Boynton - herebi 31 approve the Boynton Beach Redevelopment Agency to enter 1 SNCA\RESO\Approval Of CRA Sale At Less Than FMV (115 N Federal Highway) m Reso.Docx 10 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 $qgj,on 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 (115 N Federal Highway) - Reso.Docx YES NO 11 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 12 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 13 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 14 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 15 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 16 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 17 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 18 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 19 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 20 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 21 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 22 20.1. At Closing, the following leases, to the extent such leases remain in effect, shall be assigned in their entirety to PURCHASER (the "Leases"): • Freddie Brinley - 517 % E. Ocean Avenue, Apt. 5 • Harvey E. Oyer, Jr., Inc. d/b/a Oyer Macoviak and Associates - 511 E. Ocean Avenue • Cafe Barista, Inc. d/b/a Hurricane Alley - 527, 529 & 531 E. Ocean Avenue • Florida Technical Consultants, LLC - 533 E. Ocean Avenue, Suites 2 & 3 20.2. PURCHASER acknowledges that a current tenant of the Property is Hurricane Alley ("HA Tenant"). PURCHASER shall use reasonable efforts to relocate HA Tenant to the Project and shall use reasonable efforts to work with HA Tenant to phase construction activities of the Project in order to minimize, to the extent practicable, the timeframe between demolition of the HA Tenant's current premises and construction and delivery of HA Tenant's new premises within the Project. 21. DEVELOPMENT DEADLINES. The following events must occur and be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Deadlines"). At all times after the Effective Date, SELLER shall cooperate with PURCHASER using good faith and due diligence to facilitate and expedite PURCHASER's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. PURCHASER's obligations under this Section shall survive Closing. 01671768-3 21.1 Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of PURCHASER to comply with the requirements of this Section. PURCHASER may extend the deadline for submission of application to the City far site plan approval by no more than sixty (60) days, subject to prior, written approval of the SELLER at SELLER's sole and reasonable discretion. 21.2 PURCHASER shall diligently and continuously pursue site plan approval and all other required Land Use Approvals until the same are issued. Notwithstanding the provisions of Section 13.3, PURCHASER shall have sixty (60) days to cure after receipt of notice of default of this Section 21.2. 12 23 01671768-3 21.3 PURCHASER shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred twenty (120) days of obtaining formal site plan approval from the City. 21.4 PURCHASER shall provide SELLER with updates on the process of obtaining financing for the Project, together with reasonable documentation, upon SELLER's request therefor. No later than Closing, PURCHASER shall provide adequate proof of Financial Closing (defined below), including verifiable binding documentation, to the SELLER. 21.5 Commencement of Construction shall occur within two (2) years of the Closing Date pursuant to the terms of this Agreement. Notwithstanding anything to the contrary herein, PURCHASER may extend the deadline for Commencement of Construction by one (1) period of twelve (12) months, subject to receipt of written approval from SELLER, which approval shall not be unreasonably withheld, conditioned or delayed provided PURCHASER is using good faith efforts and due diligence to achieve Commencement of Construction. "Commencement of Construction " mean the date when both of the following have occurred: (i) PURCHASER has provided adequate proof of a financial closing, and (ii) PURCHASER has actually begun construction activities, including demolition, site clearing, excavation, and/or utility relocation consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. For purposes of this Agreement, a "Financial Closing" means the date on which all financial agreements and loan documents for the financing of the Project through completion have been executed and all required conditions contained in such financial agreements and loan documents for the commencement of funding have been satisfied, as determined by the Lender and PURCHASER. 21.6 PURCHASER shall ensure that the groundbreaking ceremony will occur prior to or simultaneously with the Commencement of Construction. 21.7 Completion of Construction, defined as receiving a temporary certificate of occupancy, within thirty-six (36) months of Commencement of Construction; provided, however, PURCHASER shall have the right to extend the deadline for Completion of Construction for one (1) period of twelve (12) months subject to receipt of written approval from the SELLER, which approval shall not be unreasonably withheld, conditioned or delayed, provided PURCHASER is using good faith efforts and due diligence to achieve Completion of Construction. After receipt of a temporary certificate of occupancy, PURCHASER shall use good faith efforts and due diligence to obtain a final certificate of occupancy in an expeditious manner. PURCHASER shall obtain a certificate of occupancy for the Project no later than 9.5 years after the Effective Date. 21.8 PURCHASER shall ensure that a ribbon cutting ceremony will occur prior to occupancy of the residential portion of the Project. 13 24 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 25 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 26 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 27 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 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 (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 28 b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in Chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. IF PURCHASER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PURCHASER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUM@bbfl.us. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. 01671768-3 Signatures on following page. The remainder of this page was intentionally left blank. 18 29 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 Na . T P Printed Name: t��� ��� enser a Y g Title..�.........��..._._�.............�........_._.......�.w..... Date: Title: Chair Date: '� �" Z 2 -- WITNESS: WIT'S: ..JL h Printed Name: P i ed Approved as to form and legal sufficiency: G —_....._. CRA Attorney 01611766-3 19 30 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 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 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01671768-3 We 31 01671768-3 Lot 12, Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 21 32 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement zz 33 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 34 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 35 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 36 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 37 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 38 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 39 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 40 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K 41 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E 42 Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA for its own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 43 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 11 44 01649149-7 C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 12 45 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 46 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 p.m. on the next full Business Day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M��� 14 47 WITNESS Print Name: BB QOZ, LLC, a F orad . lhnit e(j1„i bility company PrintedName',cwias Title: .......... _. BEFORE UM an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared k N� Naas of BB QOZ, LLC, and acknowledged under oath that he/she has executed the foregoing Ag.7teement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hercinl that the instrument is the act and deed of BBs QOZ, LLC. He/she is personally knowno 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_ ? (, , 2422. My Commission Expires: 5-119 e q Notary 01649149-7 COATES wdW Ttw [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 48 WITNESSES Print Name,,., ._ �� ��' ........... ..,m .,......__..... Print Name. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y By:___ a. _. _................. .. Ty Penser , CRA Board Chair ..04r, n:� �mm�ammm m! SS: �r ��'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 F THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of ,� _., 2022. My Commission Expires: 01649149-7 Notary `�ti��t,t�i1111 Illll //orf � y •��� i�`ig61 �� 16 bliA State of Florj�fi at Large 49 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 50 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 Y: 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 51 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 52 01649149-7 EXHIBIT "C" CONCEPTUAL SITE PLAN at 53 54 I t�j„y51/tit , ARNIM, .31 M, 0 55 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 56 TM PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, ("LaiLdl �'rdi;J�'I_d nton Beach Communi A, ene BBCRA). a -Dubli aeencv qlL__ i The Boy �; Redevclopmen 9�1 I Mm maLemyntaliffainamparers IRMW - 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 57 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 58 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 59 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 60 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 61 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 62 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 63 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 64 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 65 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 66 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 rfj�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 67 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 M. 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 70 I IN WITNESS WHEREOF, 2022. LANDLORD: BB QOZ, LLC, aFlorida lifted h Htfty company Print Name: Its: Manager . .. .. . ..... WITNESSES: Print Name: TENANT: fit the parties have executed this Lease as of this 13 day of WITNESSES: Print Name: THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 By: Ty P d Chair Witness: Print'lV Te Approved fo egal ciency: B y CRA Attorney 01673347-4 15 Approved for financial sufficiency - By: financial Services Director 71 JOINDER PARTY THE CITY OF BOY N "ON BEACH By: ._ — ....... 2 Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 72 �..... Print _.ww_ : a`/V.w...w . _wS� M„ - Cj _.... 41 60*1 00 SLC Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 72 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 73 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 74 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 75 V0180IJ 'HDV30 NOiNAOfJ 9NINNVId �? 3W13111 IDA Ui .LN3nd011v3AO-�tCvl)0(313tVIIIJJVaroov SiO3AH vs� V . .......... ��31d 3H1 SN Jtj� Al , Tl� J J MIO,k AL �7 ,iii7m IJ '_Zl, j L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 76 4i 1177j LL -J - - - - - - - - - - �7 ,iii7m IJ '_Zl, j L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 76 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 77 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 78 17. Facsimile or electronically transmitted signatures shall be deemed for all purposes to be originals. The undersigned individual hereby certifies that he or she is duly authorized to sign, acknowledge and deliver this estoppel on behalf of Tenant. 01671768-3 11 � 'I C11 I I II i 1 1, IMN� a By: Name: Title: 25 79 01671768-3 ANNEX 1 To Tenant Esto el 26 80 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 ($250,000) 01671768-3 27 81 and nothing in this Assignment shall be deemed a waiver of Assignor's rights of sovereign immunity. 3. Nfisceflaneous. The terms and conditions of this Assignment shall be binding upon and inure to the benefit of Assignor and Assignee and their respective successors and assigns. This Assignment may be executed in one or more counterparts, each of which shall be deemed an original., but all of which together shall constitute one and the same instrument. This Assignment shall be governed by, and construed and enforced in accordance with, the laws of the State in which the Property is located. ASSIGNOR: e1 By:______ _ Name (Print): Title: 01671768-3 04.1 ASSIGNEE: L. .. ............ a F By:_.______ _ Name (Print): Title: 82 EXHIBIT A LEGAL DESCRIPTION 01671768-3 PURCHASER'S Initials: SELLER's Initials: 83 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT B LEASES 01671768-3 PURCHASER's Initials: SELLER's Initials: 84 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "E" SCHEDULE 10.6 FORM OF BRING -DOWN CERTIFICATE BRING -DOWN CERTIFICATE CERTIFICATE AS TO REPRESENTATIONS, WARRANTIES AND COVENANTS The undersigned � (the "Seller"), hereby certifies to [_w__.......... (the "Purchaser"), its successors and assigns, that all of the representations, warranties and covenants made by Seller in Section of that certain Purchase and Development Agreement having an Effective Date of „y ], between Seiler and Purchaser, as same may have been amended or assigned through the date hereof (the "Contract"), are true and correct in all material respects and not in default as of the date hereof. IN WITNESS WHEREOF, Seller has caused this Certificate to be signed and delivered as of the day of . By: ___. Name: Title: 01671768-3 PURCHASER's Initials: SELLER'S Initials: 85 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "F" Tenant List 1' Freddie Brinley -Sl7}6EOcean Avenue, Apt. S 2. Harvey E.Oyer, Jr.,Inc. J/6/a OverK4acoViak and Associates -511E.Ocean Avenue 3. [a#&Q$rista,Inc. d/b/aHurricane Alley -527[529bk531E.Ocean Avenue 4' Florida Technical Consultants, LLC -S33E'Ocean Avenue, Suites 2 &3 01671768-3 PURCHASEN's|nhda|s: 86 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: 87 PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement (hereinafter "Agreernerel is made and entered Into as of the Effective Date (hereinafter defined), by and between 130YNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 16% Part III, of the Florida Statutes (hereinafter "PURCHASER") and SOD Ocean Properties, LLC (hereinafter ,SELLER"). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto Mme as follows: L PUjgM AND SALE/PROP§W. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terror and condkim hereinafter set forth, the Properties located in Palm Beach County, Florida (the "Properties") .9nd more particularly described as follwvs: Lot 10 and the West 7 feet 8 inches of Lot 11, Less the South B feet (Ocean Avenue R/M, Block 6` TOWN OF BOYNTON, according to the plat thereof, as recorded in Plat Book 3, Page 23, of the Public records of PaIrn Beach County, Florida And Lot 11, Leas the West 7 feet 8 inches, Less the South 8 feet (Ocean Avenue WM, " 54 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. And Lot IX Block 6, ORIGINAL TOWN OF BOYNTON, according to the plat thereof, recorded In Plat Book 3, Page 23, of the Public Records of Palm Beach County, Florida. Property Addh ut 5% 54 and = East ocean Avenue 2. PURCHASE PRICE AND PAYMENT., The Purchase Price to be paid forthe Property en shall be Three MiSic Hundred Thousand Dollars ($3,6114001100), payable in cash, by wire transfer of U nked States Dollars at the Cbasitg, PURCHASER's Init 1s SELI.Ws Inifloh: � L.E. Purchase and Sale Agreement Page 2 of 17 3. DEPOSM 3.1 Eafnest Monev Des,osit. Within five (5) Business Days after the examdan of the Asmment by bath parties, PURCHASER shall deliver to Lewls, Longman & iMater, PA ("Escrow Agent") a deposit in the amount of Fifty Thousand Dollars ($S400D 0" (the "inldal Deposit"). Providing 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 Dollars ($150=0=) an or before Od:ober 156, 2021. The Initial Deposit and additional deposit are hereafterreferredto as the "Deposit". 31 Arssallcadon/Disbursement of D02ML The Deposit shall be applied and disbursed as follows: Providing this Agreement is not terminated by either party pursuant to the terns set forth herein, Fifty Thousand shall be released to SELLER within iG days of the expiration of the Feasibility Period (hereinafter defined). The remaining Deposit shall be delivered to SELLER at Clashing, and the PURCKASER shall receive a credkfor the Deposit against the Pun*me Price. If this Agreement is terminated during the Feasibility Period for any reason, the Deposit shell be immediately refunded to the PURCHASER. If this Agreement Is terminated due to a default, pursuant to Section A the Deposit shall be delivered to (or retained by, as applicable) the non. defaulting Party, and the non -defaulting Party shall have such additional rests, If any, as are provided in Section 12. 3.3 Esstwrow Aimpt PURCHASER and SELLER authorize know Agent to receive, deposit and hold funds in es orow and, subject to clearance, disburse them upon proper authorization and In aocordancs with Florida law and the terms of this Agreement. The parties agree that Escrow Agent will not be liable to any person for nrbadellvery of escrowed items to PURCHASER and SELLER, unless the misdelhvery is due to Escrow Agent's wlKW breach of this Agreement or gross negligence. If lscraw Agent interpleads the subject motterof the escrow, Escrow Agent will pay the filing fees and costs from tie deposit and will recover reasonable attorney's fees and casts to be paid from the escrowed funds which are charged and awasrcled as court oasts In favor of the prevailing party. All dalms against Escrow Agent will be arbitrated, so long as Escrow Agent eonsentsto arbitrate. 4L IMME M The data of this Agreement (the "Effective Date*) shall be the date when the last one of the SELLER and PURCHASER has dgned this Agnement. S. gMG, The purchase and scale transaction contemplated herein shall dose an or before December 17, X21(the "Ciosing"), unless extended by written agreement, signed by both parties, extending the Closing. However, In no event waver shall the Closing omr later than December 3:4 211. 6. TITLE BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by ww s PUi CHASEWs Initials: , SELLER's initisis,11, Purchase and Sale Agreement Page 5 of 17 encroachment, or encumbrance. 7.3 SELLER Deliv rtes. SELLER shall deliver to PURCHASER the 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 ail commercial and residential tenants occupying the Property. 7.3.2 Copies of any reports or studies (Including engineering, environmental, soli borings, and other physical inspection reports), In SELLER'S possession or control with respectto the physical condition or operationof the Property, iFany. 7.3.3 Coples of all Ecenses, variances, waivers, permits (lnduding but not limited to aN surface water management permits, wetland resource permits, consumptive use permits and environmental resource permits), authorhations, and approvals required by law or by any governmental or private authority having jurbdktion over the Property, or any portion thireoF (clic "Governmental Approvals"), which are material to the use or operation of the Propertyand InSEUDes possesslion,Ifany. MA At Closing, SELLER shall execute and deliver to PURCHASER any and all documents and Instruments required by PURCHASER, in PURCHASER's sole and absoiute discretion, which: (1) effectuate the transfer to PURCHASER of these Governmental 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 Approves. SELLER will not be required to Incur expenses to provide such documents and instruments. No later than twenty (201 days prior to the using Data, SELLER co shall remedy, more, and rectify any and all violations of the Governmental Approvals (Including, but not limited to, any and all pardons of the surface water management system, mitigation areas or other Items which do not comply with the Governmental Appmvals or applicable rules), IF any. 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. C01N„DITION MC HG., PURCHASER shall not be obligated 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. Rsomgnofts and WarraML All of the representations and warranties of SERER contained in this Agmementshall be true and correct as of Closing. 8.2. Condii>o on f PraparEty. The phyalcal condition of the Property shall be amms PURCHASER's Initials. SELLEWs Initials: 92 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. Pending Proceedings. At Closing, there shall be no litigation, dainty, action, or administrathre agency or other governmental proceedleg, of any kind whatsoever, whether pend ft actual, or threatened, that would affect the Property, which has not been disclosed, prior to Closing, and accepted by PURCHASER. s4. Q! RlInce with LM and Remw t_bmL 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. gnpancy. The Property shall be conveyed to the PURCHASER at time of Closing 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 leases affecting the Property provided that all such renewal leases provide 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, orcause to be prepared, the Closing Documents set forth in this Section, empt for documents prepared by the PURCHASER's Title Company. At Closing, SELLER shall exeade and deliver, or rause to be executed and delivered to PURCHASER the following documents and instruments (eordah oely, 'Closing Dommentso): 9.1. lamed. A Special Warranty Deed (ire "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 otherthan the Permitted Exceptions. 9.2 Sellers Affidavits. SELLER shall fumish to PURCHASER and Title 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 pen law; and thatthera are no parties in possession of the Property other than SELLER. SOLER shall also furnish 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 deehwd an uncured title objection. 9.3. Closing Statement. A closing statement setting forth the Purchase Price, the Deposit, all credlb6 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 Goring. 9A. Corrective Documents. Documentation required to dear title to the 05MWS PURCHASER's initials: SELLEWs initials. 93 M shallnotbe M w ordelayed, ILS SELLER represents that there we no parties otherthen SEILLER In possession MAN ,l' shall use its best effortsto maintain the Property'ft present condition si as to ensure [ x It shall remain substantiallycondition conclusion of the Feaslbft Period to the Closing Due. ILB SEM represents that It has no actual knowledge nor has It received arty y; FMY; 1-77171 M. Til � '% «; • 2 r: k a •i l w..' M �• 'f' w s '" rr a b +- of Transportation, and/or any odw state or local governmental agency now or hereafter aut r io;k d to regulate materlals w substances the environment f i4i • : fi a SELLER w"w PURCHASER that the Property Is not subject to any use of the Property «« t those constituting ,rdi Emaptions as defined above. IL10 Between the Effective Date of this Agreement and the date of Closft SELLER vAl not file any application for a change of the present zoning classification of the IL31 6A2 The executlon and de%mry of this Agreement by SELLER and E w w �.. rte s' r ' s ♦ �,� I # �, f'�' a 1} ♦ (' !representsa valid and binding obligation of SaUll, 96 Purdwse and Sale Agreement Page 10 of v 11.12 Ble. SELLER b and will be on the Closing Date, the owner of valid, good, marketable and Insurable fee simple title to the Property, free and dear of all liens, encumbrances and restrictions of any kind, except the Permitted Exceptions (and encumbrances of record which will be discharged at dosing). 1L13 Addit►nnal Warranties and As a material of SEL1_ . Inducement to PURCHASER entering into this Agreement, SE r M to the best of SELLER'S Information and belief, hereby represerbandwarrentsthe follow] ng: 1L13i There are no pending applications, permits, petftbns, contracts, approvals, or other proceedings with any governmental or quasi-govemmental authority, including but not ilmhed to, PURCHASER, munidpalties, counties, districts, utilitles, 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 Propertyto any of theforegoingenrtities. 11.13.2 There are no facts believed by SELLER to be material to the use, condition and operation ofthe Property in the mannerthat It has been uosdoroperated, which It has not disdasad to PURCHASER hereto, including but not limited to unrecorded instruments or defects in the condition of the Pcnpertywhich will impalrthe use or operation of the Property in any manner. 11.13.3 The Propertyand the use and operation thereof are int compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and autirorIzations, Induci ft without Imitation, applicable toning and environmental laws and regulations. 12. DEFAULT• 17.L PUIt's Dafauk; In the event that this tra n fails to dose due to a wrongful refusal to dose 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 obllgetion or liabilities under this Agreement, axoept forthosa 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 datming by, through or under PURCHASER, but not otherwise. PURCHASER and SELLER aticnowledga 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 SELLA. PURCHASER and SELLER agree that this is a bona fide liquidated damages provision and nota penaltyorforfeiture provision. aswrn.s PURCHASMs Initials. SELLER'S Initisl6 L 97 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 /,mom 015190" PURCHASER's Initials: SELLER'S lnitiaistrT- 98 Purchase and Sale Agreement Page 12 of 17 With a copy to: Kenneth Dodge Lewis, Longman & Walker, PA 30 S. Rosemary Avenue Suite MO West Palm Beach, FL 334M 14. BINDING OBU(jATiONLASSIGNMENT. The terms and caididons 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 wlLftout the prior written consent of PURCHASER, which shall not be unreasonably withheld. PURCHASER shall have the ftht to assign this Agreement to the City of Boynton Beach (the TW) without the prior consent of SELLER and the PURCHASER shatl 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 seam 353.3 7(1), Florida Statutes, (as it may be amended from time to time), shag 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 cw templatQd by this Agreement and are not liable for a sales Commission. SELLER and PURCHASER hereby mutually Indemnify, defend and hold harmless each otter from and against any and all claims, lasses, dernages, costs or expenses (Including, without limitation, attorney's 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 dalming through the indemnifying party in connection with this Agreement. The provisions of this Section shall survive Closing or termination of this Agreement. 16. ENViRONMWALCONDITIONS; 16.L For purposes of this Agreement, pollutant ("Pogutant") shall mean any hazardous or toxic substance, material, or waste of any kind or any contaminant, polkrtant;, petroleum, petroleum product or petroleum by-product. as dafhed or regulated by environmental laws. Disposal ("Disposal") shall mean the release, storage, use, handling, discharge, or disposal of such Pollutants. Environmental laws ("Environmental Laws") shag mean any applicable federal, state, or local laws, statutes, ordinances, rules, regulatkms or other governmental restrictions. 35.Li As a material Inducement to PURCHASER entering Into this Agn3emen% SELLER hereby warrants and represents the following, asapplkable: (1) That SELLER and occupants of the Property have obtained and are in full compliance with any and all permits regarding the Disposel of Pollutants an the Property o r contiguous propertyownedbySELJ.M tothe bestcrf SELLEWS knowledge. mmm4 PURCHASER's Initials: SELLER's inidab• -�'s- 99 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 byse 1 m 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 Semon shaft be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any fame or effect unless in writing executed by the Parties. This Agreement sets forth) the entire agreement between the Parties reladng to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. This Agreement shall be interpreted in accordance with the laws of the State of Florida. The Parties hereby agree that jurisdiction of any Iftlgatlon brought arising out of this Agreement shall be In the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida, or, should any muse of action ire limited to federal Jurisdiction only, In the United States District Court forthe Southern 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: 100 Purchase and Sale Agreement Page 1+4 of 17 Agreement which ends an a Saturday, Sunday or legal holiday, shag extend to M. p.m. on the next full business day. Time Is of the gesence in the performance of all obligations under this Agreement. 11M 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 other rights or remedies that a party may have or a waiver of any subsequent breach or default In any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the dosing. 18.4 Construction of Aareament. The Parties to this Agreement through counsei, have participated freely in the negothtion 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 kxk de the singular, as the context may require. Provisions of this Agreement that expressltr provide that they survive the Closing shall not merge into the deed. 185. Seversollity. If any provision of this Agreement orthe application thereof shah for any reason and to any extent, be invalid or unenforosabie, neither the remainder of this Agreement nor the application of the provision to other persons, entities orcirwmitanees shag be affected thereby, but instead shall be enforced to the maximum extent permitted by law. the provisions of this Section shag apply to any amendmentof this Agreement, 18.6 handwritten _ jOns. Handwritten provisbrs inserted In this Agreement and initialed by PURCHASER and SELLER shall cw*ol all painted provisions In conflict therewith. 18.7 Waterer gf Jury Triel. 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 anlaing out of or in any way connected with this Agreement. 18.& &Mrnevs Eggg godCosts, Should It be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and oasts, Including those 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 788.28, floride Statutes. M9 Wnding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has of "rw PURCHASElts Initlals;- 5ELLM initlelsi 101 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:-9 102 Purchase and Sale Agreement Page 16 of 17 n ZL Ord SELLER adc and Real Estate Sin on µEast Fa de Wall„mof_ j Oyer Insurance Bugdi PURCHASER a nc�wkdge and agree that the existing painted wall sign on the east facade of the 529/531 East Ocian Avenue building has existed for over 60 years, Is one of the iconic business images In the City of Boynton Beach, possesses historic and cultural value, and is one of the last remaining representations of the Cnky's historic main street. As such, PURCHASER agrees to use Its best efforts to preserve the painter wail sign either in situ or to be relocated and utilized elsewhere in the vidnhty provided that tete cast of the presentation and relocation efforts do not exceed a maximum of Twenty Thousand Dollars ($2%OM Opj. In the event that PURCHASER Is unable to preserve or relocate the wall sign as provided herein, PURCHASER shall provide notice of sa rhe to SELLER, who shall have (6Q sixty days within which to relocate the sign at Its own expense and/or contribute ail additional funding over $20,0o0t o the CRA for fie CRA to relocate the sign. Both parties adrnowleOp and agree that the possibility exists that the sign could be damaged 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 date. awrms PURCHASER'S SELLEres initiate• .- 103 Purdwse and Sale Agreement Page 17 of 17 KIRGULSEM BOYNTON BEA COMMUMV REOM484f~ AGENCY Printed Name: Steven S. Grant note. rF Printed Name: 1, "'r ,1 - & Wal ker, P.A. Printed Name: n Date: '05"d Name. . .. . . ...... Title: Date: WMIBS- Printed Norrw. Z4ve;j A- -54-ILPE amim PURCHASER'S Initial: ";JI'v""', SELLEFrs inwsiqr.,�Zy� 104 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "H" REVERTER AGREEMENT This REVERTER AGREEMENT is dated as of this "°"""„ day of , 2022, by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGEN "Y (the "SELLER") and BB QOZ, LLC (the "PURCHASER"). RECITALS A. The SELLER has conveyed to the PURCHASER that certain real estate described on Exhibit "A" attached hereto (the "Property") pursuant to a Deed of even date herewith between the SELLER and PURCHASER. B. The PURCHASER has agreed to construct the Project on the Property, and other requirements in accordance with the guidelines and criteria set forth on in the Purchase and Development Agreement attached hereto ("Purchase and Development Agreement"). C. The Deed shall provide that: (i) if the PURCHASER fails to meet the deadlines set forth in Sections 21.3, 21.5, and 21.7 of the Purchase and Development Agreement, subject to applicable notice and cure periods, then, if SELLER exercises its right of reverter, the Property shall revert to the SELLER; and (ii) upon the Completion of Construction (hereinafter defined) the Deed shall be automatically unencumbered by the right of reverter. NOW THEREFORE, in consideration of the transfer of the Property to the PURCHASER and other consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows: 1. PURCHASER agrees at its sole cost and expense to complete the construction of the Project in accordance with the terms of the Purchase and Development Agreement by no later than the time period set forth in Section 21.7 of the Purchase and Development Agreement of even date herewith (the "Construction Completion Date"). 2. Subject to Section 3 hereof, in the event the deadlines provided for in Section 21 of the Purchase and Development Agreement, or Completion of Construction as provided for in Section 21.7, are not timely met (unless extended pursuant to the terms of the Purchase and Development Agreement), and if SELLER elects to exercise its right of reverter, the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within 30 days of the written request of the SELLER, the PURCHASER will provide a quit claim deed to the Property in form and substance acceptable to the SELLER evidencing the reconveyance of the Property, 01671768-3 PURCHASER's Initials: SELLER's Initials: of Ir 105 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 SELLER: 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 106 01671768-3 PURCHASE AND DEVELOPMENT AGREEMENT EXHIBIT "B" Tax Increment Revenue Funding Agreement zz 107 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 1 108 2.1. Adequate Proof of Financial Closing shall consist of verifiable binding documentation for the Project necessary to evidence that financing has been obtained for the construction of the Project through completion. 2.2. Area Median Income ("AMI") shall mean the City of Boynton Beach Area Median Income, as set forth and published each year by the City of Boynton Beach, unless required by the Lender to mean Palm Beach County Area Median Income, as set forth and published each year by the Department of Housing and Urban Development. If the Lender does not make a determination, the Developer shall use the City of Boynton Beach Area Median Income, provided that: (a) the City publishes AMI levels on a regular (annual) basis, (b) the AMI levels are made readily available to the general public, and (c) the City utilizes the same calculation methodology as does the Department of Housing & Urban Development. 2.3. 'Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction (hereinafter defined). 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Construction Commencement" means the date when both of the following have occurred: (i) Developer has provided Adequate Proof of Financial Closing, and (ii) Developer has actually begun construction activities (including demolition, site clearing, excavation, and/or utility relocation) consistent with the City Code and all applicable permits, such that construction activities will continue on a consistent basis to complete construction of the Project. 2.6. "Completion of Construction" shall mean the date for which the Project is substantially complete and the Temporary Certificate of Occupancy has been issued by the appropriate governing authority. 2.7. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.8. "Financial Closing" The date on which all agreements and loan documents for the financing of the Project have been executed and all required conditions contained in such agreements and loan documents for the commencement of funding have been satisfied, as determined by Lender and Developer. 2.9. "Land Use Approvals" shall mean all required site plan, zoning, platting/replatting approvals from the City of Boynton Beach necessary to procure building permits to construct the Project on the Property. 2.10. "Lender" shall mean the lender selected by the Developer to provide a mortgage loan that is secured by all or any part of the Project. 01649149-7 lA 109 2.11. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit "B," hereto. 2.12. "Purchase Agreement" means that certain Purchase and Development Agreement by and between the CRA, as seller, and Developer, as purchaser, dated of even date herewith. 2.13. "Tax Increment Revenue" means the amount deposited in the Redevelopment Trust Fund for the Boynton Beach Community Redevelopment Area, pursuant to Florida Statutes, Section 163.387, that is attributable to the Project. Section 3. Develo er's Obli ations and Covenants. 3.1 Construction of the Project. Developer shall construct a mixed-use, transit - oriented development containing a mixed -income workforce housing rental apartment building with restaurant, retail space, and office space, including public parking that incorporates public pedestrian connectivity, consistent with the Proposal (hereinafter the "Project"). In the event of a conflict between the Proposal and this Agreement, this Agreement shall control. The Project will include the Required Elements set forth below and be built consistent in all material respects with the Conceptual Site Plan attached hereto as Exhibit "C" except as revised pursuant to this Paragraph. The Conceptual Site Plan may be revised by Developer from time to time without the consent of the CRA, provided, however, that any change to the Conceptual Site Plan that would result in a change to any of the Required Elements (hereinafter defined) shall require the approval of the CRA, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, the Developer may increase the units or commercial or residential square footage without the consent of the CRA. 3.2 Development Deadlines. The following events must be completed as set forth herein and evidence of same shall be provided to the CRA upon completion of each event (collectively the "Project Deadlines"). At all times after the Effective Date, the CRA shall cooperate with Developer using good faith and due diligence to facilitate and expedite Developer's satisfaction of the Project Deadlines, which include, without limitation, the Land Use Approvals. 01649149-7 3.2.1. Submission of application to the City for site plan approval within one hundred eighty (180) days from the Effective Date. For purposes of this Section, submission of application shall mean the good faith submittal of a complete application for site plan approval to the City of Boynton Beach, and any later request for information, or rejection or return by the City of Boynton Beach for reasons of technical compliance, shall not be deemed failure of Developer to comply with the requirements of this Section. Developer may extend the deadline for submission of application to the City for site plan approval by no more than 3 110 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 4 111 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 5 112 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 6 113 4.4 Electric Vehicle Charging Stations. Developer shall install provisions t* to install additional electric vehicle charging stations in up to 15 of the other CRA Spaces, the specific number and location of spaces to receive such conduit to be mutually agreed to by the Parties prior to finalization of construction plans for the parking associated with the Project. 5.1 Annual Performance Report. Commencing upon the Effective Date, Developer shall annually provide the CRA with an Annual Performance Report for the Project certifying Developer's compliance with the requirements of this Agreement and the Purchase and Development Agreement and, as applicable upon Completion of Construction, evidencing that Developer has paid all property taxes for the Property for the preceding year. Such report must W,e SLI all requirements for the Annual Performance Report contained in this Agreement. Further, Developer shall, at any time requested by the CRA but not less than once per calendar year, ;!ppear before the CRA Board and provide any information requested regarding the Project. 5.2 The following are conditions precedent to the CRA's annual disbursal of Tax Increment Revenue pursuant to this Agreement: 01649149-7 Developer must have timely provided its Annual Performance Report, providing evidence of compliance with the requirements of this Agreement and evidencing that Developer has paid all property taxes for the preceding year; and 5.2.2 A finding by the CRA Board that the Annual Performance Report submitted by Developer is consistent with the requirements of this Agreement, which finding shall not be unreasonably withheld, conditioned or delayed; and M MGM 5.2.4 Developer is not in material default beyond any applicable notice and cure period under any terms or provisions of this Agreement. Developer shall not be entitled MPMEA 177FIWWJJ any applicable notice and cure period under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Tax Increment VA 114 Revenue during any period of default by the Developer, provided that, once a default is cured, Developer shall receive its Tax Increment Revenue for the remainder of the TIR Term, provided Developer is not in default under this Agreement. Section 6. Tax Increment Revenue. 6.1 Formula and Term. 6.1.1 The CRA hereby agrees to pledge and assign to Developer pursuant to the terms of this Agreement, an annual amount which equals ninety-five percent (95%) of the Tax Increment Revenue, for a fifteen (15) year term, not to exceed a total of seven million dollars ($7,000,000.00) ("TIR Cap"), commencing on the last day of the year that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; B. All elements of the Project have been placed on the Tax Roll; C. The CRA has received Tax Increment Revenue from the Project; D. The Annual Performance Report is received and found to be sufficient by the CRA, which finding shall not be unreasonably withheld, conditioned or delayed; and E. Developer is not in default under this Agreement. Provided the above conditions precedent are satisfied, the CRA shall disburse the Tax Increment Revenue to the Developer as soon as practicable after the CRA receives the Tax Increment Revenue. 6.2 No Prior Pledge of Tax Increment Revenues. The CRA warrants and represents that the Tax Increment Revenue are not the subject of any prior pledge by the CRA and agrees that such revenues shall not be assigned, pledged, hypothecated or secured by the CRA for the period covered by term of this Agreement. 6.3 Form of Payment. Payment of the Tax Increment Revenue shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or 01649149-7 K 115 by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara W. Duhy, Esq. Lewis, Longman & Walker, P.A. 360 S. Rosemary Ave Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: BB QOZ, LLC Attention: Jeff Burns & Nicholas Rojo 613 NW 3rd Ave., Ste. 104 Fort Lauderdale, Florida 33311 With a copy to: Lance M. Aker, Esq. Kapp Morrison LLP 7900 Glades Road, Ste 550 Boca Raton, Florida 33434 Section 8. Default. The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer fails to cure the default within thirty (30) days of notice from the CRA, the CRA may withhold payment of Tax Increment Revenue to Developer due for such calendar year; provided, however, if such default takes longer than thirty (30) days to cure, such cure period shall be extended until the Developer cures such default provided that the Developer is using good faith efforts to effectuate such cure in a diligent manner and such cure can be completed within the same calendar year. A default under this Agreement shall not terminate this Agreement, but payments of the Tax Increment Revenue to Developer shall not re -commence until such default is cured. 01649149-7 E 116 Section 9. Termination. This Agreement shall automatically terminate: 1) upon the last disbursement of Tax Increment Revenue due to Developer pursuant to the terms of this Agreement; 2) upon the expiration of the 15 -year TIR Term, or 3) if Developer fails to Commence Construction or Complete Construction of the Project as required herein (unless such time period is extended by the CRA or this Agreement is assigned to Lender pursuant to the terms of this Agreement). Section 10. Miscellaneous Provisions. 10.1. Waiver. The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the construction of the Project or the term of this Agreement, except if caused by the gross negligence or willful misconduct of the CRA. Except as set forth in the foregoing sentence, Developer hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. 01649149-7 10.2. Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employeesfrom any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed, or recovered against or from the CRA, its agents, or its employees, by reason of any property or other damages or personal injury, including death, sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA for its own negligence, or intentional acts of the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees and agents. 10.3. Assignment. This Agreement may only be assigned in its entirety. Prior to Completion of Construction, this Agreement may only be assigned by Developer to an entity that is managed by Developer's key principals, Jeff Burns and Nicholas Rojo, or Lender pursuant to Developer's loan documents with Lender, and provided that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. Such assignment may be made without further consent of the CRA; however, Developer shall provide notice to the CRA within 30 days of such assignment. After Completion of Construction, provided Developer is not in default under this Agreement, this Agreement may be assigned by Developer to any third party with the consent of the CRA, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however, that such assignment shall not be effective unless (a) the Developer delivers written lim 117 01649149-7 notice to the CRA at least thirty (30) days prior to the assignment, (b) the third party assignee demonstrates to the reasonable satisfaction of the CRA that the balance of the Tax Increment Revenue is required to maintain the Affordability Requirements, and (c) the assignee shall specifically assume all of the obligations of the Developer under this Agreement. Notwithstanding the foregoing, in the event Lender takes possession of or becomes the record owner of the Property, this Agreement shall be automatically assigned to Lender upon receipt by the CRA of written notice by Lender that it desires, in Lender's sole and absolute discretion, to be assigned this Agreement and to assume all of the rights and obligations of the Developer under this Agreement. The notice must be received within 90 days of Lender taking possession of or becoming the record owner of the Property. 10.4. Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other party and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA or the Developer, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5. No Discrimination. Developer shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6. No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7. Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records, provide the CRA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 11 118 01649149-7 C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if Developer does not transfer the records to the CRA. d. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the Agreement, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the Agreement, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA, upon request from the CRA's custodian of public records, in a format that is compatible with the information technology systems of the CRA. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435; or SHUTTT@bbfl.us. 10.8. Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered, except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9. Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e., via facsimile or .pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 12 119 01649149-7 110.10. Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. 10.11. Governing Law, Jurisdiction, and Venue. The terms and provisions of th Agreement shall be governed by, and construed and enforced in accordance wit, the laws of the State of Florida and the United States of America, without rega to conflict of law principles. Venue and jurisdiction shall be Palm Beach Count -I Florida, for all purposes, to which the Parties expressly agree and submit. 10.12. Independent Advice. The Parties declare that the terms of this Agreemem have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13. Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end, this Agreement is declared severable. 0. 14. Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15. Compliance with Laws. In its performance under this Agreement, Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations enacted as of the Effective Date. 10.16. Survival. The provisions of this Agreement regarding public records, indemnity, parking, Affordability Requirements, and waiver shall survive expiration or termination of this Agreement and remain in full force and effect. 10.17. Minor Modifications. The CRA Executive Director, shall administrative amend this Agreement (without requirement of CRA board approval) as may reasonably required by the Lender, provided that such amendment does n pertain to or impact any material term of this Agreement and is for the purpo of complying with Lender requirements in order to effectuate Financial Closing. el any required amendment by the Lender would have a material effect on the ter and conditions set forth in this Agreement, then such amendment shall requi CRA board approval, not to be unreasonably withheld, conditioned or delayed. F purposes of this paragraph, the term "material term" shall include all terms an s provisions in Sections 3, 4, 5, 6, 8, 9, 10.1, 10.2, 10.3, 10.4, 10.7, 10,16, 10.17, an$ 10.18, (including all subsections thereunder), and any other term reasonab IN 120 01649149-7 deemed material by the CRA Attorney at the time such request for amendment i -2f made. 0. 18. Force Majeure. Neither Party shall be held liable or responsible to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent and for so long as such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party, including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, pandernics, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority, or the other Party. Events of Force Majeure shall extend the period for the performance of the obligations for a period equal to the period(s) of any such delay(s). All terms contained herein shall be subject to Force Majeure. 10.19. Computation of Time — Any referenced herein to time periods which are not measured in Business Days and that are less than six •:. days shall not •:• Saturdays, Sundays, and legal holidays in the computation thereof. Any period provided for in this Agreement which ends on a Saturday, Sunday, or legal holiday shall extend to 5 p.m. on the next full Business Day. Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the computation thereof. For purposes of this Agreement, Business Days shall mean Monday through Friday but shall exclude state and federal holidays. "1 11:11 1105!15RIJ151 lilt 0 11 '111 "It 1 101111111111 �1111111'17111131111113M��� 14 121 WITNESS Print Name: BB QOZ, LLC, a F orad . lhnit e(j1„i bility company PrintedName',cwias Title: .......... _. BEFORE UM an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared k N� Naas of BB QOZ, LLC, and acknowledged under oath that he/she has executed the foregoing Ag.7teement as the proper official of BB QOZ, LLC, for the use and purposes mentioneA,hercinl that the instrument is the act and deed of BBs QOZ, LLC. He/she is personally knowno 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_ ? (, , 2422. My Commission Expires: 5-119 e q Notary 01649149-7 COATES wdW Ttw [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGE] 15 122 WITNESSES Print Name,,., ._ �� ��' ........... ..,m .,......__..... Print Name. STATE OF FLORIDA \ ) 1 COUNTY OF PALM BEACH ) BOYNTON BEACH COMMUNITY REDEVELOPMENT ADEN "Y By:___ a. _. _................. .. Ty Penser , CRA Board Chair ..04r, n:� �mm�ammm m! SS: �r ��'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 F THE FOREGOING, I have set my hand and official seal at in the State and County aforesaid on this day of ,� _., 2022. My Commission Expires: 01649149-7 Notary `�ti��t,t�i1111 Illll //orf � y •��� i�`ig61 �� 16 bliA State of Florj�fi at Large 123 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 17 124 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 Y: 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 18 125 Parcel 7: Physical Address: 529 E. Ocean Ave., Boynton Beach, FL Parcel#: 08434528030060120 01649149-7 Lot 12, Block 6, ORIGINALTOWN OF BOYNTON, according to the plat thereof, recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida 19 126 01649149-7 EXHIBIT "C" CONCEPTUAL SITE PLAN at 127 128 I t�j„y51/tit , ARNIM, .31 M, 0 129 01649149-7 EXHIBIT "D" DRAFT PARKING LEASE 21 130 TM PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this :,)'dayof 2022, by and between BB QOZ, LLC, a Florida limited liability company, ("LaiLdl �'rdi;J�'I_d nton Beach Communi A, ene BBCRA). a -Dubli aeencv qlL__ i The Boy �; Redevclopmen 9�1 I Mm maLemyntaliffainamparers IRMW - 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 131 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 2 132 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 3 133 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 4 134 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 5 135 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 6 136 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 7 137 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 8 138 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 9 139 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 10 140 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 rfj�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 11 141 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 12 142 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 13 143 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 14 144 I IN WITNESS WHEREOF, 2022. LANDLORD: BB QOZ, LLC, aFlorida lifted h Htfty company Print Name: Its: Manager . .. .. . ..... WITNESSES: Print Name: TENANT: fit the parties have executed this Lease as of this 13 day of WITNESSES: Print Name: THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 By: Ty P d Chair Witness: Print'lV Te Approved fo egal ciency: B y CRA Attorney 01673347-4 15 Approved for financial sufficiency - By: financial Services Director 145 JOINDER PARTY THE CITY OF BOY N "ON BEACH By: ._ — ....... 2 Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 146 �..... Print _.ww_ : a`/V.w...w . _wS� M„ - Cj _.... 41 60*1 00 SLC Approved for legal sufficitcy: Approved for financial sufficiency: By City Attorney By:Financial Services Dire � ctor 01673347-4 259421A 259421v4 146 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 147 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 148 EXHIBIT B Parking Garage Floor Plan 016733474 2594210 259421v4 149 V0180IJ 'HDV30 NOiNAOfJ 9NINNVId �? 3W13111 IDA Ui .LN3nd011v3AO-�tCvl)0(313tVIIIJJVaroov SiO3AH vs� V . .......... ��31d 3H1 SN Jtj� Al , Tl� J J MIO,k AL �7 ,iii7m IJ '_Zl, j L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 150 4i 1177j LL -J - - - - - - - - - - �7 ,iii7m IJ '_Zl, j L 77 4 ifl, TT Tdrlf �"l J, rlf li J w tl !J l't . .... k -,o E "E 7 IA i 150 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 150 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 151 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. +11 = day 2022. 35 PASSED AND ADOPTED this of ...,,,_...��..,° .,.._w 36 CITY OF BOYNTON BEACH, FLORIDA 37 YES NO 38 39 Mayor — Ty Penserga . 40 41 Vice Mayor — Angela Cruz 42 . 43 Commissioner — Woodrow L Ha y ., 44 *.. 45 Commissioner — Thomas Turkin 46 47 Commissioner —Aimee Kelley 48 49 VOTE°„. 50 r ATTFSi`'. °y 51s �o 52 53 Mayle D sus, MMC, // 54 City C erk 55 m 56 57 M ?ON 58 (Corporate Seal) 0 Sense C� S:1CMRE50\AgrecmentsTar1ling lease Agreement (Joinder Party With Affiliated) - Reso.Docx 152 PARKING LEASE AGREEMENT CHIS PARKING LEASE AGREEMENT (this "Lease"), is made and entered into this day of ..... 0,by and between BB �OFlorida limited aicompany,(«Landlor) anTe BoyntonBech Community Redevelopment Agency (B 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 153 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 2 154 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 3 155 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 4 156 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 5 157 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 6 158 Florida, to provide coverage for the Landlord' operation and management of the Parking Garage and obligations as stated herein. 12. Events „of.Default. Each of the following shall be an "Event of Default" under this Lease: (a) Tenant fails to make any payment of Rent when due; (b) Tenant fails to cure Tenant's breach of any provision of this Lease, other than the obligation to pay Rent, within thirty (30) days after notice thereof to Tenant; (c) Tenant becomes bankrupt or insolvent or makes an assignment for the benefit of creditors or takes the benefit of any insolvency act, or if any debtor proceedings be taken by or against Tenant which is not otherwise dismissed within thirty (30) days of its filing; (d) Tenant transfers or assigns this Lease or subleases any of the Parking Spaces in violation of this Lease; (e) Tenant violates any of the Rules set forth in Section 22, as the same may be amended or modified from time to time, and thereafter fails to cure such violation within thirty (30) days after receipt Landlord's notice thereof; or (f) Tenant uses the Parking Spaces and/or the Parking Garage for any reason other than the Permitted Use (as defined in Section 14, below) and Tenant fails to cease such use within thirty (30) days receipt of Landlord's notice thereof. Notwithstanding anything to the contrary, in the event any Event of Default necessitates emergency action as reasonably determined by Landlord, then the foregoing 30 -day time period shall not apply and Landlord shall have the option (but not the obligation) to immediately cure such Event of Default. Each of the following se an "Event of Demma t" under this Lease: (a) Landlord fails to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from Tenant. If the Tenant's or Landlord's Event the Default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, the defaulting party shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that the defaulting party diligently commences such cure within the foregoing 30 -day period and thereafter diligently proceeds with the curing of the default. 13. Remedies. Upon an Event of Default by Tenant which is not timely cured within the timeframes set forth above, in addition to all remedies provided by law, Landlord may: (a) Landlord may, but shall have no obligation to, perform the obligations of Tenant, and if Landlord, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Tenant to Landlord within thirty (30) days of rendition of a bill or statement to Tenant therefor together with reasonable supporting documentation). (b) Cure such Event of Default, and if Tenant, in doing so, makes any expenditures or incurs any obligation for the payment of money, including reasonable attorneys' fees, the reasonable verifiable out-of-pocket sums so paid or obligations incurred shall be paid by Landlord to Tenant within thirty (30) days of rendition of a bill or statement to Landlord therefor (together with reasonable supporting documentation). Notwithstanding anything to the contrary set forth above, all rights and remedies of Landlord and Tenant under this Lease shall be cumulative and shall be in addition to every other right or remedy provided for in this Lease or now or hereafter existing at law or in equity. 14. Permitted Use. (a) Tenant may use the Parking Spaces only for the parking of cars, motorcycles and other ordinary passenger vehicles (including pick-up trucks, vans and sport utility vehicles) by members of the general public, by Tenant and by the City of Boynton Beach, and Tenant may charge the general public 016733474 I 159 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 8 160 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 9 161 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 10 162 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 11 163 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 12 164 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 13 165 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 I IN WITNESS WHEREOF, 2022. LANDLORD: BB QOZ, LLC, aFlorida lifted h Htfty company Print Name: Its: Manager . .. .. . ..... WITNESSES: Print Name: TENANT: fit the parties have executed this Lease as of this 13 day of WITNESSES: Print Name: THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY �4 By: Ty P d Chair Witness: Print'lV Te Approved fo egal ciency: B y CRA Attorney 01673347-4 15 Approved for financial sufficiency - By: financial Services Director 167 JOINDER „PARTY THE CITY OF BOYN By: ✓ By. ? PrintUS ���... G'....: .... _...� ��. Approved for legal suffici6cy: By --------- - �,,'i����,City Attorney 01673347.4 259421A 259421v4 Approved for financial sufficiency: Financial Services Director 168 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 169 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 170 EXHIBIT B Parking Garage Floor Plan 01673347-4 259421v3 259421v4 171 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 T-11-=1�11,7, (d IIIII 9,' �s h v 3 GJA T "R . . . . .... . 172 n.fI V-, GJA T "R . . . . .... . 172 AFFILIATED D E V E L 0PMENT Project: The Pierce Date: 09/05/2024 Prepared by: BB QOZ, LLC Project Updates Major Master Plan and Site Plan applications were unanimously approved by the P&D Board and during two readings with the City Commission, the filial approval to occur on March 9"' 2023. An entity related to F. Davis Camalier (FDC Associates, LLC), through his property entity, 209 N. Federal, LLC, filed a Petition for Writ of Certiorari against the City to challenge the abandonments necessary for the Project to go forward as designed and approved. On August 14, 2024, the court denied Camaher's Petition and the project is able to proceed pursuant to the terms of the First Amendment to the Purchase and Development Agreement. The development team will be submitting an application for building permit before the end of the year. 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 Annual Performance Report April 30, 2024 Submitted on May 10, 2024 Annual Presentation On or before July 8, 2024 Complete Date Final Judgement was rendered August 14, 2024 Complete Apply for Building Permit December 12, 2024 In progress 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 173 **** CASE NUMBER: 502023CA009318XXXXMB Div: AY **** Filing # 170590020 E -Filed 04/07/2023 09:07:28 PM IN THE CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA Case No. 23- 209 N. FEDERAL, LLC, a Florida limited liability corporation, Petitioner, vs. THE CITY OF BOYNTON BEACH, a unit of the local government in Palm Beach County, Florida, and political subdivision of the state of Florida, Respondent. PETITION FO�VRI7 OF CERTIORARI Petition for Reviev of Beach. City Commission Ordinance Beth -Ann. E. Krimsky, Esq. (FBN 968412) Aaron. Williams, Esq. (FBN 99224) GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Fort Lauderdale, Florida 33301 Direct Dial: 954-527-2427 Facsimile: 954-333-4027 Beth-ann.krimsky(a�gmlaw.com Aaron.williams(Lgmlaw.com Attorneys for Petitioner 174 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 04/07/2023 09:07:28 PM TABLE OF CONTENTS Page TABLEOF CONTENTS............................................................................................i TABLE OF AUTHORITIES.................................................................................... ii PREFACE................................................................................................... ............iv %„//, I. INTRODUCTION.......................................................................��; ......... l IL STATEMENT OF THE CASE AND FACTS .................... l 2 o/, r III. BASIS FOR INVOKING JURISDICTION AND ST,�1DA OF �. REVIEW.........................................................................�o ..........................13 IV. NATURE OF RELIEF SOUGHT . "'%,.... //ii% V. ARGUMENT .................................... ............................................16 zd TOY A. THE COMMISSION FAI COMPLY WITH THE ESSENTIAL REQUIRE 'u,N`' OF THE LAW WHEN IT ff APPROVED THE AP[ IC NT' S APPLICATION .........................16 B. THE CITY CUM, AISION FAILED TO MAKE OR RECORD Ali "" tfibINGS IN VIOLATION OF THE ESSENTIAL' EQUIREMENTS OF THE LAW, ALSO Z, EVIDENCING SHE FAILURE TO APPLY ESTABLISHED ,�000� CRITERIA��.:.....................................................................................20 C. T "I ECISION OF THE CITY COMMISSION IS NOT SPRTED BY SUBSTANTIAL COMPETENT DENCE......................................................................................... 22 VI. CO CLLJSION................................................................................................ 24 CERTIFICATE OF SERVICE................................................................................25 CERTIFICATE OF COMPLIANCE.......................................................................26 -1- 175 TABLE OF AUTHORITIES Alun,K /-ix' ofNorth Miami Beach, 706 So. 3d 67 8PL, 3d DCA 2016) .................................................... 18, 14 ByevaD/Cw. K Snyder, % IF^ �77«�0 7�z1�u/Fl� lQQ�\ �� |z� ~�. ~ . �~ .~~ (Fla. .~~~/------------------ ..�-----^ . City qf'Apopka v. Orange Cty., POW/1" '794So. 7J657/FlD.4th DCA }474\............. .��...........—'2| City qf'Jacksonville v. Taylor, 7�l �0 �(jl�}�(Fk» } DCA }99N\ ...................................—.lQ De Groot v. Shef 4. 95 S0 2(j912(Fka }957) ....................—.15 England v. Louisiana State BoardExaminers, 375 U.S. /1l} (1964) -------------------13 Fields .. Sarasota ___'_.- _--'-r.'/, 14129 953 F.7d 1299 OlH` C' _________________________l3 876 S» 2(}3 ............................................................. 11,12 Gentry /ions, State Bd Exam 78 /F}&. }St DCA 1973\ ...............................................................—.7l Haines City Cm/y. 0m/. v. Heggs, 658 So. 7d 573 (Fla. 1995) 18 Hayes \l Monroe Cn,., 337 So. 3J 447 /FL,. 3d DCA ?07?\.................................................................... 7| Hillsborough y`h,. Bd. of/`ty. 'Ky ll Longo, 505 So. 7J47O(Fl".7dDCA |487) .................................................................... 73 176 Irvine v. Duval Cty. Planning Comm'n, 466 So. 2d 357 (Fla. 1st DCA 1985) ................................................ 15,20,21,22 Ivey v. Allstate Ins. Co., 774 So. 2d (Fla. 2000) ......................................................................................... 18 Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. I st DCA 200 1) ................................................................... 14 Planning Com 'n of City of Jacksonville v. Brooks, 011 579 So. 2d 270 (Fla. 1st DCA 199 1) ............................................ 21 22 N�Q Promenade DIberville, LLC v. Sundy, 145 So. 3d 980 (Fla. I st DCA 2014) ................................ ............... 1,3,5 Wolk v. Bd. of *Cty. Comm'rs of Seminole Cty., /ir 117 So. 3d 1219 (Fla. 5th DCA 2013) ................. "/' �/' ................................... 19 "d R Statutes 1/d/k, N r°/ %%` Article V, 5(b), of the Florida Constitutio 2z ....................................................14 or Rules 0/b/I c Florida Rule of Appellate Proc O(c)(2) .................................................... 14 -111- 177 PREFACE This Petition for Writ of Certiorari ("Petition") seeks review of an ordinance approving of three road abandonment applications by the City of Boynton Beach. Petitioner is 209 N. Federal, LLC and is referred herein as "209." Respondent is the City of Boynton Beach and will be referred throughout the Petition A',e "City." Citations to the Appendix to Petition for Writ of Certiorari, filed oraneously with this Petition are abbreviated as "A:" POW/1" . . . ........ AIIII -iv- 178 I. INTRODUCTION' 209 owns the real property located at 209 North Federal Highway in the City of Boynton Beach (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC. The Pierce, a multimillion -dollar development project comprised of several different parcels in downtown Boynton. Aeach, has rio0i/ii received a blanket City staff recommendation of approval forlications of �,,«rrJroi/pO�I ��Gi�j, abandonment of roads located near the parcels. 209 is near or�°mot to each of the ,; roads to be abandoned. Abandonment of roads is vvFonec�'��y Section Boynton Beach, Part III Land Development Regulation��� '), Chapter 2, Article II, Planning and Zoning Division Services, S 2: .3. ll ;, ,/`4 ' On March 15, 2023, Pttlko e sent correspondence to the City seeking the record related to this pli a ion. Despite Petitioner continually following up, Petitioner received link 'those records just three hours before the close of the business day on t 1%1* of filing the Petition. (A:1.712; A:1.713-1.6). The City's delay in metng itd obligations to make the records available to Petitioner is wholly unids k4ble. See Promenade D'Iherville, LLC v. Sundy, 145 So. 3d 980, 983 (F�� DCA 2014); see id. ("Florida law doesn't allow public records custcd(play favorites on the basis of who is requesting records"; awarding ,,,,costs for unlawful refusal to provide public records). Indeed, the gamenanship engaged by the City is unacceptable and runs afoul of Petitioner's due process and the traditional notion of fair play. See A:1679-80 (commissioner accusing Petitioner of unspecified, nefarious conduct and remarking he does not appreciate Petitioner's opposition to the road abandonments). In any event, while Petitioner does have some materials, and those are cited here, it was lacking a complete record until the City belatedly produced it. Petitioner will amend its Petition and contemporaneously filed appendix as soon as it has a meaningful opportunity to review the materials sent by the City. 63911086v8 179 Road abandonment was not part of The Pierce's original plans submitted to the City. 209 opposed the road abandonment applications immediately at each stage of approval, pointing out that any approval would severely and detrimentally affect access to the 209 Property. The LDRs require the City to consider and determine i whether abandonment would result in "a permanent stoppage, interrg t,on, or an WKW unacceptable level of service for the subject lot or on ni or developments with respect to police, fire, or other waste removal." (LDR, Section 2.G.3.a.). Specifi road abandonment must consider if such access to the 209 Property should an substantial evidence presented to su factor. The evidence pres ordinance approving the visions, or solid City's approval of any restrict emergency vehicle and there must be competent press factual finding on this necessary the quasi-judicial hearings on the proposed ent applications provided no such competent 'r000io substantial evidence t6/*,'� port the approval of any abandonment. Despite this, the City nevertl 'es������Q� assed an ordinance approving the applications for road abandon" the absence of such evidence, the ordinance simply cannot stand. II. STATEMENT OF THE CASE AND FACTS The Pierce is a $73 million mixed-use development project designed to include a complex of apartments, restaurants, and retail stores in downtown Boynton Beach. (A:523, 525, 621-23, 1611). The Project is comprised of several different 2 63911086v8 180 parcels of real property located from East Boynton Beach Blvd to East Ocean Ave. along Federal Highway. (A:891; see A:525). BB QOZ, LLC ("Applicant") is the applicant behind the Pierce and the abandonment at issue. (A:715). The record demonstrates that the City viewed the i Pierce as a development project "especially needed." (A:524-25). licant ultimately received City approval to proceed with the Project wit if any, real opposition from the City Commission. (A:1158). The original pl' ni� for the Project did not contemplate any road abandonment for any �"�� °� � aforementioned parcels. (A:1628-29). Site plans instead depict a bridge i, 'I st Avenue. (Id.). i,,,, ,, i In 2022, the Applicant applied fo '°d abandonments in the immediate vicinity of the 209 Property. (A:16b7'The road abandonments sought the vacation of a portion of an alle ,,�y (1 e "North Alley"), a portion of NE 1 st Avenue � o ("right-of-way"), and the,�full length of another alleyway (the "South Alley") (together with the Nortey, the "alleys"). (E.g., A:1398). P The N, th Vey forms the north boundary of the 209 Property. Northeast 1 st Avenue southern boundary of the 209 Property and contains the main driveway/finto the 209 Property. The abandonment area turns both of these into dead ends terminating at the west edge of the 209 Property and open only to Federal Highway southbound, such that drivers exiting the 209 Property will no longer be 3 63911086v8 181 able to turn west onto Northeast 1 st Avenue or the North Alley, and there will be no eastbound traffic at all. The impacted areas are illustrated below: 0 63911086v8 182 (E.g., A:705). An application for vacation and abandonment approval requires review and approval by the City Commission. LDR 2.G.4. To justify the issuance of an ordinance vacating a road, an application must meet criteria set forth in LDR i 2.G.3(a)-(d), which address issues regarding access, utilities, age and wastewater management, and conservation. To justify its Applic4r�he Applicant JJiii j0i / simply asserted, in summary fashion, that abandonment m th�''�riew criteria set forth in Section 2.G.3 of the LDR. (A:715-18; 'AA-" �"70-73). No evidence or substantive analysis was offered. The City readily accepted the App J c s Eonclusory recitation of the four �r �yi criteria as satisfaction of the criteria �th'out conducting its own independent analysis or determining if ther��11 `111�flll` w s6'identiary for each of the factors. Specifically, in January 2023, City staff pc'sedly reviewed the Application and determined that granting it "would nod"" /ersely impact traffic," other City functions, or adjacent property owrl„ f srr<««rr,,( 704). City staff determined further that the right-of-way and alleys " rf�r serve a public purpose other than retention of necessary utility assessmers" and, therefore, recommended approval of the Application. (Id.). While it is clear from the Staff Report the City consulted with public utility companies and city departments addressing engineering, public works/utilities, and planning and zoning, there is no indication local government departments, such as police and fire, 5 63911086v8 183 assessed or otherwise opined on any implications arising from road abandonments to 209 or any of the adjacent properties. The City Staff Report is devoid of any evidence addressing whether or not the abandonment would cause or result in a permanent stoppage, interruption, or an unacceptable level of service with respect to i police, fire, or other emergency services. A:615-804 Upon learning about the Application, 209 immediately lots opposition and requested a denial of the Application. (A:891-93). As Pqtitioftbrxplained to the City, the Application fails to satisfy one of the foul//, ia, namely, access. The LDR raises these questions when assessing the Does the subject land provide a leg'rh;ass of access to a lot of record, subdivision or development?�Li�,,,t vacation and abandonment cause or result in a perm'' stoppage interruption or an w/M %„ > unacceptable level of servi too subject lot or on neighboring lots, `1/i;,,' subdivisions, or develo�mntp�with respect to police, fire, or other g Y 1 , rph emer enc services ,o��sc� waste removal? %'0%ian�o�moo,%i LDR 2.G.3.a.; A:891 - a letter dated February 21, 2023, ahead of the hearing, 41209 pointed out t granting the Application would not only increase traffic but also impair ir�d egress to the 209 Property, thereby creating public safety issues wpgand Bros"limiting the accessibility to the property by customers as well as first responders should emergency services be required. (A:891-93). This is illustrated simply by looking at the aerial photograph. Federal Highway at Northeast 1st Avenue has no median cut or traffic signal. Currently, 0 63911086v8 184 northbound drivers on Federal Highway can easily access the 209 Property by turning left (west) at the signal at East Ocean Avenue and going one block to Northeast 4th Street and turning right, then east on Northeast 1 st Avenue to the 209 Property. Similarly, leaving the 209 Property to drive north on Federal Highway i simply requires turning right onto Northeast 1 st Avenue heading wes king north on Northeast 4th Street to East Boynton. Beach Boulevard, goin a then turning r riij �!a4 left (north) at the signal for Federal Highway. ��°�'��PO After the abandonment, this traffic p#ft, will be completely disrupted. Northbound drivers on. Federal Hight y�4e/lig to enter the 209 Property �0/,� will be forced to make a U turn at East o tbn each Boulevard, then turn into what would be a dead-end street. SimilaY � ,drivers leaving the 209 Property to go north will be forced to make a °'tom"fEast Ocean Avenue Federal Highway is only two lanes wide at these poets, /so'clearance for this dangerous maneuver would be r000ioa„ difficult, especially fodtger vehicles or elderly drivers. The potential for traffic conflict and 6ci,ts is significantly heightened, and ease of access to the 209 ,/o, I,fJ / "' al diminished. A:1630-36 1685-8$ Property'll � y ( ). �ioo/o�aco„ ,- Th�'first of two quasi-judicial hearings on the proposed ordinance granting the Application was held February 21, 2023. At the hearing, the City read the proposed ordinance. (A:1154-55). The Applicant recognized its obligation "to obtain the written consent of the nearby property owner" impacted by road abandonments 7 63911086v8 185 (A:1178), but nevertheless advocated against the necessity of that obligation and for road abandonment because "certain right of ways ... are certainly underutilized." (A:1165-66). The City staff, in response, pointed out that it "typically ask[s] for consent of the neighboring parcels," though it felt "comfortable" requiring the i Applicant merely to "work with the neighbors" on any abandorwe t issues. / ffr ".11 IF (A:1180-81). �,,«rrJroi/pO�I oijp, ,, At least two members of the public and one City 'In er expressed concern over abandonment, including the potential i'�ment of the provision of In1 critical City services such as trash collection. (El, Z11111, � �3; A:1154-84). For its part, 209 pointed out that the Applicant had nc411," /dtectly reached out to it to address the Project or the abandonments. (A:12-, ' n the little time it had to present its concerns at the hearing, 209 p 'nut that abandonment would limit access to its property and 209 urged th lcity to require the Applicant to cooperate with 209 and address 209's concern, ( X1205-07). City std / f o*ed that if abandonment is not approved forjust one of the roads, d,� "consider,edesign of the project" would need to follow (even though Dion/aiaaoo„ abandonrrfent was not part of the original Plan). (A:1217). The Applicant opposed a re -design because doing so would "become[] very hard with all the code requirements that we have." (A:1221-23). The City Mayor recognized the Applicant re -designed the Project "way too many times" and affirmed: "We are not starting F 63911086v8 :: from scratch at the last hour." (A:1231). Following this affirmation, the City Mayor sought a motion to grant first reading approval to the proposed ordinance, with the condition that the Applicant "work[] with the adjacent property owners for the abandonment request." (A:1233-34). The motion passed unanimously. (A:1234). i There is no record evidence the Applicant ever "worked with [0 on] the r abandonment request."2 At no point during the 2/21 hearing was t y competent substantial evidence presented by the City or Applicant adlress t�ng'whether or not police, fire or emergency services would be impacte(�//b' fie abandonment request. On March 9, 2023, 209 submitted a sec9AdJ&tpr reiterating its concerns in great detail. (A:1591-92). At the seconds judicial hearing held later that day, �the Applicant sought final approval of ation. (A:1603-1702). Prior to this hearing, City staff had alreadyrof�mended approval despite the fact that It still had not heard from the CiteJ rafc engineer on road abandonment nor received input 'r0000 from police, fire, or mergency services to address the implications arising from road aftents. (A:1409). 2 This comes as no real surprise. A property owner nearby commended the City for requiring the Applicant to contact that owner regarding its concerns "[b]ecause prior to that, we were not contacted at all." (A:1207). That is in line with 209's own experience. The property owner urged the City not to remove the condition that the Applicant continue to cooperate with that property owner for fear that the Applicant would stop cooperating. (A:1207-08). 0 63911086v8 187 During the hearing, 209 presented testimony from a traffic engineer, Joaquin Vargas, to address road abandonment—the only witness who presented on the subject matter. The expert testified: (i) road abandonments are uncommon but when the issue arises, detailed traffic studies are usually performed; (ii) a traffic study had i not been undertaken for NE 1st Avenue in connection with the Project ii) a road OL r abandonment of NE 1st Avenue nevertheless "would cause so �fPic concerns for the area," including exacerbating traffic backup in multi�`e t I ti, 'ns and limiting road access; (iv) a road abandonment would result in /4�`/0'� pificant impact to [209's] parcel from an access point of view to get to tl 66"p f c�/'and also to leave from the parcel"; and (v) increase in traffic will cu `.Saf °ty concerns and safety hazards. A:1629-36 1685-88). 209 also cross-examine�t°staff, which put together the recommendation of approval of the Applic�$,/ion espite the absence of any analysis on the impact 'r000ioii r�l� abandonment has on safety as required by the LDR. (A:1636-38). Based on the evidence,��`es��ted at the hearing, 209 argued that abandoning the roads would create traf��rfd safety issues. (A:1638-41). 209 also pointed out there was no record evidence reflecting the assurance of the provision of local governmental services, such as fire and police, to properties near the alleys and right-of-way after abandonment. (A: 1640-41, 1688-89). Moreover, in the absence of an analysis on public safety or the undertaking of any traffic study assessing the effect of a road 10 63911086v8 188 abandonment on properties near the right-of-way and alleys, the Applicant failed to satisfy its burden to meet the criteria in the LRD regulations and failed to present competent substantial evidence to support its Application. (A:1640-41, 1688-89). In addition to 209's opposition, members of the public and local i businesspersons operating near the North Alley and elsewhere sought, d'lay of or otherwise opposed, the City's approval of the Application be the limited road access and adverse economic impact an abandonme walk create to local businesses. (A:1641-45). The Applicant itself rered road access issues, testified it was a complicated issue that warrant "f4 dgreater discussion" the future, and recognized there was no imme i I �SoI '°'%/, 10/1 would be needed to find one. $-49). commissioners, the Appli with just one businessown. ion in place and that more time When pressed by some City reed to enter into an access agreement ,ith that, the City pressed on as it clearly /oiaioiooi intended from the out r° A/ 111111)0/r/, 3 Ant to agree is tantamount to no agreement at all, e.g., Geico Cas. Ins. Cotey, 826 So. 2d 380, 382 (Fla. 3d DCA 2002) (statements of future intenttcins do not give rise to an enforceable contract), and one access agreement with one businessowner does not address concerns raised by 209 and others. The Applicant endeavored to shift the blame to 209 for not reaching out to it previously about 209's concerns. (A:1689-90). But the City placed the onus on the Applicant, not on 209, to "work[] with the adjacent property owners for the abandonment request." (A:1233-34). And, despite the City's directive to do so, there is no evidence the Applicant did that following the first reading of the proposed ordinance and before the City's final approval of the Application. 11 63911086v8 189 The City examined City staff, who testified that a traffic study was submitted along with the Master Plan and site plan and that police and fire departments reviewed these plans. (A:1645-46). However, that Master Plan was unconcerned about adjacent properties, such as 209 and there was no record evidence included i with the City's Staff Report that addressed whether the abandonmentuld cause or result in a permanent stoppage, interruption, or an unacceptab n el of service with respect to police, fire, or other emergency services. ,A: 19). The record ���% • io available to 209 reflects that local government unit d '� reviewed the Project in master plan format, and not the abandonmentsr��A:1006-09). The City Staff "`""`. Ith Report addressing the master plan reflect Il ire: The police and �, e m ,rtme ,ts have reve ed t site planand the appVrocam t '„ I*ssed all review comments du�ur6 g the T review prod T°Th#"F' e Department noires that they ill be able to, Dior prop lde �a to Vevel of service for this project with current or e pecte i,� rmfr�tiru�uct�ure and/or staffing levels, Further plan review Icy Poke ao «t,,,, e will occur during the building permit process. (A:1009). The, �� s indication the local government units providing critical services t e 2 9 Property and the area impacted by the Project reviewed anything other tii, tie site plan, and certainly no evidence that they reviewed and commented on the abandonment. Despite various suggestions to table the abandonment Application pending further review and despite 209 illustrating the absence of competent substantial evidence to support the grant of the Application, the City approved the Application 12 63911086v8 190 at the conclusion of the hearing, without competent substantial evidence to support this approval. (A:1697-99).4 Following the hearing on March 9, the City issued Ordinance No. 23-006 ("Ordinance"). (A:1704-11). The Ordinance provides City staff had determined the i requested road abandonment would not adversely impact traffic o'her City r functions, or adjacent property owners and that the right -of way , fer served a public purpose other than retention of a utility easement. ( : f X704+,,, Based on these staff determinations, the City Commission formally a>,&fWVned the North and South Alleys as well as the right-of-way on NE 1 st Av/q,,,ri°' "TI eOrdinance took immediate effect on March 13, 2023, upon its passa Petition follows, seeking review of the Ordinance. 209 reserves the right to 1 jsi*,/in state or federal court to pursue all equitable statutory and legal remedies afforded it under the law. See England v. Louisiana State Board of'Medict��Mxaminers, 375 U.S. 411, 420-422 (1964), and Fields v. Sarasota Marytec*rport Authority, 953 F.2d 1299 (11th Cir. 1992). This Petition arises from the City Commission's improper approval of the Applicant's Application. The Applicant's Application is required to meet all of the 4 As one public commentator astutely noted: "it seems like you know, the commission and the [C]ity, you kinda do — do what you wanna do." (A:1215). 13 63911086v8 191 applicable requirements of the City's Code. It does not. Following quasi-judicial hearings held by the City Commission in relation to the Application, the City Commission approved the Application even though it is uncontroverted that the Application failed to satisfy all of the criteria set forth in the Code and, in fact, was i completely lacking in competent substantial evidence to satisfy fie',, essential IF criteria. Indeed, the City's staff report failed even to mention; of the Code provisions that must be satisfied in order to approve an abagd6hfhem. Additionally, it is evident based on the discussion had by the Cit Commission at the public meetings held on. February 21 and March 9, 20,2 gal its Project was something i„D desired by the City, and no matter wear there was competent substantial evidence to support it or not, the Cq NvAU6ing to approve the abandonment. The City improperly disregarded t �;od to achieve a pre -determined result, in a stark departure from the essentirequirements of the law. �000ioiooioi The jurisdiction f°fit is Court is therefore invoked pursuant to Article V, § D 5(b), of the cQa Constitution and Florida Rule of Appellate Procedure 9.030(c) iorari lies to review the exercise of quasi-judicial power exercised by a cityZ ommission. See, e.g., Brevard Cty. v. Snyder, 627 So. 2d 469, 476 (Fla. 1993). Proceedings conducted by a city council, which proceedings address rezoning applications, are quasi-judicial in nature. Parker Family Trust I v. City of Jacksonville, 804 So. 2d 493 (Fla. 1st DCA 2001). 14 63911086v8 192 To sustain the decision, the City must establish that its decision was supported by substantial competent evidence, that the decision accords with the essential requirements of law, and that the City Commission provided for due process in relation to the quasi-judicial hearings. Irvine v. Duval Cty. Planning Conun'n, 466 '4 So. 2d 357, 362 (Fla. 1st DCA 1985), dissent approved by Irvine I cty. IF a Planning Conun'n, 495 So. 2d 167 (Fla. 1986). Substantial competent evidence in the context of ce#16r eedings has been defined as: AM/1111111 ... such evidence as will establis#ial basis of fact from which the fact at e reasonably inferred. We have stated it IN suc relevant evidence as a reasonable mind wou 4"a s adequate to support a conclusion. In employ In��` adj ective "competent" to modify the word1 1, we are aware of the familiar rule t0 administrative proceedings the formalities in/Afte' uction of testimony common to the courts ofiv. stic"are not strictly employed. We are of 111/1'ri the view however, ' r, that the evidence relied upon to rg/�//, sustain l ,ultimate finding should be sufficiently re ; end material that a reasonable mind would ce )t as adequate to support the conclusion reached. T�this extent the "substantial" evidence should also be petent." De G Sheffield, 95 So. 2d 912, 916 (Fla. 1957) (citations omitted). Here, the only evidence in the record confirmed the Application failed to satisfy all of the applicable criteria set forth in the City's own code when considering an abandonment. There being no substantial competent evidence in the record to 15 S3911086v8 193 support its decision under the application of the correct law, or findings made by the City Commission, approval of the Application was incorrect and should be quashed. IV. NATURE OF RELIEF SOUGHT Petitioner seeks issuance of a Writ of Certiorari, quashing the City's March 9, i 2023 Ordinance approving the Applicant's Application because luxe is no substantial competent evidence to support the City's departs from the essential requirements of the law. V. ARGUMENT A. THE COMMISSION FAILED ESSENTIAL REQUIREME APPROVED THE APPLIC T. i. The Failt Based Depart 1Uh the r The abandonment dgteriI as r���ll �,,,,, pertinent part: /,,,,,,,r'° 63911086v8 ffr A,,,,,,, decision a Ythe decision I POW/1" i OMPLY WITH THE �J/J` THE LAW WHEN IT PPLICATION. h,City to Render a Decision lished Criteria Constitutes a the Essential Requirements of established in the City code is as follows in �'c�atan and Abandonment. General. The purpose of this subsection is to establish %uniform procedures for the vacation and abandonment of city z� rights-of-way (e.g. street, alley, etc.), special purpose easements, and other non -fee interests of the city. When approved for vacation and abandonment, the city relinquishes its interest in the above, based in part, on the finding that the subject right-of- way no longer serves a public purpose. For the purposes of this subsection, a "site plan" shall be construed to include either a new site plan or a major site plan modification. 2. Submittal Requirements. See Section I.D. above for the submittal requirements of this application. 16 194 3. Review Criteria. The vacation and abandonment of a right- of-way, special purpose easement, or other non -fee interest of the city shall be based on a demonstration that the above interest no longer serves a public purpose and there is no encumbrance which would prohibit the clear transfer of ownership of such land. The following review criteria shall be used to justify an application: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacatioiy,,,,, �jid abandonment cause or result in a permanent sq//PpaJ*.4 ,,4ubJect interruption, or an unacceptable level of servic( tte.01/ lot or on neighboring lots, subdivisions, or dev�el /,With i solid e n c y s q respect to police, fire, or other emerg e s; waste removal? b. Utilities. Does the subject land ( potable water, sanitary sewer, or any telephone, electricity, gas, etc.), whj stopped or interrupted, or cause an %des; to the subject lot or neig�b,04,/ 9 developments? i aj;g §1 ort, or allow V. er tility (e.g. cable, be permanently a le level of service , ots, subdivisions, or ',M�anagement. Does the subject ate/h, C. Drainage and Was-OWN/4".1', land contain, support,,//9r ah,�9//w' a legal means of drainage or wastewater man n�,',', such lot or on neighboring lots, age subdivisions, or di e o cnts, which would cause or result in a stoppage, inteiT/,ul n,//Or unacceptable level of service? d. Conseriqtioo.'Does the subject land contain, support, or allow the meai� the conservation or preservation of flora or fauna? ry, IN, LD Z.G. 1-3. Y extensively above, the City Commission voted in favor of the Application despite the abandonment criteria, as specified in Section 2.G.3 of the City's Land Development Regulations not being met. This is a departure from the essential requirements of the law. The City failed to even review and analyze the evidence, or lack thereof, in the record to act in their quasi-judicial capacity to 17 S3911086v8 195 enforce the applicable law, opting instead to favor their own feelings and opinions as to a desired result. See Alvey v. City of North Miami Beach, 206 So. 3d 67 (Fla. 3d DCA 2016) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the i law). %IIIIIIIIIIII /i Under Florida law, a departure from the essential requirer } t of the law in this context means "an inherent illegality or irregularity, an,,��'bus&OfJudicial power, an act of judicial tyranny perpetrated with disregar/ rocedural requirements, resulting in a gross miscarriage of justice." Hai '� 1 ` Cmty. Dev. v. Heggs, 658 71, So. 2d 523, 527 (Fla. 1995) (internal i ns omitted). A departure from the XAJ essential requirements of the law is not"m�ely a disagreement with the interpretation of applicable law but insteairs*clude an application of incorrect law or a miscarriage of justice. Iveykk�. Allstate Ins. Co., 774 So. 2d 67, 683 (Fla. 2000). r000ioiooiii„ Florida courts fi#& onsistently determined that a municipality departs from the essential r ui �11' �ments of the law by rendering decisions that are not based on the f establish'°°dryr ria or factors. See Alvey v. City of'N. Miami Beach, supra (quasi- judicial bMy must apply established criteria and not vote based on other factors) (granting rezoning based on perceived economic benefit to city and not based on enumerated criteria was a departure from essential requirements of the law); Wolk v. Bd. of Cty. Comm'rs ofSeminole Cty.,117 So. 3d 1219 (Fla. 5th DCA 2013) (holding W 63911086v8 196 that a miscarriage of justice results where wrong law is applied by a local governmental body); City of Jacksonville v. Taylor, 721 So. 2d 1212 (Fla. 1 st DCA 1998) (granting a variance because of others previously given and not based on code's criteria was improper). i Alvey is most instructive here and frankly mirrors the decisions ' e by the City Commission. There, the City of North Miami Beach approvJJ"rezoning not based on the established criteria in the city's code but council believed that the rezoning and proposed proj the city. Alvey, 206 So.3d at 72. The a e the city economically benefit held that decision was a /!/ v departure from the essential requirements �fhe haw as the city council failed to ' ' consideration of the zoning application apply the correct law in the city's code �' g pp there. Id. at 73. Simply put a m*nicipality does not base its decisions on the %''�' application of the correct f4lw o criteria, then the decision rendered is a departure ftv/ from the essential req `lents of the law. Id. Here,,Ib,,, d 4§ion made by the City is akin to the invalid decision rendered in Alvey. Spy�ally, Section 2.G.3(a) of the City's Code addressing the necessary criteria to die satisfied for abandonments provides as follows: a. Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring lots, subdivisions, or 19 63911086v8 197 developments with respect to police, fire, or other emergency services; or solid waste removal? The City did not address this criterion. Instead, personal views and opinions permeated into the City Commission's decision-making process and impermissibly tainted their votes on this quasi-judicial decision. The decision made by the City %11111111,111%a Commission was not made through application of the correct la,�ncbus this decision constitutes a departure from the essential requirementand must i be quashed. B. FINDINGS COMMISSION IO MS IONFIAI " ,,D OrMAKE OR RECORD ANY A dF THE ESSENTIAL REQUIREMENTS OF THE�,;�` LSO EVIDENCING THE FAILURE TO APPLY ES r .Is ED CRITERIA. In determining whether the esveal requirements of law were met upon a review of a quasi-judicial acn, ��iis Court must examine whether the City Commission made detailed1findin s of fact supporting the denial of the Application. o, Irvine, 466 So. 2d atAll administrative agency orders must contain detailed findings of fat "�at are legally sufficient to support the decision ordered." Id. �f� b�ijD Furtherrly/iax��� It has been repeatedly held by the courts of this state that in order to Dion/aiaaoo„ assure du" process and equal protection of the laws, every final order entered by an administrative agency in the exercise of its quasi-judicial functions must contain specific findings of fact upon which its ultimate action is taken. An administrative order which fails to contain such findings is ineffectual as a predicate of the order 20 63911086v8 198 sought to be enforced." Gentry v. Dep't ofProf'l & Occupational Regulations, State Bd. of Med. Exam'rs, 283 So. 2d 386, 387 (Fla. 1st DCA 1973); see also Hayes v. Monroe Cty., 337 So. 3d 442, 445 (Fla. 3d DCA 2022). Findings that are merely general conclusions parroting the language of the i statute or ordinance are insufficient as a matter of law because succlusions provide no way for the appellate court to know on judicial rcQ,,Y�ether the o�Q. /L t! conclusions have sufficient foundation in findings of fact. 4), v' c;� 6 So. 2d at 366 iii (citing City of'Apopka v. Orange Cty., 299 So. 2d 65///'( 4th DCA 1974)). The failure to make specific findings constitute ""�°�„�darture from the essential requirements of the law in and of itself. P aI om n of City of Jacksonville v. Brooks, 579 So. 2d 270, 272 (Fla. 1st"D'��o,1'991) (citing Irvine, 466 So. 2d at 366- 367). Most significantly, Flo ra��rovides that regardless of which party bears the burden ofp roof a city i/Jfai'ur�r r � to make adequate findings of fact constitutes a r000io departure from the ess�iooioi � requirements of law. Irvine, 466 So. 2d at 366; see also Brooks at 273-274 (finding no error in circuit court's ruling that commisg' d to present any record evidence in support of its decision to deny application). While the City at the March 9, 2023 meeting attempted to argue in rebuttal that there was police and fire review of the Master Plan, this Plan did not contemplate abandonment. (A:1646). The City Staff Report as it related to the Master Plan only 21 63911086v8 199 addressed how fire and police approved of the impacts of the Project with its then current or expected infrastructure and/or staffing levels and ignored any impacts the abandonment may have as it pertains to neighboring lots. (A:759-63). Simply put, it's apples and oranges. While the police, fire and emergency services may have i provided review and input as to their services to the Project, the recor devoid of r any evidence as to what the impacts may or may not be to neighrty and specifically 209 that will be losing significant access based ,' th&' b ndonment. The complete lack of detailed findings requires this C/�t� find that the essential lol, requirements of the law were not met. See Broolo 2d at 273; Irvine, 466 So. 41 2d at 366-367. C. THE DECISION ,r THE CITY COMMISSION IS NOT SUPPORTE %,, �,I' SUBSTANTIAL COMPETENT EVIDEN,,, i. 'l e Alication is Not Justified as there is No C&npetent Substantial Evidence Supporting "0"%%, ll of the Relevant Review Criteria for an "PI Abandonment. Theit°q�ia(((" t forth in LDR section 2.G.3(a) is determinative of why the Applil ,: Id not have been granted in this case. It provides in relevant part as noted above: Access. Does the subject land provide a legal means of access to a lot of record, subdivision, or development? Would the vacation of abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring 22 63911086v8 200 lots, subdivisions, or developments with respect to police, fire, or other emergency services; or solid waste removal? The Staff Reports are the City's only effort at entering substantial competent evidence into the record. (A:702-804, 1094-1110). Florida law recognizes that the staff reports prepared by the professional planning staffs are considered,ubstantial competent evidence and satisfy the standard of evidence a governing, dy' rely on to support its decision. Hillsborough Cty. Bd. of Cty. Comm Ads v I dngo, 505 So. 2d 470 (Fla. 2d DCA 1987). Here, however, the Staff Re""'' are devoid of any evidence addressing whether vacation or abandorn " day cause or result in a permanent stoppage, interruption, or an una,�epNpl&level of service for the subject lot or on neighboring lots, subdivisions ;16r d"„opments with respect to police, fire, or other emergency services. (A:7�� 1094-1110). The City certainly knows of Ale its obligations to satisfy fapf ri a abandonment and obtained input from City r Engineering, Public Worksi ties, Planning and Zoning, and Public Utilities. (A:1107-1110). fhe Stiff Report even addressed the traffic issues related to these ��Illlllllllllllp��j��, moi abandonm ,` is t said nothing as to the determination needed that the abandonment would insult in an interruption or unacceptable service level of police, fire, or other emergency services for 209 or any other neighboring lots. (A:1085-1110, 1398-1423, 1646). While the City attempted to provide evidence in response to the arguments presented, it fell short. Indeed, while it provided testimony asserting that there was 23 63911086v8 201 review of the master plan, there was no testimony on any police, fire, or other emergency services impacts on 209 or any neighboring properties as a result of the proposed abandonments. (A:1645-46, 1688-89). Additionally, the Staff report considering the Master Plan provided no input as to the abandonments. (A:1003- 1010) 1468-75). ,,,,,,,,,f This constitutes a total failure to provide any competent lal evidence %i satisfying LDR section 2.G.3(a), which is necessary to approve abandonment. This failure to have any evidence that supporting the s /p ction of this LDR section li, H �p must result in the denial of the Application.li 1�pplication was approved without competent substantial evidence f ���ece9sary element, the approval must be quashed. ° VI. CONCLUSION For the foregoing r°4son , tis respectfully submitted that this Court should %ian�o�moo,%i quash the City Comm i� ,Ordinance approving the Application, and for such other reg, an further d'� and relief as this Court may deem appropriate under the Ire»/0 circumst 7, Respectfully submitted, /s/ Beth -Ann E. Krimskv Beth -Ann E. Krimsky, Esq. Aaron Williams, Esq. GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Ft. Lauderdale, Florida 33301 24 63911086v8 202 Telephone: 954.527.2427 beth- ann. krimskyk gmlaw. com aaron.williamskgmiaw.com Attorneys for Petitioner CERTIFICATE OF SERVICE I hereby certify that on this 7th day of April 2023, a copy of TeForegoing z/4". Petition was filed via the Florida Court E -Filing Portal on all coulal record and by email on all parties listed on the Service List below. POW/1", Service List: Michael D. Cirullo, Jr. Goren Cherof Doody & Ezrol P.A 3099 East Commercial Boulevard Suite 200 Fort Lauderdale, Florida 33308 Telephone: 954-771-4500 z/g/r" Facsimile: 954-771-4923 mcirulloLa)gorencherof.com)// Attorney for Respondent 25 S3911086v8 203 CERTIFICATE OF COMPLIANCE Undersigned counsel certifies that TIMES NEW ROMAN, 14 pt., is used in this brief. By: /s/ Beth -Ann E. Krimsky Beth -Ann E. Krimsky, Esq. Florida Bar No. 968412 beth-ann.krimsky(r7,gmlaw.com clemencia.corzo(�)gmlaw.com r mor.avin &gmlaw.com Aaron. T. Williams, Esq. Florida Bar No. 99224 aaron. wi l l i ams(&gmllgw­��,g ag ie.mctier &, mla,, 14 3,111 r r'° 1111 Dioopaiaaoo�� 11;11,. 26 63911086v8 204 **** CASE NUMBER: 502023CA010518XXXXMB Div: AE **** Filing # 173704004 E -Filed 05/22/2023 03:46:48 PM BB QOZ, LLC, a Florida limited liability company, Plaintiff, u 209 N. FEDERAL, LLC, a foreign limited liability company, FDC ASSOCIATES, LLC, a Florida limited liability company, and F. DAVIS CAMALIER, Defendants. IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO.: /iaorrrrriioial,i//// r� �irrrroo�ro��o/% i r Plaintiff, BB QOZ, LLC, a Florida limi, d°t illty company, ("BB QOZ"), by and through its undersigned counsel, files this its Cor int *inst 209 N. FEDERAL LLC, a Florida limited liability company ("209 N. FEDI; r"),a°''DC ASSOCIATES, LLC ("FDC"), and F. DAVIS CAMALIER ("CAMALIER") end it support thereof allege as follows: ' »,R,JSD1CT10N, PARTIES AND VENUE 1. P1, B QOZ, LLC, is a Florida Limited Liability Company, engaged in '0�pppu»i�� substantial a4d nonisolated activity in Boynton Beach, Florida, maintains its principal place of busine9f Florida, and is operating, conducting, engaging in, or carrying on a business in Boynton Beach, Florida. 2. Defendant, 209 N. FEDERAL, LLC, is registered as a Foreign Limited Liability Company in the State of Florida, is engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Boynton Beach, Florida, and is Armstrong Teasdale LLP 1 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 205 FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 05/22/2023 03:46:48 PM operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. Defendant, FDC ASSOCIATES, LLC, is a Florida Limited Liability Company, engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains its principal place of business in Miami, Florida, and is operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. i6 � 4. Defendant, F. DAVIS CAMALIER, is operating, condu ti a in in or g g carrying on a business in Boynton Beach, Florida and/or has an offices r in this state. 5. The amount in controversy in this case exceeds ,$5, /0,0 f (�0, and the acts subject to this Verified Complaint occurred in Boynton Beach, fori nd therefore jurisdiction and 101, venue are proper in Palm Beach County, Florida.%%, 901 6. All conditions necessary toi_ g of this action have been performed, 'o,- occurred, or have been waived. oirora/// '//%sh 7. Plaintiff has agreed,�y,,t�e undersigned law firm its reasonable attorney's fees and costs. GENERAL ALLEGATIONS 8 Tl '�,ri� an action by BB QOZ to hold 209 N. FEDERAL, FDC, and CAMALIER oo�iiaoo�rll/� l, accountable r thr tortious interference, abuse of process and extortionate behavior related to %,,%i/oaii BB QC f arts to redevelop and revitalize a section of the City of Boynton Beach pursuant to the terms of its Purchase & Sale Agreement ("PSA") with the Boynton Beach Community Redevelopment Agency (`BB CRA"). This is nothing but a shakedown effort by CAMALIER and his entities, 209 N. FEDERAL and FDC, to hold BB QOZ, the City of Boynton Beach, and its residents' hostage in an effort to force an inflated purchase price for his adjacent property or 2 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 206 receive a portion of the deal/project to which he has no right. As a result of these extortionate and tortious acts and abuse of process, BB QOZ's ability to proceed with the redevelopment and revitalization of City of Boynton Beach has been jeopardized and BB QOZ has incurred substantial damages in excess of $500,000.00. The redevelopment and revitalization of the City ofBoynton Beach 9. Pursuant to the Community Redevelopment Act of 1969, the�RA was i, IF established in 1982 by the City Commission to undertake activities a s that would iro eradicate conditions of slum and blight in the Boynton Beach commiity. amain objective of the BB CRA was and is to spearhead new development and redee�rriMefforts that accomplish beneficial revitalization within its boundaries through' la°hpifg, redevelopment, historic Ads4/11 preservation, economic development and affordable oup o that the tax base can be protected ' and enhanced by these mutually supportive ac 'I'le// %, 10. BB CRA is responsible fnevemg and implementing projects within the BB CRA area, which spans 1,650 acrethikeastern Boynton Beach. Its mission is dedicated to serving the community and stries to reate a more vibrant community. The BB CRA Plan guides the agency to strategica y' , ecute a variety of redevelopment projects and programs that G'� encourage the rey'i4ikiizatior of Boynton Beach. One of the redevelopment projects is The Pierce Project (the "rode ). QOZ is a single purpose entity created by Affiliated Development, LLC ("Affiliated"). Affiliated is a national real estate investment and development company headquartered in Fort Lauderdale, Florida. Affiliated was formed with the goal of building mixed- use multifamily developments, like The Pierce, which target unmet demand and underserved areas such as the BB CRA area. 3 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 207 12. 209 N. FEDERAL owns real property located at 209 North Federal Highway in the City of Boynton Beach, Florida (the "209 Property") and currently leases it to The Boardwalk Italian Ice and Creamery, LLC ("Boardwalk Ice Cream") 13. The Project is located at 115 N. Federal Highway in Downtown Boynton Beach, including the associated parking lots located at 501 NE 1st Avenue and NE 4th Street, which have long been recognized as important components in the future redevelopment of tom° Boynton 0� Beach area. The much needed and desired development to Boynton Beac"1111111111111111,,I'll, 11 g affordable housing to the area, restaurants, retail, office space, and public 14. As detailed below, this transformative Project �orok,]W cit' ns of Boynton Beach is // a mixed-use redevelopment Project that will include 300 Xd-;ime residential apartments, as well as approximately 17,000 square feet of resta�rrt, eta , and office space, and 150 public 'If IN parking spaces. U earl" years of work, including countless hours spent 15. The Project has consisted meeting with residents, businessesnity stakeholders, as well as city staff, to bring about a Project that will be catalytic fr easy oynton Beach - - The Pierce. This Project will cost $100 million dollars, generate 1/1 ,, gi'llion in annual tax revenues, and create an economic impact north of $9 million per to hefp support, attract and retain east Boynton Beach businesses. 16. ,lin rtantly, it will provide 150 much needed workforce housing units to provide %„ i%roar Boynt residents with a class A living experience at attainable rents, which will help ease the burden for working-class households in Boynton Beach. As part of the Tax Increment Revenue Financing Agreement ("TIRFA"), Affiliated will rent 50% of the units at 80% - 120% of the Area Median Income ("AMI") for a period of 15 years following the completion of the Project. At the end of the 15 -year term, 30% of the units will be rented at the same AMI percentages for an 4 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 208 additional 15 years. At the end of the 30 -year term of affordability, 10% of the units will remain subject to the affordability requirements in perpetuity. 17. In addition, it will provide 150 public parking spaces, which will help support convenient access to nearby businesses and lead to the relocation of Boynton Beach dining and drinking `establishment', Hurricane Alley, who is relocating from the southern portion of the site to Boynton Beach Boulevard, pursuant to a deal BB QOZ has made with them that^k4l4s,40p ensure that this business (and their employees) remain in Boynton Beach foi also lead to nearly half a million dollars in public art improvements future. It will as committed to by BB QOZ.10/00/10 '�" 18. Overall, the Project has garnered overwhel ,,, in sd, frt. Several City Commission %P meetings have been standing -room -only comprise f rters of the Project, including the /! 0°'%/h owners of Boardwalk Ice Cream", i.e., the o��ds the business located at the 209 Property, who are on record at public meetings voo/),the°r'support for this Project. As an example of the BB QOZ's investment in the local', Beach community, the Project investors will be substantially comprised of Sout4 Flor�da police, fire and general employee pension plans who are committed to investing w,,, ey serve. BB CRA awa d the Iiiroiect to BB OOZ and not CAMALIER or his affiliated entities. o �0/0/0, 19. f In around, September 2020, BB QOZ began actively pursuing properties that surrourfd?8 CRA owned lots, including 115 N. Federal Highway. 20. In or around, December 2020, BB QOZ submitted a Letter of Intent ("LOI") to the BB CRA Board and Staff advising of its interest in pursuing the BB CRA owned site, 115 N. Federal Highway, for purposes of building a transformative redevelopment project. 5 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 209 21. In or around March -June 2021, BB QOZ was informed that CAMALIER was interested in selling his city block property, 114 N. Federal Highway, which is across from the BB CRA owned site and his contiguous property, 209 N. Federal Highway, which is the property that is the subject of the suit. 6 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 210 22. Affiliated and CAMALIER had multiple meetings and calls whereby CAMALIER expressed interest in either selling or contributing (as equity) the 209 Property for purposes of building a project together with the BB CRA owned lots. 23. At that time, in an attempt to negotiate in good faith and at the request of CAMALIER, BB QOZ shared with CAMALIER its proprietary information (via email) with a 4/41, specific caveat that the proprietary information be kept confidential. Unfortu on CAMALIER's subsequent actions, it was clear that CAMALIER was just,' information to arm himself to try and gain a competitive advantage so that he coulcV BB CRA owned FINk lots with another development group, Hyperion Development TVP yperion") and beat BB �oW/ QOZ to the rights to pursue the Project. MI 24. On or about June 8, 2021, CAM"" yperion (a joint venture collaboration) attempted to jump the line andc ireft, ve"ht/the Request for Proposals and Developer !arands MI 4, Qualifications ("RFP/RFQ") by submi� a L "requesting the BB CRA Board to work with g CAMALIER and Hyperion exclus I', B CRA owned site, largely based on the fact that CAMALIER, who was part o���th�eroposing entity, owned the properties at 209 N. Federal Highway and 114 N. Fede t Irm, Pway, and could contribute those properties towards a larger scale 9 project. Acopy of/ 11111correspondence sent by Hyperion to BB CRA dated June 8, 2021 is attached 11111, V/ Al 4 hereto as Ex -it B CRA Board held a meeting on June 9, 2021 and, in response to Hyperion's June 8, 2021 correspondence, elected not to issue the Staff prepared RFP/RFQ to solicit proposals for the BB CRA parcel located at 115 N. Federal Highway. The BB CRA wanted to further explore the LOI submitted by Hyperion and CAMALIER, as well as to allow other developers, including Affiliated, to participate. 7 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 211 26. Notwithstanding and despite CAMALIER's efforts, on or about July 13, 2021, the BB CRA Board voted unanimously to reject the LOI from CAMALIER and Hyperion, and instead appropriately moved forward with a competitive RFP/RFQ. 27. On July 23, 2021, the BB CRA issued a RFP/RFQ for the acquisition and redevelopment of the BB CRA owned parcels. The RFP/RFQ Submittal due date was October 21, 2021. BB QOZ made its Submittal within the stated time frame. �6 28. On November 4, 2021, BB QOZ presented its Submittal the BB CRA Advisory Board. Additional submitted RFPs were made availe BB CRA Board l/%//IOOroll�ro���G�� J Members for upcoming presentation on November 9, 2021. 29. On November 30, 2021, BB QOZ/Affiliate w cted in a landslide vote by the BB CRA Board over five (5) other bidders includi C °Id IER and Hyperion. BB QOZ then °'/, proceeded to commence negotiations on agree e fthe BB CRA owned site for the Project. 30. Shortly thereafter, BB QQ/,�ceid a call from CAMALIER and Hyperion stating that BB QOZ needed to buy tt "own everything around it" because 209 N. FEDERAL, FDC, and CAMALIER FEDERAL, FDC, and CAMALIER had the Mayor reach out to BBQOZ vi - specifically asking that BB QOZ consider purchasing the 209 or Property. The in nce was simple: you need my property to successfully proceed with the l�r, Project. torr �4lyperion, who had an option with CAMALIER to purchase the 209 Property, indicated that the 209 Property would no longer be suitable for Hyperion because BB QOZ won the RFP. Instead, Hyperion asked BB QOZ if it wanted to assume Hyperion's option to purchase the 209 Property. A copy of the correspondence from Hyperion to BB QOZ dated December 23, 2021 is attached hereto as Exhibit `B". Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 212 32. In or around January 2022, after signing a Non -Disclosure Agreement with Hyperion, BB QOZ evaluated the Agreement of Purchase and Sale between Hyperion and CAMALIER for the 209 Property and determined that the price was excessive for the actual value of the Property. In addition, BB QOZ determined that by assuming the purchase option and buying the 209 Property, it overcomplicated the already very complicated Project and presented multiple timing challenges. This business decision was explained to CAMALIER and Hy' ii. Once CAMALIER became aware that BB QOZ was not going to purchase ,Jhq/%' property and Hyperion had no incentive, Hyperion dropped the option and CAM A,�LTER� Pains the owner of the 209 Property. 33. Beginning in or around December 2021 t o gh''° pfy 2022, BB QOZ negotiated with BB CRA Staff and BB CRA Board at significar bo�*iple agreements necessary to move forward with the Project. The RFP/RFQ and,V 's agreements with the BB CRA and the City of Boynton Beach related to the Prat inOWe language that the Project will be subject to City Code, the master plan, and thes,§itO,tipl' 'approval process. Therefore, it was clear, as is the case in all public/private partnehip such as this, that BB QOZ's initial proposal would change as may be necessary in orde h& ply with the City Code and meet the requirements of the City of Boynton Beach. � ti�,,iiiiiii 34. f�Ong ne 7, 2022, the BB CRA Board entered into three (3) agreements including a Purcha-111111111 �o.evelopment Agreement, TIRFA, and a Parking Lease Agreement with BB QOZ/Affiliated. 35. On July 5, 2022, at a City Commission Meeting, BB QOZ received approval on all three (3) BB CRA and City of Boynton Beach agreements memorializing the details of purchasing the BB CRA owned site. 9 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 213 36. In or around September 2022, BB QOZ submitted for site plan approvals and participated in the site plan approval process with City of Boynton Beach staff and the multiple authorities having jurisdiction of the BB CRA owned site property and the Project. Meetings, site plan approval comments and review, coordination with Florida Power & Light ("FPL"), City of Boynton Beach staff, and other related entities were continuous. 37. Approval of the Project by BB CRA includes approval for three (3�4tions of abandonment of roads located near the parcels. Abandonment of Roads is, gg, d by Section Boynton Beach, Part III Land Development Regulations ("LDR"), ChdOFIE,��.rticle II, Planning and Zoning Division Services Section 2.G.3. 38. At a Special Planning & Zoning Public Meytrn hon or about February 6, 2023, BB QOZ received unanimous approval of the Site anPlanning & Zoning Development Board. All notifications and postings were m% of imp Neither 209 N. FEDERAL, CAMALIER nor their representatives attended this me" g to Voice an appropriate objection for consideration Sh"k r by the BB CRA before it approvedAl 1t�lan. 39. On or about Fe `ruaryt 21, 2023, the first reading of BB QOZ's updated zoning development approvals ��1�4,pity Commission commenced and again received unanimous approval. Bonnier "skel, L'sq., counsel on behalf of 209 N. FEDERAL, FDC, and CAMALIER, o pppplu„y0" and who at o�e pot also represented Hyperion, was present at the public meeting and spoke to %,,,, objectridg"' the road abandonment. Ms. Miskel also sent an email and letter stating case law and threatening a lawsuit. A copy of the February 21, 2023 correspondence from Dunay, Miskel and Backman, LLP is attached hereto as Exhibit "C". ]0 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 214 40. On March 2, 2023, counsel for 209 N. FEDERAL, CAMALIER, and FDC requested and was granted additional time to present at the upcoming March 9, 20203 public meeting regarding the Project. 41. On or about March 9, 2023, counsel for 209 N. FEDERAL, FDC, and CAMALIER presented for thirty (30) minutes to the BB CRA Board and the City Commission to voice their objections to the Staff recommendation of approval of three (3) applications forl °"Att nment of /4 // the Northeast Is' Avenue right-of-way, the north alley, and the south alley or around the BB CRA properties. �'" tfi coi��J 42. BB QOZ and BB CRA, in compliance with �'nsiered and presented fir competent and substantial evidence to support an express al mg whether the abandonment would result in "a permanent stoppage, interruptiacceptable level of service for the o, subject lot or on neighboring lots, subdivisio "� Ude' lopments with respect to police, fire, or other emergency services; or solid waste, 3 a 43. Despite 209 N. FEEAM'FDC, and CAIVIALIER's objections, the second reading of BB QOZ's developnt a pfovals again received unanimous approval by the Planning & Zoning Development 1�1 44. C,)(,4//'/" 209 N. FEDERAL, and FDC challenged the approvals by objecting to the abandme% of NE 1st Street, which is necessary for the Project, and claiming that the abandoseverely and detrimentally affect access to Boardwalk Ice Cream's business. This has no basis in fact and is simply frivolous. In truth, BB QOZ has been in constant communication with Boardwalk Ice Cream who has repeatedly been present at public meetings and has publicly supported the Project. Moreover, BB QOZ and Boardwalk Ice Cream have made arrangements for Boardwalk Ice Cream to continue its business at the Project. 11 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 215 45. Having failed to jump the line with his LOI, failed to secure the Project through the RFP process, failed to get BB QOZ to buy the 209 Property at an inflated price and failed to stop the Project from moving forward based on a bogus abandonment argument, CAMALIER shifted gears in order to either get his payday or get a piece of the pie. 46. This is not surprising because CAMALIER has a history of frivolous challenges to development projects, like the Project, where he has not gotten his way. In fac 0 million dollar verdict against CAMALIER's entity, Camalier, LP was affirmed , / nd regarding CAMALIER's interference with a development project by the Penrosq;///Grod*.&e CR -RSC Tower 1, LLC, et al. v. RSC Tower 1, LLC, et al., 429 Md. 387 (Md. 2Q 2/ 6 And 170. 47. To that end, on April 7, 2023, 209 N.D-filed a Petition for Writ of E IOW Certiorari against the City of Boynton Beach argui°,,,tiakpY"substantial, competent evidence to q/ support the City's decision regarding the th A lications of abandonment of roads was presented and as such, it was a departurerop, the§sential requirements of the law. In its Petition, 209 N. FEDERAL is improperly 0 a*�' kIni ' re -litigate the application for abandonment. , 48. In its Petition, 29/9 N. F DERAL states that road abandonments were not part of the Project's original pla", itted to the City of Boynton Beach. However, that is simply a self-serving stateql,2 09 FEDERAL, FDC, and CAMALIER are very well aware of the LOI, '/nq . RFP/RFP, a oval process as they were involved in the same proves themselves. 209 N. FEDE C, and CAMALIER also are very well aware that preliminary submittals are as a matter of course regularly revised during the submittal process to address and resolve issues raised I Respondent, City of Boynton Beach, filed its Response to 209 N. FEDERAL's Petition for Writ of Certiorari on May 17, 2023. The Response is attached as Exhibit "D" and fully incorporated herein for reference. 12 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 216 by the City and other public/private entities involved in these public/private mixed-use developments. To say otherwise is disingenuous. 49. As the City of Boynton Beach states in its Response, 209 N. FEDERAL blatantly ignores the record supporting the City's decision and is improperly asking the Court to reweigh the evidence. 2 209 N. FEDERAL's unfounded accusations are clearly outside the record and are solely meant to delay, harass, pressure, and extort BB QOZ. j r 50. 209 N. FEDERAL in its Petition also falsely asserts that -4i gsed the road r abandonment applications immediately at each stage of approval. It Was ntil CAMALIER, 209 N. FEDERAL, and FDC were advised that BB QOZ was nere9id in purchasing the 209 Property that 209 N. FEDERAL, FDC, and CAMALIER/ ppos(Y4),JHe Project. 51. The true purpose of the Petition and jen stems from BB QOZ's decision to not purchase 209 N. FEDERAL's Property //at Ad, price and thereafter taking a page from oi, CAMALIER's playbook to bring frivol gclai�'knowing it will delay BB QOZ from moving forward causing it substantial dafte, tr"44,ng to shake them down and force them to overpay, make himJ o of the Project, ect a iin money to not protest. This extortionate behavior cannot Y P be countenanced and is a ble. 52. A§ *o exult o"'209 N. FEDERAL, FDC, and CAMALIER's calculated extortionate behavior, torious interference, abuse of process, bad faith filing and unreasonable conduct, effectiu13, 2023 BB QOZ has been forced to cease all pre -development activity, including advising all the construction and design professionals and consultants involved and engaged in the Project that they are not able to advance any plans or work until the Petition for Writ of Certiorari is resolved. 2 See City of Boynton Beach Response pg. 2. 13 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 217 53. When BB QOZ was awarded the Project, it promised the community, potential tenants, and public and elected officials certain expectations regarding timeframes for completion. BB QOZ's forced inability to meet these expectations solely occasioned by the calculated acts of CAMALIER affects its reputation in the very community that it seeks to redevelop and revitalize. 54. The Project contains a large amount of commercial space (17,000 square feet). BB 4 QOZ has been contacted by potential tenants, but has been unable to provide' definitive '00 timeframes for delivery of the commercial space. There is no way for BB",/,,Q _,determine the effect this delay will have on the viability of the overall Project from �"c' &n'§ku,&ion and financing perspective. 55. In addition, BB QOZ secured a line of credit financing ", t in the of the pre - Id development activity of the Project. Every day the rot delayed forces BB QOZ to incur additional interest, costs and expenses that " "°1V/Z'//Would not have incurred but for 209 N. FEDERAL, FDC, and CAMALIER's cal /0, j�ted Oftortionate behavior, tortious interference, abuse J of process, bad faith and unreason ct. 56. There is no legi'll" Ibasis to the challenge that is being made by CAMALIER, 209 N. FEDERAL, and 1 t the public, properly noticed, City Commission meeting, where 209 N. FEDER4)L�//�&�,t DC, "d CAMALIER were allowed to present their objections, the City a Commission �;Petei*incd, based upon the competent and substantial evidence, that access is not A' VIA, obstrucf(Ed, ted unanimously to approve the abandonment. BB QOZ, along with its partnership with BB CRA and the City of Boynton Beach, has the right to develop and operate the Project. 14 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 218 COUNT I — TORTIOUS INTERFERENCE (CAMALIER) 57. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs 1 through 56 as if fully set forth herein. 58. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. Ai ffr %,, 59. CAMALIER knew of the business relationship as it was involve ikthe invest,,,,ment car i and development of building mixed-use multi -family developments that taet t%met demand and underserved areas within a specified market.����� 60. CAMALIER, by way of its business relation ip Mith 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably int `fe°ftih BB QOZ's rights by, among / F other things, proceeding with the development o- 'r)"" 61. As a result of CAMALIER sou QOZ has suffered damages. WHEREFORE, Plaintiff, BB requests that this Court enter a judgment in favor of BB QOZ for damage direct and consequential, costs, and interest, along with such other and further relic ed just, equitable, and proper. 'rooaioio,�oriooiooa„ 7UKT, 11— TORTIOUS INTERFERENCE a� (209 N. FEDERAL) 62.', Pla tiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragrd'J*, gh 56 as if fully set forth herein. 63. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. 15 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 219 64. 209 N. FEDERAL knew of the business relationship as it was involved in the investment and development of building mixed-use multi -family developments that target unmet demand and underserved areas within a specified market. 65. 209 N. FEDERAL, by way of filing the Petition for Writ of Certiorari, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 66. As a result of 209 N. FEDERAL's actions, BB QOZ has su ages. WHEREFORE, Plaintiff, BB QOZ, respectfully requests that, (,t is enter a judgment ,u in favor of BB QOZ for damages, including direct and conseJIq q, / 6sts, and interest, along with such other and further relief deemed just, equitable, 67. Plaintiff, BB QOZ, hereby gOand reasserts the allegations contained in paragraphs I through 56 as if fully seo k 11, herein. 68. BB QOZ has a lui,tnek ationship relating to the development, ownership, and operation of The Pierce. 69. FDC,*ne t'e business relationship as it was involved in the investment and 7/2/c///, development ildipg mixed-use multi -family developments that target unmet demand and a specified market. 70 ............. . �, FDC, by way of its business relationship with 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ's rights to proceed with the development of the Project. 71. As a result of FDC's actions, BB QOZ has suffered damages. 16 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 220 WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for damages, including direct and consequential, costs, and interest, along with such other and further relief deemed just, equitable, and proper. COUNT IV — ABUSE OF PROCESS (209 N. FEDERAL) 72. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations ogntained in /iaorrrrriioiaA 1h, paragraphs I through 56 as if fully set forth herein. 73. 209 N. FEDERAL made an illegal, improper, or perverte ocess when it filed the Petition for Writ of Certiorari against the City of Boynton B4h., 74. 209 N. FEDERAL had ulterior motives or os in exercising such illegal, ot i 209 N. FEDERAL failed to improper, or perverted use of process. Specifically, it , %all, 404� I// b sell its 209 Property at an inflated cost, either t9,' 4'BB CRA, or Hyperion or when BB "In 0/%,0 CRA did not award the Project to CAMALIWd perion, or when BB QOZ refused to partner t with CAMALIER, that 209 N. FEDE IRA n to assert frivolous and unfounded objections to the Project, including the filing pf""th6*0ion for Writ of Certiorari. 75. As a result of 20TMw/IFEDERAL's actions, BB QOZ has suffered damages. I,% w, WHEREFO/EPI rt i , BB QOZ, respectfully requests that this Court enter a judgment r/ in favor of BB.,,Q0Z"Ifox damages, including direct and consequential, costs, and interest, along with such' 'fiW further relief deemed just, equitable, and proper. COUNT V — EXTORTION (CAMALIER) 76. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations contained in paragraphs I through 56 as if fully set forth herein. 17 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 IF 305.448.4155 ArmstrongTeasdale.com 221 77. Pursuant to Florida Statute Chapter 772 civil remedies exist for practices and actions that are considered criminal in nature. That Statute defines "criminal activity" as: a means to commit, to conspire to commit, or to solicit, coerce, or intimidate another person to commit: (a) Any crime that is chargeable by indictment of information under the following provisions. 78. One of the provisions referenced in Fla. Stat. 772.102(1)(a) is Section 836.05 4/41, relating to extortion. 79. Under Section 836.05, extortion is defined as: 66 11 Whoever, either verbally or by a written or printed communic410 i sly threatens tio maliciously threatens to accuse another of any crime or offense, or by such communkp..." �I "k an injury to the person, property or reputation of another,,,o)rp), aliab�" sly threatens to expose or to impute any deformity another to disgrace, or to expose any secret affecti or lack of chastity to another, with intent thereY' A money or any pecuniary advantage whatsoever, or with intent to compel 'on so threatened, or any other Ell person, to do any act or refrain from doing aha m,,a' " nst his or her will. 80. Pursuant to Section 772.104(1 evidence that he or she has been inj who proves by clear and convincing of any violation of 772.103 and the definition of criminal activity set forth in 772.t,',92'0,,cl'l.,S"ddssed above, is entitled to recover threefold the actual damages sustained as well as r44onabl" attorneys' fees and costs. khh./ 81. The actio AMALIER, as more particularly set forth in the incorporated paragraphs herei,51 pu efully and in a calculated fashion putting BB QOZ in a position that J11, �rlh 7,, if it did not a4ree its demands for an inflated purchase price of the 209 N. FEDERAL Property or let C01 IER have a piece of the pie, it would not allow BB QOZ to proceed with the development of the Project and cause immeasurable damage to BB QOZ, constitutes extortionate behavior as set forth under Section 836.05. 18 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 222 WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court enter a judgment in favor of BB QOZ for treble damages flowing from its extortionate acts, reasonable attorney's fees and costs, along with such other and further relief deemed just, equitable, and proper. JURY TRIAL DEMAND Plaintiff hereby demands a trial by jury on all matters so triable. /iaorrrrriioia! ke r bring a claim tive damages JJiii,,,., 1= eRR BB QOZ reserves the right to amend its complaint to upon the proper showing. Dated: May 22, 2023. tted, NG TEASDALE LLP ►ra Circle, Suite 1250 Clrofral Gables, Florida 33134 telephone: (305) 371-8809 Telecopier: (305) 448-4155 By: /s/Nicole P. Planell Glen H. Waldman, Esq. Fla. Bar No. 618624 oiaioioiii iir% gwaldman(Leatllp.com '� Nicole P. Planell Esq. Fla. Bar No. 72325 ppppu/r nplanellL�atllp.com FOR SERVICE OF PLEADINGS: mialnief lingL&atllp.coin 19 Armstrong Teasdale LLP 355 Alhambra Circle, Suite 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 223 01 EXHIBI pow" hm 224 8 June 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Attention: Mr. Michael Simon, Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 115 N Federal Highway Dear Mr. Simon, Hyperion Development Group (www.hypdcv.c0 m) is purchasing 114 N Federal Hi4h*a' a �9 N Federal Highway from long time property owner F Davis Camalier. In collaboration with to City�,,of Boynton Beach and local stakeholders we propose to combine the full blocks east and west of North Fe� Lighway into a cohesive sh master plan with a mix of uses including multifamily, office, hotel, retail, p " ift garage, restaurants with outdoor seating and ample green space (a preliminary indicative massing is attaclYp� To'' ards this end we propose to purchase the City owned property at 115 North Federal Highway on/pt6 vies and seek to assemble the rest of the privately owned sites in a manner which is sensitive to the nee6calowners. of � As soon-to-be owners of both 114 N Federal Highway and 2Q NN e�1Highway, we are well positioned to make nt this a reality. As developer of a broader master plan we a oe �nstramed by making each site work financially on �i � its own, and can allow for careful, thoughtful planning ' co�ss,g both sides in a way that will best shape and enhance the urban experience. We would seek to copHate v " h you, the CRA and the City of Boynton Beach to optimize the plan so that the Boynton Beach com�itY g ,the project it deserves. As important, we have the experience andfi�6dnci�`Iq/f ability to execute this vision. The partnership of our firm includes Winter Properties (www.wanter . `Novy York real estate investor and developer with a 100 year track record, and a related company of Stand' rdies, a privately held global industrial company with in excess of $613 in annual revenue. (www.standa hi(l iaC .corn). Project execution is assured through our experience. For six years I was President of ResidentiI'll,�lopment at Silverstein Properties in New York City, a developer, owner and manager of over 40 millio,uare feet of office, residential and mixed-use properties, and the firm that redeveloped the World Trade ( "gipW,Our leadership team has worked with me for years at Silverstein and elsewhere. Recently H erion in development on a large-scale mixed use project in West Palm Beach and has won an RFP compete ii for a large mixed use master plan in New York. We would welc me a ,oplfi>rtunity in the near future to get to know one another. This would include demonstrating our fmanciaFrc ct ciabilities in a more private setting to provide the level of reassurance you require. In the v meantim we r�°C�fully request that you postpone issuance of the RFP pending your having had an opportunity to become bier accjtzainted with our proposition. Thank you for your consideration. Sincerely, Robert Vecsler Principal and CEO, Hyperion 225 Scenario 1 - Preliminary Indicative Project Massing — Controlled Sites + City Site /iaorrrrrioial Vale 6" 226 Scenario 2 - Preliminary Indicative Project Massing — Full Assemblage 227 EXI f00270403.DOCX 1 228 December 23, 2021 888 Biscayne Boulevard, Ste. 101, Miami, FL 33132 19 West 5711 Street, New York, NY 10019 1 (o) 305.416.7550 1 www.hypdev.com Boynton Beach Community Redevelopment Association Ms. Thuy Shutt, Executive Director BBCRA 100 E. Ocean Ave Boynton Beach, FL 33435 Re: 209 N Federal Highway Dear Ms. Shutt, //400,0011/dkg Hyperion Group ("Hyperion") is in contract to purchase 209 N Federal Highway��FH") from long ,, time property owner F Davis Camalier ("Seller") through a purchase and,, le ag eemt ('SA" ). 1. Hyperion is open to working with all parties to assign the PSA on 2`29 NFto Affiliated Development, to the betterment of Affiliated's site pian and the Boeach community as a whole. We would endeavor to work expeditiously to elfect�w�psaction to the satisfaction of all. 0„%,IF / 2. We look forward to working with the Boynton Bea Ce City of Boynton Beach and the community on initiatives which can best positlo yoo successfully initiate and complete its development at 114/222 N. Federal Highw ;°��he benefit of the City of Boynton Beach and the community. Wishing you a Merry Christmas and loo kingwarworking collaboratively with you. %„l�% r Sincerely, ////'Zo7�� t Robert Vecsler Principal and CEOaerion�°� CC: %%O/%/////' Ms. LorirtVerriere, City Manager, Boynton Beach City Commission Mr. Andrew lack, Assistant City Manager Ms. Kathryn Matos, Assistant City Manager Mr. Jeff Burns, CEO, Affiliated Development Bonnie Miskel, Esq. 229 EXI A f00270403.DOCX 1 230 YUNAYGm y Dunay Hope cafficun chrWina Bkrfl6 M I S K 1010101 1111M 1111111. Biimn�e 04WM 5cou Backman Uwayinie Dickerson Cle Zachw ii ades Damll F. MiUpdge JeMey Schn6der BACKMAN EIA k Wfirian MaWifniv C scon �(I�pSwn woks Sara lhonnllncin February 21, 2023 Craig Pinder, Planner 11 City of Boynton Beach Planning and Zoning Division 100 East Ocean Avenue 4 Boynton Beach, FL 33435 oftl RE: The Pierce - Three Abandonment Applications Dear Mr. Pinder: EMERGE 11 M. M (0*vnetts, it tAtul� severely,?*4 ktrioe* ",,. ty-Ahea, -iii��!ct#* its tew 2 it's.* us it- ess—., t4liti**Al Slg*ific�-!*t i the abandonment criteria, as spe " p41 ction 2.G.3 of the City's Land Development Regulations ion 2,G.3 provides as follows: a. Access. Does the subj ct I d", vide a legal means of access to a lot of record, subdivision, or development? WoUl fj)j))Xn vacation of abandonment cause or result in a permanent stoppage, interruption, or an 14,20�ptable level of service for the subject lot or on neighboring lots, subclivision�/," devel'60ments with respect to police, fire, or other emergency services; or solid waste rem &va b. Util t, Qsubject land contain, support, or allow potable water, sanitary sew, or any other uti I able, telephone, electricity, gas, etc.), which would be permanently stopped or ......... . . . . . . I , or cause an unacceptable level of service to the subject lot or neighboring lots, su ivisions, or developments? c. Drai age and Wastewater Management. Does the subject land contain, support, or allow a legal means of drainage or wastewater management for such lot or on neighboring lots, subdivisions, or developments, which would cause or result in a stoppage, interruption, or unacceptable level of service? d. Conservation, Does the subject land contain, support, or allow the means for the conservation or 14 a, Ila. 4fl-p Stred, Suke,36, Uora VMton, FL 33432 IeL N61� 405-3300 [`ax: 1560 409-23411 wvvw drnbhlaw cuimrr 231 acceptable level of service for ... neighboring lots . . . with respect to police, fire, or other emergency services." Currently, ingress and egress to the Property is located on NE 1st Avenue, which may be acce.. e WWVMWb0*AAhA_1�14_#L that is immediately contiguous to our client's Property is not being abandoned, the balance of NE Ist Street will be, which currently serves my client's Property. Further, if emergency services are required, both East Ocean Avenue and East Boynton Beach Boulevard in order to access the property via NE 4th Street. Additionally, emergency responders may also travel southbound on Federal Highway. If the A lication is a roved and when con r i n f h Pr ............ ................ or other emergency services. 0enue, then immediately turn fi o e to access the Property. r WWI PF 0 KMAVMOM�&�PW� q"YT7:FM well in order to return in the direction they,,/,,/, to and from the Property. 10. onments, our client is entitled to several causes of action. 3A j 2. 'ev"No IIJ111 �1011111`1 Second, pursu4pt to iami v. Florida East Coast Ry. Co., the Florida Supreme Court held that an abutting owner will Wha se of action against another owner who is obstructing access or travel upon any 'Ibis cause of action allows the abutting owner to enforce its right of access for roadway vacatec1/r09,,,,dj%111T, purposes, /cifically, the Court stated that "the platting of land and the sale of lots pursuant thereto creates as between the grantor and the purchaser of the lots a private right to have the space marked upon the plat as streets, alleys, etc., remain open for ingress and egress and the uses indicated by the distinctively marks each roadway The Pierce seeks to abandon, roadways that have been servicing my client's Property for many years. Therefore, in addition to the City's obligation to compensate our client for the loss of a property right, our client may bring suit against the owner of The Pierce for deprivation of roadway access. TO,CSI W1405-33300 Fax�d56fl4019-2341 wwwAinbMaw.com 232 I a 17117m: I Tj- r # n1m., , -?pproval of these three abandonments, You may contact me at stho, or 561-405- 3363. Thank you and I look forward to hearing from you. �14 k-ara Thompson, Esq. cc: Ty Penserga, Mayor (by email) Angela Cruz, Vice Mayor (by email) Woodrow L. Hay, Commissioner (by email) Thomas Turkin, Commissioner (by email) Aimee Kelley, Commissioner (by email) Ovmu Amanda Radigan, Director, Planning and Zoning (by email) Michael D. Cirullo, Jr., Esq. (by email) Bonnie Miskel, Esq. (by email) A/0"s, ......... I4 S L 4flhi Suac 36, Roi,(:a Raton, 11- 1. 33432 Tel, � �56'� 1405-3300 -ax%fl 409-2341 wvvw dirnbWamcurn 233 234 1X4 235 1X4 236 1X4 237 1X4 238 1X4 239 1X4 240 1X4 241 1X4 242 1X4 243 1X4 244 1X4 245 1X4 246 1X4 247 1X4 248 1X4 249 1X4 250 1X4 251 1X4 252 1X4 253 1X4 254 1X4 255 1X4 256 1X4 257 1X4 258 1X4 259 1X4 260 1X4 261 1X4 262 1X4 263 1X4 264 1X4 265 1X4 266 1X4 267 1X4 268 1X4 269 1X4 270 1X4 271 1X4 272 1X4 273 1X4 274 IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT, IN AND FOR PALM BEACH COUNTY, FLORIDA APPELLATE DIVISION: AY CASE NO.: 50-2023-CA-009318-XXXX-MB 209 N. FEDERAL, LLC, Petitioner, vs. CITY OF BOYNTON BEACH, Respondent. Opinion filed: August 14, 2024 On Petition for Writ of Certiorari from the City Commission of the City of Boynton Beach. For Petitioner: Beth -Ann E. Krims@ Esq., and Aaron T. Williams, Esq. 200 E. Broward Boulevard, Suite 1800 Fort Lauderdale, FL 33301 beth-ann.krimsky@gmlaw.com; aaron.williams@gmlaw.com For Respondent: Anne R. Flanigan, Esq. 200 E. Broward Boulevard, Suite 1900 Fort Lauderdale, FL 33301 aflanigan@wsh-law. com PER CURIAM. The Petition for Writ of Certiorari is DENIED. SHERMAN, BONAVITA, and COLLINS, JJ., concur. 275 IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT, IN AND FOR PALM BEACH COUNTY, FLORIDA 209 N. FEDERAL, LLC, Petitioner, vs. CITY OF BOYNTON BEACH, Respondent. DATE OF PANEL: AUGUST 13, 2024 APPELLATE DIVISION: AY CASE NO.: 50-2023-CA-009318-XXXX-MB Opinion/Decision filed: August 14, 2024 Petition for Writ of Certiorari from the City Commission of the City of Boynton Beach Petition filed: April 7, 2023 PANEL JUDGES: SHERMAN, BONAVITA, COLLINS GRANTED/DENIED/OTHER: DENIED PER CURIAM OPINION/DECISION BY: PER CURIAM CONCURRING: ) DISSENTING: With/Without Opinion /s/ James Sherman DATE: 08/13/2024 J. /s/ August Bonavita DATE: 08/13/2024 J. /s/ Sherri L. Collins ) DATE: 08/13/2024 J. ) J J J CONCURRING SPECIALLY With/Without Opinion J J J 276 FIRST AMENDMENT TO PURCHASE AlA1�tD DEVELQPMENT AGREEMENT THIS FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT (this "Amendment") is entered into as of September 13, 2023 by and between BOYNTON BEACHu 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 and Purchaser may be referred to herein individually as "Farof" and collectively as the "Parties." RECITALS: WHEREAS, the Parties entered into that certain Purchase and Development Agreement, dated as of July 8, 2022 (the "A, eement"). WHEREAS, certain alleyway abandonments, which are an essential component of the Purchaser's site plan for the Project, are currently subject to a legal challenge from a third party pursuant to a Petition for Writ of Certiorari filed by 209 N Federal, LLC against the City of Boynton Beach identified as Case No. 2023 -CA -009318 (the "Cit,; Lawsuit"). WHEREAS, without waiving, releasing, diminishing or modifying any rights or legal arguments whatsoever that either Party may have with regard to the finality of site plan approval, the Parties have agreed to enter into this Amendment. WHEREAS, the Parties enter into this Amendment to modify and amend the Agreement, all as provided for in this Amendment. NOW, THEREFORE, in consideration of TEN & NO/100 DOLLARS ($10.00) and other good and valuable considerations, the receipt and sufficiency of which the Parties hereby acknowledge, the Parties agree as follows: 1. Recitals Cajjt4 ged Termsµ Conflict. The foregoing Recitals are true and correct and are incorporated herein by this reference, as if set forth in their entirety. Any capitalized term not defined in this Amendment shall have the meaning ascribed to such term in the Agreement. In the event of any conflict between the terms and conditions set forth in this Amendment and those set forth in the Agreement, the terms and conditions of this Amendment shall control. 2. Development Deadlines. The Agreement shall be amended and interpreted as follows: i. Section 21.3 of the Agreement is hereby deleted in its entirety and replaced in lieu thereof with the following: For the purposes of this Agreement, the term "Final Judgement" shall mean a final judgement rendered by a court such that the Petition for Writ of Certiorari filed by 209 N Federal, LLC against the City of Boynton Beach identified as Case No. 2023 -CA -009318 (the "Citi; Lawsuit") is definitively concluded and beyond all appeal. 4882-6646-9886, v. 1 36859001 277 a. If a Final Judgement is rendered within one (1) year after the date of this Amendment, the Parties shall proceed as follows: (i) If the City Lawsuit is resolved in favor of the City of Boynton. Bea pursuant to a Final Judgment that allows Purchaser proceed with its current site plan without modification, th Purchaser shall subrint construction documents and all. necessa applications to the City to obtain necessary building permits for t Project by that date that is one hundred twenty (120) days after Final Judgment in favor of the City is rendered. I b. If a Final Judgement is not rendered within one (1) year after the date of this Amendment, the Purchaser shall appear within four hundred twenty five (42 5) days of this Amendment (that is, one year plus sixty days (6 0) from the to of this Amendment) before the Seller at Seller's regularly scheduled board meeting to determine a revised deadline to submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project. Such deadline shall be reasonable based on the status of the City Lawsuit and the scope of the Project, supported by information which may be provided by Purchaser justifying such deadline, and such deadline shall not be more than one (1) year from the to of Purchaser's appearance before Seller. 3. Qqqntew le. This Amendment may be executed in one or more counterparts and each executed counterpart shall, for all purposes, be deemed an original and shall have the same force and effect as an original, all of which counterparts together shall constitute in the aggregate but one of the same instrument. The parties may rely on signatures transmitted via facsimile or electronic mail. This Amendment shall become effective upon execution by all parties hereto. 4. Ratification. Except as specifically modified as set forth in this Amendment, the Agreement is ratified and confirmed as written and remains in full force and effect without modification, regardless of the outcome of the City Lawsuit and the Final Judgment. The sole purposes of this Amendment are to: (i) allow for the City Lawsuit to obtain a Final Judgement 2 4882-6846-9886, v. I 36MOOM 278 before Purchaser is required to submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project; (ii) to provide a timeline for Purchaser to submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project; and (iii) to provide a timeline for Purchaser to submit a Site Plan Modification Application, if required pursuant to Section 21.3.a.2, as that Section is modified by this Amendment. [signatures appear on following page] 4882-8848-9886, v. 1 36859001 279 IN WITNESS WHEREOF, the Parties have each executed and delivered this Amendment as of the date set forth above. PURCHASER: BB QO2, LLC Printed Nam Title: Autho'd $jMjqry Date: -....-9 b 1 1 [AZL WITNES .—P- - AL . . ..... .. ... ...... Printed Name: —(Jw_ SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ..'or . . .. ........ ........ .. . .. ........... . . .............. .. Printed Nre: Ty 10 1 00 Penserga Title: Chair Date: WITNESS: Printed Na Approved as to form and legal sufficiency: . ... ....... CRA Attorney 4882-6846-9886, v. 1 368590vll 280 Tack, Timothy From: Temple, Adam N. Sent: Wednesday, October 30, 2024 8:54 AM To: Tack, Timothy Subject: Regarding The Pierce: Commercial Permit Application [CMUL-2024.10.68692] FYI — they submitted on 10/4 and paid plan review fees yesterday, so The Pierce is officially in review. https://www.sages�zov.com/Project/Overview.aspx?id-449062 „ 'd Vuuu II NinV:,k,, II NII: , ol';ImmIIW''''N g �ssi .t VII"A: I Jt j '11i'lpayina gicr �y. lit fice V�Nng Addr�, s II1,0,, I:3o!1 1.0 1 1 ,. fnIton :3cach, III urI da 3:3,125 a'hq� I!'NI A'Ald iiissn 130 Oa an I�rrriton ',:�',&:'NchI, 311!135 ia k. 561 V G 2 d p':1. ""'I. li@1.Vd:Vid.us I bo,nton � a � flf� �ouuuuuuuu . ,. �^ ... ,. �r��� .. ,. ° �.. r �. �„ �. .„ . �, �i III �vlw,e.,vlw. IIL�uVw. ���:�I�.��I�Vm..me�lw�� t�ul��w:t III MV�.,w:mV„�i��w:lll�e ��.,V IIIrV.V�ed 114Vmm���mIII��VIVV, ul ����V.,Ir°V.,1 Illel��,� eu�V.iellllll �I�.�vl�mrm�l�..��,pvLV�mde:mV..m�., t�vl� ulVw, ��VVa V.,rmVeul ulule�ll Ilse sm,�V6,ject ... �.„ „ is �.. . �d��u �. r �.G .. �rt�. .... i . �vl�.�,w V.,1V�V.We.�rVrV.,. UVuld��,r ����'�1VV"V:°mV�.i;�����V ��w:I��V,��� V..e�uleud ed��I�.�iV.,�vl....� ����mure 4�V.m1Va.. ulem��wr�lh���� 1�mem�V..1V,Vw I�.,, �I�V.,mmmur vv..,mrmeml IL...oulmmvmtVrmulca.mfio:m a:V�ll Vour e iaV'iill adicliress le"III;a,11II III"Vie sW.abject to IpW.IiNic d'laaa”.°les' irvl'I 1 281 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 INFORMATION ONLY AGENDA ITEM 8.13 SUBJECT: Quarterly Progress Report #6 from Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project - July 2024 - September 2024 SUMMARY: On February 25, 2023, the Purchase and Development Agreement (PDA) between the CRA and Pulte Home Company, LLC (Pulte) for the Cottage Infill Housing Redevelopment Project was executed. On September 12, 2023, the Board approved the First Amendment to the PDA that extended the time frame for all parties to agree on the Form of Restrictive Covenant prior to Closing and allow the plat application to be submitted within 90 days of site plan approval for consistency with the City's development review process (see Attachments I & 11). On May 14, 2024, the Board approved the Second Amendment to the PDA which extended the closing date of the sale of the property to Pulte on or before December 26, 2024. The Second Amendment to the PDA was approved by the CRA Board on July 9, 2024 (see Attachment III). The Cottage District will consist of 41 for sale homes and will be offered to eligible homebuyers within the Palm Beach County Workforce Housing Program's Low Income (21 townhomes) and Moderate 1 (19 single family detached units) income categories. The project will be providing much needed affordable homeownership opportunities as envisioned by the CRA Plan. Pursuant to Section 22.1 of the PDA, Pulte is required to provide a written quarterly report to the CRA Board. The September 2024 letter and report (see Attachment IV & V) indicates the project is proceeding on schedule and includes the following updates: • Final site plan and rezoning was approved in February 2024. • The Declaration, Covenant, Conditions and Restrictions were provided to the CRA on January 22, 2024. • CRA staff and legal reviewed and accepted the master declaration of restrictive covenants for workforce housing on February 13, 2024. • The Design Plans and Plat are in technical compliance with the Land Development Regulations, approved Site Plan, and Conditions of approval. The Plat will be presented before the CRA Board on November 21, 2024, for approval. • The Land Development Permit was resubmitted on July 15, 2024; City comments were received by Pulte on August 20, 2024; Pulte was to respond to the City's comments in 282 early September. • Pulte received the draft Developer's Agreement from the City on April 26, 2024; Pulte submitted comments to the City on May 20, 2024, and received the City's response on June 11, 2024. Developer's Agreement is to be finalized once the Land Development Permit has progressed. FISCAL IMPACT: No Fiscal Impact CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Purchase and Development Agreement • Attachment II - First Amendment to Purchase and Development Agreement • Attachment III - Second Amendment to Purchase and Development Agreement • Attachment IV - 08-29-24 Pulte Report Letter • Attachment V - Cottage District Report 283 This Purchase and Development Agreement (hereinafter the "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 111, of the Florida Statutes (hereinafter "SELLER"') and, PULTE HOME COMPANY, LLC, or its affiliated assignee (hereinafter "PURCHASER," and together with the SELLER, the "Parties"). In consideration of the mutual covenants and agreements herein set forth, the recei ?nd sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SAIELsROPERIY. SELLER agrees to sell and conveyto PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conclition� hereinafter set forth, the real property legally described in Exhibit "A," attached herett (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing the construction of owner -occupied, workforce, fee simple detached and attached single family homes and associated site improvements consistent with the Cottaqe District Infill Housing Redevelopment Project Letter of Intent accepted by SELLER on July 12, 2022, and PURCHASER'S responses thereto, including the August 11, 2022 Revised Conceptual Site Plan and August 16, 2022 Architectural Elevations, attached hereto as Exhibit "C," as amended and approved by the CRA Board on January 10, 2023, attached hereto as Exhibit "D," and according to all required development standards of the City of Boynton Beach (together with the Project Requirements set forth in Section 20, hereinafter the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall TWO MILLION FOUR HUNDRED SEVENTY-TWO THOUSAND AND 00/100 DOLLA 000.00) to be ijaid in full at Closin!y. SELLER has comiodied with Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. An Initial Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within five (5) business days following execution of this Agreement by the Parties. The Initial Deposit shall be fully refundable to PURCHASER, if prior to the expiration of the Feasibility Period (as hereinafter defined), the PURCHASER advises SELLER in writing that it does not intend to complete the purchase of the Property. A Second Deposit in the amount of SIXTY THOUSAND AND 00/100 1O a" ($60,000.00) shall be deposited with Escrow Agent within five (5) business days of the end of the Feasibility Period, bringing the total deposit to SEVENTY THOUSAND AND 00/100 DOLLARS ($70,000.00). The Initial and Second deposits are to be credited against the total purchase price at closing and will be nonrefundable except as provided herein, subject to Closing Conditions. PURCHASER's Initials:A—MA SE LLE R's Initials: 01869047-3 284 PURCHASE AND DEVELOPMENT AGREEMENT Pages 2 of 79 4. EFFECTIVE DATE. The date of this Agreement (hereinafter the "Effective Date") shall be the date when the last one of the Parties has signed this Agreement. 5. Intentionally D Ieted- 6. CLOSING DATE. The Closing shall take place on the earlier of: (i) thirty (30) days after the last of the Closing Conditions has been satisfied; or (ii) twelve (12) months after the end of the Feasibility Period, at such location to which the Parties mutually agree in writing. PURCHASER may request a six (6) month extension subject to SELLER'S Board approval. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable, and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions, and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) General real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way, and matters of record included on the Title Commitment or shown on the Survey (defined in Section 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. Fora period of one hundred and twenty (120) days from the Effective Date (hereinafter the "Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, contractors, surveyors, engineers, architects, attorneys, and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of governmental authorities regarding the Property and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to terminate this Agreement. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the same condition as it existed on the Effective Date; (ii) 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; provided, however, that PURCHASER shall not be required to deliver any such materials, studies, reports, documents, and/or instruments that are considered by PURCHASER to be proprietary or confidential, or are subject to attorney client privilege or any other legal privilege, or is attorney work product, including, without limitation, PURCHASER's proforma, any marketing due diligence information, or any plans for homes or amenities. All materials delivered to SELLER will be without representation or warranty by PURCHASER (or any other person or entity) of any type or nature, expressed or implied, and shall be subject to any copyrights, rights of proprietorship or PURCHASER's Initials: A 1 SELLER's Initials: 01869047-3 285 PURCHASE AND DEVELOPMENT AGREEMENT Pages 3 of 79 other intellectual property rights of the authors or creators thereof. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands, and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five business (5) days of the Effective Date of this Agreement: 1) Any existing title policies, appraisals, and 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; 2) copies of all permits, authorizations, and approvals issued by governmental authorities for the Property; and 3) any correspondence which discloses claims, allegations, or adverse information regarding the Property or SELLER with respect to the Property. As to materials that are related to the Property that come into SELLER's possession and/or control (and/or the possession and/or control of its agents) after the Effective Date, SELLER shall deliver such materials to PURCHASER and within three (3) Business Days after receipt. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (hereinafter the "Closing Agent") shall obtain, at the SELLER'S expense, from a Title Company chosen by SELLER (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in an amount not less than the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER's Title Objections"). If PURCHASER fails to deliver PURCHASER's Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER's Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER's Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER's Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER's sole and absolute discretion, shall have the option of (i) extending the Cure Period and the Closingfor one additional thirty (30) day period at no cost to PURCHASER, or (ii) accepting the Title to the Property as of the time of Closing, or (iii) canceling and terminating this Agreement, in which case, any Deposits shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. PURCHASER's Initials: SELLER's Initials: 1"V° 01869047-3 i PURCHASE AND DEVELOPMENT AGREEMENT Pages 4 of 79 Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment (hereinafter "Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 8.3 5q[ygy Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (hereinafter 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 or covenants of this Agreement or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 9.1 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pendin Proceedin s. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 9.3 Com liance with Laws and Re.ulations. 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. 9.4 Obtaining Approvals. PURCHASER must obtain Zoning, Final Site Plan, and Final Plat Approvals from the City of Boynton Beach, Florida (hereinafter the "City") that permit the construction of the Project (collectively, the "Development Permits"). Development Permits shall be deemed "Approved" when irrevocably issued or granted by the applicable governmental authority, and all appeal periods have expired or all litigation and/or challenges to the approvals have been resolved in favor of approval. SELLER shall cooperate with PURCHASER in PURCHASER's efforts to obtain Approval of the Development Permits and the satisfaction of the Conditions to Closing, including such actions reasonably required by the governmental authorities and execution of applications, consents or other documents. PURCHASER's Initials: AMA SELLER's Initials: a 01869047.3 287 PURCHASE AND DEVELOPMENT AGREEMENT Pages 5 of 79 9.5 PURCHASER must secure financing, if any, for the Project within the timeframe set forth in Section 22 below. 9.6. SELLER shall deliver marketable title to the Property subject only to the Permitted Exceptions. 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 (hereinafter the "Deed") conveying to PURCHASER valid, good, marketable, and insurable fee simple title to the Property free and clear of all liens, encumbrances, and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the Title Company may require. The Deed shall contain a deed restriction restricting the dwelling units to fee simple, owner occupied residential use consistent with the applicable requirements of the Palm Beach County Workforce Housing Program (hereinafter "PBC WFP") as provided in Section 21 and as set forth in Exhibit "D." 10.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above, the same shall be deemed an uncured Title Objection, 1.0.3 Closin Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances, and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. PURCHASER's Initials: SELLER's Initials: 01869047-3 Pages 6 of 79 11.1 Prorations. Taxes for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs ata 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 �� �sin Costs. SELLER shall pay for documentary stamps on the Deed, recording the Deed, and any cost associated with curing title. Purchaser shall #a;, other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 PURCHASER shall fund the Purchase Price subject the credits, offsets, and prorations setforth herein, SELLER and PURCHASER (as applicable) sh execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, Closing: (1) Disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed a other recordable Closing Documents in the appropriate public records. 11.4 Existing Mortgages and Other Liens. At Closing, SELLER shall obtain, _1YV1_ 11 cause to be obtained, satisfaction or release of record of all mortgages, liens, and judgmeni ipplicable 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 � �hont�. The execution and dellivery 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). P . W_ . I . I1 'A . 01969047-3 7-R PURCHASE AND DEVELOPMENT AGREEMENT Pages 7 of 79 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. 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; From and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date), and (c) committing any waste or nuisance upon the Property. 13. DEFAULT. 13.1 PURCHASER'S Default. In the event that this transaction falls to close due to a wrongful refusal to close or default on the part of PURCHASER, SELLER shall be entitled to retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through, or under PURCHASER. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder, or PURCHASER may commence an action against SELLER for specific performance. 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 Forty -Five (45) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the Cure Period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. SELLER reserves the right to grant extensions to the Cure Period above, at its sole discretion, upon receipt of reasonable justification. 13.4 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. PURCHASER's Initials: AnA SELLER's Initials: l2 01869D47.3 290 PURCHASE AND DEVELOPMENT AGREEMENT Pages 8 of 79 14, NOTICES. All notices required in this Agreement must be in writing and shall considered delivered when received by certified mail, return receipt requested, or person], i'elivery to the following addresses: If to Seller: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton each, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Avenue, Suite 1100 West Palm each, Florida 33401 If to Purchaser: Andrew Maxey, VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FIL 33401 With a copy to: Scott Clements VP & Area General Counsel Pulte Group 2301 Lucien Way, Suite 155 Maitland, FL 32751 15. BINDING OBLIGAIIQN I N KEN L&L�� _T. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER. This Agreement may be freely assigned by PURCHASER to a wholly owned or controlled assignee of PURCHASER, and thereafter PURCHASER's assignee shall assume all rights and obligations under this Agreement, including the obligation to close the transaction contemplated herein as if such assignee were the original party to this Agreement. 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the Parties shall have no further obligations under this agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to PURCHASER's lnitials:A#M SELLER's Initials: 01869047-3 291 PURCHASE AND DEVELOPMENT AGREEMENT Pages 9 of 79 the proposed taking of any portion of the Property by eminent domain prior to Closing, or in the event of the taking of any portion of the Property by eminent domain prior to Closing, SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to terminate this Agreement by giving SELLER written notice of PURCHASER's election to terminate within fifteen (15) days after receipt by PURCHASER of the notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the Parties hereto shall proceed to Closing and SELLER shall assign all of its right, title, and interest in all awards in connection with such taking to PURCHASER. 17, BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend, and hold harmless the other Party 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 either Party or on its behalf with any broker or finder in connection with this Agreement. However, SELLER'S indemnification obligations shall not exceed the statutory amount provided within Section 768.28, Florida Statutes, regardless if whether such claim be in contract, tort, indemnity or otherwise, 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 and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits, and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. 19. SELLER DESIGN APPROVAL. The Project shall be developed in accordance with the plans and specifications, construction plans, budget and project schedule submitted to the SELLER by PURCHASER as part of its submission in accordance with the Cottage District Infill Housing Redevelopment Project Letter of Intent accepted by the CRA on July 12, 2022, and PURCHASER'S responses thereto, including the August 11, 2022 Revised Conceptual Site Plan and August 16, 2022 Architectural Elevations, attached as Exhibit "C," as amended and approved by the CRA Board on January 10, 2023, attached as Exhibit "D." Minor deviations in square footages or the total cost of the unit up to 10% may be administratively approved by the CRA Executive Director, or designee, within five (5) business days of receipt of a complete written request and supportive documents, and if the decision is not provided within such time period, the completion of construction deadline shall be automatically extended by one day for each day the decision is delayed. PURCHASER's Initials: AAA SELLER's Initials: 01969047.3 292 PURCHASE AND DEVELOPMERT AGREEKITEA F Pages f+ 79 ��Mamllmlffllm a. Construction of a minimum of 41 for sale, owner -occupied dwelling units consisting of approximately 19 single family detached units and 22 townhomes. The mix of unit types may vary as long as the number of townhomes does not exceed 54% of the total number of units to be developed. b. The dwelling units shall be limited to a maximum of two stories with a mean roof height not to exceed 35 feet. d. The interior and perimeter streetscape shall consist of a mixture of o and two-story single family detached units and townhomes consistent with the Coastal sty architectural elevations depicted in Exhibit "D." The elevations depicted in Exhibit "D" sh 4�7rMaitd-SiTrftr arCl"ritd-ULI ;,.;ttnhZ4 tn-r�-Cs =iill to avoid a monotonous appearance and provide a streetscape with visual interest, includi varying the models and exterior colors. A model and color scheme may be the same on adjoini lots, but may not be repeated on three adjoining lots. e. Pedestrian scaled street lights installed along the entire perimeter of the Project shall be complimentary to those existing along N. Seacrest Boulevard adjacent to the Project site. 9. Minimum five-foot sidewalk width along the entire perimeter of tIM h. Use of street and site trees that "exceed the minimum size and caliper requirement' of the City's Land Development Regulations to be installed as part of the proposed Project. i. Enhancement of dry detention area to include items such as picnic tables, grills, perimeter walkway, etc. j. Provision of a Builder's Warranty for a period of one (1) year for each housing unit completed and sold. The one (1) year warranty period shall commence at time of closing for each dwelling unit. PURCHASER'S lnitials:AMNA SELLER's Initials: ?!W , ! OIB69047-3 293 PURCHASE AND DEVELOPMENT AGREEMENT Pages 11 of 79 k. Implementation of a plan or program to market and solicit sales of the dwelling unit to existing income qualified Boynton Beach residents no later than sixty (60) days after Commencement of Construction, recognizing that PURCHASER can not make representations or guaranties about which prospective buyers will be selected in the lottery process described in Section 21 below. All marketing materials shall include notification to prospective buyers of the deed restrictions as described in Section 10.1, the Palm Beach County Workforce Housing Program (PBC WFP), and submitted to SELLER for review for consistency with the terms of this Agreement prior to implementation. SELLER will provide PURCHASER with a decision within ten (10) calendar days of such request, and if the decision is not provided within such time period, the deadline shall be automatically extended by one day for each day the decision is delayed. 1. Implementation of a plan or program to promote the use of local contractors, sub -contractors, and laborers in the Project and reporting the results of the plan or program as part of the project's progress report requirements consistent with Section 22.1 to the SELLER as part of the project's quarterly reports and at the conclusion of the Project. M. Prior to and during the construction of the Project, PURCHASER shall: 1) Include in all contracts with contractors requirements that the contractors used good faith efforts to hire and train City residents to participate in the construction of the Project; 2) Provide no less than 15% of the construction costs which are estimated to be $11,701,742.00 to local subcontractor(s) in the municipal boundaries of the City of Boynton Beach and/or unincorporated Boynton Beach; 3) Provide documentation of the efforts and results of local hiring in the required quarterly reports and final closeout report required pursuant to Section 22.1 within 30 days of the issuance of the last Certificate of Occupancy. n. All requirements and obligations set forth in Exhibit "D" are incorporated herein by reference. Any variations in Exhbit "D," shall be equivalent in quality and aesthetics. Minor deviations in square footages or the total cost of the unit up to 10% may be administratively approved by the CRA Executive Director, or designee, within five (5) business days of receipt of a complete written request and supportive documents. 21. INCOME QUALIFICATION PROCESS PBC RESTRICTIVE COVENANT AND PROCESS FOR SALE TO PROSPECTIVE HOMEOWNERS. The sale and resale price of each unit shall be in accordance with the PBC WHP. Each residential unit will be encumbered by a restrictive covenant in the form required by PBC WHP, as agreed by the the Parties prior to the expiration of the Feasibility Period. The targeted prospective buyers for the Project are the Low Income to Moderate 1 income categories (60% to 100% PBC AMI) and SELLER and PURCHASER intend for 0 01869047-3 PURCHASER's Initials: AM% SELLER's Initials: 294 'n,#IAY eff,qJew^ ,,'ages 12 of 79 the Project to be developed, constructed, and priced to sell to include a proportional mix of buyers within the targeted income ranges. a. PURCHASER shall coordinate with PBC for the income qualification process for all units within the Project. lb. SELLER will assist in the outreach to educate Boynton Beach residents regarding the availability of the units and the income qualification and sale process, C. PURCHASER shall notify the SELLER in writing a minimum of 45 (forty-five) days it to when income qualification applications will be accepted by PBC and when the sale of the units will be provided to the general public. d. PURCHASER shall utilize a lottery process to s e. PURCHASER shall create and maintain a project website or project page on its company website which will provide information to prospective buyers about the Project. The information will include details such as but not limited to the Project's site plan, floor plans, colored elevations, photographs or renderings, amenities, sales progress, income qualification requirements, and key personnel contact information. The website or project page will be launched no later than sixty (60) days after commencement of construction of the first dwelling unit and will be maintained through the closing of the last dwelling unit, unless otherwise required by Palm Beach County. 21 DEVELOPMENT TI ELITE. PURCHASER is required to comply with the deadlines set forth below. PURCHASER shall provide Seller with written documentation evidencing completion of each action (collectively the "Project Milestones") on or before each deadline but no later than ten (10) days after completing each deadline. a. PURCHASER shall submit applications to the City for platting, site plan, and zoning necessary for the Project within sixty (60) days of receipt of posting of the second deposit. b. PURCHASER shall provide SELLER with a copy of all homeowner association governing documents for review prior to site plan approval. C, PURCHASER shall diligently and continously pursue site plan approval and all other required land development approvals until the same are issued. d. PURCHASER shall obtain all site plan and all Development Permit Approvals within twelve (12) months after site plan application. PURCHASER may request a six (6) month extension from SELLER's Board to obtain approvals, PURCHASER's Initials:AMAD SELLER's Initials: 1,W (11969047-3 295 PURCHASE AND DEVELOPMENT AGREEMENT Pages 13 of 79 e. PURCHASER shall obtain approval for the Project from its Asset Management Committee (AMC) prior to expiration of the Feasibility Period. f, PURCHASER shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred and ei -9D1AaY-,-ofnbtaininPrforr--1 -1— -1— - 0 t")QLt additional approvals be issued prior to the building permits being submitted. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. Within ten (10) days of City issuance of the building permit, a copy will be provided to SELLER. 9. PURCHASER shall commence construction of the Project's civil and site work, as defined by the City of Boynton Beach Code, within ninety (9 0) days of PURCHASER obtaining an approved land development permit for the Project, h. PURCHASER sh@H commence construction ("Commence Construction") of the dwelling units within ninety (90) days of receiving the first five building permits for the Project, The Project shall be developed in accordance with the Coastal style conceptual site plan with model types, architectural floor plans, elevations, proposed schedule, costs, and color schemes as attached as Exhibit "D." i. PURCHASER shall obtain a Certificate of Occupancy for the final dwellinT.-4 unit of the Project within two (2) years of commencement of construction of the first residenti unit ("Completion Date"), subject to any Unavoidable Delay event (as defined herein) whi prevents PURCHASER from commencing and completing such construction ("Complell Construction"). j. PURCHASER shall ensure that the Groundbreaking ceremony will occ prior to, or simultaneously with the commencement of construction of the first unit. i k. PURCHASER shall ensure that a Ribbon Cutting ceremony will occur IN to the closing of the first housing unit or within sixty (60) days thereafter, 0 1. 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, or at such other meeting as the Parties may agree, no less than quarterly, beginning at six (6) months 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 until the construction completion and the issuance of the last Certification of Occupancy for the Project. These reports 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 zoning, site plan, land development, and, building permit approvals, status of construction, compliance with any deadlines. terms. an4 *rovisioits of t1tis Agyreew ent. t-Ltp-# * 1-tr*ttp e1i + A aw I� PURCHASE AND DEVELOPMENT AGREEMENT Pages 1S of 79 above, the Property or any combination of the lots and any and all improvements erected thereon shall, at SELLER'S election and after the notice and right to cure provided herein, revert to SELLER without the necessity of PURCHASER taking any affirmative action to effectuate the reversion. Such reversion, if elected, shall be effective as of the date of recordation of a notice of election by SELLER. However, upon written notice from SELLER, PURCHASER shall execute and deliver to SELLER a Special Warranty Deed and such other instruments and shall take such other actions as may be reasonably requested by SELLER for the purpose of evidencing such reversion of record within ten (10) business days of receiving the aforementioned written notice from SELLER. Upon reversion, SELLER may immediately reenter and repossess the Property. In the event the SELLER exercises its right of reverter, SELLER shall reimburse PURCHASER as follows: a. Prior to commencement of land development and construction of the dwelling units—The purchase price of the Property less the deposits as set forth in Sections 2 and 3 of this Agreement. b. After commencement of construction of the units but prior to the sale of the first dwelling unit—The purchase price of the Property less the deposits as set forth in Sections 2 and 3 of this Agreement and verifiable land development costs. C. Prior to completion of construction of the last dwelling unit — The lesser of the following: 1) The purchase price of the Property plus the verifiable land development cost, divided by the total number of lots resulting in the individual lot cost, which individual lot cost shall be multiplied by the number of lots that have not been developed; or the mutually agreed upon appraised value of the undeveloped portion of the Property. For any home under 23.2(2) where PURCHASER has commenced construction, PURCHASER shall provide SELLER with a limited, non-exclusive right and license to use the Plans and Specifications, sketches, shop drawings, as -built plans and other materials prepared by, or furnished to, the PURCHASER in order to finish the completion of the homes, without warranty, express or implied, and in their "AS IS" condition. SELLER shall not copy, sell, assign or otherwise reproduce or grant any other person or entity the right to copy, sell, use or otherwise reproduce the Plans and Specifications, or any part thereof, except in connection with the construction of the homes on the Property. SELLER shall pay for all expenses of transfer (excluding legal fees for counsel for PURCHASER and expenses related to cure and correction of title defects). The foregoing rights and obligations shall be incorporated into the Special Warranty Deed to be executed and delivered by SELLER to PURCHASER at Closing and shall be deemed to be a Permitted Exception. PURCHASER's Initials:A-"\ SELLER's Initials: 01869647.3 298 PURCHASE AND DEVELOPMENT AGREEMENT Pages 16 of 79 SELLER and PURCHASER will agree on the language for the Special Warranty Deed during the Inspection Period. 23.3 Ri rht of First Refusal. PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for the period of time from the Effective Date until the date the Certificate of Occupancy for the final dwelling unit as described in Exhibit "D" is obtained. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: Should PURCHASER receive an offer to purchase the Property pursuant to a binding Agreement which PURCHASER intends to accept before the first sale of the dwelling unit, PURCHASER shall give SELLER notice of the offer by delivering a copy of the Agreement to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above prior to PURCHASER'S acceptance. Within ten (10) days of receipt of the Notice, SELLER shall schedule this item on the earliest available CRA Board agenda for approval to either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall, within ten (10) days after receipt of CRA Board approval, deliverto PURCHASER an agreement to purchase the Property for the same purchase price as set forth Section 2 of this Agreement. PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon mutually accepted terms and conditions. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within thirty (30) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived and the new owner shall specifically assume all of the obligations of the PURCHASER under this Agreement. The terms and conditions of this Section shall survive closing. The foregoing rights of first refusal shall not be applicable to the sale of homes to retail buyers, as contemplated under this Agreement, or to transfers transpiring in the event that the Property is to be conveyed to the governing Homeowner's Association. 24, MISCELLANEOUS. 24.1 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 PURCHASER's Initials: SELLER's Initials:,,_,% 01609047.3 299 Pages 17 of 79 arising out of this Agreement shall be in thie Fifteenth Judicial Circuit in and for Palm Beach W, �-A-94W;m-,O. States District Court for the Southern District Court of Florida, 241 'Co ' mpktationofl-ime. 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 500 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. 24.3 Waiver, Neither the failure of a party to insist upon strict performance of anv of the terms. orovisions. covertaitts. greetemts ;-?j4 co)t fitints herpof, ncrlm.rwer, snaii OF teem remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements, or conditions. This paragraph shall survive termination of this Agreement and the Closing. 24.4 Construction OLAZLeement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this 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 nAt merge into the Deed. 24.5 Conflict Between Documents. Unless otherwise specifically stated, in the event a conflict exists between this Agreement and any term in any exhibit attached or incorporated into this AU4etnie-nt. the terms of this Agreement shall exhibit. 24.6 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. 24.7 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 01869047-3 PURCHASER's Initials: A.N\,A ee SELLER's Initials: 41, 300 PURCHASE AND DEVELOPMENT AGREEMENT Pages 18 of 79 24.8 Waiver of Jgry 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. 24.9 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. 24.10 Bindin Authority, Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 24.11 No Recording. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both Parties. 24.12 Survival. The covenants, warranties, and representations 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. 24.13 PURCHASER Attorneys' 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. 24.14 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; 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 Agreement and destroy any duplicate public records that are exempt or PURCHASER's InitialsArAM SELLER's Initials: 01669047.3 301 PURCHASE AND DEVELOPMENT AGREEMENT Pages 19 of 79 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 E. Ocean Avenue, 411 Floor, Boynton Beach, Florida 33435; or ShuttTbbfl.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. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. 25. PERIMETER FENCING. SELLER has erected perimeter fencing around the Property pursuant to a leasing Agreement with a third -party and SELLER shall cover all costs associated with same for a one (1) year term or until closing, whichever comes first. PURCHASER shall thereafter be responsible for all costs associated with the fence, including all lease payments and removal costs. 26. TERMINATION. The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the issuance of the last Certificate of Occupancy for the Project; or (ii) failure by the PURCHASER to complete the Project before the Completion Date, as described in Section 22J, unless extended as provided by written agreement of the Parties or as otherwise specifically provided in this Agreement. The remainder of this page was intentionally left blank. PURCHASER's InitialsANA SELLER's initials: 01869047.3 302 PURCHASE AND DEVELOPMENT AGREEMENT Pages 20 of 79 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. PURCHASER: PULTE HOME COMPANY LLC Printed Name: I Title: V P- LANP ACOu'lSITI 0jZI Date: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY M Printe Oame: Ty Penserga Title: Chair Date: 24—,'z�Ae'� t 3 7 WITNESS: WITNESS: Printed Name: 6614Slr,011 P nt Name: 'T S,jam Approved as to form and legal sufficiency: CRA Attorney The remainder of this page was intentionally left blank. PURCHASER's Initials: Afq\A SELLER's Initials: ±22f_ 01869047-3 303 PURCHASE AND DEVELOPMENT AGREEMENT Pages 21 of 79 EXHIBIT "A" LEGAL DESCRIPTION LAND DESCRIPTION: Lots 1 through 8, Block 1 of SUNNY-SIDE ESTATES, according to the Plat thereof, as recorded in Plat Book 26, Page 16 of the Public Records of Palm Beach County, Florida. (PIN:08-43-45-21-28-001-0010; PIN:08-43-45-21-28-001-0020; PIN :08-43-45-21-28-001-0031; P I N:08-43-45-21-28-001-0041; PIN:08-43-45-21-28-001-0061; PIN:08-43-45-21-28-001-0071) TOGETHER WITH: Lot 1, LESS the east 10 feet thereof, Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN:08-43-45-21-29-003-0011; PIN:08-43-45-21-29-003-0012; PIN:08-43-45-21-29-003-0013; PIN:08-43-45-21-29-003-0014) TOGETHER WITH: Lot 2 and the northeast quarter (NE 1/4) of Lot 3, in Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0020; PIN:08-43-45-21-29-003-0032) TOGETHER WITH: The north 140 feet of Lot 5 (less the west 20 feet thereof), the north 140 feet of the west one- half of Lot 3 and the north 140 feet of the east 25 feet and the north 140 feet of the west 75 feet of Lot 4, all in Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0033) TOGETHER WITH: The south 160 feet of the west one-half (1/2) of Lot 3, and the south 160 feet of the east 25 feet of Lot 4, Block 3, SHEPARD ADDITION TO BOYNTON BEACH, FLORIDA, according to the plat thereof on file in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 2, Page 59. (PIN: 08-43-45-21-29-003-0034) TOGETHER WITH: PURCHASER's Initials: AAy\ SELLER's lnitials:"VP 01669047-3 304 'F_A_G'A_EE_M_EIT-F Pages 23 of 79 SHEPARD ADDITION TO BOYNTON; and bounded on the north by the north line of said 15 fo Alley, also being the south line of said Block 1, SUNNY-SIDE ESTATES. i TOGETHER WITH: The east 50 feet of the south 150 feet of Lot 3, Block 3 of SHEPARD ADDITION TO BOYNTON EACH, according to the plat thereof in Plat Book 2, Page 59, of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0031) TOGETHER WITH: The east 50 feet of the south 100 feet of Lot 5, Block 3, SHEPARD ADDITION TO BOYNTON according to the plat thereof on file in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 2, Page 59, said lands situate, lying and being in Palm each County, Florida. (PIN: 08-43-45-21-29-003-0052) Said lands situate in the City of Boynton Beach, Palm Beach, County, Florida and containi 201,778 square feet (4,632 acres) more or less. i 'Id PURCHASER's Initials: / V SELLER'S Initials: 77- 01869047.3 306 PURCHASE AND DEVELOPMENT AGREEMENT Pages 24 of 79 EXHIBIT "B" LOCATION MAP Cottage District Location Map PURCHASER'S Initials: SELLER'S Initials: a(:2f 01869047-3 307 PURCHASE AND DEVELOPMENT AGREEMENT Pages 25-59 of 79 EXHIBIT "C" PURCHASER'S LETTER OF INTENT PACKAGE PRESENTED AT THE SEPTEMBER 13, 2022 CRA BOARD MEETING PURCHASER's Initials: SELLER's Initials: 0 1 969OL47-3 308 From: Andrew Maxey To: Shutt. Thuy Cc: Tack, Timothy; Utterback. Theresa; Nicklien, Bonnie; Curfman, Vicki; Hill, Vicki Subject: RE: Pulte LOI- Cottage District Date: Thursday, June 2, 2022 8:58:00 AM Attachments: imaoe011.1no imaae012.ona imaoe013.12no imaae014.ona image015.12no imaae016.ona Pulte LCI - Cottage District BBCRA v2.pdf Good Morning Thuy, Although it's not specifically referenced in the L01, I also want to reaffirm Pulte's commitment to working with as many local vendors and contractors as possible on this project. Pulte has existing contracts with 6 vendors located in Boynton Beach, 2 of which are within the boundary of the CRA. We also plan on utilizing local consultants for the community outreach phase of the project. Please let me know if you have any additional questions. Thank you. Andrew Maxey — VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct (561) 206-1410 Cell (404) 451-2386 Ind,rt �nr;;rmIlte irou .com From: Andrew Maxey Sent: Wednesday, June 1, 2022 9:02 AM To: Shutt, Thuy <ShuttT@bbfl.us> Cc: Tack, Timothy <TackT@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us>; Nicklien, Bonnie <NicklienB@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us>; Hill, Vicki <HiIIV@bbfl.us> Subject: RE: Pulte 1-01- Cottage District Th uy, Sorry for the delay here. I have updated our LOI to reflect the 3 new single family plans we are proposing (Browning, Chapman, and Hamden). The collateral provided in Exhibit C show the front elevations, floorplans, square footage, and bed/bathroom count. Let me know any questions. Thanks. 309 Andrew Maxey — VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct (561) 206-1410 Cell (404) 451-2386 aind..r ,w::!;m!.a.(i7 ullte r� a .cc�m From: Shutt, Thuy <Sh.u:La.....h.r�:Fl..:.u:5> Sent: Tuesday, May 17, 2022 7:02 PM To: Andrew Maxey<.A.ndre1nr.:.I.V...l.a2f.y(rbPulteGroia .com> Cc: Tack, Timothy <.r::...k.?..( fl. u>; Utterback, Theresa <,I;„�,;L..L.Qr,f ,n„ckil.(a� fl. >; Nicklien, Bonnie <,Nick.1.ie.n.B..f .. r:Fl..:.u..s..>; Curfman, Vicki <C.u.rfma.nV..ic .b �fl..:.u.s>; Hill, Vicki <,N..,i.l.l Subject: RE: Pulte 1-01- Cottage District Good evening, Andrew, Thank you for your updated letter. We appreciate your interest in our Cottage District Project. We will update our files to include this revised L01 for the CRA Board's consideration at their July 12th meeting (since the 30 day public notice time period will not end until after the June 14th Board meeting). Could you please give me a call at your earliest convenience so I can make sure the attached document (which was included in the 5/10 agenda item) will be updated to correctly reflect your revised L01 (SFD model size and types, etc.). Thank you. Boynton C,.o o'm'1l.&N „ N00 F. t;hd,ean I°+d;1,onBo:ni Beach, I loM"d8 33^1�31) coo ...:'....:'........................ ........ Q hat.p.:.l www.boyntonbeachcra.com i ur 310 America's Gateway to the Gulfstream c,"�.esd° .Pt.'" ��d.I &.�..�. � �.VN::: F+Vq&i1ti0 al l:?p"¢.X,hd',i pq9N 8d,. pee tl dPd.s I.Bd ion d-"(T"quill nYayhe ,r;w..gbo^tl"t U ofis :IC:os,q& 'JL Reid - ^q„ Forido'ii r uctl ,qrd s I IeM,IsI .:IirhI�e.,m^s a pub records, , q l�' fl..9 0 Hi,.JI o...".dnIl IIN..@gdk,Za Btw,:� ,.:"�cl''�tl"IIr e.�f`ai :9+;:l less malt' IDD .e @bd c,'O, k) i;)N.,bH+ Ii ds`e Iv, sw Ire, 1uf' rw�lw"T d'^yd" , From: Andrew Maxey <Ari,d,r,eu..r.,,�„a>�,eyPulteGroup.com> Sent: Tuesday, May 17, 2022 4:37 PM To: Shutt, Thuy < .b...:4.: r::. h fl. �> Subject: RE: Pulte LOI- Cottage District Th uy, Attached please find Pulte's revised Letter of Intent to purchase the Cottage District property. Thanks, Andrew Maxey — VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct (561) 206-1410 Cell (404) 451-2386 a,ind..r lnr:;1n. x. vCr r3ullter�Irc a .cram From: Shutt, Thuy <.L1..0 P —bLfI.> Sent: Wednesday, April 27, 2022 10:46 PM To: Andrew Maxey <A dr \nr.,.Ma.xe.yf@PulteGroup.com> Subject: RE: Pulte LOI- Cottage District E'Vennal Sender Thank you, Andrew. We will include this for the CRA Board consideration at the May 10th CRA Board meeting. We will provide you with the agenda item once the board packet is finalized and uploaded on the website (scheduled for May 3rd) 1....I, 19 y SI” I„ A , W6.I.°"," � H \...H„,” E,k.ed a�lk,e I'wm I.or Rtl,.;o1 McIn I".we^s4.h „u 100 E. p , tl � Ocean i�� .�''��,1'tf". �d. '! rdN O..;P n Pd_ mf..,.I + 311 America's Gateway tOthe Gutfstream Pkease�haflF|ohdahas abroadpubUcrecunds|avv'Ind aUcurrespondenoek�mc, viaemai| m8ybesubject topeConds:|8w/,em3i|addrcsses xrzpubhCrecords, There��re,youre-mai|communicaUonandyoure-mail adkfidressmaybesubiecttopubHcdisckosure, From: Andrew Maxey Sent: Tuesday, April 26,2OZ22:41PM To: ShuttThuy Su�act:Pulte 0|'��aQeDistrict Good Afternoon Thuy, | hope all is well with you. Pulte would like to respectfully submit the attached Letter ofIntent to purchase the Cottage District property owned by the CRA. Please reach out with questions. Thank you, AmdrewMaxey—VP Land Acquisition Southeast Florida Division 1475ConbnporkB|vd,Suite 305.West Palm Beach, FL334O1 Divuut(5O1)2O0'1410 Cell (404) 451-2386 312 C0i`JHPEi`^,d. i 1wwmml.k,,a' NK ok lw_ E:.k.lwws c wimd ina", c*w'wtvwwwr d e.rn=n8d Asa d pAwV, "G;we d in Well I or Ylm scAc use c4 I&aw inkvwo,h ii rocip l nYqs) "away rc w+;VV, w.� �., ^.du:„9iribk Avw,;rr,,9i; •&r.vai.Arn Y.o,UAwuwr. w,. „9k�h PWUAOi H W'a;w hve r+.o+:?A n.w Idwen+.o.wrnrru.,awaw.hkl+.awa In nrr w O mm nWwd'jy' the n+wwn„du, in nwwico,Bmatcdsr bywpwwwa'Id MW &5W kdM rnMm,vP aaraMawv, M am Oryworwwk sw” pw w;omp.Mq.or. 11 h wd Y¢.aw,r. wAHDENk.l rwwmml.k.Y Hiis aur=wal& wrw wy cow'wUiin cnnd"I^:'1, ntiaw 'sn+k p dVap;,ed wmaknrl l Qw I he An use ea# Me M$tii'vWed rorv:io vwld,y, ww1 x wnv�,y, w,iw, , O �krl@:�Blkcu ,;ror r: ,r.l� s wwu ,� s �ttus N �adrlr:�dd �r+adw¢a�lt+ v�, ld :m Rw r� � � rn+� � N � ,n ( ks, � d d � � ���� �.��f Ydw¢r,!��a+sxvw��rrwi.�wwa¢, ak1w:"�ww In a rw �� �ww ww+roY'dd'y the [rnwrr9 H hnnm w9WR+A,y by cwwbmld and siQUi qtr , r'w'wr, s H ye Mn+d an,, No aU achrw"pend r drnw'rw w., w coirgmi ,r "'ll""Nvvik sq:;oia, i"p;::PJHDEN.k.l UL.k.,y, k&p hk lo,E .Hiw^„ ti urw,!O wrw wy o.vrw'wt,a n nosnR"Id w fiA and „vnO1+ oed wrww9m kd No Me win Dian of the wrrfienda@ mji ww (s). 'm!y vw wrrrtir�s�, use, cfi sW,obitw i or dwl+miwso:,* h,, pAwv:aw's 4 srav:4ySw¢kA d, ld you hnvic r+ cui vd Idw i', in c rr vw, p, c ass n+otrd'y nwrrk, w ws whn s s b , ¢wp�wA and �d, �,l A � to r'w'pw �wsmpe and en , MWattachr'ywrmts ircmn w� a pa �"�+:ymp ukor 11 hank you .a��wwnw+ ekq,u9o��^,&�� 313 :11111 A *el *0141 REVISED: June 1, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Cottage District - Letter of Intent Subject: Letter of Intent to Purchase Cottage District Property Thuy, Enclosed is the revised Letter of Intent for Pulte Home Company, LLC (Pulte) to acquire a +/-4.5- acre property owned by the Boynton Beach Community Redevelopment District, commonly known as the Cottage District Property. Pulte has made the following changes to the terms of the LOI: • Purchase Price- Increased land price to match the appraisal of $2,472,000 and removed 3% marketing fee. • Home Sale Prices- Adjusted our commitment on home sale prices to only target buyers in the Low and Mod -1 categories (60% to 100%), resulting in sales prices of $168,420 and $216,540, respectively. • Home Architecture- Added samples of the architecture style (see Exhibit Q. It is also important to note that Pulte's proposal is for 100% fee simple ownership and has no rental component. In alignment with the goals and principles contained in the 2016 Boynton beach CRA Redevelopment Plan, our proposal is uniquely designed to complement and add character to the neighborhood and provide home ownership for residents in the 40% to 100% AMI range. We thank you for the opportunity to revise our Letter of Intent and be considered again for this exciting project. Thank you, '4&*M W&wf a PU TE, GROUP Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305 West Palm Beach, Florida 33401 Andrew.Maxey@PulteGroup.com 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 314 :11111 A *el *0141 Cottage District - Letter of Intent 1) Property Description. The property under consideration consists of ±4.5 acres located in the City of Boynton Beach, Florida and roughly depicted below. 2) Valuation. The total purchase price for the property shall be $2,472,000. 3) Intended Use. Pulte's intended use for the property is a fee -simple community designed in accordance with Palm Beach County's Workforce Housing Program of at least 40 units. (See Exhibits A and B.) Units will be sold according to Palm Beach County Workforce Housing Program guidelines in the lower 2 categories (Low and Mod -1) which is based on AMI between 60% and 100%. The units will also be subject to a 15 -year deed restriction on resale price. The proposed product is consistent with the plan previously submitted in the RFP and samples are attached in Exhibit C. 4) Deposits/Fees. First Escrow Deposit: The first deposit of $10,000 is due within five business days after the parties execute a mutually acceptable contract and is fully refundable to Pulte until the completion of the inspection period. Second Escrow Deposit: Upon the end of the inspection period, Pulte will deliver, within five business days, an additional deposit of $60,000 to escrow agent bringing the total deposit to $70,000. The first and second deposits are to be creditable against the total purchase price at closing and will be non-refundable after the expiration of the inspection period. 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 315 :11111 A *el *0141 Cottage District - Letter of Intent 5) Inspection Period. Pulte will require 120 days from the signing of the contract in which to investigate the property at Pulte's expense. 6) Entitlement Period. Following the expiration of the inspection period, Pulte shall have a period of 10 months to obtain the necessary entitlements to develop the property according to the intended use. 7) Closing Schedule. Pulte shall close on the property on the earlier to occur of 30 days after all closing conditions are fulfilled or 30 days after the expiration of the entitlement period. 8) Conditions to Close. a) Rezoning and land use approval in accordance with the intended use b) Final site plan approval for intended use c) Sitework/earthwork permits required for clearing and excavation d) Water/sewer permits e) SFWMD environmental resource permit (if applicable) f) US Arany Corp of Engineers permit (if applicable) 9) Title Evidence. BBCRA will pay for title insurance in the amount of the purchase price and provide a title commitment during the first twenty days of the inspection period. Permitted title exceptions will be determined by the end of the inspection period. 10) Survey. If available, BBCRA will provide survey within the first five days of the inspection period. Pulte will be responsible for updating the survey. 11) Closing Costs and Proration. Each party will pay its cost of document preparation and attorney's fees. BBCRA is to pay for documentary stamps in connection with the conveyance of the property. All real estate and personal property taxes, leases, and other related costs shall be prorated as of the date of the closing. 12) Broker. Pulte and BBCRA agree that they are not represented by any broker in this transaction. 13) Confidentiality. Pulte and BBCRA agree to maintain the terms of this LOI and all negotiations relating to the property as confidential between Pulte and BBCRA and shall not disclose their existence of this LOI to any other person. This letter is not intended to create legally binding commitments. Parties shall become legally bound only if and when they execute a mutually acceptable contract. If the foregoing is acceptable, please indicate your approval by signing this letter in the space provided below and return one signed copy to Pulte at the address shown on this letterhead. Upon receipt of the acceptance, Pulte will commence preparation of a mutually acceptable written contract. Agreed and Accepted: Date: 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 316 :11111 A *el *0141 Cottage District - Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: Exhibit B: Pulte's intended use as reflected in original RFP submittal. Plan may be updated to include more units built on newly added parcels. Browning (1 story) 1 2 Single Family Detached I Chapman (1 storvl 1 4 Hamden (2 storvl 1 3 Single Family Attached 20' Interior Townhomes 19 (2 -Story Townhome) 20' Exterior Townhomes 12 Total Units Proposed 40 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 317 000"60-10000111 004� PULTEGROUR Cottage District - Letter of Intent Exhibit C: Sample Elevations of Single -Family Product 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 318 Browning 1,447 A/C Sq. Ft. 1 3 Bedrooms 1 2 Baths C CARVER SQUARE P0000u HOMES 319 Browning • 1,447 A/C Sq. Ft. • 3 Bedrooms * 2 Baths Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 9-17-21 320 Chapman 1,662 A/C Sq. Ft. 1 3 Bedrooms 1 2 Baths C CARVER SQUARE P0000u HOMES 321 Chapman • 1,662 A/C Sq. Ft. • 3 Bedrooms * 2 Baths Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 11-2-21 322 Hamden 1,822 A/C Sq. Ft. 1 3 Bedrooms 1 2.5 Baths C CARVER SQUARE P0000u HOMES 323 Hamden • 1,822 A/C Sq. Ft. • 3 Bedrooms * 2.5 Baths Second Floor Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 9-17-21 324 April 28, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Cottage District Infill - Letter of Intent Subject: Letter of Intent to Purchase Cottage District Infill Redevelopment Project Thuy, This letter is to serve as a Letter of Intent (LOI) for Pulte Home Company, LLC (Pulte) to enter contract negotiations to acquire ±4.5 acres in Palm Beach County, Florida owned by the Boynton Beach Community Redevelopment District (BBCRA). Pulte Horne Company, LLC has the capital to complete this transaction, and we will not include any 3rd party lending approvals or state/local grants as part of our offer to purchase. We are flexible, and we are happy to negotiate deal terms. Our team does not use standardized contract templates, and we can make quick updates in an effort to reach a mutually beneficial agreement. This LOI follows our previous submittal during the BBCRA's request for proposals in which Pulte's submittal finished in second -place consideration. With the understanding that the first - place proposal has not materialized, Pulte submits its updated proposal. We look forward to hearing from you and want to assure you we are prepared to act quickly in working to arrive at a mutually acceptable contract. This offer is valid for one month. PulteGroup's mission to be America's most respected home builder begins with our site acquisition. On behalf of the PulteGroup Southeast Florida Division, we would be grateful for the opportunity to begin this process with you. Thank you, /'0"r%"/ PULTE' GROUP Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305 West Palm Beach, Florida 33401 Andrew.Maxey@)PulteGroup.com 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 325 P U LT E C R O U P Cottage District Infill - Letter of Intent 1) Property Description. The property under consideration consists of ±4.5 acres located in the City of Boynton Beach, Florida and roughly depicted below. 2) Valuation. The total valuation shall be the summation of the purchase price plus a BBCRA Success Fee. The total value is estimated at $688,000. a) A purchase price of $400,000, equal to $10,000 for each of the 40 homes proposed in Pulte's intended use. b) A BBCRA Success Fee equal to 3% of the sales price of the completed homes and to be paid on a quarterly basis following home closings. Assuming an average sales price of $240,000, the Fee shall equal $288,000 (= 3% x $240,000 x 40 homes). c) Purchase price and Success Fee shall be paid in cash. Pulte does not require any loans or incentives to close. 3) Intended Use. Pulte's intended use for the property is a fee -simple community designed in accordance with Palm Beach County's Workforce Housing Program of at least 40 units. (See Exhibits A and B.) Units will be sold according to Palm Beach County Workforce Housing Program guidelines, which includes recording a covenant for a 15 -year sales price dee restriction. 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 326 4) Deposits/Fees. Cottage District Infill - Letter of Intent First Escrow Deposit: The first deposit of $10,000 is due within five business days after the parties execute a mutually acceptable contract and is fully refundable to Pulte until the completion of the inspection period. Second Escrow Deposit: Upon the end of the inspection period, Pulte will deliver, within five business days, an additional deposit of $60,000 to escrow agent bringing the total deposit to $70,000. The first and second deposits are to be creditable against the total purchase price at closing and will be non-refundable after the expiration of the inspection period. 5) Inspection Period. Pulte will require 120 days from the signing of the contract in which to investigate the property at Pulte's expense. 6) Entitlement Period. Following the expiration of the inspection period, Pulte shall have a period of 10 months to obtain the necessary entitlements to develop the property according to the intended use. 7) Closing Schedule. Pulte shall close on the property on the earlier to occur of 30 days after all closing conditions are fulfilled or 30 days after the expiration of the entitlement period. 8) Conditions to Close. a) Rezoning and land use approval in accordance with the intended use b) Final site plan approval for intended use c) Sitework/earthwork permits required for clearing and excavation d) Water/sewer permits e) SFWMD environmental resource permit (if applicable) f) US Army Corp of Engineers permit (if applicable) 9) Title Evidence. BBCRA will pay for title insurance in the amount of the purchase price and provide a title commitment during the first twenty days of the inspection period. Permitted title exceptions will be determined by the end of the inspection period. 10) Survey. If available, BBCRA will provide survey within the first five days of the inspection period. Pulte will be responsible for updating the survey. 11) Closing Costs and Proration. Each party will pay its cost of document preparation and attorney's fees. BBCRA is to pay for documentary stamps in connection with the conveyance of the property. All real estate and personal property taxes, leases, and other related costs shall be prorated as of the date of the closing. 12) Broker. Pulte and BBCRA agree that they are not represented by any broker in this transaction. 13) Confidentiality. Pulte and BBCRA agree to maintain the terms of this LOI and all negotiations relating to the property as confidential between Pulte and BBCRA and shall not disclose their existence of this LOI to any other person. 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 327 P U LT E C R O U P Cottage District Infill - Letter of Intent This letter is not intended to create legally binding commitments. Parties shall become legally bound only if and when they execute a mutually acceptable contract. If the foregoing is acceptable, please indicate your approval by signing this letter in the space provided below and return one signed copy to Pulte at the address shown on this letterhead. Upon receipt of the acceptance, Pulte will commence preparation of a mutually acceptable written contract. Agreed and Accepted: Date: 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 328 P U LT E C R O U P Cottage District Infill - Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: P Income Category (Based on I) Sales Price Low 60%-80% $48,120 $64,160 $168,420 Mod1 >80%- 100% >$64,160- $80,200 $216,540 Mod 2 >100% 120% >$80,200 $96,240 $264,660 Middle* > 120% - 140% >$96,240 - $112,280 $312,780 Exhibit B: Pulte's intended use as reflected in original RFP submittal. Plan may be updated to in 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 329 I, � ... I p jest I1?� II iii If��� iir ��.�, IIS°� ii 14 Project Description Pulte recognizes that redevelopment of the Cottage District, within the Heart of Boynton District, is a priority for the Boynton Beach CRA and we are very excited to share our proposal with the CRA. Our proposal is uniquely designed to complement and add value to the existing neighborhood and its residents as well as further the goals and principles contained within the 2016 Boynton Beach CRA Redevelopment Plan ("BBCRA Plan"). Among the goals that the Pulte proposal furthers from the plan are; ■ Protect and enhance existing single-family neighborhoods ■ Create a comfortable, walkable and safe pedestrian -scale environment connecting residents and visitors to the commercial, social/cultural and recreational amenities within each District ■ Develop policies and strategies for providing adequate public parking within each District to support commercial and residential redevelopment ■ Encourage and assist existing development and redevelopment projects that provide employment and economic opportunities ■ Encourage the implementation of streetscape enhancements within the Districts ■ Encourage the development of new affordable housing (with no subsidies from the CRA or any other public funding/tax source) Pulte's plan consists of 9 single family detached and 31 single family attached (townhome) units for a total of 40 new single family units within the Heart of Boynton. Drawing from the architectural styles of the surrounding neighborhood and the BBCRA, we are proposing two styles - Florida Mediterranean and Florida Coastal, Both styles complement the existing homes, reflectthe historic characterof the proposed Shepard FunkAddition Historic Cottage District along NE 3rd Avenue and Boynton's coastal history. Our plan provides new homeownership opportunities and has been carefully designed to enhance and protect the surrounding neighborhood. We've included a small neighborhood park along NE 1st Street with landscape, hardscape, shade structure and lighting features, as well as a dual use passive recreation/dry detention area, a network of sidewalks and pathways around and throughout the site which connect to the existing neighborhood and provide access for the community at - large. While the small park will be deeded to the City of Boynton Beach to ensure perpetual community access, the Pulte HOA may retain responsibility for park maintenance. We've also included additional parking, both on - street parking on NE 1st Street (six spaces in the right-of-way), as well as off-street - six at the townhomes and nine at the new park. The on -street parking, along with new decorative streetlights and the perimeter sidewalks provide traffic calming and a pedestrian environment to the site. The BBCRA Plan identifies the vision for the Heart of Boynton District as "becoming 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." The vision further addressed via three recommendations; Streetscape, Land Use, and Urban Design, Pulte's plan responds to and enhances the each of the BBCRA recommendations for the Heart of Boynton District as explained below. Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 137 330 I1:::Iroposed Project Streetscape The BBCRA Plan outlines a variety of streetscape enhancements for Seacrest Boulevard including "bus shelters and the creation of a Pedestrian Zone adjacent to rights-of-way that inviting, safe and includes a minimum 8' wide clear sidewalk, decorative light poles are both vehicular and pedestrian scales, and installation of canopy trees that provide immediate sharing at time of construction". Pulte's plan includes a 5' sidewalk, retaining the existing decorative streetlights and installing larger canopy trees along the portion of the site adjacent to Seacrest Boulevard. We are also continuing the pedestrian enhancements through an interconnecting network of sidewalks and pathways throughout the site. Decorative streetlights will be provided along the perimeter and interior of the site. Off-street parking is provided long NE 1st Street, which provides for traffic calming as recommended by the BBCRA and the community. Additional off-street parking is provided adjacent to the pocket park and within the site itself. Lastly, we have incorporated a bus shelter for school children in the pocket park along NE 1st Street. We will work with the CRA and the Palm Beach County School District to ensure the bus shelter meets their standards and is utilized as a neighborhood school bus stop. Land Use The existing future land designation for the site is Medium Density Residential and the BBCRA Plan notes that High Density Residential would also be appropriate. Pulte's plan maintains the existing Medium Density Residential as a means of protecting the surrounding neighborhood. We have done so because while we understand the surrounding community desires new housing opportunities, they want the new opportunities to be consistent with and integrated into the existing fabric. We have opted to propose fee simple single-family opportunities instead of rental opportunities. The current zoning designation is R-2, One and Two -Family, which allows for the proposed density, however we will rezone to PUD. Urban Design The BBCRA Plan identifies three architectural styles in the Heart of Boynton District. The three architectural styles are Mission, Frame Vernacular and Mediterranean. The BBCRA Plan recommends "that when building in this District, new development shall utilize one of these styles". The BBCRA Plan also notes that the Cottage District should be developed with single-family for - sale homes in the style of the surrounding historic cottages. The surrounding cottages are primarily frame vernacular. Pulte's plan proposes two architectural styles in keeping with the recommendations of the BBCRA Plan. We are proposing the Florida Mediterranean which is consistent with the BBCRA Plan's Mediterranean Revival Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 138 331 I[:Iroposed Project style and includes one and two-story structures, stucco finishes, gable and hip roofs with shingle tiles, window and door surrounds, decorative horizontal banding and graceful arches. Select plans also include columns and corbels. We are also proposing a Frame Vernacular style - Florida Coastal - which draws from Boynton Beach's coastal identity and is consistent with the styles identified by the BBCRA. This style features stucco finishes, board and batten detailing, gable and hip roofs with shingles, rafters and decorative banding. In order to provide further consistency within Pulte's plan, the single-family units will be offered in both architectural styles while the townhomes will be in the Florida Mediterranean. The architectural styles are also in keeping with the design guidelines contained in the City's Land Development Regulations, Further,the RFP provides a vahetyof sample elevations including Mediterranean, Coastal, Craftsman and Caribbean. Both of our architectural styles, Florida Mediterranean and Florida Coastal, are consistent with the sample elevations contained in the RFP, The 2009 The Downtown Vision and Master Plan ("2009 DMP") notes that while the area does not have a "signature look or style, the creation of a City's identity ... establishing urban design guidelines that will promote the vernacular architecture". The 2009 DMP points to architectural structures that can be used as a "basis for future design guidelines" such as the Women's Club and Old School House. The 2009 DMP further notes that the neighborhoods are predominantly a continuous network of streets in a grid pattern. The 2009 DMP also notes that land uses and densities should "ensure a logical and clear transition linking the downtown core to surrounding areas". Pulte's plan has taken each of the above recommendations into consideration. Specifically, our architectural style mirrors the Mediterranean Revival of the Women's Club and the Old School House. We retain and complement the existing grid pattern of the neighborhood and our proposed density of 9.2 units per acre serves as a clear transition between the 2009 DMP and BBCRA Plan recommendations for higher densities in the urban core and the surrounding area as well as a transition to the higher densities proposed for the MLK District, The RFP provides Urban Neighborhood Site Plan Concepts including site planning elements for lots, special condition lots and garage design and sitting. Pulte's plan meets the site planning concepts including an urban streetscape with consistent and minimum setbacks and shade trees and other landscaping to define the front yards and street edges and provide for traffic calming. Along the perimeter of the site, each home is sited towards and relates to the street. This pattern continues with the three interior townhome buildings which relate to the interior access drive. The sidewalks and driveways are of the same consistent material, AC units are screened, and garages are set back from the front of the homes on two of the three single family detached plans. Care has been taken to ensure the homes surrounding the pocket park respond to both the park and the street. With respect to garage siting, the driveways are limited to 9' in width, whenever possible, and the garage is secondary due to being recessed, whenever possible. Description of Housing Units and Housing Types Proposed In an effort to better serve the needs of the surrounding community and residents, Pulte is proposing a mix of housing types including both single family detached and single family attached (townhome); a total of 9 single family and 31 townhome units are proposed across a total of five plans. Specifically, we are proposing three single family detached plans; the Brookwood, the Cedar, and the Highgate as well as two single family attached plans; the Navarre and the Grayton. The single family detached homes are one-story, 3 or 4 bedrooms, 2 baths, and 2 car garages. The single family attached (townhomes) are two story buildings (4, 5, and 7 unit configurations), 3 bedrooms, 2,5 baths, and 1 or 2 car Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 139 332 I1:::Iroposed Project garages. The mean roof height of the single family detached homes is 13'9". The mean roof height of the single family attached homes (townhome) is 263" and second floor wall planes are recessed. Additionally, the front facades are articulated to ensure the massing is consistent with the existing homes. The living area of the single family homes range from 1,447 to 1,850 square feet; while the living area of the townhomes are 1,636 square feet. Pulte's floorplans are consumer driven and the result of extensive consumer research and feedback to create the best in livability. Our plans have flexible, updated floorplans to make the buyers life easier and more enjoyable. The chart below details the total square footage, living area square footage (under air), number of bedrooms, number of bathrooms and garage for each plan as well as the proposed number of each plan. Single Brookwood 2,028 1 1,447 3 2 13'9" 2 car 2 Family Detached Cedar 2,267 1,662 3 2 13'9" 2 car 4 (1 -Story) Highgate 2,399 1,850 4 2 13'9" 2 car 3 Single Family Navarre 18' (interior units) 1,874 1,636 3 2.5 251" 1 car 19 Attached (-Story Grayton 20' 21084 1,637 3 2.5 251" 2 car 12 T ) (end units) Total Units Proposed 40 Density 9.2 du/ac All plans include our signature Build Quality Experience which includes communication with the buyer every step of the way. Pulte Construction Standards meet or exceed those of the industry. We include many energy-efficient and smart home features that help reduce the home's energy consumption such as radiant barrier roof decking to reduce heat absorption and improve HVAC efficiency, high -efficiency HVAC systems, programmable thermostats, energy -star qualified appliances, low -emissivity windows and compact fluorescent and LED lighting, Pulte homes are built with sustainability in mind. We partner with industry leaders who strive for the same excellence as we do including Lenox, Moen, Mohawk, Shaw, Sherwin-Williams and Whirlpool. Please refer to page 41 for additional building specifications. Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 140 333 M I t Pulte Homes Building Specifications Architectural and Design Features ■ Monolithic slab and CMU (concrete block) exterior walls with bond beams ■ Prefabricated engineered wood truss system for floors and walls ■ Stucco textured finish exterior walls and overhangs ■ Tamko Heritage architectural shingles (or equivalent) ■ Clopay Raised Panel Garage Doors (or equivalent) ■ PGT Impact windows second floor ■ Hurricane shutters for first floor windows ■ Decorative stucco banding per plan ■ Decorator selected exterior paint schemes including wall, accent, trim, front door and garage door differentiation ■ Decorative pavers for driveways and walk to home ■ Exterior gutters per plan ■ Exterior hose connection in rear ■ Exterior GFI receptacles (one in rear, one in front) ■ Coach lights on garages ■ Lenox 15 SEER air conditioning system with programmable digital thermostat ■ Fully irrigated lot with oversized trees, shrubs and sod per plan Examples of architectural design Interior ■ Knockdown drywall finish on ceilings and walls ■ White flat paint on all ceilings and walls, white semi- gloss on all doors and trims ■ R-30 ceiling insulation, R4,1 foil on exterior masonry walls ■ Colonist, molded, hollow core 2 panel interior doors ■ Whirlpool Energy star rated kitchen appliances including refrigerator, dishwasher, microwave, range, washer, and dryer ■ Decorative 2 1/4 casing on all swing doors and 3 1/4' baseboards in all rooms ■ Lever door hardware on all interior doors ■ ITS 17" tile flooring in kitchen, dining, and bathrooms (or equivalent) ■ Moen chrome bath fixtures ■ Shaw carpet in bedrooms and gathering room ■ Wood window sills ■ Generous bedroom and linen closets and kitchen pantry closets per plan ■ Ventilated "free glide" vinyl coated metal closet shelving ■ Minimum 50 -gallon electric water heater ■ Minimum 150 amp electric service ■ Decora rocker light switches throughout home with standard receptacles ■ Smoke/carbon detectors per code ■ RG6 and CAT 5E data/cable in all bedrooms and living rooms ■ Energy rated designer LED lighting fixture package including downlights Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 141 334 I1:::Iroposed Project O Public Benefits As outlined above, the Pulte plan provides many public benefits to the community at -large and the Boynton Beach CRA. Each benefit is summarized below. ■ Affordable Housing. One of the tantamount benefits is the provision of 40 new affordable homes, consistent with the Palm Beach County Workforce Housing program, with no CRA assistance or reliance on any other public/tax funding source. Units will be sold to households at 80 to 140% area median income (AMI), with the majority sold to households at the 80 to 120% AMI. ■ Preservation and Enhancement of Existing Single Family Community. The Pulte plan is designed to be integrated within the existing community and proposes two architectural styles which are complementary to the surrounding neighborhood and consistent with the Heart of Boynton recommendations contained in the BBCRA Plan. ■ Walkable Pedestrian Scale Environment. The Pulte plan provides pedestrian enhancements through an interconnecting network of sidewalks and pathways throughout the site. ■ Enhancement of Streetscape. The Pulte plan provides on -street parking, decorative streetlights, larger than code street trees and a perimeter sidewalk all of which are designed to enhance the streetscape and provide traffic calming. ■ Public Park. The Pulte plan provides a neighborhood park along NE 1st Street that features landscaping, hardscaping, a shade structure, lighting feature and connects to the dual use passive recreation/dry retention area, thereby expanding the recreational opportunities. This park will be deeded to the City of Boynton Beach but may be maintained by the Pulte HOA. ■ Bus Shelter. The Pulte plan provides for a bus shelter along NE 1st Street. Pulte will work with the CRA and the Palm Beach County School District to ensure the shelter is utilized. ■ Efficient and Sustainable Homes. Pulte's construction practices maximize efficiency and sustainability which helps with ongoing affordability. ■ Increase City of Boynton Beach Tax Base. Increase the City's tax base by $8,400,440 based projected sales prices. ■ No CRA Funding. Pulte's plan does not require any CRA funding freeing up $385,825 allocated for the Cottage District for other CRA projects and priorities. ■ Community Engagement. Utilize our existing local vendor base including vendors located within the CRA boundaries and identify and recruit new vendors to ensure that that local businesses and residents benefit from this development initiative Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 142 335 M L C .OQ i, ti pl N �I p LU of O LL = Q m U 3 (] o W LL Q N �'4 Uo 0 4 0 N = Q c`7 Do 0 4 W I O W o �I� U z, SII W � Q I L ------ Q/n------- W Q d �o Q a � a LU 7 U o N Ob L C .OQ ------------- I z o II LL ii. (] o W LL Q U OPT. ODK'� LL a Cl) N M O cc L �cc V L U N N E O O L s ca m N N E O O L m M M M OPT. ODK X' w' Zo O Q x Q. II w M - 1 M M r LL a Cl) O O co O O L V L V N N O O L s ca m N N E O O L m v . \ . \ co Lm \ cc\ E e 40 \ \ 4 4 uj LL a N �O M N L O O LL 4 W L v L v r N E O O t m N N E O O L m M H LL a N n M N L O O LL N O L O L O N N O O s m N N O O L m m M H � Z O O O _ O� w ------ w Doo w eq Z 0� L - --- X w � x U U� U W _ � Z O w Z--------- w Q w � x U U� . O" 0", �; 0 I Y: OI �; 0 I Y: ��>n'�d u v e ivd ie �u eoz ` Or NVId 3LS iv lld3ON00 1'JINISIO 39tl1100 03SOd021d W W CO U - - sNoisinaa an,9�s3a��3s� m PURCHASE AND DEVELOPMENT AGREEMENT Pages 60-79 EXHIBIT "D" COASTAL STYLE CONCEPTUAL SITE PLAN WITH MODEL TYPES, ARCHITECTURAL FLOOR PLANS, ELEVATIONS, PROPOSED SCHEDULE, COSTS, AND COLOR SCHEMES PURCHASER's Initials: AM SELLER's Initials: �g 01869047.3 343 Pulte Home Company, LLC Cottage District Exhibit D consists of the following items: • Proposed site plan showing which plan goes on which lot. Plans have been predesignated to comply with the anti -monotony requirements in the PSA. • Renderings depicting Coastal elevations for the THs and the SF. • Floorplan brochures for each plan • Draft color schemes (one for each TH building and six for the SF units). SF color schemes will be assigned by the builder prior to permitting. • Proposed project schedule • Proposed project budget Both townhome plans, the Cobalt and the Latitude, will be offered for sale at the Palm Beach County Workforce Housing Program Low Income Category. The 2022 sales price for the Low Income category is $189,630. This sales price and household income ranges are adjusted annually by Palm Beach County, typically in July. We will use the sales price in effect at the time of sale. The three single family plans, the Chapman, Browning and Hamden, will be offered for sale at the Palm Beach County Workforce Housing Program Moderate 1 Income Category. The 2022 sales price for the Moderate 1 Income category is $243,810. This sales price and household income ranges are adjusted annually by Palm Beach County, typically in July. We will use the sales price in effect at the time of sale. 344 *PutteGroup- Browning First Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HHHS'HB (c) Copyright 2021 Pu�te Homes Inc. -- QvaQHlUMM WIDTH 40'-01 I BOYNTON SQ FTG 1447 DEPTH 50'-81I COTTAGE DISTRICT UNDER AIR 346 347 *PulteGroup- Chapman First Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2019 Pulte Homes Inc. OPPORTUNITY WIDTH 40'-01 I BOYNTON SQ FTG DEPTH 58'-01 I COTTAGE DISTRICT UNDER AIR 1,662 348 349 tputteGroup- First Floor Hamden Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL OPPORT OPPORTUNITY (c) Copyright 2021 Pu�te Homes Inc. orroxTuuin � WIDTH 30'-01 I BOYNTON SQ FTG DEPTH 45'-31I COTTAGE DISTRICT UNDER AIR 1,822 tputteGroup- Hamden Second Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2021 Pn�te Homes Inc. OPPOHTUHITY WIDTH 30'-01 I BOYNTON SQ FTG DEPTH 45'-31I COTTAGE DISTRICT UNDER AIR 1,822 352 Oi lD i t0 i LD v 00 L1 00 pOj v 00 pOj 01 N N Erte+ V O N t0 O N N tp O N N f6 N 00 f6 N 00 in o f0 N C 00 V 01 y L N O I� N O n N O n lz�N N N u'1 M `� O rO i1 C �Il N al Irl N a1 �/1 N D1 O v p N 0J p N ry l0 in O C) O N O O H o O N O N N N LD N O N `D ^O l0 N N C (.J l7 C7 VI 3 L L N 3 L N 3 L Zi s 3 0 o o o° o LL (A .w Y LJ 00 N f6 N 4 f0 N do O1 N lO W lD 01 N N Erte+ 00 10 ' `. c 00 cW :::L l7 'o `� io w m in o m m w m O y n U 0^ N N N N Y N N N D N l0 o I� Q N O N o n O `� N `� n O o N o O rO 01 N O r ul ry 01 al l^O 01 O^ " U N^ O N n 01 n O N n U N in O (.7 C) z.-I '^' z l:i r, N --a ^O L L L V1 3 C7 VI 3 a', O O m 3 t f0 Zi s v7cjl7 LL (A .w Y LJ 00 N f6 N 4 f0 N L O1 N lO W lD 01 N N Erte+ 00 10 E 0 (p U 00 - W 0 0 J N J N Z N O OO ci co n U 0^ C O ^ O^ Uo M ry �--I O N y N O I� ry 01 N O n ry Dl 00 - .m -I N O r ul ry 01 00 lD N 0 Ql 3 0,0 O_ ^ N Q N N <0 v N N l0 ��+ o O .-I OO in O N O O O N l:i r, N --a ^O U N (T6 r", V1 ��-I C7 VI 3 a', O O m 3 t f0 Zi s v7cjl7 0 o o o° o m o J 0� 00 O a O C O30 N — U Vl LL 'O C E U C ,V V Y 00 E y O. 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C m > N 00 -p C C O LEL1 N V1 JO N In Q LL V' N H S Q 353 tpulteGrouV" First Floor (End Unit) COBALT BEDROOM 3 BEDROOM 2 9'-2" x 10'-7" 9'-2" x 10'-7" WIC 0 BA 2 LOFT eO 10'-5" x 14'-4" D46C C] ZEEJ WIC �D d a QO OWNER'S SUITE 12'-3" x 14'-5" O BATH Second Floor (End Unit) Floor plans, Elevations and Options will vary from Community 112r toCom-in unity and maynot reflectcurrent changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2022 Pulte Home Company, LLC. o OPPORTUNITY WIDTH 20'-0'I BOYNTON S FTG 1547 DEPTH 50'-01 I COTTAGE DISTRICT UNDER AIR 15. tpulteGrouV" LATITUDE 0 G BATH 0 OWNER'S SUITE 12'-3" x 14'-0" 00 WIC a d a oa BA2 91 BEDROOM 3 I BEDROOM 2 9 First Floor Second Floor (Interior Unit) (Interior Unit) Floor plans, Elevations and Options well vary from Community 112r to Community and maynotreflectcurrent changes. Dimensions shown areapproximate. EQUAL HOUSING (c) Copyright 2022 Pulte Home Company, LLC. OPPORTUNITY WIDTH 20'-0" BOYNTON SQ FTG 11555 DEPTH 47'-4" COTTAGE DISTRICT UNDER AIR 35 a 75 Q m v oo — io — m N � N � m :T N 2 Z y L Q N Q N F m O N N N O N N C Lf1 m 0 N N Lfl Q1 m O CI OO N — M W � N CO M W d N @ m OW1 c � i M t6 L M O [6 � M 00 0 OY ON N N N +- O p N m in p M to N W m .� Lf1 M p o m M O o m L0 lT lD m N W m `� 'o tT W rn N N v C tD .� .� Q O^ N O O N O W tb LDm .� O = C7 'C N HQl N Ol N L L O lU N N~ 0 U O > c -I J � c�-I O N of 5 5 m n ai m H C7 O 75 Q m v oo — io — m N � N � m :T N 2 Z y L Q N Q N F m O N N N O N N C Lf1 m 0 N N Lfl Q1 m O CI OO N — M W � N CO M W d N @ m OW1 c � i M t6 L M N ^ [6 � M N ^ v V' ON N N N +- Z u1 U) lfl lD x N K N W LO X N W l0 O t6NO U ��+ tD Z tT N Z N N p O W W_ tD M V W W_ tD M h O U W tb LDm O u O 'C N tp M N M N W O N M O N O N M O N N f6 ^ O N M O N ^ tG N 0 t6 O Oo u m co" m � r v n v Q^ n ai O_ v C7 U' a �: L L v L v c 3 O N Q V Q U U N L N N W N tp N r4 N N tO N N ON N ON 7 O O OY V1 W N W d d �y In d ci Lfl v p N O N O N u'1 v Ql V1 ry Ol t1'1 N Qt � V LD N to N 1p +O+ N O~ O N O N UO r t s a a V 7 v v m v oo — io — m N � N � m :T N 2 Z y L Q N Q N Q N m O N N N O N N C Lf1 m 0 N N Lfl Q1 m O CI OO N — M W � N CO M W d d c -I c0 N 0 d ci Y N N N N ON N N N N Q j (J p 01 N Oal W v u C to N O t6NO U ��+ tD to a0+ O O m O O N L to N v O O to N N 0O (7 (7 N ,+0+ ic '^ •' a wo u u 0 � ro L w NW l6 W f0 � `� N N I� - N h 2 Z V1 O m X N m X N lD m m X N m W p Y Z m m Q1 m O CI OO N OO N ^O Q1 co OO ^O v i c0 N 0 N 00r Owl N Y N^ y N \ *' r v Q j (J 01 Y v E ] 00 v u C to N x N O L L o L o L O p '^ •' a wo u u 0 E - � OY N L to O vy TatC 0 ?� `� O O O p V1 m p N N l0M to p V1 M O LQ tT W N W W u a °� M N to W c -I .-I tD •--I j c -I Q N O N, m O O N o �. 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N NNO 00 00 E jN Y JN J z N O�"' Mrn ...J ^o UQ h 0 ON o NQo oo HOo Tv +..' bn O U M N M_ O al ^ r O ^O _C L O r N .-I ' N S V -6 a) w m (J V' OO V1 Q U m V U U ~ r, OLn O w = W LD a O N W to O N W lD O N m N'0 L O co N m CQ 00 N E o H H H N Z m Y m N °�° m m ry m m N °�° W � O p N o a1 lOo ry `-' W `� °rv° v ry ti T v °' ate+ bn O O N N O N N O al N �n ti ry ^ �n ~ _C L L r N .-I ' l0 S V -6 t 7 o w m (J V' N V1 VI U C d U d ~ r, OLn O OJ N Z bn O a) -600 W -O W7�16D ^ L r N .-I ' ID tD w m N O w m w m Z CP Z ON O N ti r, O r, OLn a0- .'N lo o'NN 2UN~N uq `O O o O o C O O 0 wE Y o o U CO a o �y wc o c ai hn rte+ v on bn Y N o- >o N O al u E u m c c E .n 359 Project Schedule Milestone Date Notes Effective Date Feb -23 All dates below are based on an Effective Date of 2/14/2023 Initial Deposit Due Feb -23 Feasibility Period Ends Jun -23 120 Days Second Deposit Due Jun -23 Submit applications for site plan and Submit within 60 days after Feasibility Period zoning Aug -23 Ends Site plan and zoning applications April -24 Assumes an 8 -month approval process approved Seek closing extension due to plat 12 months from the end of the Feasibility not being approved June -24 Period Plat approved Aug -24 Assumes a 4 -month approval process after site plan approval (non -concurrent review) Land Closing Sept -24 Close within 30 days of plat approval Purchaser shall submit building PSA requires by 180 days from Closing, permits Oct -24 Purchaser planning 60 days after plat issuance Assumes site work/ utility permits obtained Land Development Commences Oct -24 during plat review City issuance of the building permits Dec -24 60 days from Purchaser submitting building permits Purchaser shall commence PSA requires by 90 days from permit issuance, construction Mar -25 5 months after land development commences First Home Completed (CO) Sep -25 6 months from commencing construction Final Home Completed May -26 14 months from commencing construction Purchaser shall obtain CO for the Mar -27 Outside date to get last CO final dwelling unit of the Project 360 Townhome Bud Total Project Cost Purchase Price/Unit $36,622.222 Land Development Cost/Unit $40,395 Engineering/Pre-acq Costs/Unit $4,847.39 Hard Costs/Unit $31,911.99 Soft Costs/Unit $3,635.54 House Cost/Unit $186,326 Hard Cost/Unit $162,272.80 Soft Costs, Permits & Fees/Unit $24,053.58 Total Budget/Unit $263,344 Single -Family Budget Purchase Price/Unit $91,555.556 Land Development Cost/Unit $51,936 Engineering/Pre-acq Costs/Unit $6,232.36 Hard Costs/Unit $41,029.70 Soft Costs/Unit $4,674.27 House Cost/Unit $195,186 Hard Cost/Unit $167,492.16 Soft Costs, Permits & Fees/Unit $27,693.38 Total Budget/Unit $338,677 Total Project Cost 1 $11,701,742 361 FIRST AMENDMENT TO AGREEMENT THIS FIRST AMENDMENT TO AGREEMENT (the "Amendment") is made effective as stated herein, between Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. (the "Seller"), and Pulte Home Company, LLC, a Michigan limited liability company (the "Purchaser"), for purposes of amending that certain Purchase and Development Agreement (the "Agreement") with Effective Date of February 25, 2023. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser agree as follows: I . Local Subcontractors. Section 20.m.2 of the Agreement is hereby deleted and replaced in full with the following: 2) Provide no less than 15% of the construction costs to local subcontractor(s) in the municipal boundaries of the City of Boynton Beach and/or unincorporated Boynton Beach. 1 Restrictive Covenant. Section 21 of the Agreement is hereby amended to provide that the parties will agree on the form of restrictive covenant on or before the Closing Date. 3. Plat Submittal. Section 22.a. of the Agreement is hereby amended to provide that Purchaser shall submit applications to the City for platting within 90 days of Site Plan Approval, 4. Aereement in Full Force. Conflict- Cat j)itahzed Terms. Except as expressly modified herein, the Agreement remains unchanged and in full force and effect. In the event of a conflict between the terms and provisions of this Amendment and the Agreement, the terms and provisions of this Amendment shall control and be given effect. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement. 5. Count!t0jgKtqs1 Facsimile Copjes. "chis Amendment may be executed simultaneously in two or more counterparts, each one of which shall be deemed an original, but all of which shall constitute one and the same instrument. To facilitate execution, the parties agree that this Amendment may be executed and telecopied to the other party and that an executed telecopy shall be binding and enforceable as an original. 6. Effective Date. The Effective Date of the s Amendment shall be the date the last of the Seller or the Purchaser execute this Amendment. SELLER PURCHASER Boynton Beach Community Redevelopment Pulte Rome Company, LLC, a Michigan Limited Agency, a public agency created pursuant to Liability Company Section 163, Part .III F.S. M 0 . ............... T:\DEVELCIi ENTk002 �-Cottage District Pr, NE kh-5th Ave\000 PURC GrOUPTUrchase and Development Agreenient\First ? 08 1 7 First .1.�, Araendcnr2 0817 First Amendment to Cottage District PDA FINAL.doc V. 1 4882-3351 -11�272, v". 1 (Sia e) /Y rOW4A .. ... ....... ... (Printed name nd title) Date: - - -------- --- (Signature) AAAKWAA807 (Printed name and title Date: IN WHWESS WHEREOF, Seller and Purchaser have caused this Amendment to be executed in its name, by its proper officer thereunto duly authorized, on the date set forth below, 2 T:\DEVEL(,)PMENT1002 - Cottage District Prj_,NE 4th -5th Ave\000 Pulte Urou&urchasc and Development Agreement\Fitst Amendent\23 0817 First Amendment to Cottage District PDA—FINAL.doc 4882-3512-1-272, V-. 1 0^& SECOND AMENDMENT TO PURCHSE AND DEVELOPMENT AGREEMENT This Second Amendment to Purchase and Development Agreement (the "Second Amendment") is made effective as stated herein, between Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. (the "Seller"), and Pulte Home Company, LLC, a Michigan limited liability company (the "Purchaser") (collectively referred to as "the Parties"). WHEREAS, on February 25, 2023, the Parties entered into the Purchase and Development Agreement (the "Agreement"); and WHEREAS, on September 13, 2023, the Parties entered into a First Amendment to Agreement; and WHEREAS, Section 6 of the Agreement provides that the closing date shall take place on the earlier of (i) thirty (30) days after the last of the closing Conditions has been satisfied; or (ii) twelve (12) months after the end of the Feasibility Period; and WHEREAS, Section 6 of the Agreement further provides that the Purchaser may request a six (6) month extension on the closing date subject to the Boynton Beach Community Redevelopment Agency Board's approval; and WHEREAS, the Feasibility Period ended on June 26, 2023; and therefore under the terms of the Agreement, the closing date is currently scheduled for June 26, 2024; and WHEREAS, the Purchaser has not received plat approval to date; and WHEREAS, pursuant to Section 9.4 of the Agreement, Final Plat approvals are a condition of closing; and WHEREAS, on May 6, 2024, Purchaser requested a six-month extension to receive plat approval and close on the Property; and WHEREAS, on May 14, 2024, the Boynton Beach Community Redevelopment Agency Board approved a six-month extension of the Agreement, with a closing date on or before December 26, 2024; and WHEREAS, the Parties desire to ratify and affirm the extension in writing; NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Recitations. The recitations above are hereby incorporated herein as if fully set forth. 2. Closin Date. Section 6, of the Agreement is hereby deleted and replaced with the following: The Closing shall take place on the earlier of December 26, 2024; or within thirty (30) days after Final Plat approval. 1 4894-7344-9153, v. 1 364 ed Terms. Except as expressly modified herein, the Agreement is hereby ratified and confirmed in full force and effect in accordance with its terms. In the event of a conflict between the terrns and provisions of this Amendment and the Agreement, the terms and provisions of this Amendment shall control and be given effect. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement. 4. Counterparts; Facsimile Copies. This Amendment may be executed simultaneously in two or more counterparts, each one of which shall be deemed an original, but all of which shall constitute one and the same instrument. To facilitate execution, the parties agree that this Amendment may be executed and telecopied to the other party and that an executed telecopy shall be binding and enforceable as an original. 5. Effective Date. The Effective Date of this Amendment shall be the date the last of the Seller or the Purchaser execute this Amendment. IN WITNESS WHEREOF, Seller and Purchaser have caused this Amendment to be executed in its name, by its proper officer there -unto duly authorized, on the date set forth below. SELLER Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. USE Date: PURCHASER Pulte Home Company, LLC, a Michigan Limited Liability Company 1.2 (Signature) APMEW MAXWT Vf -LAIA".) AQW;MW - .... - ........... - ...... .......... .......... ...... (Printed name and title) WITNESS: WITNESS: ............ ... ....... .... Printed Name: VI" exA Printed Name: ........... Approved as to form and legal sufficiency: ._......w, µ------ --- --- - ----------- CRA Attorney 2 4894-7344-9153, v. I 365 01111 *C] ■ 0 ■ August 29, 2024 Mr. Timothy Tack, Assistant Director/Acting Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 Dear Timothy: Please find a copy of the sixth written report required by the Purchase and Development Agreement (PDA) between the Boynton Beach Community Redevelopment Agency (CRA) and Pulte Home Company, LLC for the Cottage District project. Feasibility Period The Feasibility Period expired on June 26, 2023. PDA Amendment CRA/Pulte signed the First Amendment on September 13, 2023. The First Amendment removes the construction cost cap, allows us to finalize the Restrictive Covenant before Closing and requires plat submittal within 90 days of site plan approval. Development Deadlines The PDA outlines development -related deadlines and summarizes them in the attached table. Pulte submitted the site plan, master plan, and rezoning applications on June 7, 2023. City staff provided comments on July 7, 2023. Pulte resubmitted on August 14, 2023, with staff comments due on August 30, 2023. Staff issued comments on September 7, 2023. We resubmitted on October 25, 2023 and we received the comments on November 21, 2023. Site plan, rezoning and variance approvals were obtained on February 6, 2024. Pulte submitted the plat on February 27, 2024, received comments on April 12, 2024 and resubmitted on May 6, 2024. We received staff comments on June 14, 2024 and met with staff to review on June 21, 2024. The June comments indicated that the plat was ready for certification review; however, the plat will not be scheduled for City Commission approval until the Land Development Permit has received Technical Compliance. We submitted the Land Development Permit (LDP) on February 27, 2024. The plat comments received on April 12th included comments on the LDP engineering plans. We were also advised to resubmit the LDP to staff and did so on May 6, 2024. We received staff comments on June 14, 2024 and met with staff to review on June 21, 2024. At that time, we were advised to instead submit via SAGES and did so on July 15, 2024. Staff comments were received on August 20, 2024 and we revising the plans and will resubmit in early September. Closing Extension On May 14, 2024, the CRA Board approved our request for a 6 -month extension to close from June 26, 2024, to December 26, 2024. The PDA Second Amendment was approved by the CRA Board at its July meeting. 1475 Centrepark Blvd, Suite 140, West Palm Beach, FL 33401 Developers Agreement On April 26, 2024, we received the draft Developer's Agreement, we provided our comments on May 20, 2024, and met with City staff to review on May 30, 2024. Staff comments were received on June 11, 2024. We were also advised that the LDP would need to progress before the Developer's Agreement could be finalized. Sales and Marketing Deadlines The First Amendment to the PDA extends the timeframe for the Form of Restrictive Covenant to Prior to Closing. CRA staff approved the Form of Restrictive Covenant on February 13, 2024. Please let us know if you have any questions. We look forward to continuing to work with you on this exciting and important project. Sincerely, &A -k' 6JW__J Aimee Craig Carlson, AICP Director of Land Planning and Entitlement Attachment: PDA Deadlines 1475 Centrepark Blvd, Suite 140, West Palm Beach, FL 33401 367 Boynton Beach CRA and Pulte Home Company PDA Deadlines Development Deadlines Obtain approval from Asset Management Prior to expiration of feasibility COMPLETED Committee period— 6/26/23 Site plan, rezoning and variance approvals were obtained on 2/6/2024. Pulte submitted the plat on 2/27/24, received comments on 4/12/24 and resubmitted on 5/6/24. We received staff comments on 6/14/24 and met Submit applications for platting, site plan Within 60 days of second with staff to review on 6/21/24. and zoning deposit— 9/1/23 The June comments indicated that the plat was ready for certification review; however, the plat will not be scheduled for City Commission approval until the Land Development Permit (LDP) has received Technical Compliance (see below for additional detail regarding the LDP). Provide a copy of all HOA governing Prior to Site Plan Approval COMPLETED documents Pulte submitted the plat on 2/27/24, received comments on 4/12/24 and resubmitted on 5/6/24. We received staff comments on 6/14/24 and met with staff to review on 6/21/24. The June comments indicated that 90 days within Site Plan the plat was ready for certification Submit Plat Approval review; however, the plat will not be scheduled for City Commission approval until the Land Development Permit (LDP) has received Technical Compliance (see below for additional detail regarding the LDP). Site plan and rezoning approval obtained on 2/6/24. Obtain all site plan and development permit Within twelve months after approvals application We submitted the Land Development Permit (LDP) on 368 Boynton Beach CRA and Pulte Home Company PDA Deadlines 369 2/27/24. The plat comments received on 4/12/24 included comments on the LDP engineering plans. We were also advised to resubmit the LDP to staff and did so on 5/6/24. We received staff comments on 6/14/24 and met with staff to review on 6/21/24. At that time, we were advised to instead submit via SAGES and did so on 7/15/24. Staff comments were received on 8/20/24 and we revising the plans and will resubmit in early September. On 5/14/2024, the CRA Board *Earlier of 30 days 1) after the approved our request for a 6 - last of the Closing Conditions month extension to close from Closing Date has been satisfied or 2) 12 6/26/2024, to 12/26/2024. The months after the end of the PDA Second Amendment was Feasibility period. approved on 7/9/24. COMPLETED Within 180 days of site plan Submit building permits approval, unless City requires The single family model permits additional approvals before were submitted on 7/19/24 and permit can be submitted the townhome model permits were submitted on 7/25/24. Commence site work Within 90 days of land Date TBD development permit issuance Commence construction of dwelling units Within 90 days of first five Date TBD building permits Within two years of Obtain Final Certificate of Occupancy commencing construction of Date TBD the first dwelling unit 369 Boynton Beach CRA and Pulte Home Company PDA Deadlines 370 Sales and Marketing Deadlines Draft restrictive covenant provided to CRA staff on 6/12/23. Prior to Closing (Due Date Comments received from staff on 6/26/23 and Pulte responded to Form of restrictive covenant updated in the First the comments on 7/18/23. CRA Amendment) staff responded on 2/13/24 approving the draft. Prior to or simultaneously with Groundbreaking Ceremony the commencement of Date TBD construction of the first unit No later than 60 days after Implementation of sales and marketing plan Commencement of and launch project website Construction of the first Date TBD dwelling unit Notify seller that units will be sold via lottery At least 45 days prior Date TBD Ribbon Cutting Ceremony Prior to closing, or within 60 Date TBD days thereafter, of the first unit 370 10YN10N Levo %BEACH ���e�� uououuu �RA OII���UV�V'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 INFORMATION ONLY AGENDA ITEM 8.0 SUBJECT: Summary of Boynton Beach Community Redevelopment Agency's Programs, Initiatives and Accomplishments for Fiscal Year 2023-2024 SUMMARY: A summary of Boynton Beach Community Redevelopment Agency's Programs, Initiatives and Accomplishments for Fiscal Year 2023-2024 has been provided (see Attachment 1). FISCAL IMPACT: No Fiscal Impact CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - CRA Year in Review 371 Awards — Recognitions: • International Economic Development Council (IEDC): 2024 Bronze Award for Economic Development Organization of the Year • Florida Festivals and Events Association (FFEA): Eight awards in various marketing, business development and promotional event initiatives • International Festivals & Events Association: Four awards in various marketing, business development and promotional event initiatives • South Florida Business Journal 2024 Structure Awards Finalist for Heart of Boynton Village Apartments & Shops Agency Operations: • Fiscal Year 2024-2025 Budget Planning, Implementations and Management: $13.5 million • FY 2023-2024 Annual Compliance and Financial Audit: Clean audit, no findings, no inconsistencies • Successfully complete publication of statutorily required Annual Report for FY 2022- 2023 • Continued cross training of development and administrative staff on all phases of development including acquisition, design, construction, lease/sale, code enforcement by including staff in meetings with City staff, developments and construction site visits The Pierce (115 N. Federal Highway). • Permit application submitted to the City of Boynton Beach Building Department on August 16, 2024 • Staff continues to monitor the project and implementation of all agreements Heart of Boynton Village Apartments & Shops. • The three residential buildings received their Certificate of Occupancy in July 2024 and are currently fully occupied • The commercial spaces have five permit ready units waiting for construction commencement for two restaurants, a family wellness center, a professional services office and the NOP office. One unit is finalizing the design for a dentist office. Tentative leases are in place on the two remaining units. • Staff continues to workwith the development team to plan a ribbon cutting ceremony for the residential units in October 2024 Page 1 of 5 372 Coastal Cruiser powered by Circuit Inc.: • Launched the first affordable rideshare service in March 2024 • First 6 -month renewal approved by the Board in September 2024 • Coordinating with City Staff regarding possible expansion of service • Staff continues to monitor the project and implementation of all agreements 211 E. Ocean Avenue: • The Purchase and Development Agreement was terminated by the Board at their January 2024 Board meeting • Staff is working on various inspections to assess its current structural condition Cottage District Infill Housing Affordable Workforce Housing Project: • Permit applications submitted to the City of Boynton Beach Building Department on July 15, 2024 and July 25, 2024 • The closing date was extended by the CRA Board to December 26, 2024 • Staff continues to monitor the project and implementation of all agreements Downtown USPS Station (401-411 E. Boynton Beach Boulevard): • The CRA released an RFP/RFQ in July 2023 and the Board selected Maple Tree Investments as the developer for the project • The Board approved the Purchase and Development Agreement at their September 2024 meeting • Once executed, staff will monitor the project and implementation of the agreement MLK Entry Feature Park (1101 N. Federal Hwy: • The Board directed staff in March 2024 to work with a consultant on an Entry Feature Park for the CRA owned property • A consultant was secured in August 2024 and the first round of designs will go before the Board at the October 8th meeting Jaycee Park: • The BBCRA provided funding through an Interlocal Agreement with the City for the dog park design and construction which was completed in November 2023 • Staff processed the reimbursement to the City in accordance with the ILA Page 2 of 5 373 E. Boynton Beach Boulevard Extension Streetscape Project: • The BBCRA provided funding through an Interlocal Agreement with the City for the streetscape improvements along E. Boynton Beach Boulevard (east of Federal Highway) which was completed in December 2023 • Staff processed the reimbursement to the City in accordance with the ILA Request for Proposals for Property Appraisal Services: • Staff issued an RFP in March 2024 for property appraisal services from qualified firms to perform residential and nonresidential appraisals for the acquisition and disposal of properties within the BBCRA boundaries • The Board selected five firms and entered into separate agreements with each firm • Staff rotates appraisal needs as described in the RFP Ocean One (114-222 N. Federal Highway): • In January 2024, CRA staff received a requestforTax Increment Funding (TIF) from the Hyperion Group • Staff worked with Abramson & Associates, Inc. for an analysis of the TIF request, as well as, negotiating with Hyperion • At the May Board meeting, the Board approved a TI RFA for $9.9 million • Staff continues to monitor the project and implementation of all agreements The Villages (405 E. Ocean Avenue. • In March 2024, CRA staff received a request for Tax Increment Funding (TIF) from BB North LLC • Staff worked with Abramson & Associates, Inc. for an analysis of the TIF request, as well as, negotiating with BB North • The TIF request will go back before the Board at their October 8th meeting for further consideration Economic Development Grants: • FY 2023-2024 approved $729,456.98 in grant funding assisting 20 new businesses adding over 32,221 square feet of new retail, industrial, restaurant and professional office space with the BBCRA area Page 3 of 5 374 Neighborhood Office Program (NOP): • Report and compliance monitoring, budget and operations review and management • Received permit approval for the build -out of their new office in the Heart of Boynton Shops in February 2024 Town Square ILA: • Ongoing Project and Financial Management and CRA Statutory Compliance Monitoring ($3.5 million debt payment in FY 2023-2024) Property Acquisitions: • The BBCRA continued its efforts in expanding affordable and workforce housing through property acquisitions as the demand for attainable housing remains at an all- time high. Seven parcels were acquired with FY 2023-2024 funding totaling $3,087,069 Business Promotions: • Business Promotions and Marketing Department successfully implemented all of the scheduled events for FY 2023-2024 with the Night Market in July being the highlight of the season • In September and October 2023, the team hosted a workshop series called the "Business Booster" covering key topics such as local resources, financial incentives, hiring & employee retention and Business 101 • Hosted several Ribbon Cuttings for new businesses opening in the BBCRA area Boynton Beach Boulevard Complete Street Project: • Managed the temporary use agreement for the Staging Area • Attend weekly project update meetings and review RFIs and material approvals 1102-1110 N. Federal Highway Project: • Continues to facilitate project through the City's building permitting process Page 4 of 5 375 Boynton Harbor Marina: • Oversees various lease agreements • Oversees the Waypoint Marina Operations Management and renewed the contract in September 2024 • CPF FY 2024 - $1,383,069 in FEMA PDM grant funding for Boynton Harbor Marina Seawall replacement • CPF FY 2025 - $1,150,791 potential FEMA PDM grant funding for Boynton Harbor Marina Seawall replacement Page 5 of 5 376 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 ANNOUNCEMENTS AND AWARDS AGENDA ITEM 9.A SUBJECT: 2024 International Economic Development Announcement for the Bronze Award for Economic Development Organization of the Year SUMMARY: The Boynton Beach Community Redevelopment Agency (BBCRA) is proud to announce that it has been awarded the prestigious 2024 Excellence in Economic Development Bronze Award for Economic Development Agency of the Year by the International Economic Development Council (IEDC). BBCRA staff was acknowledged and honored at the IEDC 2024 Annual Conference in Denver, Colorado. Every year IEDC looks specifically for economic development organizations, government entities, initiatives, and programs that have demonstrated consistent, exemplary performance in the economic development profession, leading the execution of projects that have a significant impact on revitalizing communities, and playing a major role in shaping and improving the practice of economic development. This year, over 500 entries were submitted across 26 unique program categories, with 146 organizations receiving a total of 238 distinguished awards. The BBCRA was selected for this prestigious honor because of its innovative and comprehensive approach to fostering local economic development and community engagement. Key initiatives that contributed to the BBCRA receiving this award include: • Coastal Cruiser Rideshare Program: An eco -friendly transportation solution that enhances mobility for residents and visitors, providing convenient access to local businesses, attractions, and services in the BBCRA district. • Affordable Housing - Heart of Boynton Village Apartments and Shops: A transformative development providing much-needed affordable housing options while integrating retail spaces to support local commerce. This project reflects the BBCRA's commitment to improving the quality of life for residents in the Heart of Boynton neighborhood. • Commercial Business Grants: The BBCRA offers various grant programs to assist new and existing businesses with rent reimbursement and building improvements. These grants help stimulate economic growth and ensure the continued success of 377 small businesses in the area. • Business Booster Workshop Series: Designed to empower local business owners with knowledge and tools to grow their enterprises, the Business Booster Workshop Series offers training on topics such as strategic planning, marketing, and financial management. • Business Promotional Activations: Specially tailored activations like Rock the Plaza and the Boynton Beach Night Market bring the community together while promoting local businesses. These activations provide a platform for local merchants to connect with residents, increase visibility, and boost sales. "The Boynton Beach CRA is setting the standard of excellence for economic development with its economic development efforts. This award highlights the Boynton Beach CRA's commitment to its community and demonstrates the transformative impact of economic development," said Nathan Ohle, IEDC President and CEO, "It is with great pride that IEDC presents this award to the Boynton Beach CRA, celebrating their leadership and innovation in the field of economic development." "We are absolutely thrilled to announce this year's award winners. These exceptional projects showcase remarkable dedication and ingenuity within the field," said Kevin Kramer, Chair of IEDC's Excellence in Economic Development Awards Advisory Committee. "The Boynton Beach CRA's contributions will leave a lasting impact and demonstrate its commitment to creating positive change for its residents." The BBCRA was acknowledged and honored at the IEDC's 2024 Annual Conference Denver, Colorado on September 16, 2024 (see Attachment 1). FISCAL IMPACT: FY 2023-2024, Budget, General Fund, Line Item 01-51010-216, $170 CRA BOARD OPTIONS: No action required. ATTACHMENTS: Description • Attachment I - Bronze Award for EDOY 378 379 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 ANNOUNCEMENTS AND AWARDS AGENDA ITEM 9.13 SUBJECT: Rock the Block Announcement SUMMARY: On Saturday, December 7, 2024, the Boynton Beach CRA will host Rock the Block from 4:00 PM to 9:00 PM in Downtown Boynton Beach. EVENT DETAILS • The event will take place at Dewey Park, located at 100 NE 4th Street and along portions of East Ocean Avenue between NE 3rd Street and Federal Highway. • The free family -friendly event will coincide with the City of Boynton Beach Holiday Parade. • The multi -block event will feature live music from the band Making Faces starting at 6:00 PM, food and beverages from downtown restaurants, family -friendly activities and games, a visit from Santa Claus, and exhibits from local businesses. • Event attendees will be encouraged to enjoy festivities, stroll the avenue, shop with merchants and vendors and dine at restaurants. • In an effort to spotlight our Downtown businesses, food and beverage will only be available for purchase from: The Boardwalk Italian Ice & Creamery, Hurricane Alley, Guaca Go, Pio Pio, The Butcher & The Bar, and Nicholson Muir Meats. • Free parking will be available at the public parking lot located at 115 N. Federal Highway and the surrounding lots located along NE 1st Street, as well as the City Hall parking lots located on the southeast corner of Boynton Beach Boulevard and Seacrest Boulevard. VENDOR OPPORTUNITY • Vendor applications for artisan and retail vendors are currently being accepted. Interested individuals can apply at on the BBCRA's Eventeny site or email FerreiraG@bbfl.us for additional information. See Attachment I for the branded promotional poster that was distributed to businesses throughout the City and to City of Boynton Beach municipal buildings. FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58500-480 $40,000 380 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required from the CRA Board at this time. ATTACHMENTS: Description • Attachment I - Rock the Block Poster 381 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 ANNOUNCEMENTS AND AWARDS AGENDA ITEM 9.0 SUBJECT: 2024 Snapshots with Santa Announcement SUMMARY: The Snapshots with Santa promotion is a festive holiday initiative designed to bring holiday cheer to the community and support local businesses. Santa Claus and his team of cheery elves will make appearances at three key locations in eastern Boynton Beach throughout December, giving residents and visitors a chance to capture professional holiday photo while also connecting with local businesses. The promotional activations will be held from 4:00 PM to 7:00 PM as follows: • One Boynton - Thursday, December 5th • Ocean Plaza - Thursday, December 12th • Boynton Harbor Marina - Thursday, December 19th Each Snapshots with Santa promotion will feature: • Free professional photos with Santa, available for digital download after the activation. • Live holiday music and entertainment provided by a DJ to enhance the festive atmosphere. • Boynton Beach Bucks deals to encourage holiday shopping and dining with participating local businesses. • Tasty samples from local restaurants and eateries, giving a delicious taste of Boynton's food scene. • Polaroid keepsakes as an instant memory to take home. FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58500-480 $10,000 for the promotion CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required from the CRA Board at this time. ATTACHMENTS: Description • Snapshots with Santa 2024 383 384 385 10YN10N Levo %BEACH ���e�� uououuu �RA OII���UV�V'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.A SUBJECT: CRA Financial Report Period Ending September 30, 2024 SUMMARY: CRA Financial Services staff is providing the CRA Board with the September 30, 2024 (Attachment 1): • Statement of Revenues, • Expenditures and Changes in Fund Balance Report, and • Budget Comparison Schedule - General Fund. FISCAL IMPACT: FY 2023-2024 Annual Budget CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan and FY 2023-2024 CRA Budget CRA BOARD OPTIONS: Approve the CRA's monthly financial and budget reports for the period ending September 30, 2024. ATTACHMENTS: Description • Attachment I - September 2024 Financial Summary 386 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 - September 30, 2024 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. 387 Total Debt Service Governmental General Fund Projects Fund Fund Funds 21,555,333 21,555,333 2,273,845 2,273,845 316,954 753,068 52,225 1,122,247 24,146,132 753,068 52,225 24,951,425 4,411,178 - - 4,411,178 - 11,865,484 - 11,865,484 - 1,957,000 1,957,000 - - 176,144 176,144 4,411,178 11,865,484 2,133,144 18,409,805 19,734,954 (11,112,416) (2,080,919) 6,541,619 - 17,139,098 2,135,817 19,274,915 (19,274,915) - - (19,274,915) (19,274,915) 17,139,098 2,135,817 460,039 6,026,682 54,898 6,541,619 4,460,185 13,283,370 176,014 17,919,569 4,920,224 19,310,052 230,912 24,461,188 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. 387 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Budgetary Comparison Schedule General Fund Through Year to Date - September 30, 2024 REVENUES Tax increment revenue Marina Rent & Fuel Sales Interest and other income Other financing sources (uses) Total revenues EXPENDITURES General government Total expenditures Excess of revenues over expenditures OTHER FINANCING SOURCES (USES) Carryover fund balance Transfers out Total other financing sources (uses) Net change in fund balances Fund balances - beginning of year Fund balances - end of year Original Budget Final Budget $ 21,496,558 $ 21,496,558 1,100,000 1,100,000 - 1,678,357 22,596,558 24,274,915 5,000,000 5,000,000 17,596,558 (17,596,558) (17,596,558) 5,104,949 5,104,949 19,169,966 (19,274,915) (19,274,915) $ (104,949) The notes to the basic financial statements are an integral part of this statement. 1 Actual 21,555,333 2,273,845 316,954 24,146,132 4,411,178 4,411,178 19.734.954 (19, 274,915) (19,274,915) 460,039 4,460,185 4,920,224 388 w J LL U U ra M(1) W C O 4J C i yO W 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 0 0 0 0 0 0 0 0 0 0 Il n O m O O O O O M 00 rn O O W Ln Ln tD rn 0 0 0 rn 0 I� O W M O rl n O M N C N l0 O Lq O O O O O vi Ln rq V Lq o0 V Il rn O O o0 m o0 r1 O m Lq O l0 V O rq rq m O of O l0 0 0 0 0 0 0 W N m m m l0 of O O M m:t cn1 0 m O O c -I N O m m EV W O w V N N m W m O O l0 W m t m m 01 w o n � ti ti ti e\' 0o O m O to m O -zt N O M m n n O N n N N w O O w O -zt lD O N N O N m M I� C O o0 N `r .-I N O O O N LD m of O m N N Il Lq O O o0 O 01 tD O Lq m 0 0 -i I` o q m C Ln oo V I" l0 lD of Ol I" M :t N n .-I O n n n V O O -zt O Ol .-I O I" M O In of Q1 O M I� to oo M V It Ol O to oo I" N oo m O O m O tD N to co W N a) .--I E I� l0 N Ql O Lf1 N N M Il N M n N N I� n V O Lf1 Lf1 M c -I c -I N N Ll1 M O N N of oo oo O l!7 O -ZT oo co It l!1 M Ln m m l0 lD c -i .--i .--i lf1 Ln lO lO O to lD n N N oo N N D N M N N N N N (u do IM of O m O In M O S tV 0 Il o m m 0 oo to a) a) N O O N O LD �t O o0 o0 o O Ol m u O o0 N L(1 .-I m mW � n l0 lD m Ol O N -i O tD n n rV 0 0 r -I O O M O't tD m O oq N r1 O I� n n Ol 0l oo N N l!7 O O In O O co O N Ol Ln .-I O 0l O m o m m:t lzt m O M m m tD N IliO Lr N N N O o M N to c -I Ln l0 O O M n to c -I O m n to to to w O to Il N m � cl O Lll Ol In N In N oo to In c -I � a � In W O l!7 .-I O 'll N LD M � O l!7 N O .-I O M bD to -zt t.0 W O to lD a C to N N oo N N e -I c -I M N �t m N .--I C N N W ' � T O O m In m Oi n LD O m c -I O m 0 lO O N to O O O N O 0 0 0 0 m N O O lD O O O O tD ':� -i N r1 n O G O O tD O N o0 m rV 0 0 0 0 Lrn O O O m m O m tD O O O -ZT Ol N .-I l0 .-I oo O M of O ZT O M l0 l0 Ol O O O m O l0 O O O m l0 O m W O O u m N w Nlzt n m oo l0 O O m a n oo T to O I" to N N a W Ol o0 o0 Lr lD O P N ' N W N c -I lO c -I N .-i O N N jo N N N ' O of of O m .--I O 0 0 O co Ln M O O N Ln I, V cV 0 0 0 0 lD t 0 of m a O m Ln I, M O o Lq .-I N Ol W N O N to M V V ul I" Ol O O co -i O u'1 O V m o7 O V O O I` O Lq 0'1 0 a l0 O O Lq Lq .-I O Ol I, N Ol to .-I lf1 M lf1 O O lf1 O M W O N I, M lf1 N .-I m O M I" m V1 to m M Il M O 00 61 lD O M M" lD M N N M n lD N O M I" N to N Ol N M of o, Ln lD N N M Lf1 Lf1 Lf1 co Ln O Ln of cr M N N N M IM lf1 lf1 of Ln r, M O lf1 O M W to M M V Ol lD I, C Lf1 N N I� cy 01 .E N N N N co N fn d m N O O O O O O O O O O m O O O O N O O O O O O O O O O O O O O O O O O w 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 3 o0 0 0 0 0 0 0 0 n V1 V1 O O In rl n O -:t O O m 0 0 0 0 0 0 0 0 0 0 0 .-I 0 0 0 0 0 0 ll1 O M 0 0 0 0 0 0 ll1 O O O v1 O O 00 lr1 O O M m o . . . . . 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'Al 'Al ^t ^�''7 x Lr' M M W m "7 "7 "7 "7 C 00 00 m 00 M G 00 M G O N N N 00 Lri 00 m O N O 0 0 T O O 00 O O � O Lo to tD v f6 l0 o F ~ 4 vOi U O a> a W W N m LLI0 M O U L.L. v > c N m 'FU M E 0 O a c vO O N O O cy W c o 00 a d T m O LL y Ln � t C m m YV N M m O N m O 0 O l0 W 0 N C O Lo C W V V m N M N M e-0 lD e -I V Ln A T nW I� N n T m u n Di o a a U1 Woc 0R 01 a � LD 01 LO w m w F N N V W Ln zr O N O CO M N R Ol M OJ rl mLf1 Lf1 lD bD O O1 Ln C lD N 0) C tl0 q 00 9q � GO CO W O n CO Ol M N O N N V ti W 01 VI LL � c N M O O O W O V1 l0 l0 IT 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.13 SUBJECT: CRA Financial Report Period Ending October 31, 2024 SUMMARY: CRA Financial Services staff is providing the CRA Board with the October 31, 2024 (Attachment 1): • Statement of Revenues, • Expenditures and Changes in Fund Balance Report, and • Budget Comparison Schedule - General Fund. FISCAL IMPACT: FY 2024-2025 Annual Budget CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan and FY 2024-2025 CRA Budget CRA BOARD OPTIONS: Approve the CRA's monthly financial and budget reports for the period ending October 31, 2024. ATTACHMENTS: Description • Attachment I - October 2024 Financial Summary 394 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Statement of Revenues, Expenditures and Changes in Fetid Balances REVENUES Tax increment revenue Marina Rent & Fuel Sales Contributions and donations Interest and other income Total revenues EXPENDITURES General government Redevelopment projects Debt service: Principal Interest and other charges Total expenditures Excess (deficiency) of revenues over expenditures OTHER FINANCING SOURCES (USES) Funds Transfers in Funds Transfers out Total other financing sources (uses) Net change in fund balances Fund balances - beginning of year Fund balances - end of year Through Year to Date - October 31, 2024 Total Debt Service Governmental General Fund Projects Fund Fund Funds 117,440 117,440 15,701 42,007 509 58,217 133,141 42,007.12 509 175,656 472,993 - 472,993 - 682,034 682,034 (339,853) (640,027) 509 (979,371) (640,027.35) (979,371.44) (339,852.60) 508.51 4,460,185.00 13,283,370.00 176,014.00 17,919,569.00 4,120,332.40 12,643,342.65 176,522.51 16,940,197.56 Footnote: Transfers between funds include monies received from TIF and carryover from general fund balance. The notes to the basic financial statements are an integral part of this statement. I 395 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Budgetary Comparison Schedule General Fund Through Year to Date - October 31, 2024 REVENUES Tax increment revenue Marina Rent & Fuel Sales Tnterest and other income Other financing sources (uses) Total revenues EXPENDITURES General government Total expenditures Excess of revenues over expenditures OTHER FINANCING SOURCES (USES) Carryover fund balance Transfers out Total other financing sources (uses) Net change in fund balances Fund balances - beginning of year Fund balances - end of year Original Budget Final Budget $ 24,279,354 $ 24,279,354 1,300,000 1,300,000 25,579,354 25,579,354 5,670,284 5,750,059 5,670,284 5,750,059 19,909,070 19,829,295 (19,909,070) (19,909,070) (19,909,070) (19,909,070) $ - $ (79,775) The notes to the basic financial statements are an integral part of this statement. 1 Actual 117,440 15,701 133,141 472,993 472,993 (339,853) (339,853) 4,460,185 4,120,332 396 w J LL U L U ra m c 0 4� C 0 CO tw f0 E K dA �f0 E ajK v m v co m UO r C W W V C (0 CIO tw C C tw N IM u C f6 a E u u c W 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 L O In o m 0 0 0 0 00 O Ol O o 0 0 0 O v, N 0 0 0 0 O N m O 0 0 0 O I� 0 0 0 LO N O W W 0 0 0 m o 0 0 o m rl 0 0 0 0 0 0 O O m 0 0 0 0 m LO O O O O 0 m O O O O O m O O O N N O m 0 O O O O W m 01 l0 O O O O m m m O O O O O m O O O m m O m m O O O O O Qt n N n m e -I Ln O O O O m W .--I O O O O O m O O O W W O tV 0 0 0 0 O O LO O O W li 01 V cV o 0 0 0 a 0 a 0 0 0 0 0':� 0 0 0 W o o Ln O O O O �tl0 Ol O V O .-I w M N O O O O m m o o o o 0 o M O O O m M O z m O O O LA t0 N O N n c -I r1 N m 0l Si v N rn Ln e1 O O O O O LD r4 x 0 0 0 0 0 0 0 0 0 c -I N0 W r1 O O O m O O m w M M m a m Ln Ln o o, I� m O N M m 0l O � m C O n .--� z M O .--� LD I� O M m m m w m N M .--� .--� � co m Ln Ol .--i N I� 00 N N N V c -I c -I N N N N N N N N a Ln N a Ln N N O O Qt M N n M m m O O O O r1 N Qt O O O O O r -I O O O N N O W O 0 0 0 O O LO 01 O OD r1 01 LD Il O O O O Ln 01 Ln O O O O O Ln O O O r1 c 1 O 0 0 0 0 O Z31 m m Z31 O .-I Im O I" O O O O O z m O O O O O LD O O O .-I z O M O O O M N m N I" N N a O IliL(1 N N cl Lfl N Ol N " Ln T W N N N N N N N M M O .-I M O O N N 00 r M N N N O O m M N Ot n M 01 Ln O O O O r1 N m O O O O O r -I O O O N N O W O 0 0 0 O O LO 01 O OD r1 01 V1 ^ 0 0 0 0 Ln 01 Ln O O O O O Ln 0 0 0 c -I m O 0 0 0 0 O -ZT Ol Ol :T O .-I OO O O O O O O w Ol O O O O O LD O O O .-I o O M .-I O O O M N m N n N N a O 01 L(1 N N Ol L!1 N T N Ln T 't n c -I O] N c -I N N N N N M M O .-I M O O N N OJ r1 M 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 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 O O O O O O O O O Ot 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 �t O O O O O O O -�T N O 0 0 0 0 0 0 o o o o 0 0 0 0 0 Ln 0 0 0 0 0 0 0 Ln O O Ln M C O M -Zt 0 o 0 0 m 0 0 0 0 0 0 0 0 0 0 0 Ln C C C 0 0 C C W O O M Wlz w Lr a M Lr Ln O O Il M O l LO M C M I� M O Ol O O 01 LD O Ol M Ol <D 00 Ol N M N .--i -Zt co co <0 Ol N I" O O ^ N cy N N N N LD N N N N Ll Ill N Ln N N O O O O O O O O O m O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O 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 O O O O O O O O O O O O O O O O O O O O O O O O OO co 0 z J a mv O W 7 CD In ti:7 II 1C1 C C O Z c~;. r r v w ar -I -r,,, I -I u Q (7 > C ! 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'+--i .-i J` I r I rn V m r' aj ;�' ``µii a' m a c a 0� a _�Ij i 0. u I I` CL "7 W 01 IP IP w w w w w L 'D-„, "!L"a rD x I W WP W "✓] l l o f 0^ I 0 0 ti0 P I P I v I v I g I l P l o f o f D "',". C } CD CD 7 r i::', ti ti0 ti^` ti., v u0 u0 M O ill ill VCD CD L m i"^1 ty�"7 o o 0 0 0 ..,. �� ., C O L C N m rn E O e -I N (n cm m O N � �C N0) cy E c m O O I, d N LL t c f6 co C Ln Y u W M (p mLn N n m W O O O M � C M l0 r c W N M Ch f\ 01 lD V V e-0 n M Q1 n T O N n m n v N I-� W N U Woc N O n a O u1 M M O m (p M Izil n M Lo m F W 0 0 0 0 u O O O O t0 m m tw c I C C a pv O m c um O c c C M O L O M E O M l0 O u N D u c W c N m O O O m Q1 co n M Q1 00 n 10YN10N Levo %BEACH ����� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.0 SUBJECT: Approval of the CRA Board Meeting Minutes for September 10, 2024 SUMMARY: See attached minutes. CRA BOARD OPTIONS: Approve the September 10, 2024 CRA Board Meeting Minutes. ATTACHMENTS: Description • Attachment I - September 10, 2024 CRA Meeting Minutes 402 Minutes of the Community Redevelopment Agency Board Meeting Held on Tuesday, September 10, 2024, at 6:00 PM City Hall Chambers, 100 E. Ocean Avenue and Online Present: Chair Ty Penserga Tim Tack, Acting Executive Director Vice Chair Aimee Kelley Kathryn Rossmell, Board Counsel Board Member Woodrow Hay Tammy Stanzione, Deputy City Clerk Board Member Thomas Turkin Board Member Angela Cruz 1. Call to Order Chair Penserga called the meeting to order at 6:01 P.M. 2. Invocation The Invocation was given by Board Member Hay. 3. Pledge of Allegiance Vice Chair Kelley led the Pledge of Allegiance to the Flag. 4. Roll Call Ms. Tammy Stanzione, Deputy City Clerk, called the roll. A quorum was present. 5. Agenda Approval A. Additions, Deletions, Corrections to the Agenda Chair Penserga asked the Board which items they want to hear from Section 16, CRA Projects in Progress. There was a consensus to hear Agenda Items 16 C. B. Adoption of Agenda Motion: Board Member Turkin moved to approve the Agenda as amended. Board Member Hay second the motion. The motion passed unanimously. 6. Legal None 7. Informational Items and Disclosures by Board Members and CRA Staff: A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to 403 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 the CRA Board on Agenda None 8. Information Only A. Semi -Annual Progress Report for the Purchase and Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Village Apartments (December 2023 - May 2024) B. Semi -Annual Progress Report for the Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Shops (March - August 2024) Paul Bilton stated that they received the final certificate of occupancy in July for all units. He noted that they are moving forward with completing the commercial portion with construction starting in October. Board Member Hay asked what was the delay in commercial construction. Mr. Bilton replied that units 102, 107, and 108 are ready to start construction in October. He stated that units 104 and 105 are restaurants and there has been changes in tenants and in the design. He noted that they are diligently moving forward with these units. Board Member Hay commented that he hopes that is the case and that he will be checking in with Staff on a regular basis. 9. Announcements and Awards A. 2024 Florida Festivals & Events Association SUNsational Awards Mercedes Coppin, Business Development and Promotions Manager, stated that the CRA was awarded eight awards from the Florida Festivals and Events Association for marketing and business promotional activations during the past year. She noted that first place awards were received for the Enchanted Market at Pirate Fest Photo Area/Selfie Station and the Holiday Boat Parade Promotional Mailer and T -Shirt, second place awards were received for the Night Market Event photo and the Spring Market Promotional or recap video. She also noted that third place awards were received for Enchanted Market at Pirate Fest Event photo and the Night Market Billboard signage. 10. Public Comments The public comment section of the meeting is for public comment on items on the consent agenda or items that are not on the agenda. For items on the agenda, the public will be given an opportunity to comment at the time each item is considered. Each speaker will be given a total of three (3) minutes to comment; however, the Board retains 404 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 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. Chair Penserga opened public comments Dan Zimmerman, stated that he is in the process of purchasing Delta Splash dive boat. It has been located in the Boynton Marina since 1988. He stated that has been trying to contact Boynton Marina manager to extend rental of slip. He noted that prior renter had been evicted before he was able to speak with the Marina Manager. He stated that he would like keep the Delta Splash at the Marina and asked the Board for help in contacting Marina Manager. Dan Volker talked about the history of Splash Down and Boynton Beach's Dive tourism. He stated that the Marina wants to get rid of Splash Down and that he does not understand why. He suggested that the Board looks at the way the Marina is being managed. Kimberly Chase stated that Grayson Heights neighborhood is being overrun with Airbnbs. She stated that the visitors of the Airbnb have no respect for the residents who live in the neighborhood. The noise they create is greater then normal residency. She stated that they are businesses and they belong in business districts. She noted several violations on several of the properties in the neighborhood. She asked that the Board to prohibit rentals under 30 days. No one else came forward. Chair Penserga closed public comments. 11. Consent Agenda A. CRA Financial Report Period Ending August 31, 2024 B. Approval of the CRA Board Meeting Minutes for August 13, 2024 C. Approval of the Purchase and Sale Agreement for 321 E. Martin Luther King, Jr. Boulevard Motion: Vice Chair Kelley moved to approve the Consent Agenda. Board Member Turkin second the motion. The motion passed unanimously. 12. Pulled Consent Agenda Items 405 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 None. 13. CRA Advisory Board A. Pending Assignments - New Assignments from the CRA Board Assigned at the February 13, 2024 CRA Monthly Board Meeting B. Reports on Pending Assignments Mr. Tack provided an update on CRA Advisory Board's assignments. 14. Old Business A. Update on the Status of the Permit in Accordance with the First Amendment to the Purchase and Development Agreement with 13131 Development LLC (aka Hyperion Group, LLC) ("BB1 ") for the Ocean One Project Jordan Thaler, BB1 Development, LLC stated that they have submitted their master building permit a few weeks ago. He noted that they have paid the permit and on track with moving forward. Mr. Tack stated that he has spoken with the Building Department and that they are anticipating a fire review fee as well. He suggested that Mr. Thaler should reach out to the Building Department to confirm what they have is sufficient to start the review process. Mr. Thaler noted that when they first submitted the master building permit that that was not one of the items that was due. He stated that he will check with the Building Department. B. Discussion and Consideration of Circuit Transit Inc.'s Contract Renewal for On- Demand Transportation Services Mr. Tack stated that Circuit provided a quarterly report on the data last month. He noted that the item before them tonight gives the Board the option to renew the Agreement for an additional six months. Board Member Hay asked that Staff work with City and Circuit to expand the service area. Mr. Tack replied they can have that conversation with the City and bring what was discussed back to the Board. Jason Bagley, Circuit, stated that they are open to a city-wide service. He noted that the survey that was done indicated that the hospital should be part of the service area. Vice Chair Kelley noted that she spoke with the residents and the hospital was a of interest. She suggested that the City could start with adding the closer locations to the current 406 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 service area and expand in phases. Mr. Tack noted that he had a list of the requested expansion areas which includes Tri -Rail, Bethesda Hospital, Boynton Beach Mall, Renaissance Commons and Leisureville. Vice Chair Kelley commented that the existing service area can be improved. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Cruz moved to approve the 6 -month Renewal for the Boynton Beach Community Redevelopment Agency Agreement for On -Demand Transportation Services with Circuit Transit Inc. and allow the Board Chair to execute the renewal notice. Board Member Hay second the motion. The motion passed unanimously. C. Discussion and Consideration of Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Project on the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard (REVISED 09/10/2024) Mr. Tack noted that the property located at 401-411 E. Boynton Beach Boulevard has been earmarked for a new retail operation through USPS currently located at 217 N. Seacrest Boulevard and at the August meeting the Board approved the reduction in the purchase price and directed Staff and Legal to come back with a Purchase and Development Agreement. He stated that Ms. Rossmell would review the terms presented in the Agreement. Kathryn Rossmell, Board Counsel, reviewed the current terms and conditions of the Purchase and Development Agreement with Maple Tree Investments, LLC. Vice Chair Kelley inquired if the results from the testing that was being done on the property. Mr. Tack responded that they are receiving reports, but have not received the final report. He noted that they do not anticipate that this will impact the development of the project. He stated that if treatment was needed it would be done prior to breaking ground. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: 407 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Vice Chair Kelley motioned to Approve the Purchase and Development Agreement with Maple Tree Investments, LLC for the new USPS retail operation located at 401-411 E. Boynton Beach Boulevard and allow the Board Chair to execute the agreement, pending final legal review and City Commission approval to dispose of the property below fair market value. Board Member Turkin seconded the motion. The motion passed unanimously. D. Continued Discussion and Consideration of Search for the New Executive Director Mr. Tack noted at the last meeting in August the Board directed Staff to re -advertise the position as well as research options for executive search firms. He stated that the CRA Executive Director position is currently advertised on the CRA website, the City Website, FRA and IEDC and the Staff reached out to executive search firms. He commented that Staff looked at opportunities for piggybacking existing agreements as well as participating in purchasing cooperatives. He said that the purchasing cooperatives did not meet the executive search level that they are looking for. He noted that Staff has reach out to four different search firms and should be receiving proposals this week. He commented that these proposals will be brought before the Board in October. E. Continued Discussion and Consideration of Fiscal Year 2024-2025 Project Fund Budget Vicki Hill, Finance Director CRA, presented the Project Fund Budget for Fiscal year 2024-2025. 15. New Business A. Consideration of Resolution No. R24-02 Adopting the CRA Budget for Fiscal Year 2024-2025 Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve Resolution No. R24-02 adopting the approved Boynton Beach Community Redevelopment Agency's Fiscal Year 2024-2025 Budget, subject to ratification by the Boynton Beach City Commission at their meeting to be held on September 23, 2024. Board Member Hay second the motion. The motion passed unanimously. B. Discussion and Consideration of the Second Amendment to the Boynton Harbor Marina Management Agreement with Waypoint Marine, Inc. 408 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Mr. Tack stated that the second amendment to the Agreement with Waypoint Marine, Inc. would extend management services for an additional three years. He noted that the second amendment does increase Waypoint's annual compensation. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve the Second Amendment to the Boynton Harbor Marina management contract with Waypoint Marine, Inc. Board Member Hay second the motion. The motion passed unanimously. C. Discussion and Consideration of Performance Measures and Standards per Fla. Stat. 189.0694 Mr. Tack gave an overview of Performance Measures and Standards per Fla. Stat. 189.0694. Council Rossmell gave a legal overview of Performance Measures and Standards per Fla. Stat. 189.0694. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve the Performance Measures and Standards per Fla. Stat. 189.0694. Board Member Hay second the motion. The motion passed unanimously. 16. CRA Projects in Progress A. Social Media & Print Marketing Update B. CRA Economic & Business Development Grant Program FY 2023-2024 Year End Report C. MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments) Update - September 2024 Items 16 A and B were not heard. 409 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Mr. Tack provided an update on MLK Jr. Boulevard Corridor Mixed Use Project (d/b/a Heart of Boynton Village Apartments). He stated that Staff is working with Centennial to get a date for when the ribbon cutting ceremony would take place. 17. Future Agenda Items A. Discussion and Consideration of the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton Beach CRA and the City of Boynton Beach for Funding Construction and Professional Services - October 2024 B. Discussion and Consideration of Preliminary Designs for a Gateway Entrance Feature on the CRA owned property located at 1101 N. Federal Highway - October 2024 C. Continued Discussion and Consideration of Tax Increment Revenue Request from BB North LLC for The Villages located at 405 E. Ocean Avenue - October 2024 18. Adjournment There being no further business to discuss, the meeting was adjourned at 7:00 P.M. le h a� Tammy St zione, Deputy City Clerk 410 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.D SUBJECT: Approval of Modification of the Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Project on the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard SUMMARY: On September 10, 2024, the CRA Board approved and executed the Purchase and Development Agreement (Agreement) for the properties located at 401-411 E. Boynton Beach Boulevard (Property) as a new retail operation for the United States Postal Service (USPS) (see Attachment 1). The approved Agreement contained a payment and performance bond that would be required prior to closing and commencement of construction (see Attachment 11). At the request of Maple Tree Investments, LLC (Purchaser) and upon legal review, the proposed modification to the previously approved agreement would remove the bond requirements and instead require the Purchaser to record the Property deed prior to commencement of construction (see Attachment III). The date for the groundbreaking ceremony would be also modified to reflect this change. FISCAL IMPACT: No Fiscal Impact CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach CRA Community Redevelopment Plan CRA BOARD OPTIONS: Approve the modification to the Purchase and Development Agreement with Maple Tree Investments, LLC for the new USPS retail operation located at 401-411 E. Boynton Beach Boulevard and allow the Board Chair to execute the agreement. ATTACHMENTS: Description • Attachment I - 09-10-2024 CRA Meeting Minutes RE Approval of P&D Agreement. • Attachment II - Purchase & Development Agreement - 401 E BB Blvd. - Approved 9/10/24 and CRA Executed • Attachment III - Purchase & Development Agreement -401 E BB Blvd -Final -9.24.24 Modified FINAL w Exhibits 411 412 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 service area and expand in phases. Mr. Tack noted that he had a list of the requested expansion areas which includes Tri -Rail, Bethesda Hospital, Boynton Beach Mall, Renaissance Commons and Leisureville. Vice Chair Kelley commented that the existing service area can be improved. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Cruz moved to approve the 6 -month Renewal for the Boynton Beach Community Redevelopment Agency Agreement for On -Demand Transportation Services with Circuit Transit Inc. and allow the Board Chair to execute the renewal notice. Board Member Hay second the motion. The motion passed unanimously. C. Discussion and Consideration of Purchase and Development Agreement with Maple Tree Investments, LLC for the USPS Project on the CRA -owned Property located at 401-411 E. Boynton Beach Boulevard (REVISED 09/10/2024) Mr. Tack noted that the property located at 401-411 E. Boynton Beach Boulevard has been earmarked for a new retail operation through USPS currently located at 217 N. Seacrest Boulevard and at the August meeting the Board approved the reduction in the purchase price and directed Staff and Legal to come back with a Purchase and Development Agreement. He stated that Ms. Rossmell would review the terms presented in the Agreement. Kathryn Rossmell, Board Counsel, reviewed the current terms and conditions of the Purchase and Development Agreement with Maple Tree Investments, LLC. Vice Chair Kelley inquired if the results from the testing that was being done on the property. Mr. Tack responded that they are receiving reports, but have not received the final report. He noted that they do not anticipate that this will impact the development of the project. He stated that if treatment was needed it would be done prior to breaking ground. Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: 413 Meeting Minutes CRA Board Meeting Boynton Beach, FL September 10, 2024 Vice Chair Kelley motioned to Approve the Purchase and Development Agreement with Maple Tree Investments, LLC for the new USPS retail operation located at 401-411 E. Boynton Beach Boulevard and allow the Board Chair to execute the agreement, pending final legal review and City Commission approval to dispose of the property below fair market value. Board Member Turkin seconded the motion. The motion passed unanimously. D. Continued Discussion and Consideration of Search for the New Executive Director Mr. Tack noted at the last meeting in August the Board directed Staff to re -advertise the position as well as research options for executive search firms. He stated that the CRA Executive Director position is currently advertised on the CRA website, the City Website, FRA and IEDC and the Staff reached out to executive search firms. He commented that Staff looked at opportunities for piggybacking existing agreements as well as participating in purchasing cooperatives. He said that the purchasing cooperatives did not meet the executive search level that they are looking for. He noted that Staff has reach out to four different search firms and should be receiving proposals this week. He commented that these proposals will be brought before the Board in October. E. Continued Discussion and Consideration of Fiscal Year 2024-2025 Project Fund Budget Vicki Hill, Finance Director CRA, presented the Project Fund Budget for Fiscal year 2024-2025. 15. New Business A. Consideration of Resolution No. R24-02 Adopting the CRA Budget for Fiscal Year 2024-2025 Chair Penserga opened public comments. No one came forward. Chair Penserga closed public comments. Motion: Board Member Turkin moved to approve Resolution No. R24-02 adopting the approved Boynton Beach Community Redevelopment Agency's Fiscal Year 2024-2025 Budget, subject to ratification by the Boynton Beach City Commission at their meeting to be held on September 23, 2024. Board Member Hay second the motion. The motion passed unanimously. B. Discussion and Consideration of the Second Amendment to the Boynton Harbor Marina Management Agreement with Waypoint Marine, Inc. 414 PURCHASE AND DEVELOPMENT AGREEMENT Page 1 of 16 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "SELLER") and MAPLE TREE INVESTMENTS, LLC, or its affiliated assignee (hereinafter "PURCHASER", and together with the SELLER, the "Parties"). In consideration of TEN DOLLARS AND 00/100 DOLLARS ($10.00) and the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SALE PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A" attached hereto (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effected in order to reduce slum and blight and to enable the construction of an approximately 3,490 sq. ft. United States Postal Service (USPS) Boynton Beach Beach Downtown Station (the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be EIGHT HUNDRED AND SEVENTEEN THOUSAND DOLLARS AND 00/100 DOLLARS ($817,000.00) to be paid in full at Closing. SELLER has complied with Section 163.380, Florida Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. An Initial Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within five (5) business days following execution hereof by the Parties. The Initial Deposit shall be fully refundable to PURCHASER, if prior to the expiration of the Feasibility Period (as hereinafter defined), the PURCHASER advises SELLER in writing that it does not intend to complete the purchase of the Property. 3.1 Second Deposit. An additional deposit in the amount of FIVE THOUSAND AND 00/100 DOLLARS ($5,000.00) which together with the Initial Deposit shall be referred to as the "Deposit" shall be deposited with the Escrow Agent, at the end of the Inspection Period. The Deposit shall be non-refundable to PURCHASER, except upon (i) failure by SELLER to satisfy any conditions precedent to closing; (ii) upon default by SELLER hereunder; or (iii) notwithstanding any other section of this Agreement, failure of PURCHASER to obtain a fully executed Lease Agreement from USPS (as more fully described in Section 5.a). All interest accruing on the Deposit, if any, shall be credited to the Party entitled to retain the Deposit in the event of the cancellation or termination hereof. At closing, the Purchase Price shall be payable in cash, less the Deposit, and subject to prorations and adjustments set forth herein. PURCHASER's Initials: SELLER's Initials: 00705822-2 4864-7733-8851, v. 1 415 PURCHASE AND DEVELOPMENT AGREEMENT Page 2 of 16 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. S. CLOSING. The PURCHASER'S obligation to close on the purchase of the Property is contingent on the following: a) PURCHASER obtaining a fully executed Lease Agreement from USPS for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435, such Lease Agreement to be for a minimum of fifteen (15) years with at least one five-year option to renew; and b) PURCHASER obtaining a building permit for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435; and C) Seller delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASER, all as more specifically set forth herein. 6. CLOSING DATE. The Closing shall take no later than 90 days after PURCHASER obtains the building permit described in Section 5.b., at such location to which the parties may mutually agree in writing. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. For a period commencing on the Effective Date until ninety (90) days thereafter ("Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, Contractors, surveyors, engineers, architects, attorneys and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of Governmental Authorities regarding the Property and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to PURCHASER's Initials: SELLER's Initials: ` 00705922-24864-7733-8851, v. 1 416 PURCHASE AND DEVELOPMENT AGREEMENT Page 3 of 16 terminate this Agreement. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the condition existing on the Effective Date; (ii) shall repair and restore any damage caused to the Property by PURCHASER'S testing and investigation; and (iii) release to SELLER, at no cost, all reports and other work generated as a result of the PURCHASER'S testing and investigation. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five (5) days of the Effective Date of this Agreement: any existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (the "Closing Agent") shall obtain, at the SELLER'S expense, from a Title Company chosen by SELLER (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER'S Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER'S Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER'S Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of (i) extending the Cure Period and the Closing for one additional thirty (30) day period at no cost to PURCHASER, or (ii) accepting the Title to the Property as of the time of Closing or (iii) canceling and terminating this Agreement, in which case, any Deposits shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. PURCHASER's Initials: SELLER's Initials: 00705822-2 4864-7733-8851, v. 1 417 PURCHASE AND DEVELOPMENT AGREEMENT Page 4 of 16 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, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 8.3 Surve_Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1J100th 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 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 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pendina Proceedins. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property or the SELLER, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 9.3 Com liance with Laws and Re ulations 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. 9.4 Construction Permit Ap oval. The SELLER will cooperate with the PURCHASER with regard to signing and processing any applications and forms required by the City or other authorities having jurisdiction over the PROPERTY to obtain building permit approval and such other design and construction documents as may be reasonably required by PURCHASER to permit the Project to be constructed and operated. The PURCHASER will be responsible for all costs associated with the formulation of the Project's design and construction documents as well any and all applicable permit fees associated with the Project. 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's Initials: SELLER's Initials: ifi 00705822-2 4864-7733-8851, v. 1 418 PURCHASE AND DEVELOPMENT AGREEMENT Page 5 of 16 PURCHASER the following documents and instruments: 10.1 Deed and AuthorigjM Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the title Company may require. 10.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above, the same shall be deemed an uncured Title Objection. 10.3 Closin Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 Prorations. Taxes for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds $1,000. 11.2 Closing Costs. SELLER shall pay for documentary stamps on the deed, PURCHASER's Initials: SELLER's Initials: elf 00-705822-24864-7733-8851, v. 1 419 PURCHASE AND DEVELOPMENT AGREEMENT Page 6 of 16 recording the deed and any cost associated with curing title. PURCHASER shall pay all other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 Closing,_Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 11.4 ExistinR Mort za . 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. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.4 Acts Affectin Propgrt . 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. PURCHASER's Initials: SELLER's Initials: O 00705922-24864-7733-8851, v. 1 420 PURCHASE AND DEVELOPMENT AGREEMENT Page 7 of 16 13. DEFAULT. Failure of either Party to strictly comply with any of the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If either Party fails to cure the default within (30) days of written notice from the other of its default, then this Agreement may be terminated pursuant to Section 21.15below. 13.1 PURCHASER'S Default. 13.1.1 Prior to Closin . In the event that this transaction fails to close due to a wrongful refusal to close or default (including failure to strictly comply with the Development Timeline as set forth in Section 20) on the part of PURCHASER, or PURCHASER otherwise fails to comply with this Agreement prior to Closing, 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. 13.1.2 Subsea uent.,to Closin . In the event that subsequent to Closing PURCHASER fails to complete the Project as described above in Section 1, fails to achieve one or more of the Project Elements (as defined below), fails to strictly comply with the Development Timeline set forth in Section 20, and/or otherwise fails to comply with this Agreement, it shall constitute an act of default, and at SELLER's option PURCHASER shall be required to reconvey the Property to the SELLER for the Purchase Price, this Agreement shall be terminated, and SELLER shall be released from any and all obligations under this Agreement. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely to perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder. 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 above. 13.4 Additional Default. The provisions of this Section 13 shall be considered in addition to any other provisions concerning default contained in this Agreement. PURCHASER's Initials: SELLER's Initials: 01W 00705822-2 4864-7733-8851.. v. 1 421 PURCHASE AND DEVELOPMENT AGREEMENT Page 8 of 16 13.5 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: If to Seller: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 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 Avenue, Suite 1100 West Palm Beach, Florida 33401 If to Purchaser: Todd Conley Maple Tree Investments, LLC 2047 Grab Road Greensburg, Kentucky 42743 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, which shall not be unreasonably withheld. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER. This Agreement may be freely assigned by PURCHASER to a wholly owned or controlled assignee of PURCHASER, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unrelated party shall be subject to the written approval of SELLER, which shall not be unreasonably withheld. 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the parties shall have no further obligations under this agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to the proposed taking of any portion of the Property by eminent domain prior to Closing, or in the event of the taking of any portion of the Property by eminent domain prior to Closing, SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to PURCHASER's Initials: SELLER's Initials: 4`!P 00705822-2 4864-7733-8851, v. 1 422 PURCHASE AND DEVELOPMENT AGREEMENT Page 9 of 16 terminate this Agreement by giving SELLER written notice of PURCHASER's election to terminate within fifteen (15) days after receipt by PURCHASER of the notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the parties hereto shall proceed to Closing and SELLER shall assign all of its right, title and interest in all awards in connection with such taking to PURCHASER. 17. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold harmless the other Party 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 either Party or on its behalf with any broker or finder in connection with this Agreement. However, regardless of the nature of the claim, SELLER'S indemnification obligations shall not exceed 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 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. Notwithstanding the foregoing, PURCHASER is aware of the presence of groundwater monitoring wells on the Project property and that monitoring of such wells remains ongoing. SELLER shall report any findings of non-compliance arising from such monitoring to PURCHASER within three (3) business days of receiving notice of such findings. 19. DEVELOPMENT AND SALE OF THE PROPERTY. SELLER and PURCHASER acknowledge that the Property is being sold to PURCHASER for the sole purpose of developing a 3,490 sq. ft. (approximately) United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435. 19.1 [INTENTIONALLY DELETED] 19.2 PROJECT DESIGN. PURCHASER shall construct the Project in general conformance with the design depicted in Exhibit B. SELLER has the right to approve any substantial changes to the design depicted in Exhibit B, which approval shall not be unreasonably withheld. PURCHASER shall submit plans to the SELLER for review prior to submission to the City for approval. SELLER shall provide comments or approval of the design to PURCHASER at its next regularly scheduled Board meeting after PURCHASER submits plans for approval. PURCHASER's Initials: SELLER's Initials; e7e 00705822-2 4864-7733-8851, v. 1 423 PURCHASE AND DEVELOPMENT AGREEMENT Page 10 of 16 19.3 Zoning. PURCHASER agrees to undertake all efforts to rezone the property as may be necessary to complete the Project as depicted in Exhibit B. 20. DEVELOPMENT TIMELINE. The following constitute the Development Timeline and the following events must be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Elements"). a) PURCHASER represents it has obtained financing in an amount sufficient to develop the Project. PURCHASER shall provide SELLER proof of such financing for the Project no later than 30 days prior to closing. b) Achievement of site plan approval from the City by within one year of the Effective Date. C) Submission of construction documents to the City for a building permit within one year of receiving site plan approval from the City. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. Upon City issuance of the building permit a copy will be provided to SELLER. d) To the extent permissible under the United States Postal Services rules and regulations, a groundbreaking ceremony and commencement of construction shall occur within 60 days following the issuance of a building permit. SELLER will be in attendance at the ceremony and participate in its planning. e) Temporary or permanent certificate of occupancy to be provided within twelve (12) months following building permit issuance. 21.1 Time is of the. Essence. SELLER agrees to work reasonably with PURCHASER in working within the timeframes set forth above, but PURCHASER and SELLER agree that time is of the essence in this Agreement. 21. RIGHT OF FIRST REFUSAL AND REFUNDING. a. Ri . ht of First Refusal. PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for a period of five (5) years from the date PURCHASER obtains its Certificate of Occupancy. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: 1. Should PURCHASER receive a written offer to purchase the Property pursuant to a written contract or letter of intent, PURCHASER shall give SELLER notice of the offer by delivering a copy of the contract or letter of intent to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above within two (2) business days of receipt. Within ten (10) days of receipt of PURCHASER's Initials: SELLER's Initials: t770 00705822-24864-7733-8851, v. 1 424 PURCHASE AND DEVELOPMENT AGREEMENT Page 11 of 16 the Notice, SELLER shall either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall, within ten (10) days after receipt of the Notice, deliver to PURCHASER an agreement to purchase the Property on the same terms as set forth in the Notice including the delivery of a deposit (if applicable), and upon receipt by the PURCHASER of the foregoing from the SELLER, PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon substantially the same terms and conditions as the Notice. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within ten (10) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived. The terms and conditions of this Section shall survive Closing. b. Refundin L. Should the PURCHASER sell the Property for a profit above three million dollars ($3,000,000) within seven (7) years of the Effective Date, PURCHASER shall repay to SELLER $917,000 dollars, which is equal to the appraised value of the Property as indicated in the June 23, 2020 appraisal, which is attached hereto as Exhibit C. However, PURCHASER shall not be obligated to repay such amount so long as the lease described in Section 5.a. runs with the land and remains in effect following the sale such that the United States Postal Service remains a tenant in the Project for least 15 years. 22. MISCELLANEOUS. 21.1 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. 21.2 Computationwof Time. Any reference herein to time periods which are not PURCHASER's Initials: SELLER's Initials: —YP 00705822-2 4864-7733-8851, v. 1 425 PURCHASE AND DEVELOPMENT AGREEMENT Page 12 of 16 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. 21.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder, shall be deemed a waiver of any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 21.4 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. 21.5 Severabilit mm. 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. 21.6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 21.7 Waiver of Jury 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. 21.8 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. 21.9 Bin Lm Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right PURCHASER's Initials: SELLER's Initials: 90W 00705822-2 4864-7733-8851, v. 1 426 PURCHASE AND DEVELOPMENT AGREEMENT Page 13 of 16 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. 21.10 No Recording. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 21.11 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. 21.12 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. 21.13 Payment and Performance Bond. Prior to the construction commencement date, the PURCHASER shall obtain, for the benefit of and directed to the SELLER, a Payment and Performance Bond covering the faithful performance by the PURCHASER of its obligations under the contract documents, including but not limited to the construction of the project on the project site and the payment of all obligations arising thereunder, including all payments to Subcontractors, laborers, and material men. These Bonds shall remain in effect at least until one year after the termination of this Agreement. The surety selected by the PURCHASER to provide the Payment and Performance Bond shall be approved by the SELLER prior to the issuance of such bond, which approval shall not be unreasonably withheld or delayed provided that the surety is rated A or better by Best's Key Guide, latest edition. If SELLER approves changes to the Project that results in an increase in the cost of the Project, SELLER reserves the right to require the PURCHASER to secure and deliver additive riders to the Payment and Performance Bond. If the surety on any Bond furnished by PURCHASER is declared bankrupt or becomes insolvent or its right to do business is terminated in the state of Florida or it ceases to meet the requirements above, Purchaser shall within five days thereafter substitute another Bond and Surety. Purchaser's failure to furnish a substitute surety shall constitute a material breach of the Agreement and shall give the CRA the immediate right to terminate the Agreement. 21.14 Termination The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the Completion of the Project and all required Project Elements, or (ii) an event of default as defined herein, subject to the requirements of Section 13. 21.15 Public Records. SELLER is public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: PURCHASER's initials: SELLER's Initials: 00705922-24864-7733-8851, v. 1 427 PURCHASE AND DEVELOPMENT AGREEMENT Page 14 of 16 a. Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in chapter 119, Fla. Stat., or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d. Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. SIGNATURES APPEAR ON FOLLOWING PAGES PURCHASER's Initials: SELLER's Initials: 017—r 00705822-24864-7733-8851, v. 1 428 PURCHASE AND DEVELOPMENT AGREEMENT Page 15 of 16 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: ,_..._wwwwwwwwwwwwww w_..wwww. www...ww...ww.wwwwwwwwwwww_.wwww. Printed Ny: Ty Penserga Title: Title: Chair Date: Date: ?/_..w_._................_.....w.ww�.wwwwwwwww..._wwwww.......................M�........................ WITNESS: WITNESS: w 1 7 -L a Printed Name: Printed Name: m Pp g - Approved as to form and legal sufficiency -,, CRA Attorney 00705822-2 4864-7733-8851, v. 1 429 PURCHASE AND DEVELOPMENT AGREEMENT Page 16 of 16 EXHIBIT "A" Lots 4, 5 and 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Page 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all of the Public Records of Palm Beach County, Florida. Property Address: 401 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0060 Property Address: 407 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0052 Property Address: 411 East Boynton Beach Blvd. *Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0040 0(1705822-24864-7733-8851, v. 1 430 EXHIBIT "B" -u ,� x 'd119 Eii MM3e Nauune LlrtO .� I : 0 ....,..,.o... SONVNIaa..--sadONA09 onodo�. .., . a. uon-3 ....�,� L .. `4 - - i � e 111 loll',I SIE.. as ad oda aS® ® ® ®®®®47® f5®©® iN- a j �zb rmm tYErc512w�Y ..a�wa". " mow. .e ..- .,". -..,,. �_ :,.. ,y .•.;,.. I 5 _ i� •/ sN f �r„ �. ��` h 1 1 { � I R 33ats aae 3N 431 t�ulam•odwre a asor 0350d0!!d ---------- ti yrs i 1 G i K� KN.§ i .N .v mwvnmtrn L4 too ; M. Ci I V y 77 _ I 3 d t x� y. Ig lip }� I m 19 K� KN.§ i S4 L4 M. Ci 77 I I ( d t x� y. Ig lip }� I m 19 432 KN.§ i L4 M. Ci 77 Ig lip 432 �arm�'m 'li'H7i3B HOIHAOB ., w` un0a 'M10 H'Yl3B NG1N/aB I IFIOY 'tS��S 3ONVNId HOV99 NOiNAOS yq ° ti L%381 H9HV•b9NtltlH '33SOP O3SOdOMd rEd� � i + 1 3 I c a----ittt 3@9� 3 ... u h ,C� F r-- ro I S ,✓107 9NLWdNd f7YNdSY (SY) o13Nd � a' I f,/ bA _ ! 6 A 6 �BEy�yyi oma g z�F* 4�.4 Z 433 .......... �wwr�ww. .-�:. .... .. .....v.... ... ..,..,..... ,,,...,..., , ....... ... ......... I, ,_. ,, ,, ,., .f. ... .,.„ , ,... roar rorro�auro J "M'm-t a iortrn 3ONVNid HaV38 NOINA08 0 lwxn-wrme �sor i13SOdO'Md M J Wil,"." ":: "r- .6 f.'^,,Kl= r.w:' .' .._'cmu-"'N�" , ------------------- _____ ___ it , I f G, z Q , O LL I ' C Ely ~o t'I lUaf � k Alm, I pp mm 2 I f� r` __________ -- -k� X1Y i f y� I 434 Qm 435 'U *WV" y NOJMAOM UAM HOM MOINAW 44KO I' i 0 ILN --� - aoNVN1J HOV38 NOINAOS r , IlauHouv•wxve •3 3sor 03SOdOHd sem--• i 1 1 1 i _.>. Qm 435 NOV38 NOIKAOS HMSGMOIWMS&W&O* 2ONVNI=l HOV39 NOINAOG iiior CSSOdONd -44 ..q LU I 436 EXHIBIT "C" COMMERCIAL PROPERTY 401, 407 & 411 EAST BOYNTON BEACH BOULEVARD BOYNTON BEACH, FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation, Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 June 23, 2020 437 Vance Real Estate Service June 23, 2020 Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 RE: Commercial property, 401, 407 & 411 East Boynton Beach Boulevard, 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 June 23, 2020. The report sets forth our value conclusion, along with data and reasoning supporting our opinion. This report was prepared for and our professional fee billed to Boynton Beach Community Redevelopment Agency. Our analyses have been prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP 2020-2021). This report is for exclusive use of the client for possible acquisition of the appraised property. 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 the market value of the appraised property, subject to definitions, certifications, and limiting conditions set forth in the attached report. NINE HUNDRED SEVENTEEN THOUSAND DOLLARS $917,000 (THIS LETTER MUST REMAIN ATTACHED TO THE REPORT WITH SIXTY-EIGHT (68) NUMBERED PAGES FOR THE VALUE OPINION SET FORTH TO BE CONSIDERED VALID.) Respectfully submitted, Jesse B. Vance, Jr., MAI, SRA, ASA State -Certified General Real Estate Appraiser RZ-85 �aaealllxwl � Claudia Vance, MAI State -Certified General Real Estate Appraiser RZ-173 MBA in REAL ESTATE DEVELOPMENT & MANAGEMENT 7481 Northwest 01 Street, Plantation, FL 33317-2204 954/583-2116 438 TABLE OF CONTENTS Pa2e Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photo grap s o t e ubject Property Sketch of survey of appraised property 5 10 1-3-5 Mile Location Map 12 1-3-5 Mile Demographic Statistics 13 Summary of Important Facts and Conclusions 15 DESCRIPTION ANALYSES & CONCLUSIONS D 17 c en11 Itrty . o ..., ient an nten e77. ser 18 Intended Use 18 Identification of Real Estate Appraised 18 Ownership 18 Property Address 18 Legal Description 18 Real Estate Tax Analysis 19 Flood Zone 19 Market Area Description 20 Land Use & Zoning 24 Site Description 25 Improvement Description 26 Real Property Interest Appraised 28 Appraisal Purpose and Definition of Market Value 29 Effective Dates of the Appraisal and Report 30 Scope of the Work 30 Summary of Information Considered 30 Property History 31 Highest and Best Use 32 SALES COMPARISON APPROACH 37 Zoning & Sales location map 38 Sales documentation 39 Sales Comparison .& Adjustment Chart 45 Valuation by the Sales Comparison Approach 46 FINAL VALUE OPINION 49 Certification and Limiting Conditions 50 ADDENDA 52 "C-3" zoning information 53 "MU" zoning information 55 USPAP Standards Rule 2-2a 57 Qualifications of the Appraisers 60 439 440 South (front) Elevation of 401 E B.Bch Blvd 401 South Building Elevation Looking East on Boynton Beach Boulevard Concrete Wall on S. Side of 407 B.Bch. Blvd Parking in Front of 401 E. B.Bch Blvd East View of Parking on South Side of 401 Looking Weston Boynton Beach Boulevard S. Elevation of 411 E. Boynton Beach, Blvd PHOTOS OF THE VALUED REAL ESTATE 401, 407 & 411 E. Boynton Be'pch, Boulevard, Boynton Beach, Florida 441 Parking in Front of 411 E. B.Beach Boulevard Interior of 401 E. B.Bch Boulevard Rear overhang of 401 E. B.Bch Blvd. 407 Vacant Lot 411 E. B. Bch Boulevard Store Fronts Interior of 401 E. B.Bch Boulevard Rear Overhead Door for 401 E. B.Bch Biv I r" Rear of 401 Building ADDITIONAL PHOTOS OF THE VALUED REAL ESTATE 401,407 & 411 E. Boynton Beach Boulevard Boynton Beach, Florida 6 442 Back of 401 NE 3 Street Looking South W Side of 401 on NE 3 Street 411 Interior 401 Looking East NE 3 Street Looking North Looking E. on B.Bch Boulevard Additional Photos of Appraised Real Estate 411 Sub -Tenant 443 Game Room in 411 411 Rear Exit Bathroom in 411 East Side of 411 East Side of 411 ADDITIONAL PHOTOS OF THE SUBJECT PROPERTY 444 445 The legal description is: Lots 4, 5 anti 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Pages 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all of the Public Records of Palm Beach County, Florida ^.a�t���:s,. r�"�YP•�?uLt'�,i; nr min �,;,✓+F:h,���+�`�„„Gl�i,��4:;� , .. ... FOR THE BENEFIT OF:. Powers Lifts, LLC, a Florida limited liability company Old Republic National Title Insurance Company BankUnited, N.A. Lighthouse Title Services, Inc. 1 HEREBY CERTIFY THAT THE SKETCH SHOWN HEREON IS A TRUE AND CORRECT REPRESENTATION OF A SURVEY MADE UNDER MY DIRECTION, AND THAT SAID SURVEY 1S ACCURATE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND. BELIEF THERE ARE NO APPARENT GROUND ENCROACHMENTS, UNLESS OTHERWISE SHOWN AND THAT THE SURVEY MEETS THE MINIMUM TECHNICAL STANDARDS SET. FORTH BY THE FLORIDA BOARD OF PROFESSIONAL SURVEYORSMAPPERS, PURSUANT. TO SECTION 472.027, FLORIDA STATUTES AND CHAPTER 61 G17-6 OF THE FLORIDA ADMINISTRATIVE CO DATE REGISTERED SUR1'�EYOR -NO; PROPERTY SHOWN HEREON HAS NOT BEEN ABSTRACTED BY SURVEYORRIGHTS-OF—WAY, AND/OR EASEMENTS)OF RECORD; ELEVA- T10NS SHOWN HEREON ARE BASED ON N.G.V. DATUM UNLESS OTHERWIS NOTED; ALL PROPERTY CORNERS ARE IRON ROD VWTH -CAPS, UNLESS OTHERWISE NOTED; FOUNDATION OF EXISTING BUILDINGS LYING BELOW SURFACE NOT LOCATED BEARINGS AND/OR ANGLES SHOWN HEREON ARE BASED ON RECORD PLAT OR DEED CALLS UNLESS OTHERWISE NOTED. MEASUREMENTS MADE IN ACCORDANCE WITH UNITED STATES STANDARD. UNLESS IT BEARS THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED_ SURVEYOR AND MAPPER THIS DRAWING OR SKETCH IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT VALID. SURVEY OF PROPERTY F Ls 2102 Joe n,cker DESCRIBED HEREON LAND SUgYCTDR$ SCALE OR AWN BY RICHARD L. SHEPHARD & ASSOC. INC; Boas (561) 391-4388 JOSEPH M. TUCKQFI, PLS. REGISTERED LAND SURVEYORS Boynton (561) 737-8548 219 S.E. 23rd Aye. - PO. Bat 750 DAT E SAX .(561)734-7546 Boynton Beech, FL 33438 APPROVED BY DRAWING NUMBER Fa 49 5 f G 3 S gyrs• s3 M- °17 10 .......__0, ...,. »,,.„ ,. MADE I1V P.S.A. z� 1 FOUND 'Rap,) Q•oo c.uQ CAP J NORTHEAST '5%9 At1EKWE Ce7ileppiLi2D s-resF-T- PLAT). � � I . Tl� qo! FOUND P.c.P. `Qp tuU1 „ps.4.` Og 3d SET !f Q Roll ..,w_ --- . PARk1Na .�....,- _. - R `•"' 21 .., 1 ° . _.._..._ GA ��..w......., :1; P�Rnrt.�.>ti,.. . tiZ9-foo ::. 10 ALEY , I, P ,•-.,,„„„."».t ...,,..,» _ ` � `_.`...,_......wwwAswtl4►1..T RFT S OAP ,' ' .� � ` GOUCRE7E . � 1RpM �.7— "' LOT .., RLS -Z 10 "FM AUT Q- e I .ao' o .z Ur LOT — � (n covBRE� • . � 20.30 �� w L C T 33.70• r F 3 W Y J r- 0 vi comm aF?G14t✓ n O d Q�; +J Gb�E -STORY f3UIcD1r.1 O a�J GOMMEQCIA L �t N — ul gust 01t]G th _ IN cs+ncRuu� 5 Nr LLRoC.Y P.2Ft wau-"Z� LdT LINE GOAIGRCTE MWGF- .p A6PHI�L+ t�7;r, i U V O opt S11ELt ROG1G .-'� 1. ACPR&trY �1, S P N to T I fJ �,,....7 (FI ` ' ELD) .....,... 56.OG CF ICLO) �, ... . �. .„�._.._........ " / ., � ,• : S' GONGKi�TE WAt,1L i2 �$' � _,.. .. 0 00 i E! _. T1uPp Mt�5o•r,r�'CP1uT 5o.00'CP ....,.-,.....�..,_.n.w��w..?�'cP.� E_....�, `-- sou-rk LINE LOYy 4, S .AND goYKTDW BEAcH BouLF-V Rc (LAKE 5T• COUNTY ROAD- PLA -r 11 447 1-3-5 MILE RADII FROM THE VALULED REAL ESTATE 401 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 12 448 In the identified area, the current year population is 1.90,580. In 2010, the Census count in the area was 172,929. The rate of change since 2010 was 1.06% annually. The five-year projection for the population in the area is 201,683 representing a change of 1,14% annually from 2019 to 2024. Currently, the population is 47.7% male and 52.3% female. Median Age The median age in this area is 41.4, compared to U.S. median age of 38.5. Race --- a n1d leth nicity, 2019 White Alone, 44.7% 59.4% 64.4% 2019 Black Alone 48.2% 32.1% 26.6% 2019 American Indian/Alaska Native Alone 0.3% 0.3% 0.3% 2019 Asian Alone 1.1% 1.9% 2.2% 2019 Pacific Islander Alone 0.0% 0.0% 0.0% 2019 Other Race 3.2% 3.6% 3.9% 2019 Two or More Races 2.5% 2.7% 2.6% 2019 Hispanic Origin (Any Race) 14.2% 17.5% 18.0% Persons of Hispanic origin represent 18.0% of the population in the identified area compared to 18.6% of the U.S. population. Persons of Hispanic Origin may be of any race. The Diversity Index, which measures the probability that two people from the same area will be from different race/ethnic groups, is 65.8 in the identified area, compared to 64.8 for the U.S. as a whole. Households 2019 Wealth Index 77 90 108 2000 Households 4,931 29,078 68,242 2010 Households 5,059 32,207 74,697 2019 Total Households 6,016 35,852 81,903 2024 Total Households 6,544 38,124 86,618 2000-2010 Annual Rate 0.26% 1.03% 0.91010 2010-2019 Annual Rate 1.89% 1.17% 1.00% 2019-2024 Annual Rate 1.70% 1,24% 1.13% 2019 Average Household Size 2.55 2.29 230 ,iiugilw I Now INN W1 ... Iff-0-10 Data Note: Income iis exipire!ssed in cwmnt doU ars, Housing Affordabillty Index and PecenC of Incorne Foo Mortgage calculaflons aire only avaflable fw areas vvlth 50 or more owne-occiulpied Ih ou:Ming unifts, Source: U.S. Census Bureau, GenSUS 2010 Summary Hic 1. Esd forecasts for 2019 and 2024. Esri converted Census 2000 data onto 2010 geogmphy, 13 June 17, 2020 Page 1 (.449 ;,� ;,, „r '„ ,!✓ / i%// / /r„. ri `r c,,,, /r ri .:.,�! r /i/i / ��, cr , ,fir/../, / r/ / iiiiiiiii r , ;:i e /ri f// ��,ii i,,,,/, ,r � ,,;'. °;. ,,, ,, �,a rr/ ��, %/////i //i///////jr✓..� `/ii ri%�/iiiii ,;.%///i ��i/,,,,,// r, r�/%%i i�� / ,,, i/", s (�,, a>II�ma Rings: 1, 3, 5 mile radii Latitude: 26.52919 Longitude; 8f],QEt]�5 1 mile 3 miles 5 miles Mortgage Income 2019 Percent of Income for Mortgage 25.2% 20.7% 22.1% Median Household Income 2019 Median Household Income $47,327 $53,000 $55,724 2024 Median Household Income $55,601 $60,119 $64,006 2019-2024 Annual Rate 3.27% 2.55% 2.81% Average Household Income 2019 Average Household Income $70,847 $75,566 $80,578 2024 Average Household Income $83,642 $87,903 $93,643 2019-2024 Annual Rate 3.38% 3.07% 3.05% Per Capita Income 2019 Per Capita Income $28,532 $32,771 $34,713 2024 Per Capita Income $33,812 $38,090 $40,300 2019-2024 Annual Rate 3.45% 3.05% 3.03% Households by Income Current median household income is $55,724 in the area, compared to $60,548 for all U.S. households. Median household income is projected to be $64,006 in five years, compared to $69,180 for all U.S. households Current average household income is $80,578 in this area, compared to $87,398 for all U.S. households. Average household income is projected to be $93,643 in five years, compared to $99,638 for all U.S. households Current per capita Income is $34,713 in the area, compared to the U.S. per capita income of $33,028. The per capita income is projected to be $40,300 in five years, compared to $36,530 for all U.S. households Hou_si_ng 2019 Housing Affordability Index 93 111 104 2000 Total Housing Units 5,999 35,080 81,391 2000 Owner Occupied Housing Units 3,249 20,907 51,684 2000 Renter Occupied Housing Units 1,682 8,171 16,558 2000 Vacant Housing Units 1,068 6,002 13,149 2010 Total Housing Units 6,619 41,275 92,957 2010 Owner Occupied Housing Units 3,035 20,590 52,405 2010 Renter Occupied Housing Units 2,024 11,617 22,292 2010 Vacant Housing Units 1,760 9,068 18,260 2019 Total Housing Units 7,921 44,775 99,482 2019 Owner Occupied Housing Units 3,330 21,098 53,679 2019 Renter Occupied Housing Units 2,686 14,754 28,224 2019 Vacant Housing Units 1,905 8,923 17,579 2024 Total Housing Units 8,582 47,311 104,449 2024 Owner Occupied Housing Units 3,665 22,625 57,139 2024 Renter Occupied Housing Units 2,879 15,499 29,479 2024 Vacant Housing Units 2,038 9,187 17,831 Currently, 54.0% of the 99,482 housing units in the area are owner occupied; 28.4%, renter occupied; and 17.7% are vacant. Currently, in the U.S., 56.4% of the housing units in the area are owner occupied; 32.4% are renter occupied; and 11.2% are vacant. In 2010, there were 92,957 housing units in the area - 56.4% owner occupied, 24.0% renter occupied, and 19.6% vacant. The annual rate of change in housing units since 2010 is 3.06%. Median home value in the area is $252,009, compared to a median home value of $234,154 for the U.S. In five years, median value Is projected to change by 1.66% annually to $273,665. Data Note: Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner -occupied housing units. Source: U.S. Census Bureau, Census 2010 Summary File 1. Esri forecasts for 2019 and 2024. Esri converted Census 2000 data into 2010 geography. June 17, 2020 14 (Er2020 can Page 2 "450 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: Commercial property 401, 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 NOTE: 401, 407 & 411 East Boynton Beach Boulevard, Boynton Beach, FL are three contiguous lots and owned by the same entity. Parking and access are shared. Highest and Best Use for the three lots is for one unified commercial or mixed use. The three lots together constitute the larger parcel of this appraisal. Hence, the subject of this appraisal will be referred to as one property. Therefore, the opinion of value is developed for the larger parcel. OWNERSHIP: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 LAND & BUILDING AREAS: BUILDING IMPROVEMENTS: ZONING: LAND USE: APPRAISAL PURPOSE: INTEREST APPRAISED: CURRENT USE: HIGHEST AND BEST USE: Land Size SF Building Size SF 401 4,752 2,062 407 5,593 -0- 411 6,347 3,334 16,692 5,396 The improvement of 401 is a single occupant flex building constructed in 1960. 407 is fenced open - storage with no structure on it. 411 is improved with a flex building that has been partitioned into smaller spaces. It was built in 1958. "C-3", Community Commercial in the city of Boynton Beach "LRC", Local Retail Commercial To develop an opinion of market value Fee simple Flex space (office & storage) and retail As vacant: For a stand-alone, small retail or office building or for assemblage with adjacent land for a larger mixed use project of office, retail and residential uses As improved: Interim use of the improvements as flex space and stores in as -is condition until the land is redeveloped as described 15 451 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS (Continued) VALUE BY THE SALES COMPARISON APPROACH: 16,692 square feet of land x $54.93 per square foot of land including building = NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 17 VALUATION DATE: June 23, 2020 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 could sell at the appraised value a. 452 17 453 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 - 2021) 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 possible acquisition of the appraised property. 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: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 Property Address: 4019 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 Legal Description: Lots 4, 5 & 6, less an east part conveyed for right- of-way, ARDEN PARK, Plat Book 2, page 96, Palm Beach County, FL Census Tract No. 61 18 454 APPRAISAL REPORT (continued) Real Estate Tax: Parcel Control Numbers: 08 43 45 21 18 000 0060 08 43 45 21 18 000 0051 08 43 45 21 18 000 0040 Land Value: $317,558 Improvement Value: 208 110 Total Value: $525,668 Assessed Value: $52508 Ad Valorem Tax: $ 13,884 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, the taxable value for non -homesteaded properties 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. Flood Zone: Zone 'X% according to Map Number 12099C0793F. Zone "X" is not in a Special Flood Hazard Area. W11 455 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 72,000 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. 20 456 APPRAISAL REPORT (continued) The immediate subject market area is comprised of the Boynton Beach Boulevard CRA district encompassing the Boynton Beach Boulevard corridor, the Downtown CRA District with the following general boundaries of Florida East Coast (FEC) Railroad on the west, Federal Highway and the Intracoastal Waterway on the east, Northeast Vt 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 Boynton Beach Boulevard (east/ west) and Federal Highway (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 artery through eastern Palm Beach County and extends along the eastern seaboard of the United States. Heavily trafficked Federal Highway is a catalyst to redevelopment of the market area, with over 2,300 residential dwelling units in five projects either built or planned. 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 will continue to facilitate revitalization of the subject market area. 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. Ocean Avenue, in the Cultural District of the CRA, is an upgraded streetscape of wide sidewalks covered with pavers, lighting, kinetic sculptures, and bollards. 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. 21 457 APPRAISAL REPORT (continued) 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 2019 in the one -mile radius is $47,327, for three miles it is $53,000, and $55,724 for the five mile circle. Median household income for Palm Beach County is $54,400. In the one -mile circle, population is 15,377. In three miles, population increases to 83,226; at five miles, it is 190,580. However, about 40% of the three and five mile circles are over the Atlantic Ocean and waterways. Annual growth rate is anticipated to be 1.14% to 1.57% in the three circles, during the next five years as the economy and job market recovers in South Florida and new multi -family residential complexes are constructed. 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 $252,009 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of $234,154 in the United States. 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 in primary locations are back to pre-crash prices; other properties are approaching that level. 22 458 APPRAISAL REPORT (continued) The life cycle stage of the market area is revitalization, a period of renewal, modernization and increasing demand. Revitalization in the CRA is taking place along US Highway 1, in the part of the corridor near Ocean Avenue and Boynton Beach Boulevard with projects such as 500 Ocean, consisting of 341 residential units, 20,000 square feet of retail space and 6,000 square feet of office. Ocean One at 114 N Federal Highway is planned for 358 apartments, 12,075 square feet of retail, 120 hotel room and 439 parking spaces. The Villages at East Ocean Avenue were approved for 371 dwelling units, 15,757 square feet of commercial space, plaza, 644 -space parking garage, et cetera. At 623 S Federal Highway, The Club of Boynton Beach is a six -story, 87 unit assisted living facility and memory care facility. Earlier in the 2000s, the property was to be developed with a condominium; however, the recession halted those plans. At 2923 S Federal Highway, Daniel Heart Center is replacing an old strip store center by renovating the buildings. In addition to completed and approved projects, a large redevelopment site is under contract to be purchase located on the east side of Federal Highway at SE 1 Avenue, Boynton Beach. The 2.85 acres of land is an assemblage of 10 properties with numerous owners. Issues would have to be addressed such as demolition of existing buildings, unity of title, right-of-way abandonment, density of dwelling units, et cetera. The confidential contract price could change due to contingencies based on these and other issues. However, this assemblage is an example of the revitalization of the subject market area. Town Square, a major redevelopment project to the west of Federal Highway is under construction in three sections extending 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 consists 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 23 459 APPRAISAL REPORT (continued) Included in the project are spaces for a new city hall, police station, fire station and park. Renovation of the historic high school is part of the project. In the Heart of Boynton CRA district, Ocean Breeze East is under construction at 700 North Seacrest Boulevard. The development is an affordable apartment project containing 123 units, retail space, clubhouse and swimming pool. The project came about by the Boynton Beach Community Redevelopment Agency selling the land and the Florida Housing Finance Corporation and TD Bank providing the financing. Also in the Heart of Boynton CRA district will be apartments and retail buildings on Martin Luther King, Jr. Boulevard east of Seacrest Boulevard. Land will be forthcoming from the Boynton Beach CRA and financing from the State of Florida will be similar for the developer of this project. 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 CRA envisions the Boynton Beach Boulevard and Downtown Districts to have a future land use of mixed uses with various densities. The transformation of the area is in progress. Development of real estate takes time and the right market conditions which have been positive. Upward price trend for property in the subject market area will resume when the economy stabilizes and there are visible signs that projects are moving forward. Current Land Use: Local Retail Commercial (LRC} Suggested Land Use: Mixed Use, medium intensity, 50 dwelling units per acre with a possible 20% bonus for being in the Transit Oriented Development District, maximum height 150 feet. Mixed Use, medium intensity, requires one acre of land and 150 feet of frontage. 24 460 APPRAISAL REPORT (continued) CRA District: Boynton Beach Boulevard District Zoning: "C-3", Community Commercial District in the city of Boynton Beach. The intent of this district is to implement the local retail commercial future land use map classification of the Comprehensive Plan. Uses allowed in the district are intended to provide a wide range of goods and services located along major thoroughfares. The C-3 district allows 11 dwelling units per acre, adhering to the R-3 regulations. Minimum lot area is 15,000 square feet. Minimum lot frontage is 75 feet. Copy of the zoning code is in the Addenda. The combined size of the three appraised lots is 16,692 square feet and the width is 147.39 feet, meeting the minimum standard in the C-3 District. Separately, none of the three lots meet the standards. Site Description: The shape of the appraised land is a quadrangle. Dimensions for the site are from the sketch of survey in the beginning of the report. North boundary on a service alley: 129.60 feet East boundary on adjacent property: 120.00 feet S boundary on E Boynton Bch Blvd: 147.39 feet West boundary on NE 3 Street: 121.20 feet Land size is 16,692 square feet. Utilities: All utilities are available to the site. Access: The land is accessible via East Boynton Beach Boulevard on the south and NE 3 Street on the west. Boynton Beach Boulevard is a principal east -west arterial improved with sidewalks, curbs and storm drains. NE 3 Street is a local road. 25 461 APPRAISAL REPORT (continued) Easements: Easement are not marked on the sketch of survey; however, utility easements are typically around the perimeter of the site. Encroachment: The building on 411 is encroaching approximately 2.85 feet on to 407 to the west. With the three lots being appraised as one property, this encroachment is not a significant valuation issue. If the three lots were appraised separately, the encroachment would be a concern. Improvements: Building structures are on 401 and 411. 407 is a vacant section of the property used for open storage of the equipment rented and sold by the businesses conducted on 401. The lot is concealed from view by fencing on the south and north sides. 401 is improved with a one-story, single occupant building constructed in 1960, containing 2,062 square feet of enclosed area. The improvement appears to be in average condition for its age of 60 years. It is a typical storefront/ service building from the mid-century era. The property is owner - occupied by ABC Rentals and Power Lifts LLC. The front portion of the building is display and office; the rear section is storage and shop. Attached on the north elevation is an overhang providing cover for more items. Ceiling clearance is 10 feet. Building details: Foundation: Reinforced concrete slab over concrete footings Exterior Walls: Concrete block with concrete columns and tie beams; exterior finish is painted stucco 26 462 APPRAISAL REPORT (continued) Floors: Interior Walls: Roof System Windows & doors U -N.'" iM Building details: Foundation: Exterior Walls: Floors: Interior Walls: Smooth concrete Drywall over metal studs Twin -T concrete panels covered with insulation, concrete deck and composition material Jalousie and plate glass Wall mounted units 411 is improved with a one-story building constructed in 1958, containing 3,334 square feet of enclosed area. The improvement appears to be in average condition for its age of 62 years. It is also a typical storefront/ service building from the mid- century era. The property is rented to a tenant who has subleased the building to other occupants. The property owner stated the master lease is at a sub- market rate and did not supply the lease. There is no information about the sublease rates. The interior of the building is subdivided into rooms used for office, beauty supply and accessory sales, games/ entertainment, apartment, and appliance sales and repair. Ceiling clearance is 10 feet. Reinforced concrete slab over concrete footings Concrete block with concrete columns and tie beams; exterior finish is painted stucco Smooth concrete covered with terrazzo Drywall over metal studs 27 463 APPRAISAL REPORT (continued) Roof System: Windows & doors: HVAC: Site Improvements: Steel bar joist covered with metal decking, insulation and composition material Plate glass Wall mounted units Asphaltic paving for car storage, chain link fence, gate, concrete paving Parking: Approximately 10 parking spaces on the south side of the site. Parking ratio is about one space for each 540 square feet of building which most probably would not meet current code for retail or office use. City officials make that determination. Environmental Assessment: There is no Phase I Environmental Site Assessment to review. 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. As mentioned, no lease information is available for 411 East Boynton Beach Boulevard. 28 464 APPRAISAL REPORT (continued) 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 of June 23, 2020. 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 they consider their own 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 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 & Ltht_Com „yv Jennings,, 518 So.2d 895 (Fla. 1987)] 29 465 APPRAISAL REPORT (continued) 2-2(4)(vii) State the effective date of the appraisal and the date of the report; A) Effective Date of the Appraisal: June 23, 2020 B) Date of the Report: June 23, 2020 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 land sales, improved sales and properties for rent. 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. 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 30 APPRAISAL REPORT (continued) Improved sales were gathered and reviewed to provide indications of value for the appraised property as improved. The research showed that one group of these properties was too dissimilar to the subject to provide valid comparisons. The sale buildings were purchased to remain in use for the foreseeable future, with their highest and best use remaining as improved properties. The second group of sales had improvements that were either old and/ or undersized for the sites. The buildings were close to the end of their useful/ economic lives like the appraised property. This group of sales provided probable indications of value for the subject with the major portion of the sale price representative of the land and a small portion for the contributory value of the improvements. In the Sales Comparison Approach, these sales are compared to each other and to the property under appraisement to arrive at an opinion of value for the subj ect. 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 of the age of the subject improvements. An element of the Income Approach is employed to calculate the gross income the property could generate as vacant and as currently improved to test its highest and best use. Exclusion of the Cost Approach and full Income Approach still produces a creditable report. 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 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. There has been no warranty deeds recorded for the property in the past three years. 31 467 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 retail/service and open storage. The following analysis tests this use as being the highest and best of the property. No personal property is 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 Physically Possible as Vacant The land appraised consists of three lots with a combined size of 16,692 square feet. It is located at a minor corner of East Boynton Beach Boulevard and NE 3 Street. 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 buildings. However, it has been improved with one-story commercial buildings for 60 years. 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, none of which came to light during the property investigation. Land use designation is Local Retail Commercial. Zoning is "C-3", Community Commercial District. Minimum lot size is 15,000 square feet; minimum lot frontage is 75 feet. The appraised site meets these standards and could be put to one of the permitted uses in the "C-3" district. 32 468 APPRAISAL REPORT (continued) 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. As mentioned, assemblages of smaller parcels into larger sites for mixed use development are taking place in the subject market area and in other CRA districts. Once a large site is assembled, the development process can commence with possible zoning and/or land use change to permit a mixed use project such as 500 Ocean. For mixed use, medium intensity, one acre of land is required. Hence, the subject and perhaps the property to the east could be assembled for a future mixed use. Currently, the appraised site is of sufficient size to be improved with a use permitted in the "C-3" district. It has a corner location with 147.4 feet of frontage on Boynton Beach Boulevard, the main east -west street in the city. The property is two blocks west of Highway US 1 and two blocks east of the new Town Square. Its location and zoning put it in the core of revitalization of the subject market area. Financially feasible use of the land concerned is to improve it with a multi -bay retail facility to cater to the everyday needs of the existing residents and those who will live and work in the projects being constructed in the market area. The most probable buyer is a local developer who wants to be a part of the revitalization. Time for development is now with little competition from similar, smaller new properties. Maximally Productive as Vacant In summary, the Highest and Best Use of the land in question is to be developed with a small multi -bay retail center which use is physically possible, probably legally permissible, financially feasible and maximally productive. Future highest and best use, if assemblage with adjacent property could be accomplished, is development of a medium intensity mixed use project with residential units on the upper floors and commercial use on the ground level. 33 469 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Physically Possible Improved The improvements appraised are storefront/ service facilities constructed in 1958 and 1960 when such property types were prevalent on East Boynton Beach Boulevard west of the Florida East Coast Railway. Businesses combined elements of commercial and industrial catering to tradespeople. As the population of the city moved west, businesses of this type moved west of Interstate 95 to larger properties and better access to the expressway. The appraised property, as an owner -occupied facility, remained in the eastern part of the city. As discussed, the buildings are old displaying physical depreciation and functional obsolescence. They are approaching the end of their useful lives. The property owner has the choice of renovating the buildings, continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility, or imminent demolition. Legally Permissible Improved "C-3" zoning district permits retail use as stated in the ordinance; other uses including open storage are determined by city officials interpretation of the zoning code. Land Use is Local Retail Commercial, with land use and zoning being in accord. Existing parking along the south side of the property appears to be sub -standard to the current code. Minimum yard setbacks do not look as if to be met. The buildings were constructed prior to the current zoning and building code and are "grandfathered -in." However, there is a limit to amount of repairs and replacements that can be made before the entire property must meet current code. Further, market acceptance of old improvements wanes as the age of residences decrease and incomes increase. Financially Feasible Improved The advancing age and depreciation condition of the subject improvements along with their functional obsolescence is moving them to the end of their useful/ economic lives. As will be noted in the Sales Comparison Approach, the appraised property is most similar to those with the major portion of the value is in the land and the improvements have a small contributory value to the whole. In one case (Sale 2) the building was renovated to remain in service; for the other three sales, the buildings will be used for a short time until the sites are redeveloped. The subject fits into the latter category. 34 470 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED The sales are in the immediate subject market area where the value of a property as essentially vacant is greater than the value of a property as currently improved. Continuing to operate the property as improved will not generate a sufficient return even on the land. For proof, gross income is projected for the appraised property as vacant and as currently improved. In Sales Comparison Approach in this appraisal, the opinion of value for the property is $917,000. Typically, land is leased at 10% per year of its value. Therefore, the income the land could generate is as follows. $917,000 x 0.10 = $91,700 annual income Following are rental properties with rates for older, small buildings which provide an overview of the amount of rent the subject property could generate as currently improved. The conclusion for the subject is $14.00 per square foot per year. NO. RENTAL GROSS ............. COMMENTS LOCATION SIZE SF RATE/ SF/ YEAR 1 1399 SW 30 Ave 2,745 $13.50 Flex space in a building Boynton Beach, FL_ ........................ .......w. containing 22 190 SF 2 3050 SW 14 Place 1,650 $14.00 Flexspace in a building Bob^wton Beach, FL containing33,325 SF ___...._...... 3 1420 Neptune Drive 5,218 $14.00 Flex space in a building Bo nton Beach, FL .., .M..., containin 30,000 SFww..nw_wwww_ 4 1300 W Industrial 1,200 $14.60 Flex space in one of the Ave, Boynton Beach buildings in Boynton Industrial Park 5,396 SF of building x $14.00/ SF/ YR = $75,500 gross annual income The property as currently improved cannot generate as much income as it could vacant. Further, repairs and replacements would have to be made to continue the stream of income as improved. Therefore, the existing improvements are not the highest and best use, considering their financial feasibility. 35 471 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Maximally Productive Improved The maximally productive use of the existing improvements is to continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility. At that point; the improvements would be demolished and removed from the site. 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. 36 472 "Ail IL 'Ala 37 473 o � N W 474 SALE 1: 126 W. Boynton Beach Boulevard SALE 3: 219 W. Boynton Beach Boulevard SALE 2: 202 E. Boynton Beach Boulevard SALE 4:724 N. Federal Highway PHOTOS OF THE COMPARABLE SALES 39 475 LAND SALES SALE NO. 1 LEGAL DESCRIPTION Lots 5, 6, 7 and 8, Block 4, BOYNTON HEIGHTS ADDITION to the TOWN OF BOYNTON Fla., Plat Book 10, page 64, Palm Beach County, FL, less part for right-of-way RECORDED O. R. Book 30470, Page 1140 GRANTOR Beercade LLC GRANTEE JWS Investments LLC DATE OF SALE March 11, 2019 LOCATION 126 W Boynton Beach Boulevard Boynton Beach, FL ZONING "C-2" Neighborhood Commercial LAND USE Local Retail Commercial SALE PRICE $750,000 LAND SIZE 13,560 square feet UNITS OF COMPARISON $55.13 per square foot of land PARCEL CONTROL NO. 08 43 45 28 10 004 0050 CONDITIONS OF SALE Financing provided by SouthTrust Financial LLC in the amount of $650,000 as a blanket mortgage for four properties owned by the grantee. Arm's length transaction. CONFIRMED Jerron Kelley, attorney for grantee COMMENTS This property is in the block to the west of the new Town Square development. It is adjacent to the west of the United States Post Office branch. The property is improved with a small commercial building containing 864 square feet, constructed in 1970. Future plans for the property have not been revealed. 40 476 �Q i IC N 0.1 W* 477 SALE NO. 4 LAND SALES LEGAL DESCRIPTION The west 89 feet of Lots 7, 8, 9 and 10, Block 3, TOWN OF BOYNTON Fla., Plat Book 1, page 23, Palm Beach County, FL, less part of Lot 10, plus 20 feet of the abandoned alley lying south of the described property RECORDED O. R. Book 30337, Page 731 GRANTOR Gloria Weiss Realty, LLC GRANTEE 202 East Boynton Beach Blvd LLC DATE OF SALE December 19, 2018 LOCATION 202 E Boynton Beach Boulevard Boynton Beach, FL ZONING "C-3" Community Commercial LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. Local Retail Commercial $835,000 12,898 square feet $64.74 per square foot of land 08 43 45 28 03 003 0091 CONDITIONS OF SALE Cash sale. Arm's length transaction. CONFIRMED Gloria Weiss, grantor COMMENTS This property is in the block to the east of the new Town Square development. It was improved when sold with a commercial building used as a funeral home containing 3,000 square feet, constructed in 1952. The buyer remodeled the building to be used for a medical marijuana dispensary called One Plant. 42 478 LAND SALES SALE NO. 3 LEGAL DESCRIPTION Lot 112 and the East 25 feet of Lot 113, Block "A", less the south 10 feet, BOYNTON HILLS, Plat Book 4, page 51, Palm Beach County, FL RECORDED O. R. Book 31124, Page 1508 GRANTOR Jeannette Molina GRANTEE Gracey Properties LLC DATE OF SALE December 26, 2019 LOCATION 21.9 W Boynton Beach Boulevard Boynton Beach, FL ZONING "C-2" Neighborhood Commercial LAND USE Local Retail Commercial SALE PRICE $400,000 LAND SIZE 7,514 square feet UNITS OF COMPARISON $53.23 per square foot of land PARCEL CONTROL NO. 08 43 45 2107 001 1120 CONDITIONS OF SALE Financing provided by First Citizens Bank & Trust in the amount of $320,000 at the market rate of interest. Arm's length transaction. CONFIRMED Kristina Reed, attorney for grantee COMMENTS The property is improved with a single family residence constructed in 1945, containing 1,217 square feet of building area. Future plans for the property have not been revealed. 43 479 SALE NO. LEGAL DESCRIPTION RE -CORDED GRANTOR GRANTEE DATE OF SALE LOCATION ZONING LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. CONDITIONS OF SALE CONFIRMED LAND SALES E Lots 23, 24 & 25, Block 2, less part for road, BOYNTON PLACE, Plat Book 11, page 40, Palm Beach County, Fl, O. R. Book 31163, Page 422 Michael and Ina Bornstein L G Import -Export Inc. January 10, 2020 724 North Federal Highway Boynton Beach, FL "C-4", General Commercial General Commercial $750,000 14,087 square feet $53.24 per square foot of land 08 43 45 22 03 002 0230 Cash sale. Ann's length transaction. Ina Bornstein, grantor COMMENTS The property is used as a car sales lot. It is improved with a commercial building constructed in 1957, containing 887 square feet. The property continues to be used for car sales. 44 480 WJ u = O W O V O 'I. 7 G m N N tNl1 'N -i O m W Ln LMA N N o� M M CLn Cdr 7 1'h st R [t J f' \ W 7 N N Ln N N 7 y N c Q. Cf d CD F 'pu O O O N m y m a m y ry m y _o co 0) O LD - ' d y a: m L VY H N M Q uj w IQif j~ C m i0 -r m C m N m m N m Q Zo 0 O O T C Z O y OZ{ O m Q �E w — o N 0 m W L3o ~ ` N y Q Q In m m c EI N Q W II„..N w N a W N w r 4` u n 0 6 LA O O Gi jpl d W O O n Lr O O Ln N a a y W h O ID P- N W N V N M1 N Q O E O N h '7 Uf Op A O t In t O f N t N N %N N v N C C C C fl ? Z N V M U N C U M y U iJ C O `o 7 y O O O T y 7 n S V m 0 Q V d Q u H u O N u N u N u N u N y Lnm m 00 U) N 00 m m LO N tD y LOp ti M ti N ^ H N M H M J O O O O O O H OIC. 0 LO 0)VI W D•f � R Ol � 9 W M r.+ N~ - y. W = M LA LT m m m m m ~ m WJ O V O O �f O V O 'I. 7 M L, N N a r N N 0000 m N N v iMn i! } V F Ln LMA N N o� M M rn co O O o N uo A N J f' \ \ ON N Q h OI -,V .--I �cn --I O N u j M m \ Z F a m y m a m y ry m y _o o m WI w LL m L w LL m Lto y a: m L = W i L cd LL GIr N M cm uj w IQif j~ C m i0 -r m C m N m m N m Q Zo 0 O O T C Z O y OZ{ O m Ou Lu a n 0 m W L3o ~ c N N Q Q J a 481 SALES COMPARISON APPROACH 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. Highest and best use for the appraised property is to redevelop the land with a small, multi -bay retail center. Until the property owner is ready for the new project and the revitalization of the market area accelerates, the property as -is could be used for an interim period. Nevertheless, the majority of the value of the appraised property is in the land with a small contributory value of the improvements until the impending end of their economic lives. Land size of the subject three lot site is 16,692 square feet; zoning is "C-3", Community Commercial District. A search was made to find recent sales of properties in the immediate subject market area with the majority of the sale price attributable to the land, with a small contributory value of the existing improvement. A property -by -property search was conducted along Boynton Beach Boulevard and US Highway 1. Of the sales reviewed, the four that are more similar to the subject are included in this appraisal. Details of the transactions are on the sale sheets and chart. The unit of comparison used by buyers and sellers of this of property is the Sale Price per Square Foot of Land including building. The range of unit prices of the sales is from $53.24 to $64.74 per square foot, before adjustment. 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. (Continued) 46 482 SALES COMPARISON APPROACH (Continued) 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. The land sales were all conveyances of fee simple interests without leases. No adjustment is necessary for this element of comparison. Financing Terms 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 2 and 4 were cash transactions. Since third party financing is readily available, Sales 1 and 3 took advantage of this condition and gave mortgages to financial entities. Loan to price ratios are 87% and 80%, respectively. Reportedly, there were no inducements to accept the financings. 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. None of the land sales are transactions by lenders after foreclosures of prior mortgages on the properties. Conditions of sale for all of the transfers were typical for the market, with no adjustments 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. (Continued) 47 483 SALES COMPARISON APPROACH (Continued) There is an upward trend in real estate prices in the subject market area due the revitalization supported by the Boynton Beach Community Redevelopment Agency and to scarcity of developable parcels. The upward trend exceeds the annual inflation rate of 2% per year. Each of the land sales is adjusted upward 3% 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 appraised property and the sale properties are in the Boynton Beach Community Redevelopment area fronting the main roads in the market area. They are in the Transit Oriented Development (TOD) District with a possibility of a 20% density bonus for residential units if certain conditions are met. They all still carry the "C", Commercial zoning and have yet to be rezoned to "MU", Mixed Use. The property concerned is in the "C-3" district with a minimum size of 15,000 square feet, which it meets, hastening it to the ready -to -be -redeveloped phase of its life cycle. There are some differences among the sales and the subject; however, they are not significant enough to make quantitative adjustments for this element of comparison. 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 property in question and the sales are small commercial facilities. The improvements still exist, though they have low contributory value to the properties as a whole. The majority of the value is in the land. The amount of the improvement's contributory value is the aspect of physical characteristics which affects price. When the properties are redeveloped the buildings will most probably be demolished, except for Sale 2. It has the largest building in the data set of 3,000 square feet and of a more substantial construction. Rather than demolishing the structure and constructing a new one, the buyer renovated it from a memorial chapel to a cannabis dispensary. Sale 2 is superior to the other sales and the subject for physical characteristics due to its building's greater percentage of contributory value to the whole property. (Continued) 48 484 SALES COMPARISON APPROACH (Continued) Sale 2 is adjusted downward 20% for this factor (equating to about $58.00 per square foot of building area, 50% depreciated). No adjustments are made to the other sales for this element of comparison because their physical conditions are similar to the subject's. Use For sites to be comparable, they should have similar uses. Future uses for the subject and sales are for small commercial projects as stand-alone properties. If assembled with adjacent properties, there is the possibility of future mixed use projects with retail and/or office on the ground floor and residential on the upper floors. No adjustment is called for this element of comparison. FINAL VALUE OPINION Following is a summary of the square foot unit sale prices for the four sales: Sale No. Sale Price per Square Foot $57.52 2 $54.12 $54.03 4 $54.04 The range of adjusted unit prices is from $54.03 to $57.52 per square foot of land including building. With adjustments having already been made for differences which affect price, equal weight is placed on each of the adjusted unit prices. Considering the foregoing discussion, the unit value for the subject is in the mid-range of the of the adjusted unit sale prices at $54.93 per square foot. The quantity of the comparable data is sufficient to have an overview of the market for sites with older, remaining improvements located on the main arteries in downtown Boynton Beach. The quality of the data is good in that it provides a sound basis to develop an opinion of value for the land 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 June 23, 2020 is: $54.93/sq.ft. of land with building x 16,692 square feet of land = NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 49 485 CERTIFICATION I certify that, to the best of my knowledge and belief, the statements contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report, and I have no bias or personal interest with the parties involved. The appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in, or the use of, this report. I have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. The analyses, opinions and conclusions were also developed and the report prepared in conformity with the Uniform Standards of Professional Appraisal Practice, which is included in the Appraisal Institute's Standards, and Chapter 475, Part II F.S. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. The use of this report is (also) subject to the requirements of the State of Florida relating to review by the Florida Real Estate Appraisal Board. I have visited the property that is the subject of this report on June 12, 2020. Jesse B. Vance, Jr. and Claudia Vance are responsible for the analyses, conclusions and opinions concerning real estate set forth in this report. No one else has provided significant professional service to the persons signing this report. The Appraisal Institute and the American Society of Appraisers each conduct programs of continuing education for their designated members. As of the date of this report, Jesse B. Vance, Jr. and Claudia Vance have completed the requirements of the continuing education program of the Appraisal Institute. Continuing educational requirements are also completed for the American Society of Appraisers and the State of Florida. _.................._w............_....._..._.__._._.......... -............_............ ........... June 23 2020 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State -Certified General Real Estate Appraiser No. RZ-85 _._................... ._ June 23 2020 Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 50 U:: CERTIFICATION AND LIMITING CONDITIONS The statements and conclusions contained in this report, subject to the limiting conditions hereafter cited, are correct to the best of the writers' knowledge. 1. The undersigned have personally visited the subject of this report. No pertinent information has been knowingly withheld. 2. Unless specifically included, the subject is analyzed as though free and clear of liens and encumbrances. 3. No responsibility is assumed for legal matters, nor is an opinion of title rendered. Title is assumed to be good and held in Fee Simple. 4. Legal descriptions and property dimensions have been furnished by others; no responsibility for their correctness is assumed. Sketches which may be in the report are for illustrative purposes only. 5. Possession of any copy of this report does not cant' with it the right of publication, duplication, or advertising using the writers' names or professional designations or membership organizations. 6. The writers are not required to testify without prior agreement. 7. Neither the employment to make this appraisal nor compensation therefore is contingent on the value reported. 8. Improvements, if any, are those noted and reported on the date of inspection. 9. The value or values estimated apply ONLY as of the date of valuation stated within the report. 10. The writers certify that they have no present, past or contemplated interest in the subject of this report. 11. This report is the property of the indicated client. It may not be used by any other party for any purpose not consistent with the written function of this report without the express written consent of the writers AND client. 12. The reported analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Practice and Conduct of the Appraisal Institute. The work also conforms to the Uniform Standards of Professional Appraisal Practice. 13. The existence of potentially hazardous material used in the construction or maintenance of buildings, such as the presence of urea formaldehyde foam insulation, and/or existence of toxic waste, which may or may not be present on the property, has not been considered. Additionally, soil or sub -soil contamination may exist from current or prior users, or users outside the property concerned. The appraisers are not qualified to detect such substances. We urge the client to retain an expert in this field if desired. 14. The appraisers have not been provided a Habitat Survey, Endangered Species Survey, or analysis by a qualified environmental specialist indicating the presence of or proximity to environmentally sensitive and/or protected land or species which could affect the use, and possibly, value of the appraised property. The appraisers are not qualified to identify these factors. We recommend that an expert be hired where there may be reasonable cause to expect the presence of any of the cited elements. 15. Jesse B. Vance, Jr. and Claudia Vance were responsible for the analyses, conclusions, and opinions of real estate set forth in this report. (No one else provided significant professional assistance to the report signers). 16. The Americans with Disabilities Act (ADA) became effective January 26,1992. We have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property would reveal that the property is not in compliance with one or more of the requirements of the act, which could reduce property value. 17. Prospective value estimates are based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events that might alter market conditions upon which market value has been estimated. 18. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 19. The appraiser reserves the right to amend or change this report at any time additional market information is obtained which would significantly affect the value opinion. Jesse B. Vance, Jr., MAI, SRA, ASA State -Certified General Real Estate Appraiser No. RZ 85 June 23, 2020 &a7llz�/000� Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 June 23, 2020 51 487 ... .... ... illiq 4111q���' 52 488 C. C-3 Community Commercial District. 1, General. a. Purpose and Intent. The purpose of the C-3 zoning district is to implement the local retail commercial (LRC) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to encourage the development or use of property for appropriate intensive retail commercial uses providing for a wide range of goods and services, located along major thoroughfares. The C-3 district allows a maximum density of eleven (11) dwelling units per acre; however, all residential developments must adhere to the R-3 district building and site regulation in accordance with Section 2.17. above. b. Prerequisite Location Standard. In reaching recommendations and decisions as to zoning land to C-3, the advisory board and City Commission shall apply the following location standards, in addition, to the standards applicable to the rezoning of land generally: (1) Centrally and accommodating multiple neighborhoods; and (2) Abutting to at least one (1) major thoroughfare. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in 3. Building and Site Regulations (Table 3-16). No building or portion thereof shall be erected, constructed, converted, established, altered, enlarged or used unless the premises and buildings shall comply with the following regulations: BUILDING/SITE REGULATIONS C-3 District Minimum lot area: 115,000 s.f. Minimum lot frontage: 175 feet Minimum yard setbacks: Front: 20 feed Rear: 20 fete Abutting: Residential district(s) � 30 feet Interior side: 0 feet"3 Abutting: Residential district(s) 30 feet' Corner side: 20 feet' Abutting: Residential district(s) 30 feet' Maximum lot coverage: 40% Maximum Floor Area Ratio (FAR) 0.504 53 489 Maximum structure height: 45 feets ' Reduced setbacks will be applied to property located within the Urban Commercial District Overlay Zone, Section 8.C. below. 2 Where rear yard access is available from a public street or alley, rear yard may be decreased by one-half (1/2) the width of such street or alley, but in no case shall a rear yard be less than ten (10) feet. 3 Where rear access is not available from a public street or alley, a side yard of not less than fifteen (15) feet shall be provided on one (1) side. 4 A floor area ratio (FAR) up to 0.50 may be considered for local retail commercial uses allowed within the C-3 district (see "Use Matrix" — Chapet k, Article l S wAic-rri .D.), pursuant to the local retail commercial future land use classification of the Comprehensive Plan. s Not to exceed four (4) stories. 4. Review and Approval Process. a. Single-family and duplex dwellings and accessory uses thereto shall be allowed upon application to and approval by the Building Official for structures that require a building permit pursuant to 0� b. Community and common areas, such as recreational areas, landscape buffers and tracts, and project signage may be subject to site plan review. c. Non-residential uses shall require site plan approval in accordance with;��rr:u,. Article I L ,,S cfiog- . F prior to application for building permit. 5. Parking. Required off-street parking is regulated in accordance with `q,�ajjte 4, Arfi je w, Minimum Off -Street Parking Requirements. 6. Exterior Storage of Merchandise and Equipment. See�(� i,ate.r. "i ,, rl:(,lle,V—. Selclioti 8 for the regulations pertaining to the permanent exterior storage of merchandise and equipment. 54 490 E. Mixed Use Urban Building and Site Regulations (Table 3-4). MIXED USE, URBAN MU -LI MU -L2 MU -L3 MU -4 MIJ-H 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.)' 100 100 150' 200 200 Structure Ht., Minimum (ft.) 30 30 30 45 45 Maximum height (ft.)5 45 65 75 100 150/1256 Maximum Density (DUs/Acre)14,16 20 30 40 60 80 Maximum F.A.R.15 1.0 2.0 3.0 4.0 4.0 Build -to -line (ft.)" All sides abutting a collector or arterial road Factor of Pedestrian Zone Requirementlo Abutting a Local street 010 010 010 010 Oio Interior side 010 010 Om 010 Oto Building Setback, Minimum (ft.)" Rear abutting: Residential single-family 25'/0''8 25' 25' 25' 25' Intracoastal waterway 25' 25' 25' 25' 25' Side abutting Residential single-family 25'/0',8 25' 25' 25' 25' Usable Open Space, Minimum (sq. ft.)13 N/A N/A NIA 1% 2% 1. May be reduced if frontage extends from right-of-way to right-of-way. 2. Minimum of fifty (50) feet, if frontage is on a collector/local collector roadway. 5. Maximum height on any street frontage is forty-five (45) feet. Maximum height on Intracoastal Waterway is thirty-five (35) feet. Heights may require reduction where adjacent to a single-family zoning district where necessary to achieve the compatibility requirements of these regulations. NV 491 6. Maximum height reduced to one hundred twenty-five (125) feet for the entire project where property abuts any MU -L or residential zoning district not separated by a right-of-way. 7. Plus one (1) additional foot for each foot of height over thirty-five (35) feet. 8. Where there is an intervening right-of-way of at least forty (40) feet. 9. Subject to permitting agency approval. 10. Buildings and structures shall be located no farther than zero (0) feet from the property line, except in conjunction with providing required visibility at intersections, driveways; open spaces and public plazas; or when additional setback is necessary to provide for required "Pedestrian Zone (PZ). Building placement is a factor of roadway type and CRA district, which determines the min. width and design of the PZ. Except for the Downtown District, where the minimum PZ width is 18', the minimum PZ in all other districts if 16 ft. See Section 5.C.2. below for additional relief provisions from build -to line requirements. 11. Listed eligible historic structures are not required to meet these standards. 13. Usable open space shall be required for all developments two (2) acres in size or larger which shall be devoted to plazas or other public open space, excluding private recreation. See Chapter 4, Article III, Section 8 for additional regulations. 14. Projects within the transit core shall have minimum densities as follows: MU -1 -eleven (11), MU -2 -twenty (20), MU -3 - thirty (30), MU -4 - thirty-five (35) and MU -H - forty (40) dwellings per acre (except that minimum density for the MU -H district applies to projects located within the entire station area). 15. Projects within the transit core shall have a minimum FAR as follows: MU -L3 - one and three-quarters (1.75), MU -4 (2.0) and MU -H - two (2.0) (except that minimum FAR for the MU -H district applies to projects to be located within the entire station area). 16. The maximum density for projects within the Downtown Transit -Oriented Development District Overlay Zone (the Station Area) may be increased up to twenty-five percent (25%) over the maximum density allowed in the underlying zoning district. (Ord. 10-025, passed 12-7-10; Am. Ord. 12-016, passed 10-2-12; Am. Ord. 14-009, passed 7-1- 14; Am. Ord. 15-006, passed 3-2-15; Am. Ord. 16-023, passed 1-3-17) 56 492 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. STAADARDSRULE 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 RUL 2-2 Each written real property appraisal report mist 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 ofinformation 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 requirement& (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 workfle; (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, andlor exhibits sufficient to idents 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 sign cant real property appraisal assistance; 57 57 493 (x) provide sufficient information to indicate that the appraiser complied with the requirements of STANDARD 1 by: (1) summarizing the appraisal methods and techniques employed; (2) stating the reasons for excluding the sales comparison, cost, or income approaches) 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 (S) 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 th 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 normad course of business.- a) usiness. 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. 58 58 494 475.611 Florida Statutes: Deriinitions.- -(i) "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 relabng.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 clients 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 not4or-profit corporation under thef 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 appraisers 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 within the meaning of 95,11(4)(a). (g) "Board" means the Florida Real Estate Appraisal Board established under this section. (h) "Certified Gene I iser" 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. G) "Department" means the Department of Business and Professional Regulation. 59 59 495 Vance Real Estate Service 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. Web Page; v;n ui uim:;m.;uu 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. Currently registered in "SAM" (U.S. Government System for Award Management — DUNS 826494957). 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 Currently registered in "SAM" (U.S. Government System for Award Management). BQUALIFIED 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, MARKETABILI'TY, 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, AVIGATION & 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. 20 496 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 COMMIISSIONERS; 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); 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 Lisf BACHELOR OF ARTS - Earlham College, Richmond, Indiana (1954) MBA (Nova University) - Real Estate Management & Development (National Dean's List 1991) Course I (AIREA) - Basic Principles of Appraising Course 2 (AIREA) - Urban Property Valuation (Income) Course 4 (AIREA) - 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) - #201 Instructor, 1987, U. of Illinois Clinic (SREA) - 4201 Instructor, 1988, Illinois Seminar (SRF,A) - Professional Practice, 1988, Florida Symposium (SREA) - Market Analysis, 1988, California Symposium (SREA) - Market Analysis, 1989, Minnesota MBA Graduate School Courses: 1990 —1991 Successfully comleted_the_followml, 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 (1992/Boston) SEMINAR (AI) - Rates & Ratios (1992/Boston) SEMINAR (Al) - International Appraising (1992/Boston) SEMINAR (AI) - Litigation Valuation/Mock Trial (1993) SEMINAR (AI) - ADA ACT (1993/Reno) SEMINAR. (AI) - Hotel Valuation (1993) SEMINAR (Al) - Income Capitalization, Methods (1993) SEMINAR (Al) - Powerlines/Electromagnetic Radiation (1994) SEMINAR (AI) - Verifying Market Data (1994) SEMINAR (Al) - Market Studies for Appraisals (1994) SEMINAR (Al) - Florida Appraiser Core Law (USPAP/1994) 61 497 E EDUCATIONAL BACKGROUND - 'Partial Lis continued' SEMINAR (AI) - Limited Appraisals & Reports (USPAP/I994) SEMINAR (AI) - Public Safety & Property Values (1995) SEMINAR (AI) - Outparcel Valuation (1995) SEMINAR (AI) - Computer Technology Video Conference (1995) SEMINAR (Al) - The Internet & the Appraiser (1996) SEMINAR (Al) Florida Commercial Construction (1996) SEMINAR (Al) - Real Property Rights in Florida (1996) COURSE (AI) - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AI) 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 (An - Non -Conforming Uses (1998) SEMINAR (AI) - 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 (AI) 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 (Al) - The Role of the Appraiser in Alternative Dispute Resolution (Mediation/Arbitration) (1999) SEMINAR (AI) Technology Forum Part II/Intermediate (1999) SEMINAR (AI) Client Satisfaction/Retention/Development (1999) SEMINAR (AI) Attacking and Defending an Appraisal (1999) SEMINAR (AI) - Federal Appraisal Requirements ("Yellow Boole') (2000) SEMINAR (AI) Regression Analysis in Appraisal Practice: Concepts & Applications (2000) SEMINAR (AI) 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 (Al) 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 (AI) - 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 (Al) - 2 -Day Course #430, Standards of Professional Practice, Part C (2002) SEMINAR (Al) - 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 (Al) - Florida State Law for Real Estate Appraisers (2003) SEMINAR (Al) - Appraisal Agreements (2003) SEMINAR (AI) - Analyzing Distressed Real Estate (2004) SEMINAR (AI) - Valuation for Financial Reporting Purposes (2004) SEMINAR (AI) - 7 Hour National USPAP Update Course #1400 (2004) SEMINAR (AI) - Inverse Condemnation (2004) SEMINAR (AI) - Appraiser Independence in the Loan Process (2004) SUMMIT (AI) - Moderator at 2 -day Appraisal Summit in Washington, D.C. (12/2004) SEMINAR (AI) - Loss Prevention Program for Real Estate Appraisers (2005) SEMINAR (AI) - 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 (Al) - USPAP Scope of Work & New Requirements (8/2006) SEMINAR (AI) - USPAP Reappraising, Readdressing & Reassigning Appraisal Reports (2/2007) SEMINAR (Al) - Al Summary Appraisal Report/Residential (4/07) COURSE (Fla.) -14-Hour Continuing Education (including 3 -Hour Florida Core Law) (7/2007) SEMINAR (AI) - Real Estate Fraud: Appraisers Beware! (8/2007) SEMINAR (AI) - Florida Law for Real Estate Appraisers (11/2007) COURSE (AI) - Business Practices and Ethics— 8 hours (12/2007) SEMINAR (AI) - Supervisor Trainee Roles and Rules (2/2008) SEMINAR (AI) -7 Hour National USPAP (4/2008) SEMINAR (AI) - 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) 62 498 E EDUCATIONAL BA_C_KGROUND - (Partial List, continued k WEBINAR (AI) - Develop an Effective Marketing Plan (3/2009) SEMINAR (AI) - Inspecting the Residential "Green House" (4/2009) SEMINAR (An - Property Tax Assessment (5/2010) SEMINAR (AI) 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 (Ai) - 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 (AI) - 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 (AI) 14 Hours (2 -day) Advanced Excel Spreadsheet Modeling for Valuation Applications (9/22 & 9/23/2011) SEMINAR (AI) - Trial Components (11/4/11) SEMINAR (AI) - 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 (An - 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 (AI) Developing a Supportable Workfile (11/15/2013) SEMINAR (AI) - 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 (An - 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 Fla.Law - Florida Real Estate Broker 14 -hour Continuing Education Course (incl. 3 hour core law) with exam (9/2015) SEMINAR (AI) - Drone Technology & its Effect on Real Estate Valuations (11/2015) SEMINAR (AI) Loss Prevention for Real Estate Appraisers (1 /22/2016) COURSE (AI) - 7 -Hour National USPAP Update Course (4/22/2016) SEMINAR (AI) - 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 -How Business Practices & Ethics (12/02/2016) 5 -Year Requirement WEBINAR (Al) 2 -How Yellow Book Changes — Overview for Appraisers (1/11/2017) SEMINAR (AI) - 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 (AI) - 4 Hours: Another View of the Tough One: Sales Comparison Approach for Mixed -Use Properties (5/19/2017) SEMINAR (AI) - 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 -How 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 Book" Uniform Appraisal Standards for Federal Land Acquisitions —Passed Exam (11/102017) 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 (Al) - 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 (AD The 50% FEMA Appraisal Rule (8/23/2019) COURSE (BR) - 14 Hours Required Education (8 hrs. Specialty Education; 3 hrs. Core Law; 3 hrs. Business Ethics (9.3.2019) SEMINAR (AI) Artificial Intelligence, AVMs, and Blockchain: Implications for Valuation. (1/24/2020) 63 499 APPRAISAL TEACHING EXPER[ENCE 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 AI CHAIR - FLA. STATE LEGISLATION & REGULATION SUBCOMMITTEE OF Al G P ROFESSIONAL OFFICES HELD/AWARDS CHAIR - FLORIDA REALTORS COMMIT -IEE ON COMMITTEE REFORMS CHAIR - EDUCATION COMMITTEE, FT. LAUDERDALE CHAPTER Al CHAIR - CANDIDATES GUIDANCE COMMITTEE, FT .LAUDERDALE CHAPTER AI CHAIR - NATIONAL Valuation for Financial Reporting PROJECT TEAM OF Al VICE CHAIR & MEMBER NATIONAL GOVERNMENT RELATIONS COMMITTEE OF Al (15 Years) MEMBER - NATIONAL LONG RANGE PLANNING COMMITTEE OF Al MEMBER - NATIONAL PUBLIC AFFAIRS COMMITTEE OF Al 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 Al 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 GREA'T'ER 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 TTIE 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 64 500 Vance Real Estate Service 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: vapeeval a rsl:i.:ief Web Site;W�a��tu:m�:�:]I riil�o a w:,r:w 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) t UALIFIED 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 SnStainable Buildings: Commercial Valuation ofSustainable 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 65 501 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 Farm 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 M.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 (AI) - Cost Approach (1992/Boston) SEMINAR (AI) - Rates & Ratios (1992/Boston) SEMINAR (AI) - International Appraising (1992/Boston) SEMINAR (AI) - Litigation Valuation/Mock Trial (1993) SEMINAR (AI) - ADA ACT (1993/Reno) SEMINAR (AI) - Hotel Valuation (1993) SEMINAR (AI) - Income Capitalization, Methods (1993) SEMINAR (AI) - 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 (AI) - Limited Appraisals & Reports (USPAP/1994) SEMINAR (AI) - Public Safety & Property Values (1995) SEMINAR (AD - Outparcel Valuation (1995) SEMINAR (Ai) - Computer Technology Video Conference (1995) SEMINAR (AI) - The Internet & the Appraiser (1996) SEMINAR (AI) - Florida Commercial Construction (1996) SEMINAR (AI) - 1996 Data Exchange (1996) SEMINAR (AI) - Real Property Rights in Florida (1996) COURSE (An - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AI) - Valuation of Trees (1997) SEMINAR (AI) - Valuation of Transferable Development Rights [TDR's] (1997) COURSE (An - Standards of Professional Practice, Part C, 15 hour Course 4430 (1997) SEMINAR (Al) - Non -Conforming Uses (1998) SEMINAR (AI) - The Impact of Contamination on Real Estate Value (1998) COURSE (AD - USPAP & Florida Real Estate Core Law (1998) SEMINAR (AD - 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 MIntermediate (1999) SEMINAR (AI) - Client Satisfaction/Retention/Development (1999) SEMINAR (AI) - Attacking and Defending an Appraisal (1999) SEMINAR (AI) - Federal Appraisal Requirements (2000) SEMINAR (AI) - Regression Analysis in Appraisal Pr6a ice: Concepts & Applications (2000) 502 l!)EDUCAITONAL$ACKGROUNJU.j (ntinued), SEMINAR (AI) - Analyzing Income Producing Properties (2000) COURSE (AI) - USPAP & Florida Real Estate Core Law (2000) SEMINAR (Al) - Mediation & Alternate Dispute Resolution Seminar (2001) SEMINAR (AI) - State of the Appraisal Profession (200 1) SEMINAR (Al) - Ad Valorem Assessment Process in Florida (2002) SEMINAR (AI) 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 (Al) 2 -Day Course #430, Standards of Professional Practice, Part C (2002) SEMINAR (AI) 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 (AI) - Analyzing Distressed Real Estate (2004) SEMINAR (Al) - Valuation for Financial Reporting Purposes (2004) SEMINAR (AI) - National USPAP Course (2004) SEMINAR (Al) - Inverse Condemnation (2004) SEMINAR (AI) - Loss Prevention (2005) SEMINAR (AI) - Single Family Fraud Awareness (2005) SEMINAR (AI) - Guide to the new URAR form (2005) SEMINAR (Al) - Technologies for Real Estate Appraisers (2006) SEMINAR (AI) - The Appraiser's Role in New Urbanism (2006) SEMINAR (Al) - National USPAP Update (2006) SEMINAR (Al) - Florida State Law for Real Estate Appraisers (2006) SEMINAR (AI) - Scope of Work and the New USPAP Requirements (2006) SEMINAR (AI) - Energy Star and the Appraisal Process (2006) SEMINAR (AI) - Reappraising, Readdressing, and Reassigning Appraisals (2007) SEMINAR (Al) - Real Estate Fraud (2007) SEMINAR (AI) - Forecasting Revenue (2007) SEMINAR (Al) - Florida Law for Real Estate Appraisers (2007) COURSE (AI) - Business Practice and Ethics #420 (2007) SEMINAR (AI) - Supervisor — Trainee Roles and Rules (2008) COURSE (Al) - 7 Hour National USPAP Update #400 (2008) SEMINAR (AI) - Hypothetical Conditions and Assumptions (2008) SEMINAR (AI) - Real Estate Economy (2008) SEMINAR (AI) - Public Sector Appraising (2009) SEMINAR (AI) - Inspecting the residential "green" house (2009) WEBINAR (AI) - Value for Financial Reporting (2009) SEMINAR (AI) - The Real Estate Market in 2009 SEMINAR (Al) - New Government Regulations (2009) SEMINAR (Al) - Property Tax Assessment (2010) SEMINAR (Al) - 7 Hour National USPAP (20 10) SEMINAR (AI) - Florida Law for Real Estate Appraisers (2010) SEMINAR (AI) -Supervisor/ Trainee Roles and Rules (2010) SEMINAR (AI) - The Real Estate Market (2011) SEMINAR (AI) - Uniform Appraisal Standards for Federal Land Acquisitions- "Yellow Boob' (2011) COURSE (AI) - 15 Hour Appraisal Curriculum Overview (2011) SEMINAR (Al) - Spotlight on USPAP — Agreement for Services (2011) SEMINAR (Al) - Trial Components (2011) SEMINAR (Al) - Lessons from the Old Economy Working in the New (2012) SEMINAR (Al) - Appraisal Review for General Appraisals (2012) COURSE (AI) - National USPAP Update (2012) SEMINAR (AI) - Florida Law (2012) SEMINAR (AI) - Land Valuation (2012) SEMINAR (AI) - Valuation of Warehouses (2012) SEMINAR (Al) - IRS Valuation (2012) SEMINAR (AI) - Business Practices and Ethics (2012) SEMINAR (AI) - Real Estate Forecast (2013) SEMINAR (Al) - Advanced Marketability Studies (2013) SEMINAR (AI) - Developing a Supportable Workfile (2013) 67 503 HIEDUCATIONAL BACKGROUND Continued SEMINAR (Al) - Florida Appraisal Law (2014) SEMINAR (Al) - 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 (Al) - Economic Engines of Broward County (2015) SEMINAR (AI) - Tightening the Appraisal (2015) SEMINAR (AI) - Evaluating Commercial Construction (2015) SEMINAR (AI) - Drone Technology (2015) SEMINAR (Al) - Loss Prevention for Appraisers (2016) COURSE (AI) - 7 Hour National USPAP Update (2016) SEMINAR (AI) - Florida Law (2016) SEMINAR (AI) - Redefining the Appraisal & Its Role in an Evolving Banking Environment (2016) SEMINAR (AI) - The Tough One, Mixed use properties (2016) SEMINAR (AI) - Business Practices & Ethics (2016) SEMINAR (AI) - Economic Engines Driving Broward County (2017) SEMINAR (Al) - Introduction to Green Buildings & passed exam (2017) SEMINAR (AI) - Another View of the Tough Ones (2017) SEMINAR (AI) - 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 (Al) - 7 Hour National USPAP Update (2018) SEMINAR (AI) - Florida Law (2018) SEMINAR (Al) -Parking & Its Impact on Florida Properties (2018) SEMINAR (AI) -What's New in Residential Construction (2018) SF,MINAR (AI) -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) I),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 - 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) 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 68 1995, 1996,1997,1998,2007- 2018 504 PURCHASE AND DEVELOPMENT AGREEMENT Page 1 of 16 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "SELLER") and MAPLE TREE INVESTMENTS, LLC, or its affiliated assignee (hereinafter "PURCHASER", and together with the SELLER, the "Parties"). In consideration of TEN DOLLARS AND 00/100 DOLLARS ($10.00) and the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged the Parties hereto agree as follows: 1. PURCHASE AND SALE PROPERTY,. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A" attached hereto (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effected in order to reduce slum and blight and to enable the construction of an approximately 3,490 sq. ft. United States Postal Service (USPS) Boynton Beach Beach Downtown Station (the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall be EIGHT HUNDRED AND SEVENTEEN THOUSAND DOLLARS AND 00/100 DOLLARS ($817,000.00) to be paid in full at Closing. SELLER has complied with Section 163.380, Florida Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. An Initial Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within five (5) business days following execution hereof by the Parties. The Initial Deposit shall be fully refundable to PURCHASER, if prior to the expiration of the Feasibility Period (as hereinafter defined), the PURCHASER advises SELLER in writing that it does not intend to complete the purchase of the Property. 3.1 Second Deposit. An additional deposit in the amount of FIVE THOUSAND AND 00/100 DOLLARS ($5,000.00) which together with the Initial Deposit shall be referred to as the "Deposit" shall be deposited with the Escrow Agent, at the end of the Inspection Period. The Deposit shall be non-refundable to PURCHASER, except upon (i) failure by SELLER to satisfy any conditions precedent to closing; (ii) upon default by SELLER hereunder; or (iii) notwithstanding any other section of this Agreement, failure of PURCHASER to obtain a fully executed Lease Agreement from USPS (as more fully described in Section 5.a). All interest accruing on the Deposit, if any, shall be credited to the Party entitled to retain the Deposit in the event of the cancellation or termination hereof. At closing, the Purchase Price shall be payable in cash, less the Deposit, and subject to prorations and adjustments set forth herein. PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 505 PURCHASE AND DEVELOPMENT AGREEMENT Page 2 of 16 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The PURCHASER'S obligation to close on the purchase of the Property is contingent on the following: a) PURCHASER obtaining a fully executed Lease Agreement from USPS for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435, such Lease Agreement to be for a minimum of fifteen (15) years with at least one five-year option to renew; and b) PURCHASER obtaining a building permit for the United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435; and C) Seller delivering marketable title to the Property subject only to those title exceptions acceptable to the PURCHASED, all as more specifically set forth herein. 6. CLOSING DATE. The Closing shall take no later than 90 days after PURCHASER obtains the building permit described in Section 5.b., at such location to which the parties may mutually agree in writing. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (defined in Section 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. For a period commencing on the Effective Date until ninety (90) days thereafter ("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 PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 506 PURCHASE AND DEVELOPMENT AGREEMENT Page 3 of 16 terminate this Agreement. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the condition existing on the Effective Date; (ii) shall repair and restore any damage caused to the Property by PURCHASER'S testing and investigation; and (iii) release to SELLER, at no cost, all reports and other work generated as a result of the PURCHASER'S testing and investigation. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five (5) days of the Effective Date of this Agreement: any existing title policies, appraisals, copies of any reports or studies (including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits, authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (the "Closing Agent") shall obtain, at the SELLER'S expense, from a Title Company chosen by SELLER (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER'S Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER'S Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER'S Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of (i) extending the Cure Period and the Closing for one additional thirty (30) day period at no cost to PURCHASER, or (ii) accepting the Title to the Property as of the time of Closing or (iii) canceling and terminating this Agreement, in which case, any Deposits shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. PURCHASER's Initials: SELLER's Initials: 00705922-24853-9687-5241, v. 1 507 PURCHASE AND DEVELOPMENT AGREEMENT Page 4 of 16 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, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 8.3 Surve Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (the "Survey") of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments on the Property or that improvements located thereon encroach on setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement, or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. CONDITIONS TO CLOSING,. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 9.1 Bepresentations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pendin . Proceedin 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. 9.3 Com liance with Laws and Re ulations. 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. 9.4 Construction Permit Aroval. The SELLER will cooperate with the PURCHASER with regard to signing and processing any applications and forms required by the City or other authorities having jurisdiction over the PROPERTY to obtain building permit approval and such other design and construction documents as may be reasonably required by PURCHASER to permit the Project to be constructed and operated. The PURCHASER will be responsible for all costs associated with the formulation of the Project's design and construction documents as well any and all applicable permit fees associated with the Project. 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's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 508 PURCHASE AND DEVELOPMENT AGREEMENT Page 5 of 16 PURCHASER the following documents and instruments: 10.1 Deed and Authorizin Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the title Company may require. 10.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above, the same shall be deemed an uncured Title Objection. 10.3 Closin Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. 11. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 11.1 Prorations. Taxes for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available, then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall, at request of either party, be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds $1,000. 11.2 Closin '; Costs. SELLER shall pay for documentary stamps on the Deed, PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 509 PURCHASE AND DEVELOPMENT AGREEMENT Page 6 of 16 recording the Deed and any cost associated with curing title. PURCHASER shall pay all other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 Closin Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 11.4 Existin Mort1$a yes 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. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 12.4 Acts Affectin g Pro ert. 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. PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 510 PURCHASE AND DEVELOPMENT AGREEMENT Page 7 of 16 13. DEFAULT. Failure of either Party to strictly comply with any of the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If either Party fails to cure the default within (30) days of written notice from the other of its default, then this Agreement may be terminated pursuant to Section 21.15below. 13.1 PURCHASER'S Default. 13.1.1 Prior to,.CI . In the event that this transaction fails to close due to a wrongful refusal to close or default (including failure to strictly comply with the Development Timeline as set forth in Section 20) on the part of PURCHASER, or PURCHASER otherwise fails to comply with this Agreement prior to Closing, 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. 13.12 Subse uent to C�In the event that subsequent to Closing PURCHASER fails to complete the Project as described above in Section 1, fails to achieve one or more of the Project Elements (as defined below), fails to strictly comply with the Development Timeline set forth in Section 20, and/or otherwise fails to comply with this Agreement, it shall constitute an act of default, and at SELLER's option PURCHASER shall be required to reconvey the Property to the SELLER for the Purchase Price, this Agreement shall be terminated, and SELLER shall be released from any and all obligations under this Agreement. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely to perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder. 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 above. 13.4 Additional Default. KKThe provisions of this Section 13 shall be considered in addition to any other provisions concerning default contained in this Agreement. PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 511 PURCHASE AND DEVELOPMENT AGREEMENT Page 8 of 16 13.5 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. 14. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: If to Seller: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 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 Avenue, Suite 1100 West Palm Beach, Florida 33401 If to Purchaser: Todd Conley Maple Tree Investments, LLC 2047 Grab Road Greensburg, Kentucky 42743 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, which shall not be unreasonably withheld. Itis understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER. This Agreement may be freely assigned by PURCHASER to a wholly owned or controlled assignee of PURCHASER, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unrelated party shall be subject to the written approval of SELLER, which shall not be unreasonably withheld. 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the parties shall have no further obligations under this agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to the proposed taking of any portion of the Property by eminent domain prior to Closing, or in the event of the taking of any portion of the Property by eminent domain prior to Closing, SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to terminate this Agreement by giving SELLER written notice of PURCHASER's election to terminate PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 512 PURCHASE AND DEVELOPMENT AGREEMENT Page 9 of 16 within fifteen (15) days after receipt by PURCHASER of the notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the parties hereto shall proceed to Closing and SELLER shall assign all of its right, title and interest in all awards in connection with such taking to PURCHASER. 17. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend and hold harmless the other Party 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 either Party or on its behalf with any broker or finder in connection with this Agreement. However, regardless of the nature of the claim, SELLER'S indemnification obligations shall not exceed 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 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. Notwithstanding the foregoing, PURCHASER is aware of the presence of groundwater monitoring wells on the Project property and that monitoring of such wells remains ongoing. SELLER shall report any findings of non-compliance arising from such monitoring to PURCHASER within three (3) business days of receiving notice of such findings. 19. DEVELOPMENT AND SALE OF THE PROPERTY. SELLER and PURCHASER acknowledge that the Property is being sold to PURCHASER for the sole purpose of developing a 3,490 sq. ft. (approximately) United States Postal Service Boynton Beach Beach Downtown Station located at 401-411 E. Boynton Beach Boulevard, Boynton Beach, FL 33435. 19.1 [INTENTIONALLY DELETED] 19.2 PROJECT DESIGN. PURCHASER shall construct the Project in general conformance with the design depicted in Exhibit B. SELLER has the right to approve any substantial changes to the design depicted in Exhibit B, which approval shall not be unreasonably withheld. PURCHASER shall submit plans to the SELLER for review prior to submission to the City for approval. SELLER shall provide comments or approval of the design to PURCHASER at its next regularly scheduled Board meeting after PURCHASER submits plans for approval. PURCHASER's Initials: SELLER's Initials: 60705822-2 4853-9687-5241, v. 1 513 PURCHASE AND DEVELOPMENT AGREEMENT Page 10 of 16 19.3 Zoning. PURCHASER agrees to undertake all efforts to rezone the property as may be necessary to complete the Project as depicted in Exhibit B. 20. DEVELOPMENT TIMELINE. The following constitute the Development Timeline and the following events must be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Elements"). a) PURCHASER represents it has obtained financing in an amount sufficient to develop the Project. PURCHASER shall provide SELLER proof of such financing for the Project no later than 30 days prior to closing. b) Achievement of site plan approval from the City by within one year of the Effective Date. c) Submission of construction documents to the City for a building permit within one year of receiving site plan approval from the City. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. Upon City issuance of the building permit a copy will be provided to SELLER. d) Commencement of construction (and to the extent permissible under the United States Postal Services rules and regulations, a groundbreaking ceremony) shall occur within sixty (60) days of the Closing Date. SELLER will be in attendance at the ceremony and participate in its planning. e) Temporary or permanent certificate of occupancy to be provided within twelve (12) months following building permit issuance. f) PURCHASER shall not commence construction until the Deed has been recorded in the appropriate public records. 20.1 Jime is of the Essence. SELLER agrees to work reasonably with PURCHASER in working within the timeframes set forth above, but PURCHASER and SELLER agree that time is of the essence in this Agreement. 21. RIGHT OF FIRST REFUSAL AND REFUNDING. a) Ri Lht of First Refusal., PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for a period of five (5) years from the date PURCHASER obtains its Certificate of Occupancy. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: 1. Should PURCHASER receive a written offer to purchase the Property pursuant to a written contract or letter of intent, PURCHASER shall give SELLER notice of the offer by delivering a copy of the contract or letter of intent PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 514 PURCHASE AND DEVELOPMENT AGREEMENT Page 11 of 16 to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above within two (2) business days of receipt. Within ten (10) days of receipt of the Notice, SELLER shall either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall, within ten (10) days after receipt of the Notice, deliver to PURCHASER an agreement to purchase the Property on the same terms as set forth in the Notice including the delivery of a deposit (if applicable), and upon receipt by the PURCHASER of the foregoing from the SELLER, PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon substantially the same terms and conditions as the Notice. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within ten (10) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived. The terms and conditions of this Section shall survive Closing. b) Refunding. Should the PURCHASER sell the Property for a profit above three million dollars ($3,000,000) within seven (7) years of the Effective Date, PURCHASER shall repay to SELLER $917,000 dollars, which is equal to the appraised value of the Property as indicated in the June 23, 2020 appraisal, which is attached hereto as Exhibit C. However, PURCHASER shall not be obligated to repay such amount so long as the lease described in Section 5.a. runs with the land and remains in effect following the sale such that the United States Postal Service remains a tenant in the Project for least 15 years. 22. MISCELLANEOUS. 22.1 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. 22.2 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 shall extend to 5:00 p.m. on the next full PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 515 PURCHASE AND DEVELOPMENT AGREEMENT Page 12 of 16 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. 22.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder, shall be deemed a waiver of any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 22.4 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. 22.5 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. 22.6 Handwritten_ Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 22.7 Waiver of Jury 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. 22.8 Attorne s Fees and Cos#s. 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. 22.9 Binding;Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. PURCHASER's Initials: SELLER's Initials: 00705822-24853-9687-5241, v. 1 516 PURCHASE AND DEVELOPMENT AGREEMENT Page 13 of 16 22.10 No Reacordin. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 22.11 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. 22.12 PURCHASER Attorneys' 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. 22.13 INTENTIONALLY DELETED. 22.14 Termination. The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the Completion of the Project and all required Project Elements, or (ii) an event of default as defined herein, subject to the requirements of Section 13. 22.15 Public _Records,. SELLER -is public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically, the PURCHASER shall: a) Keep and maintain public records that ordinarily and necessarily would be required by the SELLER in connection with this Agreement; b) Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in chapter 119, Fla. Stat., or as otherwise provided by law; C) Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law; and d) Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt. All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER as to the public records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them. The failure of PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 517 PURCHASE AND DEVELOPMENT AGREEMENT Page 14 of 16 PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. SIGNATURES APPEAR ON FOLLOWING PAGES PURCHASER's Initials: SELLER's Initials: 00705822-2 4853-9687-5241, v. 1 518 PURCHASE AND DEVELOPMENT AGREEMENT Page 15 of 16 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: Printed Name: Title: Date: WITNESS: Printed Name: Approved as to form and legal sufficiency: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: WITNESS: Printed Name: CRA Attorney PURCHASER's Initials: SELLER's Initials: 00705522-24853-9687-5241, v. 1 519 PURCHASE AND DEVELOPMENT AGREEMENT Page 16 of 16 EXHIBIT "A" Lots 4, 5 and 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Page 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all of the Public Records of Palm Beach County, Florida. Property Address: 401 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0060 Property Address: 407 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0052 Property Address: 411 East Boynton Beach Blvd. Boynton Beach, Florida 33435 PCN: 08-43-45-21-18-000-0040 00705922-24853-9687-5241, v. 1 520 arcs OV38 OINA� *CAI HO�-UNON�08"lt� . 9ONVNIJ . ....HOV39 NCiNAOS auwadv oowie '3 asor (]Asodo�Ad ....... ............. gb I'l M 11HR H 5 log Cao El F 9) 13 El R) 2 El 0 B gi w F;� C7 If 19 191 ml ri A Cl 4 L NJ ------- m 521 hil, BO o B E E El S 9 [E M 2 0 ffj ff) E r6 M® o® m -ITT 0 E U. W4 U) U) 0 I 522 ------- .. . ............ -ITT 0 E U. 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"'"""""'•"1^ 30NtlNld HOb'39 NOlNA08 � o _ 311Hp?N •pDWe 3 asor ........ 03SOdONd zip ."IG-yA.a.wz�llia:,_ ..., ..116uro D, ,_._. ., g z Oa Q ----- ----- —— ❑d —a Dig LL 2 � a b I � G IY[ I � ,mN 524 0 U b -------------- --------- o 525 086 vae 9 �m m.usrvom N H f109 30Ntll� O�d38 NOlNA08 ^�^{j la3llH�HV-O�NVlB 3 3Sof 0 0 �. b e 1 LL 0 U b -------------- --------- o 525 CL�j -WH3�8 NOiWOB SH V38NOI�O8�L�LOP 3ONVNI=l HOV313 NOiNAOU o loa.LIHD)4v-ovws 'a astir 03SOdONd �VPI 526 EXHIBIT "C" APPRAISAL REPORT COMMERCIAL PROPERTY 4019 407 & 411 EAST BOYNTON BEACH BOULEVARD BOYNTON BEACH, FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation, Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 June 23, 2020 527 Vance Real Estat,e, Service June 23, 2020 Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 RE: Commercial property, 401, 407 & 411 East Boynton Beach Boulevard, 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 June 23, 2020. The report sets forth our value conclusion, along with data and reasoning supporting our opinion. This report was prepared for and our professional fee billed to Boynton Beach Community Redevelopment Agency. Our analyses have been prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP 2020-2021). This report is for exclusive use of the client for possible acquisition of the appraised property. 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 the market value of the appraised property, subject to definitions, certifications, and limiting conditions set forth in the attached report. NINE HUNDRED SEVENTEEN THOUSAND DOLLARS $917,000 (THIS LETTER MUST REMAIN ATTACHED TO THE REPORT WITH SIXTY-EIGHT (68) NUMBERED PAGES FOR THE TIAL 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 528 TABLE OF CONTENTS Pate Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photo grap cote Subject Property 5 Sketch of survey of appraised property 10 1-3-5 Mile Location Map 12 1-3-5 Mile Demographic Statistics 13 Summary of Important Facts and Conclusions 15 DESCRIPTIONS ANALYSES & CONCLUSIONS 17 I entity of Client and Intendeddd User 18 Intended Use 18 Identification of Real Estate Appraised 18 Ownership 18 Property Address 18 Legal Description 18 Real Estate Tax Analysis 19 Flood Zone 19 Market Area Description 20 Land Use & Zoning 24 Site Description 25 Improvement Description 26 Real Property Interest Appraised 28 Appraisal Purpose and Definition of Market Value 29 Effective Dates of the Appraisal and Report 30 Scope of the Work 30 Summary of Information Considered 30 Property History 31 Highest and Best Use 32 SALES COMPARISON APPROACH 37 Zoning & Sales location map 38 Sales documentation 39 Sales Comparison & Adjustment Chart Valuation by the Sales comparison Approach 45 46 FINAL VALUE OPINION 49 Certification and Limiting Conditions 50 ADDENDA 52 "C-3" zoning information 53 "MU" zoning information 55 USPAP Standards Rule 2-2a 57 Qualifications of the Appraisers 60 529 INTRODUCTION 530 South (front) Elevation of 401 E B.Bch Blvd i J° �;itt%ky Retrtnt E'q'uipment 401 South Building Elevation Looking East on Boynton Beach Boulevard Concrete Wall on S. Side of 407 B.Bch. Blvd Parking in Front of 401 E. B.Bch Blvd East View of Parking on South Side of 401 Looking West on Boynton Beach Boulevard S. Elevation of 411 E. Boynton Beach, Blvd PHOTOS OF THE VALUED REAL ESTATE 401, 407 & 411 E. Boynton Belch, Boulevard, Boynton Beach, Florida 531 Parking in Front of 411 E. B.Beach Boulevard Interior of 401 E. B.Bch Boulevard Rear overhang of 401 E. B.Bch Blvd. 407 Vacant Lot 411 E. B. Bch Boulevard Store Fronts Interior of 401 E. B.Bch Boulevard Rear Overhead Door for 401 E. B.Bch Blv Rear of 401 Building ADDITIONAL PHOTOS OF THE VALUED REAL ESTATE 401, 407 & 411 E. Boynton Beach Boulevard Boynton Beach, Florida 6 532 Back of 401 NE 3 Street Looking South 'Y" W Side of 401 on NE 3 Street 411 Interior 401 Looking East NE 3 Street Looking North Looking E. on B.Bch Boulevard 411 Sub -Tenant Additional Photos of Appraised Real Estate 7 533 Game Room in 411 411 Rear Exit Bathroom in 411 East Side of 411 East Side of 411 ADDITIONAL PHOTOS OF THE SUBJECT PROPERTY 534 A LO M LO The legal description is: Lots 4, 5 and 6, ARDEN PARK, according to the Plat thereof, as recorded in Plat Book 2, Pages 96; LESS AND EXCEPT that portion conveyed to the State of Florida for road right of way in Official Record Book 1328, Page 369, all. of the Public Records of Palm Beach County, Florida FOR THE BENEFIT OF: Powers Lifts, LLC, a Florida limited liability company Old Republic National Title Insurance Company BankUnited, N.A. Lighthouse Title Services, Inc. I HEREBY CERTIFY THAT THE SKETCH SHOWN HEREON IS A TRUE AND CORRECT REPRESENTATION OF A SURVEY MADE UNDER MY DIRECTION, AND THAT SAID SURVEY IS ACCURATE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND BELIEF. THERE ARE NO APPARENT GROUND ENCROACHMENTS, UNLESS OTHERWISE SHOWN AND THAT TH SURVEY MEETS THE MINIMUM TECHNICAL STANDARDS SET FORTH BY THE FLORIDA BOARD OF PROFESSIONAL SURVEYORS A MAPPERS, PURSUANT TO SECTION 472.027, FLORIDA STATUTES AND CHAPTER 61G17-6 OF THE FLORIDA ADMINISTRATIVE CO DATE 1-27-97 U�od� e 9 II J3 , REGISTERED SUEYOR 'NO' : 34165 PROPERTY SHOWN HEREON HAS NOT BEEN ABSTRACTED BY SURVEYORRIGHTS-OF-WAY, AND/OR EASEMENTS OF RECORD; ELEVA- TIONS SHOWN HEREON ARE BASED ON N.G.V. DATUM UNLESS OTHEAWIS NOTED; ALL PROPERTY CORNERS ARE IRON ROD WITH CAPS, UNLESS OTHERWISE NOTED; FOUNDATION OF EXISTING BUILDINGS LYING BELOW SURFACE NOT LOCATED, BEARINGS AND/OR ANGLES SHOWN HEREON ARE BASED ON RECORD PLAT OR DEED CALLS UNLESS OTHERWISE NOTED. MEASUREMENTS MADE IN ACCORDANCE WITH UNITED STATES STANDARD. UNLESS IT BEARS THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED. SURVEYOR AND MAPPER THIS DRAWING OR SKETCH IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT VALID. LB 2 Joe Tlicker LARD SURVEYORS Phone: Boca (561) 391-4388 JOSEPH M. TUCK(;, P.L.S. .Boynton (561) 737-6546 219 S.E. 23rd Ave. - PO, Box 756 SAX (561) 734-7546 Boynton Beach, FL 33435 SURVEY OF PROPERTY DESCRIBED HEREON SCALEDRAWN BY III =2Gd Shane, REVISED RICHARD L. SHEPHARD & ASSOC. INC. REGISTERED LAND SURVEYORS DATE APPROVED -BY DRAWING NUMBER 1-31-97 �a 495 PG 3� f4 s/s_ M�q�-I-ll 10 MADE 536. FOU IJ D 1 tZO1J ^ � Qo0 IsIJQ CAP O W � I NOQ-rH6A-�T 3 � AJENUE I CSWEP('ARo S-Tf�E�r-PLAT) � I �4( Foumo P.c.P, p( O tJ j "O.S.O." DuipJ� ASPHAI T 3 RoD WITI G P I.o - PARKING RLS - Z18 ��-BRQKLM ASPFIAL.T ANO f31�`f-t. IDI AILLEY 0 SET *5 IRON ��a �o: 6' ROP WITH cAP ° to ' GONCR6TE o "RLS -Zloa" LC7T'� 00 AsPHnt_.T ' ° 4- 4,bj D 13.40' OT - Q coaERrco v S 20.30 p'C011CRETE - UJ w Q 3 3.70' L OT �> Q o • o a W e i0`Q s 01.5E-ST02Y pl� Vt ���1 - COMMG2GIAL n m� a ¢a;�0 oNp- -s-roeY m �ulcol�G O NJ C0MME2C5AL ' N m -ul$uIl DIiSC� to _ V, z v Gt:.WTGRI.IIJE < Q _� ZERO 5N1=LLRoGK Pn¢Y wnt_L.Z� � I -i LOr LINA �11Qc ,� 41.7y x x ACY 5x•13 ' �- CoNCRErE+ SIN , S'rGOtJGFZCCE ____ Co G N LO w 41 �i v 20o A�P►iolT SNEIt ROG6G - p,tlxti \ m 7.39' (F1-0) 5o-ae CF iEt o) 5000' CFIE� I>) r� GONGRETE WIaLK % •r�$ NoT INGI-uPED 147-39' 17.60' ra0_p0'(PLA.T)- 1. � MAT)-�.,r•—.-5000'�CPIAr)---..`. Sou-rP LING LOT e,, 4, 5- 130YNTDKI BEACH BouLEMQ6 C LAKE 5T_ C,0UWTY ROAD- PLAT) 1 537 1-3-5 MILE RADII FROM THE VALUED REAL ESTATE 401 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 12 538 r A 401 E Boynton Beach Blvd, Boynton Beach, Florida, 33435 VANCE REAL ESTATE SERVICE Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Population 2000 Population 13,007 66,504 155,690 2010 Population 13,194 74,687 172,929 2019 Population 15,377 83,226 190,580 2024 Population 16,619 88,506 201,683 2000-2010 Annual Rate 0.14% 1.17% 1.06% 2010-2019 Annual Rate 1.67% 1.18% 1.06% 2019-2024 Annual Rate 1.57% 1.24% 1.14% 2019 Male Population 49.2% 47.8% 47.7% 2019 Female Population 50.8% 52.2% 52.3% 2019 Median Age 41.4 44.5 47.2 In the identified area, the current year population is 190,580. In 2010, the Census count in the area was 172,929. The rate of change since 2010 was 1.06% annually. The five-year projection for the population in the area is 201,683 representing a change of 1.140/0 annually from 2019 to 2024. Currently, the population is 47.7% male and 52.3°/% female. Median Age The median age in this area is 41.4, compared to U.S. median age of 38.5. Race and Ethnicity 2019 White Alone 44.7% 59.4% 64.4% 2019 Black Alone 48.2% 32.1% 26.6% 2019 American Indian/Alaska Native Alone 0.3% 0.3% 0.3% 2019 Asian Alone 1.1% 1.9% 2.2% 2019 Pacific Islander Alone 0.0% 0.0% 0.0% 2019 Other Race 3.2% 3.6% 3.9% 2019 Two or More Races 2.5% 2.7% 2.6% 2019 Hispanic Origin (Any Race) 14.2% 17.5% 18.0% Persons of Hispanic origin represent 18.0% of the population in the identified area compared to 18.6% of the U.S. population. Persons of Hispanic Origin may be of any race. The Diversity Index, which measures the probability that two people from the same area will be from different race/ethnic groups, is 65.8 in the identified area, compared to 64.8 for the U.S. as a whole. Households 2019 Wealth Index 77 90 108 2000 Households 4,931 29,078 68,242 2010 Households 5,059 32,207 74,697 2019 Total Households 6,016 35,852 81,903 2024 Total Households 6,544 38,124 86,618 2000-2010 Annual Rate 0.26% 1.03% 0.91% 2010-2019 Annual Rate 1.89% 1.17% 1.00% 2019-2024 Annual Rate 1.70% 1.24% 1.13% 2019 Average Household Size 2.55 2.29 2.30 The household count in this area has changed from 74,697 in 2010 to 81,903 in the current year, a change of 1.00% annually. The five-year projection of households is 86,618, a change of 1.1311/o annually from the current year total. Average household size is currently 2.30, compared to 2.29 in the year 2010. The number of families in the current year is 46,966 in the specified area. Data Note: Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner -occupied housing units. Source: U.S. Census Bureau, Census 2010 Summary File 1. Esri forecasts for 2019 and 2024. Esri converted Census 2000 data into 2010 geography. June 17, 2020 13 539 r A 401 E Boynton Beach Blvd, Boynton Beach, Florida, 33435 Rings: 1, 3, 5 mile radii VANCE REAL ESTATE SERVICEi 3 miles 5 miles 20.7% 22.1% $53,000 $55,724 $60,119 $64,006 2.55% 2.81% $75,566 $80,578 $87,903 $93,643 3.07% 3.05% $32,771 $34,713 $38,090 $40,300 3.05% 3.03% households. Median household income is Current average household income is $80,578 in this area, compared to $87,398 for all U.S. households. Average household income is projected to be $93,643 in five years, compared to $99,638 for all U.S. households Current per capita income is $34,713 in the area, compared to the U.S. per capita income of $33,028. The per capita income is projected to be $40,300 in five years, compared to $36,530 for all U.S. households Housing 2019 Housing Affordability Index 2000 Total Housing Units 2000 Owner Occupied Housing Units 2000 Renter Occupied Housing Units 2000 Vacant Housing Units 2010 Total Housing Units 2010 Owner Occupied Housing Units 2010 Renter Occupied Housing Units 2010 Vacant Housing Units 2019 Total Housing Units 2019 Owner Occupied Housing Units 2019 Renter Occupied Housing Units 2019 Vacant Housing Units 2024 Total Housing Units 2024 Owner Occupied Housing Units 2024 Renter Occupied Housing Units 2024 Vacant Housing Units 93 1 mile Mortgage Income 5,999 2019 Percent of Income for Mortgage 25.2% Median Household Income 20,907 2019 Median Household Income $47,327 2024 Median Household Income $55,601 2019-2024 Annual Rate 3.27% Average Household Income 6,819 2019 Average Household Income $70,847 2024 Average Household Income $83,642 2019-2024 Annual Rate 3.38% Per Capita Income 22,292 2019 Per Capita Income $28,532 2024 Per Capita Income $33,812 2019-2024 Annual Rate 3.45% Households by Income 21,098 Current median household income is $55,724 in the area, compared to $60,548 for all U.S projected to be $64,006 in five years, compared to $69,180 for all U.S. households VANCE REAL ESTATE SERVICEi 3 miles 5 miles 20.7% 22.1% $53,000 $55,724 $60,119 $64,006 2.55% 2.81% $75,566 $80,578 $87,903 $93,643 3.07% 3.05% $32,771 $34,713 $38,090 $40,300 3.05% 3.03% households. Median household income is Current average household income is $80,578 in this area, compared to $87,398 for all U.S. households. Average household income is projected to be $93,643 in five years, compared to $99,638 for all U.S. households Current per capita income is $34,713 in the area, compared to the U.S. per capita income of $33,028. The per capita income is projected to be $40,300 in five years, compared to $36,530 for all U.S. households Housing 2019 Housing Affordability Index 2000 Total Housing Units 2000 Owner Occupied Housing Units 2000 Renter Occupied Housing Units 2000 Vacant Housing Units 2010 Total Housing Units 2010 Owner Occupied Housing Units 2010 Renter Occupied Housing Units 2010 Vacant Housing Units 2019 Total Housing Units 2019 Owner Occupied Housing Units 2019 Renter Occupied Housing Units 2019 Vacant Housing Units 2024 Total Housing Units 2024 Owner Occupied Housing Units 2024 Renter Occupied Housing Units 2024 Vacant Housing Units 93 111 104 5,999 35,080 81,391 3,249 20,907 51,684 1,682 8,171 16,558 1,068 6,002 13,149 6,819 41,275 92,957 3,035 20,590 52,405 2,024 11,617 22,292 1,760 9,068 18,260 7,921 44,775 99,482 3,330 21,098 53,679 2,686 14,754 28,224 1,905 8,923 17,579 8,582 47,311 104,449 3,665 22,625 57,139 2,879 15,499 29,479 2,038 9,187 17,831 Currently, 54.0% of the 99,482 housing units in the area are owner occupied; 28.4%, renter occupied; and 17.7% are vacant. Currently, in the U.S., 56.4% of the housing units in the area are owner occupied; 32.4% are renter occupied; and 11.2% are vacant. In 2010, there were 92,957 housing units in the area - 56.411/o owner occupied, 24.0% renter occupied, and 19.611/o vacant. The annual rate of change in housing units since 2010 is 3.06%. Median home value in the area is $252,009, compared to a median home value of $234,154 for the U.S. In five years, median value is projected to change by 1.66% annually to $273,665. Data Note: Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner -occupied housing units. Source: U.S. Census Bureau, Census 2010 Summary File 1. Esri forecasts for 2019 and 2024. Esri converted Census 2000 data into 2010 geography. June 17, 2020 14 540 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: Commercial property 401, 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 NOTE: 401, 407 & 411 East Boynton Beach Boulevard, Boynton Beach, FL are three contiguous lots and owned by the same entity. Parking and access are shared. Highest and Best Use for the three lots is for one unified commercial or mixed use. The three lots together constitute the larger parcel of this appraisal. Hence, the subject of this appraisal will be referred to as one property. Therefore, the opinion of value is developed for the larger parcel. OWNERSHIP: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 LAND & BUILDING AREAS: BUILDING IMPROVEMENTS: ZONING: LAND USE: APPRAISAL PURPOSE: INTEREST APPRAISED: CURRENT USE: HIGHEST AND BEST USE: Land Size SF Building Size SF 401 4,752 2,062 407 5,593 -0- 411 6,347 3,334 16,692 5,396 The improvement of 401 is a single occupant flex building constructed in 1960. 407 is fenced open - storage with no structure on it. 411 is improved with a flex building that has been partitioned into smaller spaces. It was built in 1958. "C-3", Community Commercial in the city of Boynton Beach "LRC", Local Retail Commercial To develop an opinion of market value Fee simple Flex space (office & storage) and retail As vacant: For a stand-alone, small retail or office building or for assemblage with adjacent land for a larger mixed use project of office, retail and residential uses As improved: Interim use of the improvements as flex space and stores in as -is condition until the land is redeveloped as described 15 541 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS (Continued) VALUE BY THE SALES COMPARISON APPROACH: 16,692 square feet of land x $54.93 per square foot of land including building = NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 917 000 VALUATION DATE: June 23, 2020 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 could sell at the appraised value 16 542 DESCRIPTIONS, ANALYSES, CONCLUSIONS 17 543 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 - 2021) 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 possible acquisition of the appraised property. 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: Power Lifts LLC 401 East Boynton Beach Boulevard Boynton Beach, FL 33435 Property Address: 401, 407 & 411 East Boynton Beach Boulevard Boynton Beach, FL 33435 Legal Description: Lots 4, 5 & 6, less an east part conveyed for right- of-way, ARDEN PARK, Plat Book 2, page 96, Palm Beach County, FL Census Tract No. 61 18 544 APPRAISAL REPORT (continued) Real Estate Tax: Parcel Control Numbers: 08 43 45 21 18 000 0060 08 43 45 21 18 000 0051 08 43 45 21 18 000 0040 Flood Zone: Land Value: $317,558 Improvement Value: 208,110 Total Value: $5251668 Assessed Value: $52508 Ad Valorem Tax: $ 13,884 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, the taxable value for non -homesteaded properties 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. Zone "X", 12099C0793F Hazard Area. according to Map Number Zone "X" is not in a Special Flood 19 545 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 72,000 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. 20 546 APPRAISAL REPORT (continued) The immediate subject market area is comprised of the Boynton Beach Boulevard CRA district encompassing the Boynton Beach Boulevard corridor, the Downtown CRA District with the following general boundaries of Florida East Coast (FEC) Railroad 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 Boynton Beach Boulevard (east/ west) and Federal Highway (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 artery through eastern Palm Beach County and extends along the eastern seaboard of the United States. Heavily trafficked Federal Highway is a catalyst to redevelopment of the market area, with over 2,300 residential dwelling units in five projects either built or planned. 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 will continue to facilitate revitalization of the subject market area. 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. Ocean Avenue, in the Cultural District of the CRA, is an upgraded streetscape of wide sidewalks covered with pavers, lighting, kinetic sculptures, and bollards. 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. 21 547 APPRAISAL REPORT (continued) 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 2019 in the one -mile radius is $47,327, for three miles it is $53,000, and $55,724 for the five mile circle. Median household income for Palm Beach County is $54,400. In the one -mile circle, population is 15,377. In three miles, population increases to 83,226; at five miles, it is 190,580. However, about 40% of the three and five mile circles are over the Atlantic Ocean and waterways. Annual growth rate is anticipated to be 1.14% to 1.57% in the three circles, during the next five years as the economy and job market recovers in South Florida and new multi -family residential complexes are constructed. 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 $252,009 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of $234,154 in the United States. 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 in primary locations are back to pre-crash prices; other properties are approaching that level. 22 548 APPRAISAL REPORT (continued) The life cycle stage of the market area is revitalization, a period of renewal, modernization and increasing demand. Revitalization in the CRA is taking place along US Highway 1, in the part of the corridor near Ocean Avenue and Boynton Beach Boulevard with projects such as 500 Ocean, consisting of 341 residential units, 20,000 square feet of retail space and 6,000 square feet of office. Ocean One at 114 N Federal Highway is planned for 358 apartments, 12,075 square feet of retail, 120 hotel room and 439 parking spaces. The Villages at East Ocean Avenue were approved for 371 dwelling units, 15,757 square feet of commercial space, plaza, 644 -space parking garage, et cetera. At 623 S Federal Highway, The Club of Boynton Beach is a six -story, 87 unit assisted living facility and memory care facility. Earlier in the 2000s, the property was to be developed with a condominium; however, the recession halted those plans. At 2923 S Federal Highway, Daniel Heart Center is replacing an old strip store center by renovating the buildings. In addition to completed and approved projects, a large redevelopment site is under contract to be purchase located on the east side of Federal Highway at SE 1 Avenue, Boynton Beach. The 2.85 acres of land is an assemblage of 10 properties with numerous owners. Issues would have to be addressed such as demolition of existing buildings, unity of title, right-of-way abandonment, density of dwelling units, et cetera. The confidential contract price could change due to contingencies based on these and other issues. However, this assemblage is an example of the revitalization of the subject market area. Town Square, a major redevelopment project to the west of Federal Highway is under construction in three sections extending 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 consists 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 23 549 APPRAISAL REPORT (continued) Included in the project are spaces for a new city hall, police station, fire station and park. Renovation of the historic high school is part of the project. In the Heart of Boynton CRA district, Ocean Breeze East is under construction at 700 North Seacrest Boulevard. The development is an affordable apartment project containing 123 units, retail space, clubhouse and swimming pool. The project came about by the Boynton Beach Community Redevelopment Agency selling the land and the Florida Housing Finance Corporation and TD Bank providing the financing. Also in the Heart of Boynton CRA district will be apartments and retail buildings on Martin Luther King, Jr. Boulevard east of Seacrest Boulevard. Land will be forthcoming from the Boynton Beach CRA and financing from the State of Florida will be similar for the developer of this project. 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 CRA envisions the Boynton Beach Boulevard and Downtown Districts to have a future land use of mixed uses with various densities. The transformation of the area is in progress. Development of real estate takes time and the right market conditions which have been positive. Upward price trend for property in the subject market area will resume when the economy stabilizes and there are visible signs that projects are moving forward. Current Land Use: Local Retail Commercial (LRC) Suggested Land Use: Mixed Use, medium intensity, 50 dwelling units per acre with a possible 20% bonus for being in the Transit Oriented Development District, maximum height 150 feet. Mixed Use, medium intensity, requires one acre of land and 150 feet of frontage. 24 550 APPRAISAL REPORT (continued) CRA District: Boynton Beach Boulevard District Zoning: "C-3", Community Commercial District in the city of Boynton Beach. The intent of this district is to implement the local retail commercial future land use map classification of the Comprehensive Plan. Uses allowed in the district are intended to provide a wide range of goods and services located along major thoroughfares. The C-3 district allows 11 dwelling units per acre, adhering to the R-3 regulations. Minimum lot area is 15,000 square feet. Minimum lot frontage is 75 feet. Copy of the zoning code is in the Addenda. The combined size of the three appraised lots is 16,692 square feet and the width is 147.39 feet, meeting the minimum standard in the C-3 District. Separately, none of the three lots meet the standards. Site Description: The shape of the appraised land is a quadrangle. Dimensions for the site are from the sketch of survey in the beginning of the report. North boundary on a service alley: 129.60 feet East boundary on adjacent property: 120.00 feet S boundary on E Boynton Bch Blvd: 147.39 feet West boundary on NE 3 Street: 121.20 feet Land size is 16,692 square feet. Utilities: All utilities are available to the site. Access: The land is accessible via East Boynton Beach Boulevard on the south and NE 3 Street on the west. Boynton Beach Boulevard is a principal east -west arterial improved with sidewalks, curbs and storm drains. NE 3 Street is a local road. 25 551 APPRAISAL REPORT (continued) Easements: Easement are not marked on the sketch of survey; however, utility easements are typically around the perimeter of the site. Encroachment: The building on 411 is encroaching approximately 2.85 feet on to 407 to the west. With the three lots being appraised as one property, this encroachment is not a significant valuation issue. If the three lots were appraised separately, the encroachment would be a concern. Improvements: Building structures are on 401 and 411. 407 is a vacant section of the property used for open storage of the equipment rented and sold by the businesses conducted on 401. The lot is concealed from view by fencing on the south and north sides. 401 is improved with a one-story, single occupant building constructed in 1960, containing 2,062 square feet of enclosed area. The improvement appears to be in average condition for its age of 60 years. It is a typical storefront/ service building from the mid-century era. The property is owner - occupied by ABC Rentals and Power Lifts LLC. The front portion of the building is display and office; the rear section is storage and shop. Attached on the north elevation is an overhang providing cover for more items. Ceiling clearance is 10 feet. Building details: Foundation: Reinforced concrete slab over concrete footings Exterior Walls: Concrete block with concrete columns and tie beams; exterior finish is painted stucco 26 552 APPRAISAL REPORT (continued) Floors: Interior Walls: Roof System: Windows & doors: HVAC: Building details: Foundation: Exterior Walls: Floors: Interior Walls: Smooth concrete Drywall over metal studs Twin -T concrete panels covered with insulation, concrete deck and composition material Jalousie and plate glass Wall mounted units 411 is improved with a one-story building constructed in 1958, containing 3,334 square feet of enclosed area. The improvement appears to be in average condition for its age of 62 years. It is also a typical storefront/ service building from the mid- century era. The property is rented to a tenant who has subleased the building to other occupants. The property owner stated the master lease is at a sub- market rate and did not supply the lease. There is no information about the sublease rates. The interior of the building is subdivided into rooms used for office, beauty supply and accessory sales, games/ entertainment, apartment, and appliance sales and repair. Ceiling clearance is 10 feet. Reinforced concrete slab over concrete footings Concrete block with concrete columns and tie beams; exterior finish is painted stucco Smooth concrete covered with terrazzo Drywall over metal studs 27 553 APPRAISAL REPORT (continued) Roof System: Windows & doors: HVAC: Site Improvements: Steel bar joist covered with metal decking, insulation and composition material Plate glass Wall mounted units Asphaltic paving for car storage, chain link fence, gate, concrete paving Parking: Approximately 10 parking spaces on the south side of the site. Parking ratio is about one space for each 540 square feet of building which most probably would not meet current code for retail or office use. City officials make that determination. Environmental Assessment: There is no Phase I Environmental Site Assessment to review. 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. As mentioned, no lease information is available for 411 East Boynton Beach Boulevard. 28 554 APPRAISAL REPORT (continued) 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 of June 23, 2020. 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 they consider their own 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 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 So.2d 895 (Fla. 1987)] 29 555 APPRAISAL REPORT (continued) 2-2(a)(vii) State the effective date of the appraisal and the date of the report; A) Effective Date of the Appraisal: June 23, 2020 B) Date of the Report: June 23, 2020 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 land sales, improved sales and properties for rent. 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. 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 30 556 APPRAISAL REPORT (continued) Improved sales were gathered and reviewed to provide indications of value for the appraised property as improved. The research showed that one group of these properties was too dissimilar to the subject to provide valid comparisons. The sale buildings were purchased to remain in use for the foreseeable future, with their highest and best use remaining as improved properties. The second group of sales had improvements that were either old and/ or undersized for the sites. The buildings were close to the end of their useful/ economic lives like the appraised property. This group of sales provided probable indications of value for the subject with the major portion of the sale price representative of the land and a small portion for the contributory value of the improvements. In the Sales Comparison Approach, these sales are compared to each other and to the property under appraisement to arrive at an opinion of value for the subj ect. 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 of the age of the subject improvements. An element of the Income Approach is employed to calculate the gross income the property could generate as vacant and as currently improved to test its highest and best use. Exclusion of the Cost Approach and full Income Approach still produces a creditable report. 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 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. There has been no warranty deeds recorded for the property in the past three years. 31 557 APPRAISAL REPORT (continued) 2-20)(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 retail/service and open storage. The following analysis tests this use as being the highest and best of the property. No personal property is included in the valuation. 2-20(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 Physically Possible as Vacant The land appraised consists of three lots with a combined size of 16,692 square feet. It is located at a minor corner of East Boynton Beach Boulevard and NE 3 Street. 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 buildings. However, it has been improved with one-story commercial buildings for 60 years. 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, none of which came to light during the property investigation. Land use designation is Local Retail Commercial. Zoning is "C-3", Community Commercial District. Minimum lot size is 15,000 square feet; minimum lot frontage is 75 feet. The appraised site meets these standards and could be put to one of the permitted uses in the "C-3" district. 32 558 APPRAISAL REPORT (continued) 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. As mentioned, assemblages of smaller parcels into larger sites for mixed use development are taking place in the subject market area and in other CRA districts. Once a large site is assembled, the development process can commence with possible zoning and/or land use change to permit a mixed use project such as 500 Ocean. For mixed use, medium intensity, one acre of land is required. Hence, the subject and perhaps the property to the east could be assembled for a future mixed use. Currently, the appraised site is of sufficient size to be improved with a use permitted in the "C-3" district. It has a corner location with 147.4 feet of frontage on Boynton Beach Boulevard, the main east -west street in the city. The property is two blocks west of Highway US 1 and two blocks east of the new Town Square. Its location and zoning put it in the core of revitalization of the subject market area. Financially feasible use of the land concerned is to improve it with a multi -bay retail facility to cater to the everyday needs of the existing residents and those who will live and work in the projects being constructed in the market area. The most probable buyer is a local developer who wants to be a part of the revitalization. Time for development is now with little competition from similar, smaller new properties. Maximally Productive as Vacant In summary, the Highest and Best Use of the land in question is to be developed with a small multi -bay retail center which use is physically possible, probably legally permissible, financially feasible and maximally productive. Future highest and best use, if assemblage with adjacent property could be accomplished, is development of a medium intensity mixed use project with residential units on the upper floors and commercial use on the ground level. 33 559 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Physically Possible Improved The improvements appraised are storefront/ service facilities constructed in 1958 and 1960 when such property types were prevalent on East Boynton Beach Boulevard west of the Florida East Coast Railway. Businesses combined elements of commercial and industrial catering to tradespeople. As the population of the city moved west, businesses of this type moved west of Interstate 95 to larger properties and better access to the expressway. The appraised property, as an owner -occupied facility, remained in the eastern part of the city. As discussed, the buildings are old displaying physical depreciation and functional obsolescence. They are approaching the end of their useful lives. The property owner has the choice of renovating the buildings, continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility, or imminent demolition. Legally Permissible Improved "C-3" zoning district permits retail use as stated in the ordinance; other uses including open storage are determined by city officials interpretation of the zoning code. Land Use is Local Retail Commercial, with land use and zoning being in accord. Existing parking along the south side of the property appears to be sub -standard to the current code. Minimum yard setbacks do not look as if to be met. The buildings were constructed prior to the current zoning and building code and are "grandfathered -in." However, there is a limit to amount of repairs and replacements that can be made before the entire property must meet current code. Further, market acceptance of old improvements wanes as the age of residences decrease and incomes increase. Financially Feasible Improved The advancing age and depreciation condition of the subject improvements along with their functional obsolescence is moving them to the end of their useful/ economic lives. As will be noted in the Sales Comparison Approach, the appraised property is most similar to those with the major portion of the value is in the land and the improvements have a small contributory value to the whole. In one case (Sale 2) the building was renovated to remain in service; for the other three sales, the buildings will be used for a short time until the sites are redeveloped. The subject fits into the latter category. 34 560 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED The sales are in the immediate subject market area where the value of a property as essentially vacant is greater than the value of a property as currently improved. Continuing to operate the property as improved will not generate a sufficient return even on the land. For proof, gross income is projected for the appraised property as vacant and as currently improved. In Sales Comparison Approach in this appraisal, the opinion of value for the property is $917,000. Typically, land is leased at 10% per year of its value. Therefore, the income the land could generate is as follows. $917,000 x 0.10 = $91,700 annual income Following are rental properties with rates for older, small buildings which provide an overview of the amount of rent the subject property could generate as currently improved. The conclusion for the subject is $14.00 per square foot per year. NO. RENTAL GROSS COMMENTS LOCATION SIZE SF RATE/ SF/ YEAR 1 1399 SW 30 Ave 2,745 $13.50 Flex space in a building Boynton Beach, FL containing 22,190 SF 2 3050 SW 14 Place 1,650 $14.00 Flex space in a building Boynton Beach, FL containing 33,325 SF 3 1420 Neptune Drive 5,218 $14.00 Flex space in a building Boynton Beach, FL containing 30,000 SF 4 1300 W Industrial 1,200 $14.60 Flex space in one of the Ave, Boynton Beach buildings in Boynton Industrial Park 5,396 SF of building x $14.00/ SF/ YR = $75,500 gross annual income The property as currently improved cannot generate as much income as it could vacant. Further, repairs and replacements would have to be made to continue the stream of income as improved. Therefore, the existing improvements are not the highest and best use, considering their financial feasibility. 35 561 HIGHEST AND BEST USE OF THE PROPERTY AS IMPROVED Maximally Productive Improved The maximally productive use of the existing improvements is to continue to use them as -is for an interim period until the land is ready for redevelopment with a new retail facility. At that point, the improvements would be demolished and removed from the site. 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. 36 562 SALES COMPARISON APPROACH 37 563 1* CD LO SALE 1: 126 W. Boynton Beach Boulevard SALE 3: 219 W. Boynton Beach Boulevard SALE 2: 202 E. Boynton Beach Boulevard SALE 4: 724 N. Federal Highway PHOTOS OF THE COMPARABLE SALES 39 565 SALE NO. 1 LAND SALES LEGAL DESCRIPTION Lots 5, 6, 7 and 8, Block 4, BOYNTON HEIGHTS ADDITION to the TOWN OF BOYNTON Fla., Plat Book 10, page 64, Palm Beach County, FL, less part for right-of-way RECORDED O. R. Book 30470, Page 1140 GRANTOR Beercade LLC GRANTEE JWS Investments LLC DATE OF SALE March 11, 2019 LOCATION 126 W Boynton Beach Boulevard Boynton Beach, FL ZONING "C-2" Neighborhood Commercial LAND USE Local Retail Commercial SALE PRICE $750,000 LAND SIZE 13,560 square feet UNITS OF COMPARISON $55.13 per square foot of land PARCEL CONTROL NO. 08 43 45 28 10 004 0050 CONDITIONS OF SALE Financing provided by SouthTrust Financial LLC in the amount of $650,000 as a blanket mortgage for four properties owned by the grantee. Arm's length transaction. CONFIRMED Jerron Kelley, attorney for grantee COMMENTS This property is in the block to the west of the new Town Square development. It is adjacent to the west of the United States Post Office branch. The property is improved with a small commercial building containing 864 square feet, constructed in 1970. Future plans for the property have not been revealed. 40 566 ti CD LO A N " r-� SALE NO. 2 LAND SALES LEGAL DESCRIPTION The west 89 feet of Lots 7, 8, 9 and 10, Block 3, TOWN OF BOYNTON Fla., Plat Book 1, page 23, Palm Beach County, FL, less part of Lot 10, plus 20 feet of the abandoned alley lying south of the described property RECORDED O. R. Book 30337, Page 731 GRANTOR Gloria Weiss Realty, LLC GRANTEE 202 East Boynton Beach Blvd LLC DATE OF SALE December 19, 2018 LOCATION 202 E Boynton Beach Boulevard Boynton Beach, FL ZONING "C-3" Community Commercial LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. CONDITIONS OF SALE CONFIRMED Local Retail Commercial $835,000 12,898 square feet $64.74 per square foot of land 08 43 45 28 03 003 0091 Cash sale. Arm's length transaction. Gloria Weiss, grantor COMMENTS This property is in the block to the east of the new Town Square development. It was improved when sold with a commercial building used as a funeral home containing 3,000 square feet, constructed in 1952. The buyer remodeled the building to be used for a medical marijuana dispensary called One Plant. 42 568 SALE NO. LEGAL DESCRIPTION RECORDED GRANTOR GRANTEE DATE OF SALE LOCATION ZONING LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO LAND SALES 3 Lot 112 and the East 25 feet of Lot 113, Block "A", less the south 10 feet, BOYNTON HILLS, Plat Book 4, page 51, Palm Beach County, FL O. R. Book 31124, Page 1508 Jeannette Molina Gracey Properties LLC December 26, 2019 219 W Boynton Beach Boulevard Boynton Beach, FL "C-2" Neighborhood Commercial Local Retail Commercial $400,000 7,514 square feet $53.23 per square foot of land 08 43 45 2107 001 1120 CONDITIONS OF SALE Financing provided by First Citizens Bank & Trust in the amount of $320,000 at the market rate of interest. Arm's length transaction. CONFIRMED Kristina Reed, attorney for grantee COMMENTS The property is improved with a single family residence constructed in 1945, containing 1,217 square feet of building area. Future plans for the property have not been revealed. 43 569 SALE NO. LEGAL DESCRIPTION RECORDED GRANTOR GRANTEE DATE OF SALE LOCATION ZONING LAND USE SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO CONDITIONS OF SALE CONFIRMED LAND SALES 4 Lots 23, 24 & 25, Block 2, less part for road, BOYNTON PLACE, Plat Book 11, page 40, Palm Beach County, FL O. R. Book 31163, Page 422 Michael and Ina Bornstein L G Import -Export Inc. January 10, 2020 724 North Federal Highway Boynton Beach, FL "C-4", General Commercial General Commercial $750,000 14,087 square feet $53.24 per square foot of land 08 43 45 22 03 002 0230 Cash sale. Arm's length transaction. Ina Bornstein, grantor COMMENTS The property is used as a car sales lot. It is improved with a commercial building constructed in 1957, containing 887 square feet. The property continues to be used for car sales. 44 570 u C O O N O t o f Ot� t LL -O ONOV0�O 0 V F tl0 D1 N rO V1 .N -I O O yVj LL N lf1 Ln In V1 N O N > m h m oo LD C m h m a) c -I oo O d V N OcD d O N J ON H \ N O C O O O oo Oo LD N LL oc) a, O w G O v* in vii v> 0 \ > n v Q > > L ] m 7 h :a a) c m m m Q E o`o O . .o m N C — Olf� R LL o M. 3 m LL cc W m L [D Lm L O L C E m C R C C tub d 'O O U W u O v N O O C m N O O r m M O O C m O m ey d m Z O O O O ah a N O o rn r, o o 0 00 m m a c o 7 ' O N v o r m LL Q a` co oo C o r, = r, oo a r, i Q c d O o 0 0 O H L o o 7 ^ a o+ n+ o+ N+ h o d r'�n o° r-:, o :n o° Y f6 N N Ol N F I N V M U N U U M U y O N N a o v o o o o v 't a m o U Q d Q N^,'jI O m W m m n m N N V1 M W ID a N O M l0m r, M oo m ul M N, . --I M icy M O O O O O O Ql0) Ql O�1 I� Ol ¢pll c -I O 1 00c -I M o�0 Ln p1 co O N O t o f Ot� O JU ONOV0�O 0 V 7 O M Om N N n N a Lf1 m 4 O mm > m h m oo LD C m h m a) c -I oo O N o N OcD d O N J ON H \ \ a, \ o \ , N \ M m N � N c -I \ ci 0 \ > n > > L ] m m m m o`o . .o LL R LL LL = LL m LL cc W m L [D Lm L O L to m C R C C tub d 'O W W u Q N O O C m N O O r m M O O C m a y m ey d m Z O O O O O O Z O N Oj O 00 m m a c o "' o o ^ o v o m N m m m m N C a SALES COMPARISON APPROACH 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. Highest and best use for the appraised property is to redevelop the land with a small, multi -bay retail center. Until the property owner is ready for the new project and the revitalization of the market area accelerates, the property as -is could be used for an interim period. Nevertheless, the majority of the value of the appraised property is in the land with a small contributory value of the improvements until the impending end of their economic lives. Land size of the subject three lot site is 16,692 square feet; zoning is "C-3", Community Commercial District. A search was made to find recent sales of properties in the immediate subject market area with the majority of the sale price attributable to the land, with a small contributory value of the existing improvement. A property -by -property search was conducted along Boynton Beach Boulevard and US Highway 1. Of the sales reviewed, the four that are more similar to the subject are included in this appraisal. Details of the transactions are on the sale sheets and chart. The unit of comparison used by buyers and sellers of this of property is the Sale Price per Square Foot of Land including building. The range of unit prices of the sales is from $53.24 to $64.74 per square foot, before adjustment. 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. (Continued) 46 572 SALES COMPARISON APPROACH (Continued) 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. The land sales were all conveyances of fee simple interests without leases. No adjustment is necessary for this element of comparison. Financing Terms 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 2 and 4 were cash transactions. Since third party financing is readily available, Sales I and 3 took advantage of this condition and gave mortgages to financial entities. Loan to price ratios are 87% and 80%, respectively. Reportedly, there were no inducements to accept the financings. 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. None of the land sales are transactions by lenders after foreclosures of prior mortgages on the properties. Conditions of sale for all of the transfers were typical for the market, with no adjustments 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. (Continued) 47 573 SALES COMPARISON APPROACH (Continued) There is an upward trend in real estate prices in the subject market area due the revitalization supported by the Boynton Beach Community Redevelopment Agency and to scarcity of developable parcels. The upward trend exceeds the annual inflation rate of 2% per year. Each of the land sales is adjusted upward 3% 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 appraised property and the sale properties are in the Boynton Beach Community Redevelopment area fronting the main roads in the market area. They are in the Transit Oriented Development (TOD) District with a possibility of a 20% density bonus for residential units if certain conditions are met. They all still carry the "C", Commercial zoning and have yet to be rezoned to "MU", Mixed Use. The property concerned is in the "C-3" district with a minimum size of 15,000 square feet, which it meets, hastening it to the ready -to -be -redeveloped phase of its life cycle. There are some differences among the sales and the subject; however, they are not significant enough to make quantitative adjustments for this element of comparison. 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 property in question and the sales are small commercial facilities. The improvements still exist, though they have low contributory value to the properties as a whole. The majority of the value is in the land. The amount of the improvement's contributory value is the aspect of physical characteristics which affects price. When the properties are redeveloped the buildings will most probably be demolished, except for Sale 2. It has the largest building in the data set of 3,000 square feet and of a more substantial construction. Rather than demolishing the structure and constructing a new one, the buyer renovated it from a memorial chapel to a cannabis dispensary. Sale 2 is superior to the other sales and the subject for physical characteristics due to its building's greater percentage of contributory value to the whole property. (Continued) 48 574 SALES COMPARISON APPROACH (Continued) Sale 2 is adjusted downward 20% for this factor (equating to about $58.00 per square foot of building area, 50% depreciated). No adjustments are made to the other sales for this element of comparison because their physical conditions are similar to the subject's. Use For sites to be comparable, they should have similar uses. Future uses for the subject and sales are for small commercial projects as stand-alone properties. If assembled with adjacent properties, there is the possibility of future mixed use projects with retail and/or office on the ground floor and residential on the upper floors. No adjustment is called for this element of comparison. FINAL VALUE OPINION Following is a summary of the square foot unit sale prices for the four sales: Sale No. Sale Price per Square Foot 1 $57.52 2 $54.12 3 $54.03 4 $54.04 The range of adjusted unit prices is from $54.03 to $57.52 per square foot of land including building. With adjustments having already been made for differences which affect price, equal weight is placed on each of the adjusted unit prices. Considering the foregoing discussion, the unit value for the subject is in the mid-range of the of the adjusted unit sale prices at $54.93 per square foot. The quantity of the comparable data is sufficient to have an overview of the market for sites with older, remaining improvements located on the main arteries in downtown Boynton Beach. The quality of the data is good in that it provides a sound basis to develop an opinion of value for the land 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 June 23, 2020 is: $54.93/sq.ft. of land with building x 16,692 square feet of land = S20,000 NINE HUNDRED SEVENTEEN THOUSAND DOLLARS 49 575 CERTIFICATION I certify that, to the best of my knowledge and belief, the statements contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report, and I have no bias or personal interest with the parties involved. The appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in, or the use of, this report. I have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. The analyses, opinions and conclusions were also developed and the report prepared in conformity with the Uniform Standards of Professional Appraisal Practice, which is included in the Appraisal Institute's Standards, and Chapter 475, Part II F.S. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. The use of this report is (also) subject to the requirements of the State of Florida relating to review by the Florida Real Estate Appraisal Board. I have visited the property that is the subject of this report on June 12, 2020. Jesse B. Vance, Jr. and Claudia Vance are responsible for the analyses, conclusions and opinions concerning real estate set forth in this report. No one else has provided significant professional service to the persons signing this report. The Appraisal Institute and the American Society of Appraisers each conduct programs of continuing education for their designated members. As of the date of this report, Jesse B. Vance, Jr. and Claudia Vance have completed the requirements of the continuing education program of the Appraisal Institute. Continuing educational requirements are also completed for the American Society of Appraisers and the State of Florida. 9�, Jesse B. Vance, Jr., MAI, SRA, ASA Florida State -Certified General Real Estate Appraiser No. RZ-85 June 23, 2020 Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 50 576 CERTIFICATION AND LIMITING CONDITIONS The statements and conclusions contained in this report, subject to the limiting conditions hereafter cited, are correct to the best of the writers' knowledge. 1. The undersigned have personally visited the subject of this report. No pertinent information has been knowingly withheld. 2. Unless specifically included, the subject is analyzed as though free and clear of liens and encumbrances. 3. No responsibility is assumed for legal matters, nor is an opinion of title rendered. Title is assn ned to be good and held in Fee Simple. 4. Legal descriptions and property dimensions have been furnished by others; no responsibility for their correctness is assumed. Sketches which may be in the report are for illustrative purposes only. 5. Possession of any copy of this report does not carry with it the right of publication, duplication, or advertising using the writers' names or professional designations or membership organizations. 6. The writers are not required to testify without prior agreement. 7. Neither the employment to make this appraisal nor compensation therefore is contingent on the value reported. 8. Improvements, if any, are those noted and reported on the date of inspection. 9. The value or values estimated apply ONLY as of the date of valuation stated within the report. 10. The writers certify that they have no present, past or contemplated interest in the subject of this report. 11. This report is the property of the indicated client. It may not be used by any other parry for any purpose not consistent with the written function of this report without the express written consent of the writers AND client. 12. The reported analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Practice and Conduct of the Appraisal Institute. The work also conforms to the Uniform Standards of Professional Appraisal Practice. 13. The existence of potentially hazardous material used in the construction or maintenance of buildings, such as the presence of urea formaldehyde foam insulation, and/or existence of toxic waste, which may or may not be present on the property, has not been considered. Additionally, soil or sub -soil contamination may exist from current or prior users, or users outside the property concerned. The appraisers are not qualified to detect such substances. We urge the client to retain an expert in this field if desired. 14. The appraisers have not been provided a Habitat Survey, Endangered Species Survey, or analysis by a qualified environmental specialist indicating the presence of or proximity to environmentally sensitive and/or protected land or species which could affect the use, and possibly, value of the appraised property. The appraisers are not qualified to identify these factors. We recommend that an expert be hired where there may be reasonable cause to expect the presence of any of the cited elements. 15. Jesse B. Vance, Jr. and Claudia Vance were responsible for the analyses, conclusions, and opinions of real estate set forth in this report. (No one else provided significant professional assistance to the report signers). 16. The Americans with Disabilities Act (ADA) became effective January 26, 1992. We have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property would reveal that the property is not in compliance with one or more of the requirements of the act, which could reduce property value. 17. Prospective value estimates are based on current conditions and trends. The appraisers cannot be held responsible for unforeseeable events that might alter market conditions upon which market value has been estimated. 18. The appraisers certify that they have the knowledge and experience required to perform this appraisal assignment. 19. The appraiser reserves the right to amend or change this report at any time additional market information is obtained which would significantly affect the value opinion. Jesse B. Vance, Jr., MAI, SRA, ASA State -Certified General Real Estate Appraiser No. RZ 85 June 23, 2020 Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 June 23, 2020 51 577 ADDENDA 52 578 C. C-3 Community Commercial District. 1. General. a. Purpose and Intent. The purpose of the C-3 zoning district is to implement the local retail commercial (LRC) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to encourage the development or use of property for appropriate intensive retail commercial uses providing for a wide range of goods and services, located along major thoroughfares. The C-3 district allows a maximum density of eleven (11) dwelling units per acre; however, all residential developments must adhere to the R-3 district building and site regulation in accordance with Section 2.F. above. b. Prerequisite Location Standard. In reaching recommendations and decisions as to zoning land to C-3, the advisory board and City Commission shall apply the following location standards, in addition, to the standards applicable to the rezoning of land generally: (1) Centrally and accommodating multiple neighborhoods; and (2) Abutting to at least one (1) major thoroughfare. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in Chapter 3, Article IV, Section 3.D. 3. Building and Site Regulations (Table 3-16). No building or portion thereof shall be erected, constructed, converted, established, altered, enlarged or used unless the premises and buildings shall comply with the following regulations: BUILDING/SITE REGULATIONS C-3 District Minimum lot area: 15,000 s.f. Minimum lot frontage: 75 feet Minimum yard setbacks: Front: 20 feet' Rear: 20 feet' Abutting: Residential district(s) 30 feet Interior side: 0 feet"3 Abutting: Residential district(s) 30 feed Corner side: 20 feet' Abutting: Residential district(s) 30 feet' Maximum lot coverage: 40% Maximum Floor Area Ratio (FAR) 0.504 53 579 Maximum structure height: 45 feet' 1 Reduced setbacks will be applied to property located within the Urban Coru nercial District Overlay Zone, Section 8.C. below. Where rear yard access is available from a public street or alley, rear yard may be decreased by one-half (1/2) the width of such street or alley, but in no case shall a rear yard be less than ten (10) feet. 3 Where rear access is not available from a public street or alley, a side yard of not less than fifteen (15) feet shall be provided on one (1) side. 4 A floor area ratio (FAR) up to 0.50 may be considered for local retail coimnercial uses allowed within the C-3 district (see "Use Matrix" — Chapter 3, Article IV, Section 3.D.), pursuant to the local retail commercial future land use classification of the Comprehensive Plan. 5 Not to exceed four (4) stories. 4. Review and Approval Process. a. Single-family and duplex dwellings and accessory uses thereto shall be allowed upon application to and approval by the Building Official for structures that require a building permit pursuant to Chapter 2, Article IV, Section 2. b. Community and common areas, such as recreational areas, landscape buffers and tracts, and project signage may be subject to site plan review. c. Non-residential uses shall require site plan approval in accordance with Chapter 2, Article Il, Section 2.F. prior to application for building permit. 5. Parking. Required off-street parking is regulated in accordance with Chapter 4, Article V, Minimum Off -Street Parking Requirements. 6. Exterior Storage of Merchandise and Equipment. See Chapter 3, Article V, Section 8 for the regulations pertaining to the permanent exterior storage of merchandise and equipment. 54 580 E. Mixed Use Urban Building and Site Regulations (Table 3-4). MIXED USE, URBAN I MU -Ll MU -L2 MU -L3 MU -4 MU -H 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.)' 100 100 150' 200 200 Structure Ht, Minimum (ft.) 30 30 30 45 45 Maximum Height (ft.) -5 45 65 75 100 150/125' Maximum Density (DUs/Acre) 14,16 20 30 40 60 80 Maximum F.A.R.15 1.0 2.0 3.0 4.0 4.0 Build -to -line (ft.)" All sides abutting a collector or arterial road Factor of Pedestrian Zone Requirement10 Abutting a Local street 010 070 010 010 010 Interior side 010 010 010 010 010 Building Setback, Minimum (ft.)" Rear abutting: Residential single-family 25'/0"' 25' 25' 25' 25' Intracoastal waterway 25' 25' 25' 25' 25' Side abutting Residential single-family 25'/0''' 25' 25' 25' 25' Usable Open Space, Minimum (sq. ft.)13 N/A N/A N/A 1% 2% 1. May be reduced if frontage extends from right-of-way to right-of-way. 2. Minimum of fifty (50) feet, if frontage is on a collector/local collector roadway. 5. Maximum height on any street frontage is forty-five (45) feet. Maximum height on Intracoastal Waterway is thirty-five (35) feet. Heights may require reduction where adjacent to a single-family zoning district where necessary to achieve the compatibility requirements of these regulations. 55 581 6. Maximum height reduced to one hundred twenty-five (125) feet for the entire project where property abuts any MU -L or residential zoning district not separated by a right-of-way. 7. Plus one (1) additional foot for each foot of height over thirty-five (35) feet. 8. Where there is an intervening right-of-way of at least forty (40) feet. 9. Subject to permitting agency approval. 10. Buildings and structures shall be located no farther than zero (0) feet from the property line, except in conjunction with providing required visibility at intersections, driveways; open spaces and public plazas; or when additional setback is necessary to provide for required "Pedestrian Zone (PZ). Building placement is a factor of roadway type and CRA district, which determines the min. width and design of the PZ. Except for the Downtown District, where the minimum PZ width is 18', the minimum PZ in all other districts if 16 ft. See Section 5.C.2. below for additional relief provisions from build -to line requirements. 11. Listed eligible historic structures are not required to meet these standards 13. Usable open space shall be required for all developments two (2) acres in size or larger which shall be devoted to plazas or other public open space, excluding private recreation. See Chapter 4, Article III, Section 8 for additional regulations. 14. Projects within the transit core shall have minimum densities as follows: MU -1 - eleven (11), MU -2 - twenty (20), MU -3 - thirty (30), MU -4 - thirty-five (35) and MU -H - forty (40) dwellings per acre (except that minimum density for the MU -H district applies to projects located within the entire station area). 15. Projects within the transit core shall have a minimum FAR as follows: MU -L3 - one and three-quarters (1.75), MU -4 (2.0) and MU -H - two (2.0) (except that minimum FAR for the MU -H district applies to projects to be located within the entire station area). 16. The maximum density for projects within the Downtown Transit -Oriented Development District Overlay Zone (the Station Area) may be increased up to twenty-five percent (25%) over the maximum density allowed in the underlying zoning district. (Ord. 10-025, passed 12-7-10; Am. Ord. 12-016, passed 10-2-12; Am. Ord. 14-009, passed 7-1- 14; Am. Ord. 15-006, passed 3-2-15; Am. Ord. 16-023, passed 1-3-17) 56 582 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 realproperty 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. Each written or oral real properly 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. STANDARDSRULE E 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 arempt 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 wor>fle; (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 sufficient to idents 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; 57 57 583 Standard Rule 2: Real Prol&rU AUILraisal. RIMorting (x) provide sufficient information to indicate that the appraiser complied with the requirements of STANDARD 1 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 th 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. 58 58 584 476.611 Florida Statutes: Definitions. - (1) As used in this pail, 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„ agent or a disinterested thirdparty inrendering,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 employers or dient's 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 appraisers 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. (j) "Department" means the Department of Business and Professional Regulation. 59 59 585 11M Pr 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(a,comcast.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 35 years. Currently registered in "SAM" (U.S. Government System for Award Management — DUNS 826494957). 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 Currently registered in "SAM" (U.S. Government System for Award Management). 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 S. 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. C) EXPERIENCE Over thitty-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, AVIGATION & 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. 60 586 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 (AIlREA) - Urban Property Valuation (Income) Course 4 (AIlREA) - Condemnation Appraising Course 6 (A1REA) - 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 (1992/Boston) SEMINAR (AT) - Rates & Ratios (1992/Boston) SEMINAR (AT) - International Appraising (1992/Boston) SEMINAR (AT) - Litigation Valuation/Mock Trial (1993) SEMINAR (AI) - ADA ACT (1993/Reno) SEMINAR (AI) - Hotel Valuation (1993) SEMINAR (AT) - Income Capitalization, Methods (1993) SEMINAR (AI) - Powerlines/Electromagnetic Radiation (1994) SEMINAR (AI) - Verifying Market Data (1994) SEMINAR (AT) - Market Studies for Appraisals (1994) SEMINAR (AT) - Florida Appraiser Core Law (USPAP/1994) 61 587 E)EDUCATIONAL BACKGROUND - (Partial List, continued) SEMINAR (AD - Limited Appraisals & Reports (USPAP/1994) SEMINAR (AI) - Public Safety & Property Values (1995) SEMINAR (AD - Outparcel Valuation (1995) SEMINAR (AD - Computer Technology Video Conference (1995) SEMINAR (AI) - The Internet & the Appraiser (1996) SEMINAR (AI) - Florida Commercial Construction (1996) SEMINAR (AD - Real Property Rights in Florida (1996) COURSE (AI) - USPAP & Florida Real Estate Core Law (1996) SEMINAR (AI) - 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 (AI) - Non -Conforming Uses (1998) SEMINAR (AI) - 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 (AI) - 14 Hour (2 -day) Advanced Spreadsheet Modeling for Valuation Applications SEMINAR (AD - 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 (AI) - Technology Forum Part II/Intermediate (1999) SEMINAR (Al) - Client Satisfaction/Retention/Development (1999) SEMINAR (An - Attacking and Defending an Appraisal (1999) SEMINAR (AI) - Federal Appraisal Requirements ("Yellow Book") (2000) SEMINAR (AI) - 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 (200 1) SEMINAR (AI) - Ad Valorem Assessment Process in Florida (2002) SEMINAR (Al) - 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 (AD - 2 -Day Course #430, Standards of Professional Practice, Part C (2002) SEMINAR (AI) - 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 (Al) - Appraisal Agreements (2003) SEMINAR (AI) - Analyzing Distressed Real Estate (2004) SEMINAR (AI) - Valuation for Financial Reporting Purposes (2004) SEMINAR (AI) - 7 Hour National USPAP Update Course #1400 (2004) SEMINAR (AI) - Inverse Condemnation (2004) SEMINAR (AI) - Appraiser Independence in the Loan Process (2004) SUMMIT (AI) - Moderator at 2 -day Appraisal Summit in Washington, D.C. (12/2004) SEMINAR (Al) - Loss Prevention Program for Real Estate Appraisers (2005) SEMINAR (AI) - Valuation of Wetlands (7/2005) SEMINAR (Al) - Tri -County Residential Syrnpositun (8/2005) SEMINAR (Al) - "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 (AI) - USPAP Scope of Work & New Requirements (8/2006) SEMINAR (Al) - USPAP Reappraising, Readdressing & Reassigning Appraisal Reports (2/2007) SEMINAR (AI) - Al Summary Appraisal Report/Residential (4/07) COURSE (Fla.) -14-Hour Continuing Education (including 3 -Hour Florida Core Law) (7/2007) SEMINAR (An - Real Estate Fraud: Appraisers Beware! (8/2007) SEMINAR (Al) - Florida Law for Real Estate Appraisers (11/2007) COURSE (Al) - Business Practices and Ethics — 8 hours (12/2007) SEMINAR (AI) - Supervisor Trainee Roles and Rules (2/2008) SEMINAR (AI) -7 Hour National USPAP (4/2008) SEMINAR (AI) - USPAP Hypothetical Conditions & Extraordinary Assumptions (5/2008) SEMINAR (AD - Litigation Skills for the Appraiser— 7 -Hour Seminar (9/2008) SEMINAR (AI) - Public Sector Appraising (2/2009) 62 588 E) EDUCATIONAL BACKGROUND - (Partial List, continued) WEBINAR (AI) - Develop an Effective Marketing Plan (3/2009) SEMINAR (Ai) - Inspecting the Residential "Green House" (4/2009) SEMINAR (AI) - Property Tax Assessment (5/2010) SEMINAR (Al) - Supervisor Trainee Roles and Rules (7/2010) SEMINAR (Ai) - Florida Law for Real Estate Appraisers (7/2010) SEMINAR (Al) - 7 -Hour Introduction to Valuation for Financial Reporting — Chicago (5/2009) SEMINAR (AI) - Government Regulations & Their Effect on R.E. Appraising (8/2009) SEMINAR (AI) - R.E.Market: How We Got Here, Where We Are, Where We're Going (10/2009) SEMINAR (Al) - 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 (Al) - 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 (Al) - 15 Hour Appraisal Curriculum Overview (5/19-20/2011) WEBINAR (AI) - 2 -hour Investment Property Accounting Standards (6/8/2011) SEMINAR (AT) - 3 Hour Spotlight on USPAP — Agreement for Services (7/15/2011) COURSE (Al) - 14 Hours (2 -day) Advanced Excel Spreadsheet Modeling for Valuation Applications (9/22 & 9/23/2011) SEMINAR (AI) - Trial Components (11/4/11) SEMINAR (AD - 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 (Al) - Appraisal Review for General Appraisers (4/12/2012) SEMINAR (AD - Land Valuation (4/20/2012) SEMINAR (An - The Valuation of Warehouses (6/22/2012) SEMINAR (Al) - Town Hall Meeting: 2012 Appraisal Institute Forum (7/12/2012) SEMINAR (AD - 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 (Al) - 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 (Al) - 7 Hour National USPAP Update Course (4/25/2014) SEMINAR (Al) - 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 (AI) - Drone Technology & its Effect on Real Estate Valuations (11/2015) SEMINAR (Al) - Loss Prevention for Real Estate Appraisers (1/22/2016) COURSE (AI) - 7 -Hour National USPAP Update Course (4/22/2016) SEMINAR (AD - 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 -Hour Business Practices & Ethics (12/02/2016) 5 -Year Requirement WEBINAR (AI) - 2 -Hour Yellow Book Changes — Overview for Appraisers (1/11/2017) SEMINAR (Ai) - 3 -Hours Economic Engines Driving Broward County in 2017 (1/27/2017) COURSE (Al) - 7 -Hours: Introduction to Green Buildings Principles & Concepts (2/24/2017) COURSE (Ai) - 4 Hours: Another View of the Tough One: Sales Comparison Approach for Mixed -Use Properties (5/19/2017) SEMINAR (An - 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 (An - 4 -Hours: 2-4 Unit Small Residential Income Property Appraisals (11/3/2017) COURSE (Al) - 15 Hours "Yellow Boob' 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 (Al) - 3 Hours Florida Appraisal Law (2/9/2018) SEMINAR (Ai) - 3 Hours "Parking Impact on Florida Properties" (5/4/2018) SEMINAR (AT) - 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 hrs. Business Ethics (9.3.2019) SEMINAR (An - Artificial Intelligence, AVMs, and Blockchain: Implications for Valuation. (1/24/2020) 63 589 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 Al CHAIR - FLA. STATE LEGISLATION & REGULATION SUBCOMMITTEE OF AT 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 Al VICE CHAIR & MEMBER - NATIONAL GOVERNMENT RELATIONS COMMITTEE OF Al (15 Years) MEMBER - NATIONAL LONG RANGE PLANNING COMMITTEE OF Al MEMBER - NATIONAL PUBLIC AFFAIRS COMMITTEE OF A] 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 Al 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 64 590 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(-,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 65 591 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 Farm 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 Cornrnissioners, 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 (AI) - Cost Approach (1992/Boston) SEMINAR (AI) - Rates & Ratios (1992/Boston) SEMINAR (AI) - International Appraising (1992/Boston) SEMINAR (AI) - Litigation Valuation/Mock Trial (1993) SEMINAR (AI) - ADA ACT (1993/Reno) SEMINAR (Al) - Hotel Valuation (1993) SEMINAR (Al) - 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 (AT) - 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 (Al) - 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 (AI) - Valuation of Transferable Development Rights [TDR's] (1997) COURSE (Al) - Standards of Professional Practice, Part C, 15 hour Course #430 (1997) SEMINAR (Al) - Non -Conforming Uses (1998) SEMINAR (AI) - 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 (Al) - 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 (AI) - Technology Forum Part II/Intermediate (1999) SEMINAR (AI) - Client Satisfaction/Retention/Development (1999) SEMINAR (AI) - Attacking and Defending an Appraisal (1999) SEMINAR (Al) - Federal Appraisal Requirements (2000) SEMINAR (AT) - Regression Analysis in Appraisal Practice: Concepts & Applications (2000) 592 H) EDUCATIONAL BACKGROUND (Continued) SEMINAR (AT) - Analyzing Income Producing Properties (2000) COURSE (Al) - USPAP & Florida Real Estate Core Law (2000) SEMINAR (AI) - Mediation & Alternate Dispute Resolution Seminar (200 1) SEMINAR (AT) - State of the Appraisal Profession (200 1) SEMINAR (Al) - Ad Valorem Assessment Process in Florida (2002) SEMINAR (AT) - Role of Real Estate Appraisers in Bankruptcy Proceedings (2002) SEMINAR (AT) - Appraisers & the Gramm -Leach -Bliley Federal Privacy Act (2002) SEMINAR (Al) - How to Appraise the Ugly House (2002) COURSE (AI) - 2 -Day Course #430, Standards of Professional Practice, Part C (2002) SEMINAR (AI) - Market Trends for 2003 (2003) SEMINAR (Al) - Update on Code of Professional Ethics (2003) PANEL (AT) - Moderator "Industry, Consumer & Congressional Views on Predatory Lending" D.C. (2003) SEMINAR (Al) - Florida State Law for Real Estate Appraisers (2003) SEMINAR (AT) - Appraisal Agreements (2003) SEMINAR (Ai) - Analyzing Distressed Real Estate (2004) SEMINAR (AI) - Valuation for Financial Reporting Purposes (2004) SEMINAR (AI) - National USPAP Course (2004) SEMINAR (AI) - Inverse Condemnation (2004) SEMINAR (Al) - Loss Prevention (2005) SEMINAR (AT) - Single Family Fraud Awareness (2005) SEMINAR (Al) - Guide to the new URAR form (2005) SEMINAR (AI) - Technologies for Real Estate Appraisers (2006) SEMINAR (A]) - The Appraiser's Role in New Urbanism (2006) SEMINAR (AI) - National USPAP Update (2006) SEMINAR (AT) - Florida State Law for Real Estate Appraisers (2006) SEMINAR (Al) - Scope of Work and the New USPAP Requirements (2006) SEMINAR (AI) - Energy Star and the Appraisal Process (2006) SEMINAR (AT) - Reappraising, Readdressing, and Reassigning Appraisals (2007) SEMINAR (AI) - Real Estate Fraud (2007) SEMINAR (AI) - Forecasting Revenue (2007) SEMINAR (AI) - Florida Law for Real Estate Appraisers (2007) COURSE (AI) - Business Practice and Ethics 9420 (2007) SEMINAR (AT) - Supervisor — Trainee Roles and Rules (2008) COURSE (AI) - 7 Hour National USPAP Update #400 (2008) SEMINAR (Al) - Hypothetical Conditions and Assumptions (2008) SEMINAR (AI) - Real Estate Economy (2008) SEMINAR (Al) - Public Sector Appraising (2009) SEMINAR (AI) - Inspecting the residential "green" house (2009) WEBINAR (AI) - Value for Financial Reporting (2009) SEMINAR (AI) - The Real Estate Market in 2009 SEMINAR (AI) - New Government Regulations (2009) SEMINAR (AI) - Property Tax Assessment (2010) SEMINAR (AI) - 7 Hour National USPAP (20 101) SEMINAR (AI) - Florida Law for Real Estate Appraisers (2010) SEMINAR (Al) - Supervisor/ Trainee Roles and Rules (2010) SEMINAR (AI) - The Real Estate Market (2011) SEMINAR (AI) - Uniform Appraisal Standards for Federal Land Acquisitions- "Yellow Book" (2011) COURSE (Al) - 15 Hour Appraisal Curriculum Overview (2011) SEMINAR (AI) - Spotlight on USPAP — Agreement for Services (2011) SEMINAR (AI) - Trial Components (2011) SEMINAR (AI) - Lessons from the Old Economy Working in the New (2012) SEMINAR (AI) - Appraisal Review for General Appraisals (2012) COURSE (AI) - National USPAP Update (2012) SEMINAR (AI) - Florida Law (2012) SEMINAR (AT) - Land Valuation (2012) SEMINAR (AI) - Valuation of Warehouses (2012) SEMINAR (AI) - IRS Valuation (2012) SEMINAR (AI) - Business Practices and Ethics (2012) SEMINAR (AT) - Real Estate Forecast (2013) SEMINAR (Ai) - Advanced Marketability Studies (2013) SEMINAR (AI) - Developing a Supportable Workfile (2013) 67 593 Hl EDUCATIONAL BACKGROUND (Continued SEMINAR (AI) - Florida Appraisal Law (2014) SEMINAR (Al) - 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 (AI) - New Real Estate Economy (2014) SEMINAR (AI) - Economic Engines of Miami -Date County (2015) SEMINAR (AI) - Economic Engines of Broward County (2015) SEMINAR (AI) - Tightening the Appraisal (2015) SEMINAR (AI) - Evaluating Commercial Construction (2015) SEMINAR (AI) - Drone Technology (2015) SEMINAR (AI) - Loss Prevention for Appraisers (2016) COURSE (AI) - 7 Hour National USPAP Update (2016) SEMINAR (AI) - Florida Law (2016) SEMINAR (AI) - Redefining the Appraisal & Its Role in an Evolving Banking Environment (2016) SEMINAR (Ai) - The Tough One, Mixed use properties (2016) SEMINAR (AI) - Business Practices & Ethics (2016) SEMINAR (AI) - Economic Engines Driving Broward County (2017) SEMINAR (AI) - Introduction to Green Buildings & passed exam (2017) SEMINAR (AI) - Another View of the Tough Ones (2017) SEMINAR (Ah) - 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 (AI) -Hot Topics & Myths in Appraiser Liability (2018) COURSE (AI) - 7 Hour National USPAP Update (2018) SEMINAR (AI) - Florida Law (2018) SEMINAR (AI) -Parking & Its Impact on Florida Properties (2018) SEMINAR (AI) -What's New in Residential Construction (2018) SEMINAR (AI) -Valuation Resources for Solar Photovoltaic Systems (2018) SEMINAR (AI) -Technology Tips for Real Estate Appraisers (2018) SEMINAR (AI) -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) D 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) JI 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 68 594 10YN10N Levo %BEACH ���e�� uououuu �RA OII���UV�V'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.E SUBJECT: Ratification of Dockmaster Lease Management Activities and Termination of Lease SUMMARY: The Boynton Beach CRA employs Waypoint Marine Inc. (the "Dockmaster") to manage operations at Boynton Harbor Marina, including management of leases (including enforcement of marina rules and lease terms, collection of rental payments, and similar actions). With regard to marina tenants, the form of the marina dockage leases are approved by the CRA Board, the individual leases are entered into between the CRA (executed by staff) and the tenant, and pursuant to its contract with the Dockmaster, the Dockmaster manages the leases. In FY 2023-2024, repeated violations of Marina Rules and Regulations and lease terms resulted in termination of a lease. This action is to ratify that termination and confirm such management is within the Dockmaster's authority. FISCAL IMPACT: N/A CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach CRA Community Redevelopment CRA BOARD OPTIONS: Approval and ratification of the Dockmaster's actions. 595 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.F SUBJECT: Approval of Second Lease Extension Agreement with the City of Boynton Beach for the CRA Owned Property located at 511 East Ocean Avenue SUMMARY: The CRA currently leases 511 E. Ocean Avenue to the City as a temporary office for the City's Park Rangers (Attachments I & II). The property located at 511 E. Ocean Avenue will be the future location a mixed-use project known as The Pierce. Commencement of construction of The Pierce has been extended for a minimum of one year. Therefore, a Second Lease Extension Agreement for one year is being recommended with approval from the developer, BB QOZ, LLC (see Attachment III). The current basic terms of the lease are as follows: • Termination by either party with a sixty-day notice • Rent $10 per month • Use for government offices • Utilities, care & maintenance to be paid by tenant The Second Lease Extension Agreement has been reviewed by the CRA legal counsel and is consistent with the terms of the Purchase and Development Agreement between the CRA and BB QOZ, LLC. If approved, CRA staff will coordinate with City staff to schedule the Second Lease Extension Agreement for City Commission approval. FISCAL IMPACT: BBCRA receives - $120 annually CRA PLAN/PROJECT/PROGRAM: 2016 Community Redevelopment Plan CRA BOARD OPTIONS: Approve a one (1) year lease extension with the City of Boynton Beach for the property located at 511 E. Ocean Avenue and authorize Board Chair to execute the Second Lease Extension Agreement. ATTACHMENTS: Description 596 • Attachment I - Location Map • Attachment II - Fully Executed Lease Agreement with City 511 E. Ocean Avenue • Attachment III - BB QOZ Approval of 1 yr. Lease Ext. with City - 511 E. Ocean Ave. • Attachment IV - Second Lease Extension Agreement 597 co c) LO LEASE AGREEMENT THIS LEASE AGREEMENT is made and entered into this day of 23; by and between the Boynton Beach Community Redevelopment Agency, whose addre is 100 E. Ocean Avenue, 01 Floor, Boynton Beach, FL 33435, hereinafter referred to as "landlord", and The City of Boynton Beach, whose address is 100 E. Ocean Avenue, Boynton Beach, FL 33435, hereinafter referred to as "Tenant", collectively referred to herein as the "Parties," and agree as follows: 1. Description of LeasedPremises, The Landlord agrees to lease to the Tenant the office space located at 511 East Ocean Avenue, and more specifically described in Exhibit "A" attached hereto, and made a part hereof (the "Leased Premises"). 2. Term. The term of this Lease Agreement ("Lease") shall be for a period of one (1) year (the "Term"), commencing on the first (111) day of February, 2023, and shall expire at midnight on January 31, 2024. Provided Tenant is not in default in the performance of this Lease, the parties hereto may elect to extend this Lease for an additional one (1) year term (terminating on January 31, 2025), as may be mutually agreed upon in writing and signed by the parties it the time of any such extension. The Tenant or Landlord may terminate this lease for convenience and without penalty provided each party gives no less than sixty (60) days written notice to the either. 3. Rent. The annual rent shall be payable in advance in equal monthly installments of tett and 00%100 Dollars ($10.00) per month, on the first day of each and every calendar month during the term hereof, and prorata for any fractional portion thereof. 4. Taxes, Both Landlord and Tenant are exempt from payment of Florida sales and use tax on real property rented, transient rental property rented, tangible personal property purchased or rented, or services purchased. 5. Use. The Leased Premises shall be occupied and used by Tenant exclusively as Governmental Offices, and those uses incidental thereto. Tenant shall not use or permit the Leased Premises to be used for any other purpose. b. Assignment and Subletting. Tenant, shall not assign this Lease, nor sublet the whole or any part of the Leased Premises without first obtaining the written consent of the Landlord, which shall not be unreasonably withheld. Landlord may assign this lease to a subsequent owner of the Leased Premises upon a thirty (30) day notice to Tenant. Page 1 of 10 599 7. Condition of Premises/inspection by Lessee. The Tenant has had the opportunity to inspect the Leased Premises and acknowledges with its signature on this lease that the Leased Premises are in good condition and comply in all respects with the requirements of this Lease. Additionally, the Tenant agrees to take possession of the Leased Premises with all current fixtures present in their uas Is" condition as of the date hereof. Furthermore, the Landlord makes no representation or warranty with respect to the condition of the. Leased Premises or its fitness or availability for any particular use, and the Landlord shall not be liable for any latent or patent defect therein, 8. Common Area. Landlord grants to Tenant the non-exclusive right to use; in common with all other tenants or occupants of the Real Property, the Common Area of the Real Property. The term "Common Area" shall mean all areas and improvements excluding the lobby and stairwell to the second floor, on the Real Property which are not leased or held for lease to tenants, including without limitation the parking area, aisles, sidewalks, loading areas, passageways, stairs, ramps, landscaping, and other common service areas subject to the conditions hereinafter set forth. Tenant shall maintain the Common Area in good repair at Tenant's sole cost and expense. 9. Alterations and Improvements by Tenant. Tenant shall not make any alternations or improvements to the Leased Premises without the prior written consent of Landlord, which consent Landlord may deny in landlord's sole and absolute discretion. Furthermore, any leasehold improvements shall be made at the Tenant's expense, and in accordance with applicable federal, state or local codes, ordinances or regulations, having due regard for the type of construction of the building housing the subject leasehold Premises. 10. liens. Tenant shall keep the Leased Premises and all parts of the ileal Property free and clear of all liens and any other encumbrances at all time. In the event a lien is placed against the Leased Premises, through actions of the Tenant, Tenant will promptly pay the same or bond against the same and take steps immediately to have such lien removed. If the Tenant fails to have the lien removed, the Landlord shall take steps to remove the lien and the Tenant shall indemnify and hold the Landlord harmless for all costs and expenses, including attorney's fees, occasioned by the Landlord in having said lien removed from the property; and, such costs and expenses shall be billed to the Tenant monthly and shall be payable by the Tenant with that month's regular monthly rental as additional reimbursable expenses to the Landlord by the Tenant. 11, Utilities. Tenant shall be solely liable for utility charges for the Leased Premises as they become due, including those for water, sanitation, sewer, electricity, telephone services, and any other services used in, on or about the Leased Premises by Tenant. Page 2 of 10 013SU22.3 600 12. Care and Maintenance of Leased Premises. The Tenant shall at its own expense and at all times, maintain the Leased Premise in good and safe condition, and shall surrender the same at termination hereof, in as good condition as received, normal wear and tear excepted. Further, Tenant shall be responsible for and arrange all janitorial services, pest control and lawn and other landscaping maintenance on and around the leased Premises. 13. Damage or Destruction of Premises. If at any time during the term of this Lease, the Leased Premises or any part of the Building or Parcel shall be damaged or destroyed by fire, casualty or structural defects that the same cannot be used for Tenant's purposes, then Tenant shall have the right within ninety (90) days following damage to elect by notice to Landlord to terminate this Lease as of the date of such damage. Tenant shall be relieved from paying rent and other charges during any portion of the Lease term that the Leased Premises are inoperable or unfit for occupancy, or use, in whole or in part, for Tenant's purposes. In the event of minor damage to any part of the Leased Premises, Building or Parcel, if such damage does not render the Leased Premises unusable for Tenant's purposes, Landlord shall promptly repair such damage at the cost of the Landlord. In such case, there shall be no abatement of rent. 14. Entry and Inspection. Tenant shall permit Landlord and its agents to enter upon the Leased Premises at reasonable times and upon reasonable notice, for the purpose of inspecting the same, and will permit Landlord at any time within sixty (60) days prior to the expiration of this Lease, to permit persons desiring to lease the same to inspect the Lease Premises. 15. Indemnification/Mold Harmless. Subject to applicable Florida law and Florida Statute §76.8.28, the Tenant shall hold Landlord harmless and indemnify Landlord from all injury, loss, claims, actions or damage to any person or property while on the Leased Premises and any related expense, including attorney's fees, unless caused by the willful acts or omissions or gross negligence of Landlord, its employees, agents, licensees or contractors. Tenant shall maintain, with respect to the Leased Premises, comprehensive general liability Insurance with limits of not less than one million dollars for injury or death from one accident and $500,000.00 property damage insurance, insuring Landlord and Tenant against injury to persons or damage to property on or about the Leased Premises. A copy of the policy or a certificate of insurance, naming Landlord as an additional insured, shall be delivered to Landlord on or before the commencement date. 16. Parking. During the term of this Lease, Tenant shall have the non-exclusive use in common with Landlord, other tenants of the Building, their guests and invitees, of the non - reserved common automobile parking areas, driveways, and footways, such to rules and regulations for the use thereof as prescribed from time to time by Landlord. Landlord reserve the right to designate parking areas for Tenant and Tenant's agents and employees: Page B of 10 01833422-3 601 17. Signage. Tenant shall have the right, at its sole risk and expense and in conformity with applicable laws and ordinances, to erect, maintain, place and install exterior signage at the Leased Premises. 18. Default. In the event that: a. Tenant shall be in default in the payment of rent or other charges herein required to be paid by Tenant (default herein being defined as payment received by Landlord ten or more days subsequent to the due date); or b. Tenant has caused a lien to be filed against the Landlord's property and said lien is not removed within thirty (30) days of recordation thereof; or C. Tenant shall default in the observance or performance of any of the covenants and agreements required to be performed and observed by Tenant hereunder for a period of thirty (30) days after notice to Tenant in writing of such default (or if such default shall reasonably take more than thirty (30) days to cure, Tenant shall not have commenced the same within the thirty (30) days and diligently prosecuted the same to completion); or d. Tenant has abandoned the premises; or e. Tenant has been adjudged bankrupt. Landlord shall be then entitled to its election to exercise concurrently or successively, at Landlord's absolute discretion, any one or more of the following rights: 1. Terminate this Lease by giving Tenant notice of termination, in which event this tease shall expire and terminate on the date specified in such notice of termination, with the same force and effect as though the date so specified were the date herein originally fixed as the termination date of the term of this Lease, and all rights of Tenant under this Lease and in and to the Premises shall expire and terminate, and Tenant shall remain liable for all obligations under this Lease arising up to the date of such termination, and Tenant shall surrender the Premises to Landlord on the date specified in such notice; or ii. Terminate this Lease as provided herein and recover from Tenant all damages Landlord may incur by reason of Tenant's default, including, without limitation, a sum which, at the date of such termination, represents the then value of the excess, if any, of (a) the Rent and all other sums which would have been payable hereunder by Tenant for the period commencing with the day following the date of such termination and ending with the date herein before set for the expiration of the full term hereby granted, over (b) the aggregate reasonable rental value of the Premises for the same period, all of which excess sum shall be deemed immediately due and payable; or Page 4 of 10 0 13 531 2 2-3 602 iii. Without terminating this Lease, declare immediately due and payable all Rent and other amounts due and coming due under this Lease for the entire remaining term hereof, together with all other amounts previously due, at once; provided, however, that such payment shall not be deemed a penalty or liquidated damages but shall merely constitute payment in advance of rent for the remainder of said term. Upon making such payment, Tenant shall be entitled to receive from Landlord all rents received by Landlord from other assignees, tenants, and subtenants on account of said Premises during the term of this Lease, provided that the monies to which tenant shall so become entitled shall in no event exceed the entire amount actually paid by Tenant to Landlord pursuant to the preceding sentence less all costs, expenses and attorney's fees of Landlord incurred in connection with the reletting of the premises; or iv. Without terminating this Lease, and with or without notice to Tenant, Landlord may in its own name but as agent for Tenant enter into and upon and take possession of the Premises or any part thereof, and, at landlord's option, remove persons and property therefrom, and such property, if any, may be removed and stored In a warehouse or elsewhere at the cost of, and for the account of Tenant, all without being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby, and Landlord may rent the Premises or any portion thereof as the agent of Tenant with or without advertisement, and by private negotiations and for any term upon such terms and conditions as Landlord may deem necessary or desirable in order to relet the Premises. Landlord shall in no way be responsible or liable for any rental concessions or any failure to rent the premises or any part thereof, or for any failure to collect any rent due upon such reletting. Upon such reletting, all rentals received by Landlord from such reletting shall be applied: first, to the payment of any indebtedness (other than any rent due hereunder) from Tenant to Landlord; second, to the payment of any costs and expenses of such reletting, including, without limitation, brokerage fees and attorney's fees and costs of alterations and repairs; third, to the payment of rent and other charges then due and unpaid hereunder; and the residue, if any shall be held by Landlord to the extent of and for application in payment of future rent as the same may become due and payable hereunder. In reletting the Premises as aforesaid, Landlord may grant rent concessions and Tenant shall not be credited therefore. if such rentals received from such reletting shall at any time or from time to time be less than sufficient to pay to Landlord the entire sums then due from Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall, at Landlord's option,. be calculated and paid monthly. No such reletting shall be construed as an election by Landlord to terminate this Lease unless a written notice of such election has been given to Tenant by Landlord. Notwithstanding any such reletting without termination, Landlord may at any time thereafter elect to terminate this Lease for any such previous default provided same has not been cured; or V. Without liability to Tenant or any other party and without constituting a constructive or actual eviction, suspend or discontinue furnishing or rendering to Tenant any property, material, labor, utilities or other service, whether Landlord is obligated to furnish or render the same, so long as Tenant is in default under this Lease; or Page 5 of 10 013534ZZ-3 603 vi. Allow the Premises to remain unoccupied and collect rent from Tenant as it comes due; or viii. Pursue such other remedies as are available at law or equity. Landlord's pursuit of any remedy of remedies, including without limitation, any one or more of the remedies stated herein shall not (1) constitute an election of remedies or preclude pursuit of any other remedy or remedies,provided in this Lease or any other remedy or remedies provided by law or in equity, separately or concurrently or in any combination, or (2) serve as the basis for any claim of constructive eviction, or allow Tenant to withhold any payments under this Lease. 19. Quiet Enjoyment. Landlord covenants and agrees that upon Tenant paying the rent and observing and performing ail of the terms, covenants and conditions on Tenant's part to be observed and performed hereunder, that Tenant may peaceably and quietly have, hold, occupy and enjoy the Leased Premises In accordance with the terms of this Lease without hindrance or molestation from Landlord or any persons lawfully claiming through Landlord. 20. Holding Over. In the event that Tenant or anyone claiming under Tenant shall continue occupancy of the Leased Premises after the expiration of the term of this Lease or any renewal or extension thereof without any agreement in writing between Landlord and Tenant with respect thereto, such occupancy shall not be deemed to extend or renew the term of the Lease, but such occupancy shall continue as a tenancy at will; from month to month, upon the covenants, provisions and conditions herein contained. The rental shall be the rental in effect during the term of this Lease as extended or renewed, prorated and payable for the period of such occupancy. 21. Waiver. Failure of either party to complain of any actor omission on the part of the other party, no matter how long the same may continue, shall not be deemed to be a waiver by said party of any of its rights hereunder. No waiver by either party at any time, express or implied, of any breach of any provision of this lease shall be deemed a waiver of a breach of any other provision of this Lease or a consent to any subsequent breach of the same or any other provision. 22. Attorney's l=ees. If suit should be brought for recovery of the Leased Premises, or for any sum due hereunder, or because of any act which may arise out of the possession of the Leased Premises, by either party, the prevailing party shall be entitled to all costs incurred in connection with such action, including reasonable attorney's fees. . 23. Notices. Wherever in this lease it is required or permitted that notice or demand be given or served by either party on the other; such notice or demand shall be deemed given when written and hand delivered, or deposited in the United States Mail, certified, return receipt requested, postage prepaid, addressed as follows: Page 6 of 10 604 If to Landlord: Boynton Beach Community Redevelopment Agency Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Tara Duhy, Esquire Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue, Suite 1100 West Palm Beach, Florida 33401 If to Tenant: City of Boynton Beach Daniel Dugger, City Manager 100 E. Ocean Avenue Boynton Beach, Florida 33435 With a copy to: [Nike Cirullo Goren, Cherof, Doody & Exrol, P.A. 3099 East Commercial Boulevard, Suite 200 Ft. Lauderdale, Florida 33308 24. Severability. If any term or provision of this Lease or the application hereof to any person or circumstance shall, to any extent, be held 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 and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. 25. Brokerage. The parties represent that no party has acted as, by or through a broker in the effectuation of this Lease. 26. Time of Essence. Time is of the essence in the performance of this Lease, 27. Entire Agreernedt. This instrument contains the entire and only agreement between the parties, and no oral statements or representations or prior written matter not contained in this, instrument shall have any force and effect. This Lease shall not be modified in any way except by a writing executed by both parties. 28. Subordination. This Lease is subject and subordinate to all mortgages and deeds of trust which may now or hereafter encumber the Property, Building, or any appurtenances thereto, or any leases, renewals or modifications related thereto. This clause shall be self - operative and no further instruments of subordination shall be required in order for this clause to be effective. Page 7 of 10 63U4224 605' 29. Amendment. No Amendment of this Lease shall be effective unless reduce to writing and subscribed by the parties with all the formality of the original. 30. Compliance with Law. Tenant shall comply with all laws, orders, ordinances a pWx Landlord shall comply with all laws, orders, ordinances and other public requirements now hereafter affecting the Leased y,remises. 31. Governing Law. All matters pertaining to this Lease (including its interpretation, application, validity, performance and breach) in whatever jurisdiction action may be brought, I lip WX-.AL'ln . . . . . . . . . . . . IF cou I -to any O'COU tZlierco which the prevailing party may be entitled. Page 8 of 10 01353422-3 606, IN WITNESS WHEREOF, the parties hereto have executed this Lease the day and year first above written or have caused this Lease to be executed by their respective officers thereunto duly authorized. Signed, sealed and delivered in the presence of: WITNESSES: WITNESSES: D135M2Z-3 LANDLORD: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGEtACY Title :--e�#Aw7e-- TENANT: THE CITY OF BOYNTON BEACH .. . . . . .............. By-_ Name:' Title: -- Page 9 of 10 607 EXHIBIT "A" LEGAL DE INION 511 East Ocean Avenue Boynton Beach, FL 33435 Parcel Identification Number: 08-43-45-28-03-006-0100 Lot 10; Less the South 8 feet thereof, and the West 7 feet 8 inches of Lot 11, Less the South 8 feet thereof, Black 6, Boynton, according to the plat thereof, as recorded in Plat Book 1, Page 23, of the Public Records of Palm Beach County, Florida. Page 10 of 10 01353412-3 608 Utterback, Theresa From: Lance Aker <laker@kappmorrison.com> Sent: Thursday, October 31, 2024 3:35 PM To: Utterback, Theresa; Jeffrey Burns; nrojo@affiliateddevelopment.com Cc: Kathryn Rossmell; Tack, Timothy; kcolin@affiliateddevelopment.com; Hill, Vicki; Mack, Andrew Subject: RE: Lease Extension - City of Boynton Beach Park Ranger Offices - 511 E. Ocean Avenue This Message Is From an Untrusted Sender You have not previously corresponded with this sender. Theresa, on behalf of Buyer the lease extension agreement is approved. Thanks. rl a' LLQ' WEAL. LS1ATl_ I t_'i'gxPOWAIIELA" Lance M. Aker .. v. -card .................................................................................................................. Lance M. Aker Partner direct: 551 „ 755„000 ...................................................................................... main: 561.766. 011 7900 Glades Road, Suite 550 Boca Raton, FL 33434 www. .pr morrisore„cola Florida I New York From: Utterback, Theresa <UtterbackT@bbfl.us> Sent: Thursday, October 31, 2024 10:18 AM To: Lance Aker <laker@kappmorrison.com>; Jeffrey Burns <jburns@affiliateddevelopment.com>; nrojo@affiliateddevelopment.com Cc: Kathryn Rossmell <krossmell@llw-law.com>; Tack, Timothy <TackT@bbfl.us>; kcolin@affiliateddevelopment.com; Hill, Vicki <HiIIV@bbfl.us>; Mack, Andrew <MackA@bbfl.us> Subject: RE: Lease Extension - City of Boynton Beach Park Ranger Offices - 511 E. Ocean Avenue EXTERNAL EMAIL. Good Morning, Just following up on my email below. Looking forward to hearing from you. Theresa 609 ffi e He w a IIS -u t't u'u Qba ck De,idi'ek)pnien S+: r,,I a P °k )nrgj„e p,ktl::u,itnton Beach Comn'pN.VnVLiy Agencly I.ID0 EW, .o..,gimton l„wead h [ :PN"kia 3311315 561 600 9094 1 6 737 3"!"158 p util ew hrvu, bbf L US I I Ihttps:H%AIWW.,Iboyintonlbeaclhcira„com America's Gateway to the Gulfstream L^ srhe tha�e�:�e as a rrilaa d �'��imrremarmI ,i, ,i nill��l I crrlIrr bl im lI” a i16.�'I' till�.) rre m�m i a email Ir IIa'!Ipnsubject to m1mslclm.,wsmrume. LIVulrdem III k.rrmda IllenN,Il..mall abrlmlesse'rr aurin.. �uleblllr lu�'Ir'�u:°:°'Irrrbs. III Ill�luer°'Ir'�uf::mr�lr��'w �I�:w:l�uur°'Is'n.mrmuli �Ir°'Ir"min:°ur.m:u�:�lui:°°ati:°:inn w:mu�m�l I�::m:u�r III � � email addr'ess ulr°ul a,y s rm IlhJII'J �II.! ct to 116r u b l 1 c�IlICH rr C l eS U r°'Ie From: Utterback, Theresa Sent: Thursday, October 24, 2024 1:27 PM To: Lance Aker <Ila':Ilrelr(:')ka ,.: Irn orlrurk¢:ur.:� rvrY%>; Jeffrey Burns < Ibu.ulru�ur �z:lllilllia:ut�e�J: mr��ellr� Irr°oelrnt.:�:alrr:>; el Ir a:a °:: ���� �� � l'ii II Iia �:rbrJ:Jm�ae Ilcr s Isµnr�^ In �.cr°.sort Cc: Kathryn Rossmell Tack, Timothy <1ia:::llli;allllsill.ar a>; Kemissa Colin <Ilca::olllilr:�aallilllilgrt.:g:JrJrb�ella:p:urur ln.a:r°.plrr:>; Hill, Vicki<JI°°Illillllt/@ll:lbill.uu.w>; Mack, Andrew <Yla)a:;ll<sl4lbl1l.u.uzm> Subject: Lease Extension - City of Boynton Beach Park Ranger Offices - 511 E. Ocean Avenue Good Afternoon, The lease between the City and the CRA for the offices located at 511 E. Ocean Avenue is due to expire on January 31, 2025. The City has requested to extend the lease. I have attached the current lease and the lease extension agreement for your review. would like to present this to the CRA Board on November 21, 2024 so that the City has time to present it to City Commission for approval prior to the expiration. Please let us know your thoughts. Sincerely, Theresa 2 610 AMIMUM Pursuant to Internall Revenue Service [3i-cuUar Z]D, we ere reqUiiredl to agviise you that iftlhene is any tax aUivice cointained kerein, it |s not |intended to be used, and conmct be used, by the mddpessee air any tmxpayeir, forthn purpose ofowolidHng pennKOms that may be imposed undlerthe InternaU AevenueCode. PrlivNegeU and Confidembalk Unless otkenmise indicated or obvious firnm the naiture of the LiransmittaU, the �informedon comt iineU in this message |s pUv0eged and/or conldenUaU infomnabion hnitended soUelly for the use of the oddnessse. Ifths readeroftNs message is not the iintended iecipient, orthe employee oregent responsflbleto dmUiver iit: u»the intended iecipient, you ero heneby i that any d|ssem|nabon, dlistUbut|nn orcopyUng of this oommunk:at|on orany of the |nfonmabion |n |t |s stMdly pmhliblited. ffymm have raceivedthiscommun�catipnVnenoir,please advise the senUerbyrepUym-maNandthein UeUetethe message. TlhaiiiThe |nrormatlion oontalined |n tNs commun�cat|mn fmm the sender |s confkJemflaU. It !is ntended aoUeUy for uss bythe naclipliantsnd othens euthorized toneceivek.Ifyou arenot the recliplient,you arehenebyithat anyd�scUosure,cmpyling,distirliUutJunnrtalking action !!in rellaboin of' the contents of ItInlis infoirinnabon !is stirlictly lorolhilbited aind may be uin1laWfUll. TNs oma0 has been scanned foirv1mses and mahwore, amd may have been autnmaticaUlly erchlived by 114111111 111 :tciU, en 4nnovator in Software as a S.;em�ce (5aaS) for busimess. Pnoviding a sailfeiir and ii u.sefunU pUaceforyaur human generated data,, SpeciaUizVng Vn,� Socmr|ty, apchMing and compUlience. Toflnd out moreCUck-1--l-e[�. 611 Second Lease Extension Agreement Date: .2024 The Boynton Beach Community Redevelopment Agency ("Landlord") and The City of Boynton Beach ("Tenant") agree to extend that certain lease dated January 26, 2023, as it has been amended from time to time ("Lease") on said premises known as 511 E Ocean Avenue, Boynton Beach, FL 33435. Pursuant to paragraph 2 of the Lease Agreement and the Lease Extension Agreement, dated January 20, 2024, and for good consideration, Landlord and Tenant agree to extend said Lease for a period of one (1) year, beginning on the 1St day of February, 2025, and terminating at midnight on the 31St day of January, 2026 ("lease extension period"). To the extent inconsistent with this Second Lease Extension, Paragraph 2 is deemed amended. The Parties reserve the right, in their sole and absolute discretion, to terminate the Lease for convenience and without penalty provided each party gives no less than sixty (60) days written notice to the other. During the lease extension period, Tenant agrees to pay rent in the amount of $10.00 (Ten Dollars and 00/100) per month. Tenant, by executing below, accepts the condition of the Property in its current condition and saves, defends, and holds Landlord harmless from any and all liability, direct or indirect, resulting from Tenant's use of the Property for the term stated herein. This agreement shall be binding upon and shall insure the benefit of the parties, their successors, assigns, personal agents and managing members. All other terms and conditions of the Lease remain unchanged and in full force and effect. Boynton Beach Community Redevelopment Agency Landlord City of Boynton Beach Tenant Date Date 612 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.G SUBJECT: Approval of a Waiver for the Commercial Property Improvement Grant Program in the Amount of $25,000 to Chow Hut LLC located at 425 NE 4th Street SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial build -out costs associated with the construction, repaid, and/or rehabilitation of commercial building improvement. The Commercial Property Improvement Grant Programs 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. The Program also provides funding assistance related to the design fees for architectural, electrical, civil, mechanical, and/or plumbing improvements for eligible property improvements. Applicants are eligible to receive 50% of the applicant's project budget up to a maximum amount of $10,000. CRA staff has received a complete grant application from Chow Hut LLC located 425 NE 4th Street, Boynton Beach, FL 33435 (see Attachments 1 -III). Chow Hut LLC has owned the approximately 7,000 square foot commercial property since 2012 when it was a mechanic/auto shop. The property currently serves as the home for Southern Golf Cars Inc, a golf car repair and sales company. As a commercial property owner, the applicant falls under the terms of a Tier II business as outlined in the grant application. The applicant is seeking reimbursement for roof repair and site plumbing improvements. The total cost of eligible property improvements is approximately $100,200 (see Attachment IV). Per the grant application, grant funding for roof repair or replacement cannot exceed 50% of the total grant award of $25,000. Additionally, the grant applicant is requesting a waiver that the Commercial Property Improvement Grant may only be used by commercial property owners with multiple tenants as reference on page 7 of the Program Rules & Regulations. This specific commercial property is a single tenant use. If approved, the applicant is eligible to receive a maximum grant of $25,000 in reimbursable funding for the property improvements provided that the applicant expends an equal amount in matching funds as required under the terms of the grant. No more than $12,500 will be 613 reimbursed for the roof portion of the project and the remaining $12,500 for the site plumbing improvements. The grant is reimbursed to the applicant once the City of Boynton Beach Building Department approves all permit requirements and the proper reimbursement documentation is submitted to CRA staff or approval. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-444, $25,000 for Property Improvements CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of a Waiver for the Commercial Property Improvement Grant not to exceed the maximum grant award of $25,000 to Chow Hut LLC located at 425 NE 4th Street, Boynton Beach, FL 33435. ATTACHMENTS: Description • Attachment I - Commercial Property Improvement Grant Application • Attachment II - Location Map • Attachment III - Warranty Deed • Attachment IV - Project Quotes 614 V f WE q BOYNTON 0B E AC ..R,A 011 C�',.'OMMLINI'T'Y'REDE'V�EI.OPMENir AGENCY I •r- 1 10, 1 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL PROPERTY IMPROVEMENT GIAP ANTPROGRAM The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the design, repair, and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan, Improvements paid for by the BBCRA must be permanent and stay with the building. The BBCRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the BBCRA Area for one year or more at the time of application and has at least two years remaining on its existing lease at the time of Board approval. The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. The 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) Initia Page 1 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435— Phone: (561) 600 - 9090W www.boyntonbeachcra.com 615 may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. fiZMMZ3W=* The Commercial Property Improvement Grant Program offers financial assistance to the commercial property owner or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. The applicant may also receive financial assistance for eligible design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at: business/pa,-e-business or by contacting the City of Boynton Beach at (561) 742-6494. 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 careersQglggabc.com, 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), • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. Ilnitiah,jI Page 2 of 16 _, Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 90901* www.boyntonbeachcra.com • Applicant must have an executed multi-year lease with at least two years remaining on the lease at the time of BBCRA Board approval. • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. ® The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm Beach County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm Beach County. Please contact the City of Boynton Beach Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the BBCRA Board approval, plus an added 20% contingency funding amount (for a total not to exceed the maximum eligible grant amount). 4 Grant funds will be reimbursed exclusively for approved work and approved change orders. e 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. However, Tier 11 commercial property owners may apply for grant funding for eligible exterior improvements, which will not affect the eligibility of the lessee business entities to apply for grant funding for eligible interior improvements. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton Beach liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations or monies owed for utilities, the BBCRA will perform a lien search on the property at a cost of $140.00, which will be deducted from any grant funding awarded to the recipient. In the event that there is an outstanding lien against the property, the grant will not be awarded until the complete satisfaction of the lien. Page 3 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com In order to receive the full amount of any awarded grant, the property owner or tenant must complete the project, obtain a Certificate of Occupancy/Completion from the City of Boynton Beach, and submit for reimbursement within 180 days of the issuance date of the permit for the project. (As further described below, applicants may request reimbursement for up to 50% of their grant award prior to completion of the project.) If BBCRA Board approves grant funding and the work being performed does not require a permit, the Certificate of Completion (or equivalent) and application for reimbursement must be within 180 days of the grant award. Failure to complete the improvements within the specified time frame will result in termination of the grant award, at which point the BBCRA will no longer make payments for any reimbursement requests, regardless of whether the request was submitted prior to the termination of the grant. Only one 90 -day administrative extension will be permitted, and the BBCRA has the sole and absolute discretion to grant or deny such extension. Project items completed and paid for by the applicant more than 60 days prior to grant approval by the BBCRA Board are not eligible for reimbursement under the grant program. A complete application must be received within 60 days of payment in order for an expense to be eligible for reimbursement, Once a complete application is received, the application will be placed on the next available agenda for review and potential approval. Grant funding may not be used for design fees alone. Grant funding for design fees will only be awarded when the grant funding will also be used for physical property improvements. Conversely, grant funding may be awarded for physical property improvements even if no funding for design funding is requested, The BBCRA may elect to fund only physical property improvements even if design funding is requested. • BBCRA Board approval of this grant results only in funding. Approval of BBCRA grant funding is NOT approval of any type of City processes including, but not limited to, permits and site plan modification. Applicants must apply for permits and site plan modification through the appropriate departments at the City. Permitting and site plan modification reviews are required for all commercial projects. It is the responsibility of the applicant to obtain all necessary City approvals. Grantees shall allow the BBCRA the rights and use of photos and project application materials. • The BBCRA Board may give preference to local businesses, For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County, Initials Page 4 of 16 Property Improvement 100 East Ocean Avenue, 411 Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090P www.boyntonbeachcra.com 618 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 • Awnings • Fencing (excluding chain link, barbed wire, and wood panels) • Electric vehicle charging stations • Hood & fire suppression • Design fees associated with architectural, electrical, civil, plumbing and mechanical site plans • Plumbing • HVAC system • Patio decks connected to the building • Doors/windows • Parking lot re -paving, re -sealing, and/or restriping • Painting • Demolition of structure and re -sodding of vacant property • Solar electricity and water heating • Signage • Permit fees for eligible property improvements included as part of the licensed contractor's contract/invoice • Flooring • ADA Improvements • 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 • Medical Research Centers/Housing • Massage/Personal Services • Churches/places of worships • Alcohol and/or Drug Rehabilitation Centers/Housing • VaDor/E-Cigarette Stores Page 5 of 16 InitialAil, Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 90903 www.boyntonbeachcra.com 619 • Adult Entertainment • CBD Retail Stores • Political offices, campaign • Any other use that the BBCRA staff headquarters, or other businesses or BBCRA Board determine will not focused on politics or political support the redevelopment of the operations BBCRA Area Grant Terms and Conditions This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. All reimbursement checks from the BBCRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval, plus an added 20% for contingency funding, the total of which may not exceed the maximum amount of grant funding for which the project is eligible. Tier One Business Tier One Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $50,000 in grant funding. Tier One Businesses must be one of the following types of business: • Restaurant • Gourmet Food Market • Bakery/Coffee Shop Tier Two Business • Hotels/Motels/Bed and Breakfast (the Board will grant no more than four approvals in this category per fiscal year; short term vacation rentals are not eligible) 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. Initials 0 - Page 6 of 16 'k Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 11-W Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Professional Offices (real estate, law, architect, accountant, insurance, marketing etc.) • Medical Offices (dentists, primary care, counseling, etc.) • Laundry/Dry Cleaner facility • Retail (clothing, art, accessories) • Fitness Centers • Specialty Businesses (daycare, ice-cream shop, pet grooming, event planning) • Tattoo Parlor/Body Piercing/Art Shop (no more than two approvals per fiscal year) • Take -Out Restaurants • Services (lockshops, appliance repair, etc.) ® Hair/Nail Salons (no more than 2 approvals per fiscal year) • Florists (no more than 2 approvals per fiscal year) • Industrial Uses/Art District • Auto Services Facilities - repair, storage, sales, etc. • Commercial property with multiple tenants seeking only fagade improvements Tier Three Business (Tier Three Businesses will receive no more than two approvals per fiscal year and improvements must be for commercial facade or security improvements). Tier Three Businesses are subject to BBCRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: * Kava Tea Bar 0 Pawn Shops ® Convenience Stores 0 Liquor Store 0 Laundry/Dry Cleaner facility Tier One & Tier Two Businesses Grant Funding for Design Fees Tier One and Tier Two businesses are eligible to apply for funding assistance related to the design fees for architectural, electrical, civil mechanical and/or plumbing improvements. These design fees shall be for eligible property improvements as defined on page 5 of this grant application. Applicants are eligible to receive reimbursement of Initial Page 7 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090111P www.boyntonbeachcra.com 621 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $10,000 for the design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. If the design fees were paid for prior to BBCRA Board approval, the applicant may request 50% reimbursement for design fees if the final payments were made no more than 180 days prior to Board approval. Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease at the time of Board approval. The commercial lease must define the landlord -tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility, • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease, Application Process Applications can be submitted online at 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, however online submissions are preferred. Applicants will be considered on a first-come, first -serve basis. Application packets must include the following documentation: 1xvitials 4b Page 8 of 16 Property Improvement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090* www.boyntonbeachcra.com 11-Mpll 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. 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. 4. If design funding is requested, cost estimate(s) from a qualified licensed design professional. The cost estimate must include: scope of work, the business name and business address of project, and the license number of the design professional, 5. Copy of design and construction plans associated with the proposed improvements. 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 120 days of grant approval, or the grant award may be terminated. Applicants may apply for one 60 -day administrative extension to meet this requirement, and the BBCRA has the sole and absolute discretion to grant or deny such extension. Any extension granted under this paragraph is for this requirement only and does not extend any other deadline related to the grant. 7. Resume for each principal/owner of the business. 8. Copy of the corporate documents for the applying business entity. 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 (if no corporate tax returns). 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 of the project, 15, Initialed and signed Program Rules & Regulations (pages 1-16). 16. Authorization to perform credit check for the business and each principal/owner of the business. Initials Page 9 of 16 Property Improvement 100 East Ocean Avenue, 411 Floor, Boynton Beach, FL33435 - Phone: (561) 600 - 909101,"'J" J www.boyntonbeachcra.com 11-YX 17.W9 Form and Grant Intake Form. 18. City Planning and Development Department Acknowledgement Form. 19. City Permit Department Acknowledgement Form. 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) 742-6350. All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at www.bomignbeachcra.corn. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Design Reimbursement This portion of the program is designed to reimburse applicants for design fees associated with the property improvements provided for in this grant. Funds must be paid to qualified design professionals licensed by the State of Florida in order to be eligibin for Irvitials Page 10 of 16 Property Improvement 100 East Ocean Avenue, 41hFIoor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www,boyntonbeachcra.com 624 reimbursement. Funds paid to licensed design professionals acting as subcontractors are also eligible for reimbursement. The reimbursement request shall be summarized in a report and accompanied by the following documentation for the completed design work: 1. Copy of contract/scope of work with design professional, 2. Paid invoice describing work completed. 3. Copy of final design plans (pdf copy preferred). 4. Proof of payment(s) totaling contract amount, Payments in cash and/or cryptocurrency are not eligible for reimbursement. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 5. Proof of permit application for (or including) item designed. Procedures for Property Improvement Reimbursement This portion of the program is designed as a matching 50% reimbursable grant. All work for which reimbursement is sought must be completed and paid for by the applicant prior to the release of BBCRA funds. The applicant may request reimbursement for partial payments throughout the project for up to 50% of grant award. The remaining 50% of grant funding will be held until the project is completed according to the City of Boynton Beach Building Department, and if applicable, a certificate of occupancy has been issued, at which point the applicant may submit a final reimbursement request. The BBCRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the BBCRA (3) days prior to the grant expiration date. The BBCRA may refuse to issue grant funding if the submission is not received by the specified time. Once the work is completed the reimbursement request shall be summarized in a report and accompanied by the following documentation: Page 11 of 16 tnitials k� Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090t www. boyntonbeachcra.com 625 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. Payments in cash and/or cryptocurrency are not eligible for reimbursement. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 3. For partial reimbursement requests, a Partial Release of Lien from licensed contractors must be submitted. 4. For the final reimbursement request, the following must also be submitted: a. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 5. A minimum of 4 color digital "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 W AN APPLICATION GUARANTEE O FUNDING Initials Page 12 of 16 Property Improvementv 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090Jv www,boyntonbeachcra.com 11-YU'. ;t is the respone ,ypbg Program's Rulles/Requirernents 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 and landlords. 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. 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 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 to the maximum extent permitted by law 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 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 Page 13 of 16 L Property Improvement 100 East Ocean Avenue, 4tt' Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090), www,boyntonbeachcra,com 11*44 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. Fnitial N, Page 14 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 628 BOY N 10 N'T" 11 BEAC1+(�,,"",",",','oR,A 4. ..,"="=.= Title rnnmpaxVwner'mbvgnetune Printed Name Notary � ^ m� Signatures - Multiple notary pages may be used /f signing individually STATE COUNTY OF BEFORE ME, 8h , vx and take aokOVvvedgennen�`. personally appeared who io/8vePerGDna|k/ known to me or produced as identification, and mCkDovWedged he/she executed the foregoing Agreement for the use and purposed mentioned in |tand 1hatthe instrument iohis/her act and deed. |NWITNESS C}FTHE FOREGOING, d and official se�al in pt, tate and 20 RM'i JONATHAN DA SILVA Notary Public - State of Florida I My C mission Expires: commission # HH 49606,3 dr, my Comm, Expires Feb 25, 2028 Bonded through Natlorai Notary Assn Page 15of1G Property Improvement 10OEast Ocean Avenue, 4mFloor, Boynton Beach, FL33435—Phone: (5G1)GU0-QOQO 629 Ar BOYNTON"" %/9 .... . . . . . BEAC R,/ LANDLORD SIGNATURES: By signing below, Landlord consents to the GubrOh1e| of this application and understands that approval of the application may fund physical alterations to the property, Landlord understands that approval ofthis application does not grant Landlord any rights whatsoever d specifically ypderstands that approval of this application by the BBCRA does /aXdlorcl to seeVayment or other recourse from the BBCRA. ;�'o 2. Printed Name enomms -jignatume Date Printed Name Title ��&o�� �� Notary as Signatures - Multiple notary pages may beused /T signing individually � STATE COUNTY OF BEFORE ME, an officer dul uthorl ed by law to administer oaths and takeacknowledgements, personally.appeared who is/are personally known 10 .... or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in itand that the instrument ishis/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and ial seal State and County aforesaid on this _ of day 20 RYPUBL/C mmission Expires: Page 1Suf18 Property ImprovementImprovement1OUEast Ocean Avenue, 4th Floor, Boynton Beech.FL3343S—Phone:(5S1)6O0-9OBO Notary Public - State of Florida WA Commission # HH 496063 My Comm. Expires Feb 25, 2028 RYPUBL/C mmission Expires: Page 1Suf18 Property ImprovementImprovement1OUEast Ocean Avenue, 4th Floor, Boynton Beech.FL3343S—Phone:(5S1)6O0-9OBO C O O vi N R* co U O M � O J C6 N U > o M a� :tfC 3 O E m L C a U a cc W at u III m ch W� I lim III III m n E O O vi N R* co E 'E � M � 0 L J LL N U > o M a� ca E m E c Or- >1 M Zzz cc m Lr) u III m W� I I' m � o ® \ § § § 7 2 y 2 2 ® E Co , � = 3 f = E 2 7 7 § � \ ° ° ° 0 ° 0 \ -0 c - c g = ° -0 e� ƒ § >(D c 2 c k° 0) cc -0 a k c £ 0 I CD { £ Lu G & § ® § \ / 0 0 '\ 17 o 0 CD( C/)7 o § ? 0 2 2 : & U) e 7 \ Z G \ k 3 x / " 2 k E / 2 § % \ G m � E _ } 0 O $ - 2 Cc y Co a 2 E 0 \ E � c m \ o / o % k Cl) § 0 0 o E } \ � { 0 k o k \ a) � Q 7 E % ca 0 ¥ m : 7 \ 0 0- Ln \ ® D e o $ 2 E M g § \ \ / c ) \ k 2 § \ C)- & 0 0 a % Ca 2 9 7 0 0 c E I k CO ƒ § § o / 0) (D \ \ \ D o � E . E k } � a o E k § k L § _0 k 2 0 U / / E cu .\ \ 0 / 0 e c � w 0 � 0 / § L) 0 c 0 0 LLca� co / 0 � 0 \ z 0 � 0 0 U.� Cr co I 0 CL k 0 0 � (D 0 0.E LU0 � E z 0 (D O U) 0 FIEL. 04 2| � § ) � m 0 m 2 J � � (D 2 ) � % . � k \ ■ � ■ E � 2 ■ k k 2 � z / k k & 0 0 a % Ca 2 9 7 0 0 c E I k CO ƒ § § o / 0) (D \ \ \ D o � E . E k } � a o E k § k L § _0 k 2 0 U / / E cu .\ \ 0 / 0 e c � w 0 � 0 / § L) 0 c 0 0 LLca� co / 0 � 0 \ z 0 � 0 0 U.� Cr co I 0 CL k 0 0 � (D 0 0.E LU0 � E z 0 (D O U) 0 FIEL. 04 2| M Ob M r - IL U J J 2 O s U U- m U- M L a) E N N N C 0 Q N a) L �J ai d s O� N N � d CL) O -0 N Co O O m O Q. LL :D N s N C O 7 G1 N Q: C O N 7 ac E C1 O a 0 0 _ O N O -0a m O m a) 2 a� LL M LL cu c cu 0) C 0 - cc cc a_ 0 O G .. G No 0 a� E D N O N C O Q U) a� L I GJ a+ O V CL CL m m CL O Gl Y 7 7 O 3 O ca U N U L a El m a C: C a) LU a If1 s Ln M CD > a C: C a) LU N ti N s 0/20/24, 8:39 AM L7C)RC�' IYJt4C�CS Search by Address, Owner, or PCN Return Layers Tools & Reports Help lir ,h/ 1' i 11 "I r; h'rl rrt 0%A1 "JIII III?S CHOW HUT LLC III III III I III' "III Y I f II ""III""A 111l LOCATION 425 NE 4TH ST MUNICIPALITY BOYNTON BEACH PARCEL NO. 08-43-45-21-26-006-0010 SUBDIVISION ROBERT ADD TO TOWN OF BOYNTON IN BOOK/PAGE 25413/299 SALE DATE AUG -2012 MAILING ADDRESS 2611 LAKE DR N BOYNTON BEACH FL 33435 2416 USE TYPE V PAPA Countywide Map Select LangUggg V * 0 R https:/Igis.pbcgov.org/papagis/papa.html# 637 6/20/24, 8:25 AM Landmark Web Official Records Search Instrument Prepared by and Record and Return to: Louis J. Carbone, Esq. Law Offices of Louis J. Carbone, P.A. 90 SE 40' Avenue Suite 1 Delray Beach, Florida 3348340,044001 ////a, Property Appraiser's Parcel ID..°i° 08-43-45-21-26-006-0010 CFN 20120338325 OR BK 25413 PG 0299 RECORDED 08/24/2012 12:09:15 Palm Beach County,, Florida AMT 450, 000.00 Doc Stamp 3,150.00 Sharon R. Bock,CLERK 3 COMPTROLLER Pgs 0299 - 300; (2pgs) WAY DEED (STATUTORY FO1� zWTION 689.02 F.S.) THIS INDENTURE is made this 6th day of ���f� 2012, by and between ADAM REDNER, a single man, having an address at 15302 Strathearn Drie� �� 02 Delray Beach, Florida 33446 Grantor, and CHOW HUT LLC a Florida limited liability comps whose address is 2611 Lake Drive North Boynton Beach Florida 33435, Grantee * "Grantor" and "Grantee" are used for singular or plural as context ru WITNESSETH, that said Grantor, for and in consideration��the sum of Ten and No/100 ($10.00) and other good and valuable consideration to Grantor in ""paid by Grantee, the receipt whereof is hereby acknowledged, has granted, bargained, and sold to the Grantee and Grantee's heirs and assigns forever, the following -described land situate, lying and being in PALM BEACH County, Florida: LOTS 1, 2 AND 3, BLOCK 6, ROBERT ADDITION TO TOWN OF BOYNTON, ACCORDING TO THE PLAT THEREOF ON FILE IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT IN AND FOR PALM BEACH COUNTY, FLORIDA, RECORDED IN PLAT BOOK 1, PAGE 51, TOGETHER WITH THE SOUTH 12.5 FEET OF ABANDONED ROAD ADJACENT TO THE NORTH LINE OF LOT 1 AND THE EAST 10 FEET OF ABANDONED VALLEY LYING WEST OF AND ADJACENT THERETO LOTS 1, 2 AND 3, BLOCK 6. SUBJECT TO: covenants, conditions and restrictions, easements, prohibitions of record, if any and zoning or other requirements imposed by governmental authority; restrictions and matters appearing on the plat or otherwise common to the subdivision; public utility easements of record; and real estate taxes and assessments for the year 2012 and all subsequent years. AND said Grantor does hereby fully warrant the title to the land, and will defend the same against the lawful claims of all persons whomsoever. Book25413/Page299 Page 1 of 2 638 htt s://erec.mYPalmbeachclerk.com/Search/DocumentAndinfoB BookPa a?KeY=Assessor&booktYpe=0&booknumber=25413& a enumber=299# rr N O N N c 7 "7 I ::n 0 rn M O O O O O D O O O d' 4 VO N NIt to N t- [� r 00 N NNN m_vt0 3 10 to T- 61� V- 613� 69 •- to 41 w w d1 LO w 00 C) 0) to U7 G1 T bq T- 641� C) O O O Iq 4� I O N N d� -a(D N ti ti 00 I f� LA W L6 O m r 1 d9 el) r H O w O O c m a) = ° N W 44 IL w W 9 ce Cy Z a14- a) LLIa ��yVr goo ISM N w c ' o o w a J Ar LLI v Z zz o_ ,' c c L m a) 00 m It w .c ::n 0 rn M MIAMI OFFICE WEST PALM BEACH j 37 NW 12 AVE. - SUITE 1 1225 N. MILITARY TRAIL #8 MIAMI, FL 33128 WEST PALM BEACH, ISL 33409 (305) 801-1710 (561) 662-3337 0 C F I N G (786) 290-0703 . " .e L Wwwroofingroyaloxom f roofingbyroyalelogmalLoom LIC. # CCC1327658 NAME; DATE: t/ Z e -o-, 7 ,rte Job Addross: PHONE CELLO.. &MAIL.., PAX #' WE ARE PLEASED TO SUBMIT THE FOLLOWING PROPOSAL AND CONTRACT ROOF PREPARATION SPECIFICATIONS FLAT ROOF Now•Rocf o Re -Roof Recover Boot 0 Repair !toot CI ( 9 wood Q concrete cyps" Ske Root; pitched Flat Ridge Cap. ❑..,,R✓idge vent 'Nrs O ©y 62 R move existing roof to a Olean workable surface and dispose a ii debris, �Install valley metal In all valleys. ,L-1J,,I.n�stall 8X3 white / brown In save drip metal Ud' Install vents or lead sleoves fleshing around/vent stooks, SHINGLE ROOF Q Install 30 lb, base shoot as per code ! ❑ Install 3 Tab fiborgloes fungus resistant shingles, color © install dimensional shingles, color,._W___ ❑ Other TILS ROOF MIA EJ Install 30 lb. felt as per code 0 Instal( 80111 slate with hot asphalt/ Polyglass TU plus [1 install too with foam adhesive 0 Other Q Apply one acral of asphalt primer. ,d install Insulation of .� Inches. iJ install a a baso sheet # 75 with: 0Ttncaps [ Hot eap bah. install _ ,;; , ,, , plies Of fiberglass tett IPIy I11) with hot asphaaft, ,._.,,,,��r FINISHED WITH: !!d'Gap*sheat with hot asphalt. 0 Modified ruborold FR 170 with hot asphalt, O Modelled Ruberold torch. Q paint surface with aluminum point.. 0 Other., ■❑ REPAIR Extra plywoods Extra TC Boards Job guaranteed for /0 years on labor. Materials such as shingle comes with the manufacture's awn guarantee, This work Is agreed upon according, to the above desorlptlonstbr therunt Dunt of (8 ' �3(0 0 } dollars, IN udksg mat rials and labor. NOTE: This proposal Includes then Ituairlstimto three lywood sheets onif or tin L.P. off of a ound the root. Addiffonal wood replacement would represent extra c argas, s e a or ys and once s fined Dux this document becomes a contract. PormIts and Inspections Included, Soffit areas not included unless specified. payments 3o% to ardor materials. - 40%w e rr ;n p cc ION 30% when Job In flttlshe(I and passes final inspeatl0n f�f"etal. - 30% tcorder lflatarlais - 40 /o hon til s / eta! re def vered / 30% when Job Is finished and passes final Inspection. Other.• IZATU1R9 OF COMPANY RI=PRESENTATIVB SIGNATURE OF OWNER or O1NNr~ft'$ AtiEtfT DATE 640 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.H SUBJECT: Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $11,700 to Spectrum Innovations Inc. located at 1300 W. Industrial Avenue, Unit 113 SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from Spectrum Innovations Inc. located at 1300 W. Industrial Avenue, Unit 113, Boynton Beach, FL 33426 (see Attachments 1-11). Spectrum Innovation is a luxury studio for photo and video production aimed to provide a creative space to local creators and brands. They will also provide educational courses to local creatives on a monthly basis. As a video marketing and production company, Spectrum Innovations is operated by its president for its day-to-day operations. Under the terms of their proposed Landlord -Tenant Lease Agreement, the base rent to be paid by the applicant is $1,950 per month (see Attachment III). Spectrum Innovations qualifies as a Tier II business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,750 per month for a 12 - month period, whichever is less. If approved, Spectrum Innovations would be reimbursed in the amount of $975/month for a period of 12 months or a total grant amount of $11,700 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58400-444, $11,700 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 641 Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $11,700 to Spectrum Innovations Inc. located at 1300 W. Industrial Avenue, Unit 113, Boynton Beach, FL 33426. ATTACHMENTS: Description • Attachment I - Commercial Rent Reimbursement Grant Program • Attachment II - Location Map Attachment III - Lease 642 ... BOYNTO" l�l�li U 1. 11,111 1JJ1�J111 X11 l�J11JJ l� �111)� 101101111BEAC I, ZA COMMUNITY October 1, 2024 — September 30, 2025 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 at the time of Board approval. The BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Initials SZ Page 1 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 643 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. 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). However, if the construction is for expansion of an existing business, and the existing business property remains open during construction of the expansion, the Applicant is eligible to receive rent reimbursement for the portion of the business that is not under construction so long as that portion remains operational during construction. 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. CASH AND/OR CRYPTOCURRENCY PAYMENTS are not eligible for reimbursement. The responsibility for all rental payments is between the parties to the lease, (the tenant and the landlord). As grantor, the BBCRA does not bear or accept any responsibility for payment of rent at any time, or for penalties incurred for the late arrival of payments by any party. Applicants are also encouraged to connect with CareerSource Palm Beach County which is a State organization providing various free programs to assist Palm Beach County businesses. CareerSource Palm Beach County has a dedicated team of career counselors, business coaches and training providers to help area businesses stay competitive through training grants and talent acquisitions, and also provide assistance in posting available jobs, recruiting and hiring, and training opportunities. For more information regarding CareerSource Palm Beach County visit their website at careersourcepbc.com. Initials SZ Page 2 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 644 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. • The Commercial Rent Reimbursement Grant Program may only be used one time by any one specific business entity or business owner unless the existing business is expanding as defined in this grant application • 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 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. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. • The BBCRA Board may give preference to local businesses. For purposes of this grant, local business means a duly licensed business entity with an office location in Palm Beach County. Initials SZ Page 3 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 645 Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Religion -Affiliated Retail Stores • Non-profit organizations • Check Cashing Stores • Kava Tea Bars • Adult Entertainment • Adult Arcades • Alcohol and/or Drug Rehabilitation Centers/Housing • Massage/Personal Services • Auto Services Facilities — repair, storage, sales, etc • CBD Retail Stores, etc. • Convenience Store • Churches/places of worship • Medical Research Centers/Housing • Tattoo Shops / Body Piercing / Body Art Shops • Liquor Stores • Vapor Cigarette, E Cigarette Stores • Pawn Shops • Political offices, campaign headquarters, or other businesses focused on politics or political operations • Any other use that the BBCRA staff or BBCRA Board determine will not support the redevelopment of the BBCRA Area Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half (50%) of the business' base monthly rent plus half of the Common Area Maintenance fee (if applicable), or $2,000 per month, whichever is less. The maximum amount of the grant is $24,000, distributed in 12 monthly payments. Utilities and property taxes are ineligible for reimbursement. Tier One Businesses must be one of the following types of businesses: • Restaurant Hotels/Motels/Bed and Breakfast • Gourmet Food Market (the Board will grant no more than • Bakery/Coffee Shop four approvals in this category per Initials SZ Page 4 of 12 Rent Reimbursement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 646 fiscal year; short term vacation rentals are not eligible) Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half (50%) of the business's base monthly rent plus half of the Common Area Maintenance fee (if applicable), or $1,750 per month, whichever is less. The maximum amount of the grant is $21,000, distributed in 12 monthly payments. Utilities and property taxes are ineligible for reimbursement. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: • Professional Offices (real estate, law, architect, accountant, insurance, marketing etc.) • Medical Offices (dentists, primary care, counseling, etc.) • Laundry/Dry Cleaner facility • Retail (clothing, art, accessories) • Fitness Centers • Specialty Businesses (daycare, ice-cream shop, pet grooming, event planning) • Take -Out Restaurants • Services (lockshops, appliance repair, etc.) • Hair/Nail Salons (no more than 2 approvals per fiscal year) • Florists (no more than 2 approvals per fiscal year) • Industrial Uses/Art District (excluding auto repair/sales) 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; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. Initials SZ Page 5 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 647 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 submitted online at www.boyntonbeachcra.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, Initials SZ Page 6 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 648 however online submissions are preferred. Applicants will be considered on a first-come, first-served basis. Application packets must include the following documentation: 1. A non-refundable fee of $100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to: Boynton Beach CRA. 2. Provide a 2-3 sentence mission statement for the applying business entity. This will be used as a way to introduce the business to the BBCRA Board. 3. Resume for each principal/owner of the business. 4. Copy of the corporate documents for the applying business entity. 5. Copy of City and County Business Licenses (Business Tax Receipt). 6. Copy of executed multi-year commercial lease agreement. 7. Two years of corporate tax returns (for existing businesses only). 8. Two years of personal tax returns for the principal/owners of a new business (if no corporate tax returns). 9. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 10. If applicant is an existing business expanding to occupy more than 50% of its current square footage size, verification of this threshold must be provided in the application package. Exceptions to this rule may be made at the discretion of the BBCRA Board if the tenant is losing their current space due to redevelopment of the site. 11. Initialed and signed Program Rules & Regulations (pages 1-12). 12. Authorization to perform credit check for the business and each principal/owner of the business. 13.W9 Form and Grant Intake Form. Approval of Funding Request All required application documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will Initials SZ Page 7 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 649 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. 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. 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). CASH AND/OR CRYPTOCURRENCY PAYMENTS for rent are not eligible for reimbursement. If applicant does not submit its monthly reimbursement request within 30 days following the end of the next month in which applicant is requesting reimbursement, applicant forfeits that month's reimbursement. Discontinuation of Payment Initials SZ Page 8 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 650 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 landlords and 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 is sufficient assurance for the BBCRA to award grant funding. 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 to the maximum extent permitted by law 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 Rent Reimbursement Grant Program Rules and Requirements. Initials SZ Page 9 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 651 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. Initials SZ Page 10 of 12 Rent Reimbursement 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 652 1/ d� B 'TO 11 OYN I X a 1JJII11i111fffIi111D1VJ11�J1111frf u� iio /1'r� f°B E AC N��Y APPLICANT SIGNATURES: 2. 3. 4, APPLICANT INFORMATION 1 6 / PA Principal/Owner Signature Da Printed Name Title Principal/Owner's Signature Date ............ WW.-WW,._W----------------- _............... _w.w.w..w......._ PrintedNameWW,WW...................................Title Principal/Owner's Signature Date Printed Name Title Principal/Owner's Signature Date ................... ...................... Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF _IDLicLA- _ .COUNTY OF BEFORE edME, an officer duly authorized who sackk ownentto •�enallyu u Y by 9 %, a ear or produce ......www__—_gggqqqqqqO _www ..... � �wwwwww__�__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. e_w my IN WITNESSOF THE FOREGOING, I have set my hand and official sea in the State and Co aforesaid on this '° da of 20 *......www N T L.7iLI M fission Expires: Page 11 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 653 IV Ln CD ij BOYNTON"" 10110 LANDLORD SIGNATURES: By signing below, Landlord consents to the submittal of this application. Landlord Understands that approval of this application does not grant Landlord arty rights whatsoever, and specifically understands that approval of this application does riot erltiflp Landlord to seek payment or other recoucaaftorn the BBCRA, 2. 7 Landlord' , i at et ate Printed Dame Title Landlord's Signature [)are Printed Nanie 1 T Notary as to PrincipallOwner's Sign attires - 14ifitiphe notary pages may be Lis ed if signing indi vidtially STATE OF COUNTY CIF BEFORE ME, an officer duly wjth,-I�iz,,d �.�y cl,,iffis wan take personally appeared ifLe , s n,!v 1 1,C.. 'who I nie or produced <a' .rltlficat�""m, and acknowledged he/she exeCWC�dthU ic.; �,c,i','.,!,,',',>'..r't„.��t for the 0 it and that the instrunient is his/her 11',J VVITNESS OF 11-11E F-DREGOING, I have ;;c.A [ny hr'Illd 1,111d oftici�,)A se,111 ill the afore,,,aid on this 2t'...2 -1`P._. lvly Cot I i,\J() VARY P(J B!, I C RMTALITA CHIARELLI & N Notary Public - State of Florida 524523 Commission # HH 4 my comm, Expires may 7, 2028 " Bonded onded through National Notary Assn.. 1.? (if 12 Rent 101,J E,js! Ocen) Av-,,,n ll , 4 floor Hoyt 1ton i3emA Ft, 334 35 l)))ono i I nen �vww coni LANDLORD SIGNATURES: By signing below, Landlord consents to the submittal of this application. Landlord Understands that approval of this application does not grant Landlord arty rights whatsoever, and specifically understands that approval of this application does riot erltiflp Landlord to seek payment or other recoucaaftorn the BBCRA, 2. 7 Landlord' , i at et ate Printed Dame Title Landlord's Signature [)are Printed Nanie 1 T Notary as to PrincipallOwner's Sign attires - 14ifitiphe notary pages may be Lis ed if signing indi vidtially STATE OF COUNTY CIF BEFORE ME, an officer duly wjth,-I�iz,,d �.�y cl,,iffis wan take personally appeared ifLe , s n,!v 1 1,C.. 'who I nie or produced <a' .rltlficat�""m, and acknowledged he/she exeCWC�dthU ic.; �,c,i','.,!,,',',>'..r't„.��t for the 0 it and that the instrunient is his/her 11',J VVITNESS OF 11-11E F-DREGOING, I have ;;c.A [ny hr'Illd 1,111d oftici�,)A se,111 ill the afore,,,aid on this 2t'...2 -1`P._. lvly Cot I i,\J() VARY P(J B!, I C RMTALITA CHIARELLI & N Notary Public - State of Florida 524523 Commission # HH 4 my comm, Expires may 7, 2028 " Bonded onded through National Notary Assn.. 1.? (if 12 Rent 101,J E,js! Ocen) Av-,,,n ll , 4 floor Hoyt 1ton i3emA Ft, 334 35 l)))ono i I nen �vww coni 10/23/24,1:41 PM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny eve ill:11u n y Business Information IA�pIpIkcatioiiin Commercial Rent Reimbursement Grant Program Status Awaiting Decision usiliiiiness Nmrne Spectrum Innovations Coni°�Aac't Ill egallll Seth Zaluski ngs iiiiie °iiiillll seth@spectrum-innovations.com Cgur°ens 1370 W Industrial Ave ste 113, Boynton Beach, FL 33426, USA I'IIIhoiiiie 561-699-6979 Wesli[te http://www.wpectrum-innovations.com SIIII' e'cilii4III IIII'tegiiests SWl)iismiiu°fted ""'lllf"'iiiurne Oct 17, 202410:43 am Additional Information Provide a list of all principal owners listed on corporate documents Seth Zaluski 28 buxton lane Boynton Beach fl, 33426 5616996979 seth@spectrum- innovations.com Business Mission Statement To provide a luxury photo video space to local creators and brands. Our goal is to have one of the nicest studios available in the Plam Beach County Region. You would have to travel to Miami to find a comparable location. We will also be providing educational course to local creatives on a monthly basis. Are you an existing business in Boynton Beach? Yes Numbers of years in existence 2011 655 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=424840&index=2&total=4 10/23/24,1:41 PM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny Are you a new business in Boytnon Beach? No Description of your business Video Marketing and Production Company - Type of Business Tier II Base Rent (plus CAM if applicable) 2153 Square Footage of Current Location (No response submitted) Square Footage of New Location 1200 Number of Employees & Job Descriptions 1 - President Hours of Operation 24 hours 7 days a week. Our business location will be available when needed for clients. However for generic description 9am-5pm, 7 days a week Are you applying for grant assitance under any other program offered by the BBCRA? Commercial Rent Reimbursement Grant Program Are you applying for grant assistance under any other governmental agencies? no Landlord Contact Information Scott Middleman - Property manager 954-629-1269 In the following sections, please upload the requested documents. If more than one file is needed in a response to an individual prompt, go to "Choose Files;' select multiple files at the same time in order for them to upload. I understand Upload resumes for each principal/owner listed on coporate documents here: File uploaded Upload a copy of the lease here: File uploaded Upload Copy of Corporate Documents Here File uploaded Upload two years of corporate tax returns here: File uploaded Upload City of Boynton Beach Business Tax Reciept Here File uploaded Upload Palm Beach County Business Tax Reciept Here File uploaded Upload Credit Check Authorization Form Here File uploaded 656 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=424840&index=2&total=4 — 10/23/24,1:41 PM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny Upload Business w9 here: File uploaded Upload the Grant Intake Form here: File uploaded Upload Signed "Program Rules & Regulations" Here File uploaded I understand that submission of an application is not a guarantee of grant funding or Board approval. Any "approval' notifications sent through Eventeny are purely administrative. Final approval will occur at the next available Board Meeting. Seth zaluski How would you like to pay your application fee? Pay with credit card Prices Application Fee Quantity - 1 I Total - $100.00 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=424840&index=2&total=4 657 10/25/24,11:34 AM L7C)RC�' IYJt4C�CS Search by Address, Owner, or PCN Return Layers Tools & Reports Help lir ,h/ Gli 11 xi r; h'rlrrt BOYNTON BUSINESS PARK LLC III'"::111'1111 IIIY II';'fIII III11111...... LOCATION 1300 W INDUSTRIAL AVE 101 MUNICIPALITY BOYNTON BEACH PARCEL NO. 08-43-45-20-20-000-0140 SUBDIVISION BOYNTON BEACH INDUSTRIAL PARK NORTH BOOK/PAGE 25624/416 SALE DATE NOV-2012 MAILING ADDRESS 1680 MICHIGAN AVE STE 700 MIAMI BEACH FL 33139 2551 USE TYPE 4800 - WAREH/DIST TERM TOTAL SQUARE FEET 81310 °.�..ION https:/Igis.pbcgov.org/papagis/papa.htmll; PAPA Countywide Map Select Lang 1ggg V * 0 R 658 Lease Aureement WITNESSETH, That the said Lessor does this day lease unto said Lessee, and said Lessee does hereby hire and take as Lessee 1300 W, Industrial Ave,8 ch, FL, 33426 building 1370 unit -Qynton Bea #113 consisting of approximately 1200 square feet more or less of space (the 'Premises"') begrnnong the Commencement Date and ending upon the last day of the June 2027 (the "Term") at and for the agreed rental, payable as set forth herein. FIRST: RENT AND TERM: The term of this Lease is for Three (3) yft@rs subject and conditioned on the provisions of this Lease beginning July 1, 2024 and ending June 30, 2027. The agreed upon rental rates are as follows-, Lease Year Unit Monthly Base Rent 1370-113 Monthly 'Y Water / Trash CharLje__,, Monthly, onth"' Sales Tax 's M; —ta I Monthly Cost mm 07/01/2024 –06/30/2025 $ 1,950.00 $ 150.00 (k 6.3.00 2,163,00 07/01/2025 – 06/30/2026 $ 2,047.50 o $ 165.00 6638 2,278.98 07/01/2026-06/30/2027 2,149,88 180�00 69,90 5 23 57 • Lessee shall pay with this Lease, First month's rent for July 1, 2024, through July 31, 2024 uin the amount of $2,163.00 including water/trash fee and Florida State Sales Tax and a Security Deposit as referenced herein in the amount of �4,799.56 shall be paid upon the execution of this Lease for a total amount collected at Lease Execution of §§,962.66. It is understood and agreed that a late payment by the Lessee to the Lessor of rent wtil cause _c0stbevvgLt9Le mely difficuit and impractical to fix. Such costs include, without limitation, processing and accounting charges, and late charges that may be imposed by Lessor for late payment of obligations paid out of the cash ftow from Lessee, Therefore, if any installment of rent due from Lessee is not received by Lessor by the 5th day of the month in which it is due, as additional rent, late charges of 10%, shall be assessed for each month's rent that is 5 days past due "'Lessor" ) are payable on the Tirst Clay 01 edw I dn't V';v I I I El V Pf I Lessor or at such other place and to such other person, as the Lessor rriay from time to time desvgnate in writinN. Send Lease Payments to the Following Address, Boynton Business Park, LLC C/O Z Asset Management Corp., LLC 12515 Orange Drive Suite 813 Davie, FL. 33330 SECOND: SECURITY,, The security deposit is t1j-", for the faithful performance and observance by tenant of the terms, provisions and conditions of this lease, it is agreed that in the event tenant default s in respect to any of the terms, provision and conditions of this lease , including, but not firnited to the payment of rent , landlord may apply or retain any part of the security deposit to the extent required for the payment of any rent or any other sum as to which tenant is in default for any sum which landlord may expend or may be required to expend by reason of tenants actions in respect of w. the terms, convents and conditions of this lease, XTJI&L Lessor (landlord) .,A__ Les we (tenant) 659 THIRD: USE It is hereby understood and agreed that the use ('Lessee's Use"') of the teased Prernses is limited to Stora geMarphnimpAhrian PrO.Uction and for no other purposes or uses whatsoever Any violation of the agreed use, or any type of unreasonable disturbance or interference with any other Lessees Use Clause, business andlor exclusivity, will be a violation of this Agreement. Any violation of the agreed use shall be considered default under the terms and conditions of this Agreement, Lessee shall provide Lessor with a copy of its Certificate of Occupancy within 7 days of request of same FOURTH: ASSIGNMENT, Lessee shall not assign, transfer, sublease, mortgage, pPedg!e or othermse encumber the demised Premises or any part thereof without the express, written consent of Lessor first obtained; provided, however, that Lessor's consent shall not be unreasonably wilbrield in the event of any assignment, transfer or sublease by Lessee, Lessee shall remain liable for the full performance of each and every covenant and condition hereunder. FIFTH: LESSEE COMPLIANCE. Lessee, at Lessee's sole expense, shall comply with all IFaws, rWes, orders, ordinances, directions, regulations and requirements of federal, state, county and imunicipal authorities now in force or which may hereafter be in force, which shall impose any duty upon the Lessoir or Lessee with respect to the use, occupation or alteration of the Premises, and the Les ,see shad use all reasonable efforts to fully comply with the Americans With Disability Act, Lessee agrees to pay Lessee's pro -rata share of Lessor's capital expenditures required under any governmental law, rote or regulation that was not applicable to the building at the time it was onginally constructed, SIXTH: PROMPT PAYMENT, The prompt payment of the rent for sa d Prern�ses u, e dat , na d, i Pon th es , me and the faithful observance of the conditions printed upon this Lease are the conditions upon which the Lease is made and accepted and any failure on the part of the Lessee to comply with the terms of s,,jifj Lease shall, at the option of the Lessor, work a forfeiture of this Lease and ail of the rVhts of the Lessee, hereunder„ and the Lessor shall have the right to enter said Premises and remove an persons therefrom forcibly or otherwise and the Lessee hereby expressly waives any and all notices, required by taw to terminate its tenancy and also waives any and all legal proceedings to recover possession of said Premises or damages SEVENTH: NON - PAYMENT. Lessee agrees� That Lessee will promptly pay said rent at the tirne above, stated; that Lessee will pay all charges for gas, electricity, other rilurninant, used on the Premises during the term of this Lease" that, if any part of the rent shall remain due and unpagi for five (5) days next after the same shall become due and payable, Lessor shall have the Option of declaring the balance of the entre rent for the entire rental term of this lease to be immediately due and payable, and Le err May then proceed immediately to collect all of the unpaid rent called for this lease by distress or otherwise EIGHTH: ABANDONMENT, In the event the Lessee abandons the Prem �ses, the Lessor may, at its option, enter the leased Premises,, by force or otherwise, without being liable o any way For the pure of this section, both parties agree that the Premises shall have been deemed abandoned and vacated uf (1) the rent is delinquent,, (2) the Lessee has not entered the Premises for Fifteen, consecutive worlkmq days, excluding weekends and holidays and (3) the Lessee has not notified the Lessor, m venting, of its intention to be away frorn the Prernises for vacatson or other purpose NINTH: CHATTELSISECURITY INTEREST, The Lessee hereby pledges and assigns to the Lessor all the furniture, fixtures, goods and chattels of Lessee, Much shall or may be brought or put on the Prermses, as security for the payment of the rent herein reserved, and the Lessee agrees that the hen hereunder may be enforced by distress (and Lessee waives all rights to require Lessor to post bond), foreclosure of otherwise at the election of the Lessor. Notwithstanding the foregoing, if Lessee, its sublessees cri, assiqn5 acquire and/or lease personal property or trade fixtures to be installed and ject used upon the Prernises sub , to a conditional sales contract, chattel mortgage or other security agreement or, lease, Lessor hereby waives any claim: arising by way of any Lessor"s lien (whether created by statute, conitract or otherwise) with respect MIL61111L Lesso, OanWord):A- �— Lessee (terianty S�Z_ -2- 660 to such personal property or trade fixtures and agrees to execute and deliver to any such secured creditor and/or lessor a waiver of any lien Lessor may have upon such personal property, TENTH: RIGHT OF ENTRY, The Lessor, or any of its agents, shall have the right to enter the Prerrrises upon not less than seventy two (72) hours' not including weekends or national holidays with prior wntlen notice during all reasonable hours, to examine the same to make such repairs, addd,ions or a[terabors as may be deemed necessary for the safety, comfort, or preservatocin thereof or of said budding, or, provded Lessee elects not to extend the Term hereunder, to exhibit said Premises and to put or keep upon the doors or windows thereof a notice "FOR RENT" at any tirne within sixty (60) days before the exprraton of the Term or any Extension Term of this Lease (as the case may be). A representative of Lessee sha0 be entitled to be present during any entry by Lessor or its agents, and Lessor and its agents shad promptly restore the Premises upon completion of any such entry. Lessor shall be responsible for all acts, of Lessor, its agents and contractors during any such entry in the Premises, ELEVENTH: ALTERATIONS, Lessee shall make no structural changes, alterations or rnecharicM improvements whatsoever without first having obtained the written consent of the Lessor Any structural improvements and additions to the Premises which Lessee might make must comply with such miumccepal building and zoning code as would be applicable and shall be paid for in cash at time of making there-of, so as not to subject the Premises to mechanics lien, If Lessor so elects, Lessee at its cost shall restore the Premises to the condition designated by Lessor in its election, before the last day of the term of trie Lease or within thirty (30) days after notice of election is given, whichever is earher. Lessor's approval of any plans, specifications or work drawings shall create no responsibility or Itabdirty on the part of the ILesswor for their completeness, design sufficiency or compliance with all laws, rules and regulavons of govemrriental agencies or authorities. IF ANY STRUCTURAL CHANGES, ALTERATIlONS, OR MECHANICAL IMPROVEMENTS ARE MADE BY THE LESSEE PURSUANT TO THIS PARAGRAPH, ANY AND ALL PERMITS, AND CLOSURES OF PERMITS MUST BE SENT TO THE LESSOR TWELVETH: EXTERIOR, Lessor agrees to keep the exterior part of said Premises, an gwd repair, but, Lessee shall give Lessor seven (7) days written notice of: needed repairs and Lessor shaill have a reasonable time thereafter to make them. However, if any part of the exterior or mterwor of the Prem es, m injured or damaged by any breaking and/or entering said Premises or by any atteirpt to bireaik and/or enter said Premises by any third person or persons, Lessee agrees to promptly cause alp necessary repays to be made at Lessee's expense so as to promptly restore said Premmes to ots condition =rnedately prior' to said breaking and/or entering or said to break and/or enter In the event additronal sanitary facthVes, are required because of the nature of the operation conducted by the Lessee it shall be the Lessee's obkgatton to supply such additional facilities. "I'HIRTEENTU. INTERIOR. Lessee agrevs w keep 0w inwrior ofiaild Prvrnis4:s" aII 4,41dows, scrrtrls, Jt4nrrqgs, doors, includink;, the overhead truck loadkig doors, interii'", walls, pipes, dectrical law,,, irnachikier ' �,, plwnbing, :k�onc wiring, arid other fixtures arid iniei,ior jppurtomr��vs, in g(K)d Mid SUNMU]nual rvpair wul ckmn ckmdaon w 0%Vn ex�)Vnsc—fifc, Windstorm, or other act wil 6txi, alone All pleas, bod'i interior and i,mefiojjr, is at the oAr risk ol"Lessee and Lessrc agrecs to replack, at Lessee's Own cqwvisc, am gkiss Inok"i during the terrns offfik �ease" It is hereby understood and agrced that in the event that there is an air condilion4ig unk (or unksi min the derani sed Premises, Lesscc is responsible for till IIVAC rvpairs, anaintcnancc and repLictaiwnt ifnecoisary, ILesstw lis ii-equwed to lwve,� an HVAC service cuntraci, with a hcensed IWAC vendor tor quarterly irnatraienance, ffiter clianges, cleaning (A system and pctfing or dear6ng condensation hnes and drakis. Lessee tcpircivich^ saki servive (ontract to Lessor within thirty (30) days ol'Lease Cor nniencenient date and as iLhuortally providea copy (4eat h quarterly service report to Lessor 1,cssee's Fa dure to maintain s.,nd scar-woe contl'a('It Wflk rVSLdt 1111 IA'SSUT cynic ring a servicc coritra(-t on Lessee's helw1fwith a vendor of Les'sor's Ohoosing and bih hac* wall, charxes to I IVA(: syste"i shall be dehvervd bac-k ki good wtirking condthon upon terim nation of I e as 111 11 h ��l&mimLalltwl an MEN IWL61111- sz, - Lessor (landlord)`._. Lessee 3- 661 and repair as they are at the commencement of said term, excepting only reasonable wear and tear ansing from the use thereof under this agreement FIFTEENTH: INSURANCE The Lessee shall, during the to of this Lease, procure at its expense and keep in force the following insurance: a Bodily injury and property damage comprehensive public habihity insurance with respect to the leased Premises for a combined single loss of not less, than $1,000,0,00.00 b, Fire and extended coverage insurance covering its fixtures and equipment II ted on the leased Premises in an amount not less than ninety (90%) percent of their actual cash value C, Workers compensation insurance in accordance wrth statutory law and employers kiabflty insurance with a limit of not less than $100,000 per employee and $500,000 per occurrence. d. Such other insurance as Lessor deems reasonably necessary and prudent e Plate, glass coverage, An amount sufficient to cover replace"nt any and ail plate, glass in the [eased Premises, Said insurance shall designate Lessor as additional insured and shall contam a clause that the msurer will not cancel or change the insurance without providing Lessor with at least thirty (30) days' prtor written notice. Proof of said insurance coverage and payment of premium shall be supplied to Lessor prior to the Lease Commencement Date and prior to any anniversary date thereafter SIXTEENTH: HOLD HARMLESS: It is expressly agreed and understood by and between the parties to this agreement, that the Lessor, its principals, employees, agents and all affikated or related cwnership entities shall not be liable to Lessee for any damage or injury by water, or water seepage, any damage or miury resulting from the carelessness, negligence,, or improper conduct on the part of arry other Lessee., or its agents or employees, any damage by reason of the breakage, leakage, or obstructon of the water, sewer or soil pipes, or other leakage in or about the said building, except to the extent caused by the negligent or intentional acts or omissions of Lessor, their employees, agents or contractor's Neither the Lessor nor Lessor's agents shall be responsible for any damages caused by, or growing out of, any breakage, leakage, or defective condition of the electrrcaiI wiring, air condotonmg or heanng pipes and equipment, plumbing, appliances, sprinklers, other faicifities, or other equipment, serving the leased Premises, except to the extent caused by the negligent or intentional acts or cimmsions of Lessor, its agents principals or contractors Lessor, its principals, employees, agents and all affihated or retated ownership entities shall not be liable to Lessee and shall be held harmiess from any and all habdnty to Lessee SEVENTEENTH: HEIRS AND ASSIGNS. This lease or any agreement hereto shall not be, assignabie. All other language regarding heirs, executors, or, successors has been mtentronally ornated, EIGHTEENTH: NOTICE All notices, demands, or other canrnunk:,abais of any type to the parties herein (-Ncitices�) shall be void and of no effect unless given in accordance wrath the provistons of this Lease Afl, Notices shall be legible and in writing and shall be delivered to the person to whom the Notice is directed, either m person with a receipt requested therefor or sent by a recognized overnqht courter service of next day delivery or by United States certified mail, return receipt requested, postage prepaid and addressed to the parties at their respective addresses set forth below, and the same shWl be effective (a) upon recenpt or refusal if delivered personally, (b) one (1) business day after, deposamg wrath such an overnight courier service, or (c) three (3) business days after deposit in the rrrail if mauled, addressed to Lessor or Lessee, Either party hereto may change the address for Notice specified above by giving the other party ten (10) days advance written Notice of such change of address NINETEENTH, WAIVER. "The rights of the Lessv, under, this Lease shatl be cumulative and failure on the part of the Lessor to exercise promptly any rights given hereunder shaH not operate to forfeit any of the said rights TWENTIETH: SIGNS, It is understood and agreed that army signs or, advertisvig to be used, including awntrigs, in connection with the Premises leased hereivider are prohibited without prior written approval from the Lessor All sdgns rrrust be subject to city & state approval and upon notificabon of any violawns VILt6La'16 5 " , Lessor (Wrtdlord)�,,A— Lessee Z . 4- 662 pertaining to lessor's signs or advertising, lessor shall hereby agree to Promptly remove sign anftr remedy the violation, TWENTY-THIRD: BANKRUPTCY. If the Lessee shall become insolvent or if bankruptcy Proceedmgs shall be begun by or against the Lessee before the end of said term and LesseefaAis to fuffiffl the Conditions and covenants required of it to be performed under this Lease, the Lessor is hereby krrevccaoly authorized at its option, to forthwith cancel this lease, as for a default. Lessor shall accept rent frm any trustee, or otherjudicial officer during the term of their occupancy, in the�r fiducwary capacrty ow,ithout affecrecerver,ting Lessors rights as contained in this contract, but no receiver, trustee or other judicial officer shall ever have any right, title or interest in or to the above described property by virtue Of this contract Lessor shafl also be granted immediate relief from any applicable automatic stay to seek eviction of other remedies or shall likewise be entitled to an obtain order authorizing a rejection of the lease at the, Lessors optron whnch may limit the Lessee from maintaining possession of the Premises, notwithstanding the institution of bankruptr.y. TWENTY-FOURTH: SUBORDINATION This Lease shall be subordinate, to any ground lease, mortgage, deed of trust, or any other hypothecation or security now or hereafter placed upon the property and to any and all advances made on the security thereof and to all renewafs, Modifications, consolidations, replacements and extensions thereof, Upon request by Lessor's mortgagee or such successor m interest, Lessee shall execute and deliver, on terms and conditions reasonably acceptable to the paraes, all, instrument or instruments confirming the attornment herein provided for Lessee agrees to execute a acknowledge any documents required to effectuate an attornmeit,, sut*rMnation, or to make this Lease prior to the lien of any mortgage, deed of trust or ground Tease, as the case may be Lessee,s failure to execute such documents within ten (10) days after written dernand shall constitute a matenal detauft by Lessee hereunder or, at Lessor's option, Lessor shall have the, right to execk,lie such documents on behaff of Lessee as Lessee's attorney -in- fact. Lessee does hereby rriake, Constitute and 4Tevocabhy appoint Lessor as Lessee's attorney.. in- fact and in Lessee's name, place and stead, to execute such documents in accordance with this Section , said appointment to be a power during the term of this Lease coupled with an interest and irrevocable. TWENTY-FIFTH: ACCORD AND SATISFACTION: No Payment by Lessee, or receipt by Lessor', of a Sesser amount than the monthly rent herein stipulated shall be deemed to be other, than on account of the earliest stipulated rent, nor shalt any endorsement or Statement or any check or any letter accompanying any check or payment as rent be deemed an accord and satisfaction, and Lessor may accept such check or payment without prejudice to Lessor's right to recover the balance of such rent or pursue any other remedy provided herein or by law, A11 A L �. �'_ Lessor (landlof d) S ___ Lessor (tenant .-I-1.1, � 5 663 TWENTY-SIXTH: RETURN OF PREMISES, At the termination of this Lease, the Premises shall be restored to their original condition (subject, to improvements and additions remaining at Lessors option as described above) and returned to the Lessor in broom -clean condition, TWENTY-SEVENTH: UTILITIES, The Lessee will be responsible for making arrangements with the ut�ty company including electric service, water and sewer services if separately metered, internet provider and/or phone services and this Lease will begin on the date indicated, whether or not the Lessee has been able to SUccessfully arrange for such services. In the event the Premises are not separate�y metered for water and sewer services, Lessor is permitted to instal� a separate water meter for the premises to monitor water consumption by Lessee, If water consumption is deemed excessive by Lessor, Lessor has the right tocharge the Lessee as Addonal Rent for water and sewer costs by installing a submeter to the premises to accurately account for Lessee's water consumption, Lessor shal� bi�� baick Lesseie based on municipal consumption rates as billed to Lessor's account based on Lessee's sub - metered consumption or usage for the period. Invoices for utility services are to be treated as Rent and are due within 15 days of receipt by Lessee. Failure to pay utft invo�ces within 145 days of receipt sha�i constitute a default under his Lease Agreement, TWENTY-EIGHTH: TRASH REMOVED, Lessee shall provide for suitable contarners for the coflection of trash and other waste, Lessee shall secure the removal of the trash and waste at regular and peno6c intervals so as to prevent the accumulation of trash in such a manner as to become a n0sarice or health hazard. In the event the Lessee permits trash or waste to accumulate in an unsightty fashion, Lessor shalN be authorized to remove same at Lessee's expense. TWENTY-NINTH: NO OUTSIDE STORAGE. Lessee shall confine all, of its activities to the interior portion of the demised Premises and shall not conduct activities or store materials in the areas adjacent to the demised Premises. The parking area shall be used for parking by employees or visstcrs only, Lessee shah keep the parking area outside its Premises free of any waste, trash, or any other debris, No matertals, equipment or any items related to the Lessee's business may be stored outside the Premises overnight, with the exception of commercial trash containers, No pallets, cardboard boxes or any other matenau shall be stored outside at any time. No chemicals, flammable items, toxic substances, Petroleurn Products or other contaminants shall be allowed in the property at any trine. THIRTH: ABANDONED PROPERTY, It is understood and agreed that any merchants se I or equipment left in the Premises when Lessee vacates shall bedeemed o have , fix ures, fuirmture Lessee and by such abandonment Lessee automatically relinquishes any rig t been abandoned by is authorized to sell, dispose of or destroy same.ht of interest therein Lessor THIRTY-FIRST: ESTOPPEL CERTIFICATE Lessee, upon request of Lessor or any holders of a mortgage against the fee, shall from time to time deliver or cause to gage be dehvered to Lessor or such mortgagee, within ten (10) days frorn date of demand, a certificate duly executed and acknowledged in form i;r recording, without charge, certifying, if true, that this Lease is valid and subsisting and M full force, effect that Lessor is not in default under any of the tern"is of this Lease and such other matters as may be required by Lessor, or such rnortgagee, Lessee further agrees to pay to Lessor, as additionai rent, an arnount equal to 1130 of one month's rent at the monthly rental then obtaining for each day, it any, in excess of ten (b 'I days after such demand that Lessee shall fail to deliver such a certificate as provided for in this clause, THIRTY-SECOND: HAZARDOUS SUBSTANCES - GENERAL The term "Hazardous Substances," as used in this Lease shall mean Pollutants, contarritnants, toxic! or, hazardous wastes, or any, other substances the use and/or the removal of which is required or the use of which is restricted, prohibited or penalized by any "Environmental Law," which term shall rnean any federal, state or, local law,, Ordinance or other Statute Of a governmental or qu8sigoverninental authority reiating to pollution or Protection of the environerent Lessee hereby agrees that (i) no activity will be conducted on the Premises that will produce any Hazardous Substance, except for such activities that are part of the ordinary course of Lessee's business activities (the, "'Permitted Activities") Provided said Permitted Activities are conducted in accordance with all Environmental Laws and have, been approved in advance in writing by Lessor, Lessee shall be responsible W1 iWL l-essor (landlord),, 4___ Lessee (tenany t" --Z— -6, 664 UU-mulAPI I P01 A K0]&z1.4!fl ICA TO A on W HIP1111111- t THIRTY-THIRD: LESSOR'S LIABILITY, The liability of the Lessor (which, for the perp as e a of h . i's Lease, shall include the Owner of the building if other than the Lessor) to, the Les for , any default by Lessor under the terms of this Lease is limited to the interest of the Lessor in the buuk� , a s agrees to look solely to the Lessor's interest in the building for the recovery of any I du J ngand theLe see gment THIRTY-FOURTH: MOLDS. Lessee acknowledges and agrees, that: (i) m6d spores are, present essentially everywhere, and that (ii) mold can grow in most moist locations and 0110 good housekeeping ventilation and moisture control (especially in kitchens, janitor's closets, bathrooms, break rooms and around outside walls are essential for mold prevention. Lessee has previously inspected the Prernises and certifies that Lessee has not observed mold, mildew or moisture within the Premises Lessee agrees to immediately notify Lessor (and Lessor's property manager) if Lessee Observes mood I rrikdew and / c)r moisture conditions (from any source, including leaks) and aflow Lessor to evaluate and made recommendations and I or take appropriate corrective action Lessee releases Lessor (and Lessor's property manager) from any liability for any personal injury or darnzNes to property caused by or, assocuated with moisture or the growth of or occurrence of rnoid or mildew in of, or, trie Prerrirses Cn additron Lessee acknowledges receipt of Lessor"s Moisture and Mold Prevention Guideimes. THIRTY-FIFTH: RADON GAS Radon is a naturaUy occurring radioactive gas that, when ut has accurnutated in a building in sufficient quantities, may, present health risks to pee oris who are exposed to it over time Levels of radon that exceed federal and state guidelines have been found 41 buildings in Florida, Additional information regarding radon and radon teshrig rnay be obtained from your county public, health unit THIRTY-SIXTH: ATTORNEY'S, FEES if either party becomes a party to arly litigation concerning this Lease, the Prernises, or the building or, other, improvements in which the Premises are iocated, by reason of any act or omission of the other party or its authorized representatives, and not by any act or ornis&on of the party or its authorized representatives, the unsuccessful party involved in the Rigation shali be iiabie to the prevailing party for reasonabW attorneys' fees and all costs and expense incurred by it in connection with said litigation including available appeals thereof. LbL�ILAU_ I . 7'fll l,essor (landloW)� Lessee (tenant) .7- 665 THIRTY-SEVENTH: BROKER'S COMMISSIONS, Each party shall hold harmless the other party from a�l damages resulting from any claims that may be asserted against the other party by any broker, finder, or other person, with whom the other party has or purportedly has dealt THIRTY-EIGHTH: A W1 . ......... THIRTY-NINTH: CONDEMNATION. If any portion of the leased Premises or the project are taken under the power of eminent domain, or sold under the threat of the exercise of said power (all of which are herein called "condemnation"), this Lease shall terminate as to the part so taken as of the date the conderrining authority takes title or possession, whichever first occurs, provided that if so much of the Premises or project are taken by such condemnation as would substantially and adversely affect the operation and profitability of Lessee's business conducted from the Premises, and said taking lasts for ninety (90) days or more, Lessee shall have the option, to be exercised only in writing within thirty (30) days after Lessor shall have given Lessee written notice of such taking (or in the absence of such notice, w1hin thirty (3 0) days after the condemning authority shall have taken possession), to terminate this Lease as of the date the condemning authority takes such possession. If a taking lasts for less than ninety (90) days, Lessees rent shall be, abated during said period but Lessee shall not have the right to terminate this Lease, if Lessee does not terminate this Lease in accordance with the foregoing, this Lease shall remain in fuH tcrce and effect as to the portion of the Premises remaining, except that the rent shall be reduced to the proportion that, the usable floor area of the leased Premises taken bears to the total usable floor area of the project, Lessor shall have the option in its sole discretion to terminate this Lease as of the taking of possess*n by the cancerrmnq authority, by giving written notice to Lessee of such election within thirty (30) days after receipt of notice of a taking by condemnation of any part of the Premises or the project. Any award for the taking of at or any part of the Premises or the project under the power of eminent domain or any payment made under threat of the exercise of such power shall be the property of Lessor, whether such award shafl be made as compensation for diminution in value of the leasehold or for the, taking of the fee, as severance darnages, or as damages for Lessee improvements'p provided, however, that Lessee shall be, entitled to any separate award for loss of or damage to Lessee's trade fixtures and removable personal property and any award available for the relocation of Lessee's business In the event that this Lease is not temimated by reason of such condemnation, and subject to the requirements of any iender that has rnade a loan to Lessor encumbering the project, Lessor shall to the extent of severance damages recewed by Lessor m connection with such condemnation, repair any damage to the project caused by such condeirnacin except to the extent that Lessee has been reimbursed therefor by the condernmrig authoruty Lessee shaft pay any amount in excess of such severance damages required to complete such rep&r Except as set forth m this Section, Lessor shall have no liability to Lessee for interruption of Lessee"s business upon the Premises, diminution of Lessee's ability to use the Premises,, or, other injury or darnage sustavied by Lessee as a result of such condemnation FORTIETH. TIME OF ESSENCE It is understood and agreed between the parties hereto that firTle us Of the, essence of this Lease and this applies to all, terms and conditions contained herein FORTY-FIRST; LESSOR'S RIGHTS. rights of the Lessor kinder this lease shall be cumWabve, and failure on the part of the Lessor to exercise promptly any rights given hereunder shad not operate as a waiver of any of Lessor's rights FORTY-SECOND: CORPORATE STATUS: Lessee represents that any business organization status that it may purport to have, either at the time of the execution of this lease or thereafter, shall be rnwritamed m any and all lawful form, In the event Lessee possesses corporate status, Lessee shall maintain such corporate status as active and current with the appropriate state authorities. LP j E LA L.$,. L,emr 0andiord) 21k- Lessee (tenant):.__S .8 666 FORTY-FOURTH: MODIFICATION: This lease contains the entire agreement between the parties hereto and all prior negotiations, The terms of this lease may only be modified by a subsequent wnitterr agreement signed and sealed by both Lessor and Lessee. The parties to this lease agree that the terms of this lease shall not be more strictly construed against Lessor, or more favorably for Lessee, notwithstanding Lessor,s presentation of this lease, FORTY-FIFTH: CANCELLATION: In the event of sale of the teased parcel, seller or buyer may cancel this lease by providing sixty (60) days written notice sent by certified or reglstered mail wlthur Suxty (6 0) days from the date of closing. Buyer and Seller shall also furnish lessee mth a certified Deed or other proof of purchase, Lessor may cancel lease agreement with 30 days written nod re to Lessee 'for any reason FORTY-SIXTH: HOLDING OVER AFTER EXPIRATION: If Lessee holds over after the 7erm hereof with or without the express or implied consent of Lessor, such tenancy shall be from month-to-month only, and not a renewal hereof or an extension for any further term, and in such case base rent shall be payable at a rental irt the amount of one hundred fifty percent (150%) of the base rent in effect as of the last month of the Term hereof and at the time specified in this Lease, and such month-to-month tenancy shall be subject to every other term, covenant and agreement contained herein The foregoing shall not, however be construed as a consent by Lessor to any holding over by Lessee and Lessor reserves the right to require Lessee to surrender possession of the Premises upon expiration or earlier ter,minaWn of this Lease FORTY-SEVENTH: ACCELERATION CLAUSE: In addition to all other rights granted to Lessor m th%s lease and not as a limitation of said rights, in the event of a termination of this lease as a result of a default by Lessee, Lessor shall have the right and option to accelerate all rental due hereunder In the event of a default, all rights and remedies available to Lessor shall be cumulative and non-exclusive FORTY-EIGHTH: INDEPENDENT COVENANT: Each and every rentM obi gation Lessee is obhgated for under the terms of this lease agreement shall be deemed to be independent covenants to Lessor and shall remain independent covenants notwithstanding any other obligation Lessor, inay have to Lessee under the lease agreement. FORTY-NINTH: LIENS: Lessee shall not permit any type of lien to be, filed against the leased Prerntses for any reason whatsoever,. This includes any type of hen for matenMs, labor, utilities or anything reWed to the Premises Lessee shall, within 30 days of receipt of notice, bond over or discharge any ken filled against the property or any part thereof irrirnediately Lessee shall deliver to Lessor all necessary ken releases and waivers. In addition to all other, remedies availableLessor may elect to discharge such lien if not pard by Lessee within such 30 -day period. In that event, Lessee agrees to reimburse Lessor a sum equal to the amount of such lien, plus Lessor's reasonable (,A)sts, attorneys' fees, expenses, and damages incurred by Lessor, Lessee will indemnify and hold Lessor harmless from any and all claims anvng out of any and all Bens placed upon the property for which Lessee is responsible, Lessee acknowledges that a formals nobce has been recorded in the Public Records denoting this prohibition against any type of lien being placed upon Lessor's property, FIFTIETH: RELOCATION OF TENANT: Lessor expressly reserves the right at Lessor"s We cost and expense to remove Lessee from the, Premises and relocate Lessee in some other space of Lessor's INIEIA�11 Lessor (landlord)� Lessee (tenant):,s Z..,, .9- 667 choosin a roximatel the same siz WIN M WIPJAIRM M IIII&M-111121 IN WITNESS WHEREOF, the parties hereto have executed this instrument for the purpese, hereai expressed, the day and year above written, Boynton Business Park. L.L.C. NUM SPgtrurn Innovations Inc. MILA&a 'S. Lessor (1;iidlord)°A Lessee (tenant) Z -10 M -fl 10YN10N Levo %BEACH ���e�� uououuu �RA OII���UV�V'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.1 SUBJECT: Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $21,000 to Design Stop LLC located in One Boynton located at 1505 S. Federal Highway SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from Design Stop LLC located in One Boynton at 1505 S. Federal Highway, Boynton Beach, FL 33435 (see Attachments 1-11). At Design Stop, innovation meets craftmanship at the heart of your home. For over 25 years, this family-owned business has been dedicated to transforming everyday spaces into extraordinary experiences, specializing in bespoke kitchens and luxurious bathrooms. As a specialty retail service, Design Studio employs two full-time members to manage the day- to-day operations. Under the terms of their proposed Landlord -Tenant Lease Agreement, the base rent to be paid by the applicant is $3,581.58 per month (see Attachment III). Design Stop qualifies as a Tier II business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,750 per month for a 12 -month period, whichever is less. If approved, Design Stop would be reimbursed in the amount of $1,750/month for a period of 12 months or a total grant amount of $21,000 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58400-444, $21,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 669 Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $21,000 to Design Stop LLC located in One Boynton at 1505 S. Federal Highway, Boynton Beach, FL 33435. ATTACHMENTS: Description • Attachment I - Commercial Rent Reimbursement Grant Application • Attachment II - Location Map Attachment III - Lease 670 rho "A BOYN . . . . . C ,CRA ("-`OMMUINIIII IREDEVEUDWMIII! T AGENCY WZ07= 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 reirnbursement intended to help businesses during the critical first year of operation or expansion, at the time of application and has at least two years remaining on its existing lease at the time of Board approval. The BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. initials Cv� Page I of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 671 EMMA= ww w w w w w rw 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, recrung and hiring, and training opportunes. For more information regarding CareerSource Palm Beach County visit their website at careerS0ULcgpkc,cqrn, Initials Page 2 of 12 Rent Reimbursement 100 East Ocean Avenue, 4ffi Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 672 Applicants must meet all of the following requirements in order to be considered eligibld, to receive grant funding: Initials Page 3 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 _9090 www.boyntoiibeaclicra.com 673 The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Religion -Affiliated Retail Stores • Non-profit organizations • Check Cashing Stores • Kava Tea Bars • Adult Entertainment • Adult Arcades • Alcohol and/or Drug Rehabilitation Centers/Housing • Massage/Personal Services • Auto Services Facilities - repair, storage, sales, etc • CBD Retail Stores, etc. • Convenience Store • Churches/places of worship • Medical Research Centers/Housing • Tattoo Shops / Body Piercing Body Art Shops • Liquor Stores • Vapor Cigarette, E Cigarette Stores • Pawn Shops • Political offices, campaign headquarters, or other businesses focused on politics or political operations • 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 based on the type of business, which then determines the amount of eligible funding, Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Businesses are eligible for reimbursement for up to half (50%) of the business' base monthly rent plus half of the Common Area Maintenance fee (if applicable), or $2,000 per month, whichever is less. The maximum amount of the grant is $24,000, distributed in 12 monthly payments. Utilities and property taxes are ineligible for reimbursement. • Restaurant i Hotels/Motels/Bed and Breakfast • Gourmet Food Market (the Board will grant no more than • Bakery/Coffee Shop four approvals in this category er Initials Page 4 of 12 Rent Reimbursement 100 East Ocean Avenue, 4t' Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www.boyntonbeachcra.com 674 fiscal year; short term vacation rentals are not eligible) Tier Two Business Tier Two Businesses are eligible for reimbursement for up to half (50%) of the business's base monthly rent plus half of the Common Area Maintenance fee (if applicable), or $1,750 per month, whichever is less. The maximum amount of the grant is $21,000, iistributed in 12 monthly p.yments, Utilities and property taxes are ineligible for reimbursement, Examples of Tier Two Businesses include, but are not limited to, the following types of Musinesses: Professional Offices (real estat law, architect, accountant, insurance, marketing Medical Offices (dentists, prima care, counseling, etc.) Laundry/Dry Cleaner facility Retail (clothing, art, accessoriesi Fitness Centers Specialty Businesses (daycare ice-cream shop, pet grooming, event planning) • Take -Out Restaurants • Services (lockshops, appliance repair, • Hair/Nail Salons (no more than 2 approvals per fiscal year) • Florists (no more than 2 approvals per fiscal year) • Industrial Uses/Art District (excluding auto repair/sales) If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on the lease at the time of Board approval. The commercial lease must define the landlord -tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements, • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. initial$ Page 5 of 12 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www,boyntonbeachcra.com 675 For purposes of this paragraph, the term "subject property" means the leased premises N f 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 &YK�-408 rr*t-be eligible to receive any further grant funding. allim, ilii • i. Mlil NTM0.140101.M�kw MUM 17M Ll r IS fmfr I", a 5illiledzse, *[ SM ee-1 I FeT H71TTU rldl F-Cff fi3ft;J-t1fd1-T5-1 WICU e 04 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 N. nt recipient has allowed or assisted such other business entity to do so and is grounds aii!0-st&W-rg paid grant payments. However, it shall not be considered a prohibited subleasing when the business purpose N f the applicant is to provide a space for aspiring businesses, such as when the applicant is a business incubator, commissarV 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. Applications can be submitted online at www.�o�QtgD_�eg.chcra.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, Initials Page 6 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www, boyntonbeachcra. com 676 9 r)rior to the second Tuesday • 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 N• approval. Initials Page 7 of 12 Rent Reirnbursernent 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www,boyntonbeachera.com 677 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. iii •A staff will notify the applicant of the BBCRA Board's approval or denial in writing. Site Visits 1:19TOR F11-Iff f UCFLT FeF,94 TITe Uf T b-(; -10 T =AU 7071.77= i i r t I a J, a 1 s e during and after the project in order to determine and ensure compliance with the terms of the grant. Monthly rent reimbursement payments will be provided to the grant recipient beginning the first month the business is open for operation subsequent to BBCR,A Board approval. A maximum of 12 consecutive monthly rent payments are eligible to be reimbursed to the approved applicant. Reimbursement will occur on a rnonthly basis, within 30 days of the start of the next month. In order to receive monthly rent reimbursement the grant applicant must submit the following: 1. TTritten 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). CASH AND/OR CRYPTOCURRENCY PAYMENTS for rent are not eligible for reimbursement. MUM *30=11111 ,, MUM# R . . ... ............. . .. ............ —111 . .... .. ........ 11111 ------------ - - I * moli forfeits that month's reimbursement, Initials lr�* Ll Page 8 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www. boyntonbeachcra.com 678 The receipt of past payments does not guarantee future payments, The BBCRA retains the right to SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE 01 FUNDING I I WWOM M117R1,117"11 Program's RulestRequirements and Application, NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including landlords and 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 is sufficient assurance for the BBCRA to award grant 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 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 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 to the maximum extent permitted by law 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 Rent Reimbursement Grant Program Rules and Requirements. Page Qof12 Fent Reimbursement 1OOEast Ocean Avenue, 4th Floor, Boynton Beach, FL33435—Phone: (5Gi)8O0-00g0 vwmmv.boyntVnbeaohore.00m 679 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, MI -17, # Ir, %ffe« i complete this application. 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. initials kV - Page 10 of 12 Rent Reimbursement 100 East Ocean Avenue, 4'hFloor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntoiibeachcra.com 680 BOYNT0 '' �II�IU;IU(, , .111 ! , �� � ire um, APPLICANT INFORMATION APPLICANT SIGNATURES: 1 aw 1[14 Princep � a /Owne� is Date Signature � ..... www....._ ......._�. � —�� ��� y 1 Printed Name Title 2. Principal/Owner's Signature ................... .......... .......... ..................................................,_.__...................Date Printed Name Title 3. ..ww........._..... ....... .___................ ......wwww_..... Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF COUNTY OFZ If BEFORE ME, an, officer duly authorize yaw to administer oaths and take acknowledgements, personally appeared, who is/are t me ork produced_., as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the 'tate and C unty aforesaid on this........._..... .._ day of Y P_.::�,�.. CoOimission Expires: BQNi EN Notary Purl � mate of Florida nom, commiMon , HH 87189 �m My commis fn Expires Page 11 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 681 . . ....... .. LANDLORD INFORMA"rm AND.0 S GNAT' � L -1-1-A, L R �now, Landk)rd consents to the s�,ibrnMan of this . . ....... . ..... ES By sigmng be appnicaw,,)r-m,ajn(j U,idersWnds ftmt papa roval of the appncafion may fund physr u.aN afterafions to Wte PrOp*vty, Landlord understands that approvM of INs ar)pacafionw does not graril Lanftrd any aghts whatsoever, and sj)ecrficaHy understands thal approvM of this appcahon by the BBCRA does not enfifle Landtord to seek payment or other rf,,�,,wurse froni the BBCRA, R arne Landk)rd's &gnature Date fid r7iie"N"--a m e-`-`- . .. ... ...... . ..... ....... . ....... . Notary as to Prind pallOwner's Siqnatures - Multiple not aty pages tram be used if sigribig in(lividijally, STAT E OF, -Z /6 - COUNI"Y OF BEFORE ME, an olfwer dWy authori7ed b�.....nW to adrnin�ster oaths and take acknoWedgements, persoinafly appeared ocl .j. r" who is/areQ'� =`�—ia ��n --PF" nrm - rne OrQatar atas mdenfiftcatm on, and acknowledged helshe executed the foreg6ng Agreerrient for ttw use and purrx)sed unenfioined m it and that the unstrurvierit is t0sftw act, and (Jeed Ril fit" 1"11,4ESS OF TIIE FORECICANG, � have, set my harid and otficW seW in tbe State arid County aforesaid on tNs -4 20 day of A,Y- P40TARY PUBLIC My Cor nrnissiom �.775-7, -- - - Notar Pubk State of FhoiOds "'"N,W' =Sonnlar My COMM�SC09nl HN 575?57 Page 16 of 16 EXP�ta$ ji2$j 23 Pf0f"KIRY �fnpflNeffftlffl e ElAp4a$ IiM2023 V 0 East 0,,"ean Avemxz411 Fkoo, fkqnton Be�,,H"A, FL, 334:35- flhone (5 1) 600 - 9090 ,www blDYrltNlt)CkdlChCra C,,Cfft 683 U) 00 00 Lli 0 0) co U) U) (1) ( 4? 3Q) Ix A I UA uJ < z ua E 0 . < < 2-' U) C. 2-' .. ......... -- (n U) D al 0 u) < Z C) () E LU E UA I* 00 CD 2 c CD E D- C a) > a) E 0 C: 0 C) w LL U) C) > c 0 .0 M .co E N) 0 m= CL x CIO 0 LU 1� 0 c E E m 0 0 +1 0 C >% 0 m LIj 2 0 E CIO 0 4- W 0 E 0 > �> c 0 06 0- LO U) 0 co (D U) U) Cu w Z) - 04 o CN wN C) 0 =3 o co I -U) 0 -- U) >, L) =3 cl LO 0 z 0 LO U) C) LU +, u :IZI: C: 0 ca Cl 2 < Lf) il ........... a_- 2- OIN o- co D U) C) U) 0) Ln 00 > CD > N 0 a) c uq^�y 4,1 O ••• a ca yNry 0 Ma) O O 4- ��p9; yy 4N O OC) �'N 0 p— C mLO � ��••ppq (n CN N L E O O L +r ca ca c N t U N ca U (D Q N C�. 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In consideration of the mutual covenants contained herein, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, Landlord and Tenant agree with each other as follows: ARTICLE 1: BASIC LEASE PROVISIONS AND DEFINED TERMS Section 1.01. Basic Lease Provisions. Wherever used in this Lease, the following terms shall have the meanings provided for in this Section. Shopping Center: The land, building(s) and other improvements owned by or leased to Landlord, known as One Boynton and more particularly depicted on Exhibit A. Shopping Center Postal Address: 1499 South Federal Highway, Boynton Beach, Florida 33435 Premises: Unit No. 1505 consisting of approximately one thousand two hundred twenty nine (1,229) total square feet in the Shopping Center, as approximately depicted on Exhibit A. Premises Address: 1505 South Federal Highway, Boynton Beach, Florida 33435 Landlord's Address for Notices: 1351 South Federal (FL) Owner LLC c/o ShopCore Properties, L.P. Attention: Legal Department Two Liberty Place 50 S. 16th Street, Suite 3325 Philadelphia, Pennsylvania 19102 Phone: 215-330-4201 Landlord's phone numbers are provided for informational purposes only and notices shall not be delivered via phone. Landlord's Rent Payment Address: The address set forth below or such other address established by Landlord by the delivery of written notice thereof to Tenant. Make Checks Payable to 1351 South Federal (FL) Owner LLC Via Mail and Overnight Delivery- c/o eliveryc/o ShopCore Properties, L.P. 10920 Via Frontera, Suite 220 San Diego, California 92127 Via Wire: U.S. Bank, N.A. 633 W. Fifth Street Los Angeles, California 90071 ABA #122235821 Account#158300086960 Online Tenant Portal: Following the Effective Date, Landlord will send Tenant an invitation to participate in Landlord's on- line payment and Gross Sales reporting system (currently Versapay). Tenant agrees to participate in such system, or a replacement system chosen by Landlord, for purposes of making Rent payments and reporting Gross Sales. in the event any such system is discontinued by Landlord (and not replaced) or if Tenant is unable to use such system due to technical failure or other reason, Tenant shall use one of the above methods of payment. Tenant's Name and Billing/ Design Stop LLC Notice Address: c/o Mahmut Emin Urkun 6073 Gold Vista Way Boca Raton, Florida 33433 Mobile: 954-842-6380 Email: eminurkun@hotmail.com Tenant's Trade Name: Design Stop Guarantor: Mahmut Emin Urkun and Gokce Urkun 6073 Gold Vista Way Boca Raton, Florida 33433 Mobile (Mahmut): 954-842-6380 Mobile (Gokce): 949-290-5709 Email (Mahmut): eminurkun@hotmail.com Email (Gokce) gokce@d-stop.com 692 DocuSign Envelope ID: B6F050B3-BCF5-402B-A2DA-9E39F27B6631 Permitted Use: Tenant shall use and operate the Premises solely for the purpose of a kitchen and bath showroom offering cabinets, tile, and cabinet accessories (i.e. handles, drawer pulls), and for no other purpose whatsoever. Lease Term: The Lease Term of five (5) Lease Years (hereinafter defined) beginning on the Commencement Date, and any renewal or extension thereof. Commencement Date: The Commencement Date of the Lease Term shall be the earlier of (i) ninety (90) days after the Possession Date ("Fixturing Period'), or (ii) the date upon which Tenant opens for business at the Premises. Possession Date: The date Landlord makes the Premises available to Tenant. Tenant shall take possession of the Premises on the Possession Date. In the event Tenant has not provided the insurance, Security Deposit and/or Rent Deposit required by this Lease, Landlord will not deliver keys to the Premises to Tenant, but the Possession Date will nonetheless be deemed to have occurred. Expiration Date: The last day of the final calendar month of the Lease Term, unless sooner terminated or otherwise extended pursuant to the terms of this Lease. Minimum Annual Rent: $3,581.58 per month during the first (11) Lease Year, based on $35.00 per square foot, per annum. $3,692.12 per month during the second (2"') Lease Year, based on $36.05 per square foot, per annum. $3,802.88 per month during the third (3rd) Lease Year, based on $37.13 per square foot, per annum. $3,916.97 per month during the fourth (41') Lease Year, based on $38.25 per square foot, per annum. $4,034.48 per month during the fifth (5t") Lease Year, based on $39.39 per square foot, per annum. Sales Tax on Rent: Three percent (3%) to be paid on all amounts of Rent. Estimate of Real Estate Taxes: $5.91 per square foot, per annum Estimate of Operating Costs: $5.40 per square foot, per annum Estimate of Insurance Charge: $1.78 per square foot, per annum Gross Sales Reporting Frequency: Monthly Landlord's E -Mail Address for Sales sales@shopcore.com Reporting: Reference: Design Stop/One Boynton Tenant's Sales Reports: Landlord requires that Tenant provide an e-mail address for requesting Tenant's Gross Sales statements: Tenant's e-mail address: eminurkun@hotmail.com Security Deposit: $9,844.42; which amount shall be paid via wire or ACH. Rent Deposit: $5,192.93; which amount shall be paid via wire or ACH. Construction Allowance: $10.00 per square foot of the Premises Tenant's request for payment of the Construction Allowance must be delivered to Landlord at the following email address: TIA@shopcore.com Landlord's phone numbers are provided for informational purposes only and notices shall not be delivered via phone. Brokers: On Behalf of Landlord: Katz & Associates On Behalf of Tenant: None 693 DocuSign Envelope ID: B6F050B3-BCF5-402B-A2DA-9E39F27B6631 Section 1.03. Defined Terms. Wherever used in this Lease, the following terns shall have the meanings provided for in this Section 1.02. Additional Insureds: 1351 South Federal (FL) Owner LLC, BREIT Operating Partnership L.P., ShopCore Properties TRS Management LLC, ShopCore Properties, L.P., and LivCor LLC. Additional Rent: In addition to Minimum Annual Rent and Percentage Rent, if any, ail other payments to be made by Tenant to Landlord pursuant to the terms of this Lease. Additional Rent Commencement Date: The Commencement Date. Authority: All federal, state and local governmental or quasi -governmental authorities having jurisdiction over the Shopping Center (each an "Authority", more than one being "Authorities"). Construction Criteria: The Landlord's requirements governing the completion of Tenant's Work (including, without limitation, public utility authority or commission) and any other work to the Premises to be completed by Tenant in accordance with the terms of this Lease. Default Interest Rate: The lesser of: (i) fifteen percent (15%) per annum, or (ii) the highest lawful annual interest rate permitted under applicable Law. Electronic Copies: Any signatures to this Lease transmitted by facsimile or via e-mail in a ".pdf' format or via document execution computer system or program, such as DocuSign ("Electronic Execution System"). Excluded Items: The costs of Tenant's movable fixtures and equipment, design and architectural fees, interior and exterior signage, inventory and all other costs customarily known as "soft costs". Fiscal Year: The fiscal year for the Shopping Center established by Landlord from time to time. GLA: The gross leasable area of the Premises and/or other buildings within the Shopping Center, as applicable, which shall be measured from the outside of exterior walls and from the center of interior walls. Landlord's Work: As defined in Exhibit B attached hereto, if any. Late Payment(s): Any payment not paid within five (5) days after its due date set forth in this Lease. Late Fee: The lesser of: (i) five percent (5%) for each dollar past due or (ii) the maximum late fee permitted under applicable Law. Law(s): Any reference in this Lease to "laud', compliance with "lav", or any variation thereof, shall mean all federal, state and local laws, rules, regulations, ordinances, codes, guidelines, judgments and orders and all requirements of any Authorities, in effect or hereafter amended, enacted or passed during the Lease Term, including, without limitation, the Americans with Disabilities Act. Lease Year: The twelve (12) consecutive calendar months commencing with the first day of the first full calendar month of the Lease Term, and thereafter with each succeeding anniversary thereof; provided, however, if the Commencement Date is other than the first day of a calendar month, then the first Lease Year shall include the partial month from the Commencement Date through the end of the month in which the Commencement Date occurs. Major Tenant: Any tenant using or occupying more than five thousand (5,000) square feet. Maximum Deductible/Retention Amount: Ten Thousand and 00/100 Dollars ($10,000.00). Radius Area: A five (5) mile radius from the outside boundary of the Shopping Center, which distance shall be measured in a straight line without reference to road mileage. Rent: The Minimum Annual Rent, Percentage Rent, if any, and Additional Rent. All Rent shall be pro -rated on a per diem basis for any partial month during the Lease Term. All Rent shall be paid to Landlord's Rent payment address set forth in Section 1.01 or at such other place designated in writing by Landlord. Tenant shall note any identifying information requested by Landlord on all checks delivered in payment of Rent. All Rent shall be paid without any deduction, abatement or setoff whatsoever. Tenant's Records: A true and accurate copy of sales records which would normally be examined in an audit of Tenant's sales and such sales records of any subtenants, assignees, concessionaires, licensees and any other occupant of the Premises. Tenant's Share: The percentage used to determine Tenant's pro rata share of the Real Estate Taxes, Operating Costs and Insurance Charge (collectively, "Triple Net Charges"), which is a fraction, the numerator of which is the number of square feet of leasable area within the Premises and the denominator of which is the number of square feet of leasable floor area within the Shopping Center, whether leased, vacant or occupied, subject to adjustment as provided herein. Tenant's payment of Tenant's Share of Triple Net Charges shall be paid in equal monthly installments simultaneously with the Minimum Annual Rent payable hereunder. The foregoing amounts shall be adjusted annually at the end of each Fiscal Year, which adjustment shall be based upon Landlord's estimation of the then current Triple Net Charges and Tenant's Share thereof. During the Lease Term, Tenant's Share of Triple Net Charges shall not be less than the estimates set forth in Section 1.01. Within one hundred eighty (180) days after the appropriate taxing authorities notify Landlord of the Real Estate Taxes due for such Fiscal Year, or within one hundred eighty (180) days after the end of the Fiscal Year in the case of Operating Costs and Insurance Charge, Landlord shall provide Tenant with a statement of the prior Fiscal Year's Real Estate Taxes, Operating Costs, and Insurance Charge (each, a "Reconciliation Statement"),which shall include a statement of the total deposits Tenant made toward such Fiscal Year's Triple Net Charges and the total share of the actual Triple Net Charges. There shall be an appropriate adjustment made between Landlord and Tenant based thereon. If such adjustment shows a balance due to Landlord, such balance shall be payable by Tenant within ten (10) days after delivery of any Reconciliation Statement; if such adjustment shows a balance due to Tenant, then Tenant shall have a credit against the next payments of Minimum Annual Rent due Landlord in the amount of the balance due (or such shall be paid within thirty (30) days after its determination if after the Expiration Date), in either case after first deducting therefrom any due and outstanding Rent then owed to Landlord. The foregoing 694 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 shall survive the Expiration Date. At any time throughout the Lease Term, Landlord shall have the right to recalculate Landlord's estimate of Triple Net Charges due from Tenant pursuant to the terms of this Lease, and Tenant's Share of Triple Net Charges shall be adjusted accordingly. Notwithstanding anything contained in this Lease to the contrary, prior to calculating Triple Net Charges, Landlord shall have the right to exclude from the Shopping Center, and the denominator used to calculate Tenant's Share, the square footage of any portions thereof that are: (i) owned, leased or occupied by parties that are separately taxed or self -maintain all or any portion within the Shopping Center; (ii) the square footage of Major Tenants; (iii) electric charging stations and rooftop facilities (including, but not limited to cellular communications, etc.) ; and (iv) such other areas that in Landlord's reasonable opinion may be customarily excluded from such calculation. Tenant's Work: As defined in Exhibit B attached hereto. Unamortized Allowance: The Unamortized Allowance is calculated by amortizing the actual amount of the Construction Allowance disbursed by Landlord on straight-line basis over the Lease Term using a rate of five percent (5%), and the Unamortized Allowance shall be established as of the date of termination of this Lease. Unamortized Commissions: The Unamortized Commissions shall be calculated by amortizing the actual amount of the fees and commissions paid by Landlord to Broker(s) on a self-liquidating mortgage style basis over the Lease Term using a rate of five percent (5%), and the Unamortized Commissions shall be established as of the date of termination of this Lease. ARTICLE 2: PREMISES Section 2.01. Premises. Landlord hereby leases the Premises to Tenant, and Tenant hereby leases the Premises from Landlord, for the Lease Term, excepting and reserving to Landlord the roof, any space above the finished ceiling and below the finished floor of the Premises, the exterior walls, and the land upon which the Premises is located. Section 2.02. Condition of the Premises. Tenant acknowledges that it is familiar with the Premises and except as specifically set forth herein to the contrary, there is no work of any sort to be performed by Landlord and no representation or warranty by Landlord as to the fitness of the Premises, or any equipment servicing the Premises, or as to any use permitted herein. Landlord and Tenant hereby agree to observe and comply with the provisions set forth in Exhibit B attached hereto with respect to any Landlord's Work and/or Tenant's Work. Landlord and Tenant shall each comply with all Laws applicable to the completion of their respective work obligations. Section 2.03. Surrender of the Premises. At the Expiration Date, Tenant shall quit and surrender exclusive possession of the Premises to Landlord, in "broom clean" condition and in the same condition as the Premises were in upon delivery of possession, reasonable wear and tear excepted, and shall surrender all keys for the Premises to the Shopping Center's property manager and advise the property manager of the combination to all locks, safes and vaults. Any alterations, additions, improvements and fixtures paid for by Tenant or installed by Tenant upon the interior or exterior of the Premises (whether or not approved by Landlord), other than unattached moveable trade fixtures, decorations, Tenant's signage and Tenant's other personal property, shall become the property of Landlord on the Expiration Date. Tenant shall not leave any personal property in the Premises upon the Expiration Date, and all such personal property shall be removed by Tenant. At the Expiration Date, Tenant shall remove all of its exterior signs from the storefront, fascia and/or canopy and shall repair all damage caused by the initial installation and subsequent removal of such signage to like -new condition. Tenant's obligation to observe or perform the covenants contained in this Section shall survive the Expiration Date. Section 2.04. Construction Allowance. As an inducement to the execution and delivery of this Lease and the performance by Tenant of all obligations hereunder, Landlord agrees to pay to Tenant, in consideration therefor, to be applied only toward the cost of the build -out of leasehold improvements (specifically excluding the costs of the Excluded Items) in an amount up to the Construction Allowance within forty five (45) days following the date that Tenant opens for business; provided however, that the following conditions are fully satisfied: (a) Tenant is not in default of its obligations under this Lease; (b) Tenant's Work has been completed in strict accordance with plans and specifications approved in writing by Landlord; (c) Tenant is open for business and has paid the first installment of Rent; (d) The Premises, including all installations therein, are free and clear of all liens, security interests, charges and encumbrances and there are no judgments, levies, attachments, liens or tax liens pending (or threatened) or in effect with respect to Tenant and/or the Premises; (e) Tenant submits the following completed documentation to the Tenant project manager at the address set forth in Section 1.01 within forty five (45) days following the completion of Tenant's Work. Tenant shall supply either originals or recordable counterparts of the following documents: (i) a Tenant Affidavit in the form attached hereto as Exhibit C; (ii) Tenant's General Contractor's Application for Payment and Lien Waiver; (iii) Tenant's Subcontractors'/Material men's Lien Waiver (to be submitted for each and every subcontractor with aggregate requisitions in excess of $3,000); (iv) Final and Unconditional Certificate of Occupancy; (v) any necessary approvals for Tenant's lawful operation for its Permitted Use (e.g. liquor license, health certificate, etc.), as determined by Landlord's construction manager; (vi) proof satisfactory to Landlord of the cost to Tenant of the build -out of leasehold improvements (specifically excluding the costs of the Excluded Items); (vii) Tenant's Form W-9; (viii) Affidavit of Tenant's General Contractor listing all subcontractors and material suppliers and amounts owed to each; (ix) copy of Tenant's insurance certificates required by the terms of this Lease; and (x) "as -built" drawings of Tenant's Work (or, in lieu thereof, the approved Plans marked "final" with such notations as are required to render such plans as accurate e a representation of the built -out Premises as would be shown in "as -built" plans). If Tenant owes any monies to Landlord under this Lease when Landlord is obligated to pay the Construction Allowance to Tenant, then Landlord may deduct those monies owed to Landlord by Tenant from the Construction Allowance. If Tenant has not satisfied all conditions for payment of the Construction Allowance within one hundred eighty (180) days after the Commencement Date then, as of such day, Tenant waives any and all rights to the payment of the Construction Allowance, notwithstanding anything contained in this Lease to the contrary. ARTICLE 3: LEASE TERM Section 3.01. Lease Tenn. The Lease Term shall commence on the Commencement Date and shall expire at 11:59 P.M. on the Expiration Date, unless sooner terminated pursuant to the provisions hereof. Tenant's obligation to pay (i) Minimum Annual Rent shall commence on the Commencement Date, and (ii) Additional Rent and all other components of Rent shall commence on the Additional Rent Commencement 695 DocuSign Envelope ID: B6F050B3-BCF5-402B-A2DA-9E39F27B6631 Date. Although Rent does not commence until the applicable date(s) identified in this Section, the parties hereby acknowledge and agree that all other rights and obligations of the parties commence as of the Effective Date. Landlord shall not under any circumstances be subject to any liability whatsoever to Tenant, and Tenant shall not under any circumstances be entitled to rescind or terminate this Lease, for any delay in Landlord's delivery of the Premises to Tenant. Within ten (10) days after Landlord's written request (which may be delivered by email), Tenant shall execute and return to Landlord the Acknowledgement of Commencement Date attached hereto as Exhibit D. Section 3.02. Holding Over. Tenant shall not have the right to remain in possession of the Premises after the Expiration Date. If Tenant remains in possession of the Premises thereafter, such possession shall be a default under this Lease and Tenant shall be deemed a holdover tenant on the following terms and conditions: Tenant's holdover Rent shall be equal to 200% of the Minimum Annual Rent due during the final month of the Lease Term, plus all Additional Rent due in accordance with the terms of the Lease calculated on a per diem basis; Tenant shall be fully obligated to perform all Tenant obligations contained in this Lease; Landlord shall not be obligated or liable to Tenant for any failure to perform under the Lease; any co -tenancy rights, exclusive use rights and/or use restrictions applicable to Landlord's leasing of premises in the Shopping Center shall not apply; and Tenant shall not be deemed a "month-to-month" tenant and shall be considered a tenant at sufferance. If Tenant has remained in possession of the Premises after the Expiration Date, Tenant shall vacate and surrender the Premises to Landlord within three (3) days after written notice to Tenant. The provisions of this Section shall survive the Expiration Date. ARTICLE 4: RENT Section 4.01. Minimum Annual Rent. Tenant hereby covenants and agrees to pay to Landlord the Minimum Annual Rent, without any prior demand therefor and without any offset, abatement or deduction whatsoever, in equal monthly installments on or before the first day of each month during the Lease Term, in advance. The Rent Deposit, if any, is due and payable simultaneously with Tenant's execution of this Lease (which payment shall be made via wire or ACH) and will be credited to the first full monthly installment of Rent coming due under this Lease. Section 4.02. Gross Sales. "Gross Sales" means the dollar aggregate of: (a) the price of all goods, wares and merchandise, and/or food and beverages, if applicable, sold, leased or rented, and the charges for all services performed, by Tenant from all business conducted on, in, at or from the Premises, whether made for cash, by check, on credit or otherwise, without reserve or deduction for inability or failure to collect for the same; (b) all monies or other things of value received by Tenant from its operations at the Premises which are neither included in nor excluded from Gross Sales by the other provisions of this definition; (c) all sales pursuant to mail, telephone, computer, internet or other electronic means, or other similar orders received, billed or shipped at or from the Premises; (d) as a result of transactions originating from whatever source, and which Tenant in the normal and customary course of its operations would credit or attribute to its business at the Premises, and (e) any of the foregoing made by any subtenant, licensee or concessionaire of Tenant or any other occupant of the Premises. Section 4.03. Tenant's Reports. Tenant shall submit to Landlord's notice address (as set forth in Article 1) or such other address as directed by Landlord in writing to Tenant, (i) on or before the fifteenth (15th) day following each month during the Lease Term (including the fifteenth (15th) day of the month following the end of the Lease Term) a written statement signed by Tenant, and certified by it to be true and correct, showing the amount of Gross Sales for the preceding month and fractional month, if any, at the commencement of the Lease Term, and (ii) on or before the thirtieth (30th) day following the end of each Lease Year, a written statement of the amount of Gross Sales during the preceding Lease Year, which statement shall be duly certified to Tenant and Landlord by an independent certified public accountant of recognized standing. The statements referred to herein shall be in such form and style and contain such details and breakdown as Landlord may reasonably require. If Tenant fails to provide any Gross Sales statement within fifteen (15) days of the date when due, then Tenant shall incur a late fee in the amount of One Thousand and 00/100 Dollars ($1,000.00) per month, per statement, until such statement is received by Landlord. Section 4.04. Radius. During the Lease Term neither Tenant, nor Tenant's management, nor any person or entity controlled by Tenant, or controlling Tenant, or controlled by the same person or entity or persons or entities who control Tenant, or any officer or director of Tenant, shall directly or indirectly, own, operate, be employed in, direct or serve any other place of business, which is (i) the same, or similar to, or competitive with, Tenant's business as set forth herein, (ii) within the Radius Area and (iii) not open and operating as of the date of this Lease. In the event that Tenant shall violate the provisions hereof, the Minimum Annual Rent shall automatically increase by twenty percent (20%). Section 4.05. Additional Rent. Additional Rent shall be due and payable upon the earlier of ten (10) days after demand is made therefor or together with the next succeeding installment of Minimum Annual Rent. Landlord shall have the same remedies for failure to pay Additional Rent as for a non-payment of Minimum Annual Rent. Tenant's obligation to pay any and all Rent under this Lease, and Landlord's and Tenant's obligation to make the adjustments referred to in this Lease, shall survive the Expiration Date. Tenant shall have one hundred eighty (180) days from the receipt of any Reconciliation Statement from Landlord within which to object to such statement in whole or in part, after which time Tenant shall be deemed to have waived any right to make any claims against Landlord for any errors not disputed within such one hundred eighty (180) day period. Additionally, with respect to all other Rent payments, Tenant shall be deemed to have waived the right to dispute any matter relating to Tenant's obligation to pay such other Rent payments, unless Tenant provides written notice of any such dispute to Landlord within one hundred eighty (180) days after the date Tenant receives Landlord's billing statement setting forth the exact amount of such Rent charge. Section 4.06. Returned Check Fees, Late Payments and Default Interest. If any check from Tenant delivered in full or partial payment of any amounts due hereunder is not honored because of insufficient funds, uncollected funds, or any other reason, then Tenant shall pay to Landlord an administrative charge of Seventy Five and 00/100 Dollars ($75.00) per dishonored check and, at Landlord's option, all subsequent payments due from Tenant hereunder shall be made by certified check or money order. In the event of a Late Payment by Tenant, a Late Fee along with interest thereon at the Default Interest Rate shall become immediately due to Landlord, as liquidated damages for Tenant's failure to make timely payment and shall be Additional Rent payable together with the next installment of Minimum Annual Rent. Section 4.07. Trash Removal. (a) Unless included in Operating Costs, Tenant shall directly pay the cost of removal of garbage or refuse generated from the Premises, and if Landlord shall provide or designate a service for picking up refuse and garbage, then Tenant shall use such service at Tenant's expense. If not provided by the designated waste removal service provider, Tenant is responsible, at Tenant's sole cost and expense, for providing a trash dumpster for Tenant's Premises, the size and location to be subject to Landlord's approval. Landlord may also determine the time or times for collection of waste generated at the Premises. DocuSign Envelope ID: B6F050B3-BCF5-402B-A2DA-9E39F27B6631 (b) Tenant shall comply with all Laws respecting the storage and removal of garbage and refuse. If Landlord supplies a common dumpster for use by Tenant and other tenants, Tenant shall use such dumpster only for the types of garbage and refuse authorized by Landlord (prohibiting, by way of example only, the disposal of Hazardous Materials in such dumpster). Section 4.08. Payment by Third Party. In no event shall Landlord's acceptance of the payment of Rent from any party other than Tenant constitute a release of Tenant's primary obligations under this Lease or Landlord's acceptance of any other party as an assignee or sublessee of Tenant, regardless of the number of payments accepted by Landlord or the length of time that said party made such payments. Section 4.09. Security Deposit. Tenant shall deposit the Security Deposit with Landlord simultaneously with Tenant's execution of this Lease (which payment shall be made via wire or ACH) as security for the full and faithful performance by Tenant of Tenant's obligations under this Lease. If Tenant is in default hereunder, Landlord may use, apply or retain the whole or any part of the Security Deposit for the payment of (i) any Rent that is past due, (ii) any sum expended by Landlord on Tenant's behalf in accordance with the provisions of this Lease, and (iii) any sum which Landlord may expend or be required to expend by reason of Tenant's default, including any costs, damages or deficiency in the re -letting of the Premises as hereinafter provided. If the Security Deposit, or any part thereof, be appropriated and applied by Landlord pursuant to the terms hereof, Tenant shall, within seven (7) days of the sending by Landlord of a written demand, remit to Landlord as Additional Rent an amount sufficient to restore the Security Deposit to its original balance, and Tenant's failure so to remit shall be an immediate monetary default without additional notice required. In the event that Tenant shall fully and faithfully comply with all of the provisions of this Lease and the following is in compliance with applicable Law, the Security Deposit, or any balance thereof, shall be returned to Tenant within thirty (30) days after the later of (i) the Expiration Date, (ii) the date upon which Tenant has vacated the Premises, and (iii) Tenant's payment of Rent payable to Landlord, if any, after Landlord's delivery to Tenant of a Reconciliation Statement for the Fiscal Year in which the Expiration Date occurs. In the event of a transfer of Landlord's interest in the Premises, Landlord shall have the right to transfer the Security Deposit to the transferee thereof. In such event, Landlord shall be deemed released by Tenant from all liability for the return of such Security Deposit, and Tenant agrees to look solely to such transferee for the return of said Security Deposit. ARTICLES: REAL ESTATE TAXES Section 5.01. Real Estate Taxes. From and after the Additional Rent Commencement Date, Tenant shall pay, as Additional Rent, Tenant's Share of Real Estate Taxes. (a) "Real Estate Taxes" shall mean all taxes, possessory interest taxes, government property lease excise taxes, personal property taxes, excise taxes, levies, license and permit fees, payments in lieu of taxes and assessments, both ad valorem and non -ad valorem, levied, assessed or imposed at any time by any Authorities, upon or against all or a portion of the land and/or buildings in the Shopping Center of which the Premises forms a part, including site impact fees, water drainage and/or solid waste disposal levies and assessments, if any, and any new tax in replacement of or in addition to Real Estate Taxes. (b) Subject to the terms set forth in the definition of Tenant's Share, any Reconciliation Statement to be furnished by Landlord shall constitute a prima facie determination as between Landlord and Tenant of Real Estate Taxes for the periods represented thereby. (c) At any time throughout the Lease Term, Landlord shall have the right to recalculate the estimated Real Estate Taxes due from Tenant, which computations shall be an estimate based upon the most recent annual statements of Real Estate Taxes and Tenant's Share of Real Estate Taxes shall be adjusted accordingly. Tenant's obligation to pay any and all Additional Rent under this Lease and Landlord's and Tenant's obligation to make the adjustments referred to in this subsection, shall survive the Expiration Date. Landlord may contest any and all Real Estate Taxes and/or Landlord may retain a tax consultant and/or legal counsel for the purpose of obtaining and maintaining the most reasonable attainable Real Estate Taxes upon the Shopping Center. All of the costs of contesting any taxes and all of the out -of -pockets fees and costs paid by Landlord for such services, including without limitation the costs of tax counsel, shall be included in Real Estate Taxes prior to the calculation of Tenant's Share thereof and shall be Additional Rent. Section 5.02. Taxes on Leasehold and Rentals. Tenant shall be responsible for, and shall pay before delinquency, all taxes assessed during, from and after the date of this Lease against any leasehold interest or improvements, decorations, alterations, fixtures and/or personal property of any kind owned by or placed in, upon or about the Premises by Tenant, whether such taxes are assessed against Landlord or Tenant. In addition, Tenant shall pay any and all taxes assessed by any Authorities with jurisdiction over the Premises, whether now in place or hereafter levied or assessed, that are applicable to rentals or any other payments or charges payable by Tenant to Landlord specified in this Lease. Said tax payment shall be paid to Landlord with and when the applicable rental or charge is due. Said tax shall be at the legally prevailing rate. Section 5.03. Personal Property Tax. Personal property tax is payable to the State of Florida based upon the value of the personal property located within the Premises. Tenant is required to annually file all personal property tax returns and/or forms to the applicable Authorities and shall promptly pay all required personal property taxes associated with the Premises when due. ARTICLE 6: COMMON AREAS Section 6.01. License. Notwithstanding anything to the contrary herein contained, the Common Areas are to be used and occupied under a revocable, non-exclusive license, and if any such license be revoked, or if the amount of such areas be diminished or their locations changed, Landlord shall not be subject to any liability, nor shall Tenant be entitled to any compensation or diminution or abatement of Rent, nor shall such revocation or diminution of such areas be deemed a constructive or actual eviction. Section 6.02. Control of the Shopping Center and the Common Areas by Landlord. (a) All parking areas, sidewalks, access roads and facilities furnished, made available or maintained by Landlord in or near the Shopping Center, including employee parking areas, truck ways, driveways, loading docks and areas, delivery areas, multi -story parking facilities (if any), package pickup stations, elevators, escalators, pedestrian sidewalks, malls, courts and ramps, landscaped areas, roofs, retaining walls, stairways, bus stops, lighting facilities, sanitary systems, utility lines, water filtration and treatment facilities and the areas and improvements provided by Landlord for the general use in common of tenants and others in the Shopping Center and their customers (all herein called "Common Areas') shall at all times be subject to the exclusive control and management of Landlord. (b) The purpose of the site plan attached hereto as Exhibit A is to show the approximate location of the Premises and is not to be deemed to be a warranty, representation or agreement on the part of Landlord that the Shopping Center will be exactly as depicted thereon or that tenants depicted thereon (if any) are now in occupancy or will be in occupancy at any time during the Lease Term. Landlord 697 DocuSign Envelope ID: B6F050B3-BCF5-4028-A2DA-9E39F27B6631 shall have the right from time to time to: change, add to or subtract from, include in or exclude from the GLA of the Shopping Center any buildings, separately assessed parcels, non -retail office space, separately maintained parcels, separately owned parcels and premises; change, add to or subtract from the sizes, locations, shapes and arrangements of parking areas, entrances, exits, parking aisle alignments and other Common Areas; retain revenue from income producing events in the Common Areas; install electric car charging stations for use by guests of the Shopping Center; designate areas of the Common Areas as limited Common Areas for the use by only some tenants and their agents, employees and/or customers and/or exclusive Common Areas for the use only by a specific tenant and its agents, employees and/or customers; restrict parking by Tenant's officers, agents and employees, to designated areas; close all or any portion of said areas or facilities to such extent as may, in the opinion of Landlord's counsel, be legally sufficient to prevent a dedication thereof or the accrual of any rights to any person or the public therein; and do and perform such other acts in and to said Common Areas as Landlord in its sole discretion deems advisable for the use thereof by tenants and their customers. Landlord will operate and maintain the Common Areas in such a manner as Landlord, in its sole discretion, shall determine from time to time. Section 6.03. Operating Costs. From and after the Additional Rent Commencement Date, Tenant shall pay, as Additional Rent, to Landlord, an amount equal to Tenant's Share of the "Operating Costs. "Operating Costs" shall mean and include all costs and expenses of every kind and nature as may be paid or incurred directly, or through an operating and easement agreement or other encumbrances upon the Shopping Center, in operating, owning, policing, managing, equipping, landscaping, lighting, repairing, renovating, modifying, replacing and maintaining the Shopping Center and Common Areas; plus an administrative fee in an amount equal to fifteen percent (15%) of the total Operating Costs. Section 6.04. Security Officers. Notwithstanding anything contained in this Lease to the contrary, Tenant agrees and acknowledges that Landlord shall not be required to provide security officers for the Common Areas and/or otherwise provide security within such Common Areas, and if Landlord, in its sole discretion, elects to provide security officers or other security measures within the Common Areas, then Landlord may withdraw or change such services at any time at its sole discretion. Landlord does not represent, guarantee or assume responsibility that Tenant will be secure from any claims relating thereto, and Tenant hereby expressly waives and releases Landlord from any and all liability in connection therewith. Any and all costs of providing said security shall be included in Operating Costs. ARTICLE 7: USE OF THE PREMISES Section 7.01. Use of the Premises. Tenant covenants and agrees that it shall use and operate the Premises solely for the Permitted Use, only under Tenant's Trade Name, and in full compliance with all applicable Laws, and for no other use or purpose, and that Tenant's use of the Premises is in all events subject to the Lease terms and conditions; matters of public record; public or private restrictions affecting Landlord or the Shopping Center; any mortgages, ground leases or other agreements or restrictions of record; and all applicable governmental rules and regulations. In no event may Tenant, or any party using or occupying the Premises by or through Tenant, use the Premises in violation of any restriction, prohibited use or exclusive applicable to the Shopping Center. Tenant acknowledges and agrees that it shall not violate the restrictions, prohibited uses and exclusives listed on Exhibit G. Section 7.02. Nuisance and/or Disturbance. Tenant shall not perform any acts or carry on any practice which may do or cause a nuisance or disturbance to other tenants and business invitees or the general public. If Landlord, in Landlord's sole discretion, determines that Tenant's business operation is or may be producing noise, vibrations and/or odors, then Tenant agrees upon written notice from Landlord to take such action as Landlord may require. In the event such countermeasures do not adequately resolve the nuisance or disturbance caused by Tenant's business operation, Tenant, upon written notice from Landlord, shall immediately cease the activities causing the nuisance or disturbance. Section 7.03. Tenant's Operation of Business. Tenant shall continuously operate and keep open to the public one hundred percent (100%) of the Premises (excluding any reasonable portion thereof used by Tenant for storage or office purposes) during the entire Lease Term. Tenant shall keep its store adequately stocked, staffed and fixtured. Tenant will keep the Premises open for business during hours designated by Landlord, from time to time, as the Shopping Center's hours of operation. For every day Tenant fails to do so, Landlord may collect twice the Minimum Rent as liquidated damages. Tenant shall not display any merchandise within or immediately next to the storefront windows of the Premises without obtaining Landlord's prior written approval thereof. Section 7.04. Rules and Regulations. Tenant agrees to abide by the rules and regulations of the Shopping Center created by Landlord. Landlord may, from time to time, amend or add to the rules and regulations for the use and care of the Premises, the buildings of which the Premises are a part, and the Common Areas, and Tenant agrees to comply with such amendments or additions immediately upon receipt of notice thereof. Section 7.05. Quiet Enjoyment. Tenant, upon paying the Rent and performing all of the terms of this Lease on its part to be performed, shall peaceably and quietly enjoy the Premises subject, nevertheless, to the terms of this Lease and to any mortgage, ground lease or agreements to which this Lease is subordinated. Section 7.06. Environmental. (a) Tenant shall not permit or cause the presence of Hazardous Materials in, on or under the Premises or any other portion of the Shopping Center. Tenant shall defend, protect, indemnify and hold Landlord harmless from and against any and all claims, causes of action, liabilities, damages, costs and expenses, including, without limitation, attorney fees, arising because of any alleged personal injury, property damage, death, nuisance, loss of business or otherwise, by Landlord, any employee of Landlord, or from and against any governmental act or enforcement, arising from or in any way connected with conditions existing or claimed to exist with respect to Hazardous Materials (as hereinafter defined) within the Shopping Center which are the result of Tenant's use, occupancy or operation of the Premises. As used herein the term "Hazardous Materials" shall be defined as any hazardous substance, contaminant, pollutant or hazardous release (as such terms are defined in any federal, state or local Law) and other said wastes. Tenant shall immediately notify Landlord in writing of environmental concerns, liabilities or conditions of which Tenant is, or becomes, aware or which are raised by any private party or government agency with regard to Tenant's business or the Premises. Tenant shall notify Landlord immediately of any Hazardous Materials released at or suspected to emanate from the Premises, whether it is released by Tenant or otherwise and shall immediately upon knowledge of a known or suspected release of any Hazardous Materials investigate and fully remediate all such substances in compliance with law and subject to Landlord's prior review and approval of Tenant's remediation measures. The obligations contained in this Section shall survive the Expiration Date. 698 DocuSign Envelope ID: B6F050B3-BCF5-402B-A2DA-9E39F27B6631 (b) Pursuant to the terms of the Declaration of Restrictive Covenant dated October 16, 2012 by Las Ventanas at Boynton Beach, Ltd. and the Florida Department of Environmental Protection, in no event shall Tenant use the groundwater under the Shopping Center. (c) 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 your county health department. ARTICLE 8: TENANT'S CONSTRUCTION Section 8.01. Tenant's Work. Tenant agrees and acknowledges that Exhibit B attached hereto identifies Tenant's obligations with respect to Tenant's Work. Tenant further agrees that Tenant's Work and any other alteration, modification, change or improvement to the Premises to be completed by Tenant in accordance with the terms of this Lease shall be completed in compliance with the terms of Landlord's Construction Criteria, a copy of which has been provided to Tenant prior to the date of this Lease and is expressly incorporated in this Lease by this reference. Section 8.02. Signs, Awnings and Canopies. Tenant shall not place or suffer to be placed or maintain any sign, awning or canopy in, upon or outside the Premises or in the Shopping Center, nor shall Tenant place in the display windows any sign, decoration, lettering or advertising matter of any kind, without first obtaining Landlord's written approval and consent in each instance. Tenant shall maintain any such sign or other installation as may be approved in good condition and repair. Section 8.03. Mechanic's Lien. (a) Tenant shall not permit to be attached or recorded against the Premises, or any other portion of the Shopping Center, any lien, encumbrance or charge arising out of any work performed or materials furnished by any contractor, mechanic, laborer, or material supplier for or at the request of Tenant. If any lien or notice of lien on account of an alleged debt of Tenant or any notice of contract by a party engaged by Tenant or Tenant's contractor to work on the Premises is filed against the Premises or any part of the Shopping Center, then Tenant shall, within ten (10) days after notice of the filing thereof, cause the same to be discharged of record in such manner as Landlord shall decide in its sole discretion, or Landlord may remove such lien at Tenant's sole cost and expense. Upon prior notice to Tenant, Landlord or Landlord's representatives shall have the right to post upon the Premises notices of non -responsibility, or such other notices which Landlord may deem to be proper for the protection of Landlord's interest in the Premises. (b) The interest of Landlord in the Premises shall not be subject in any way to any liens, including construction liens, for alterations or improvements made by or on behalf of Tenant. This exculpation is made with express reference to Section 713.10, Florida Statutes. Tenant represents to Landlord that any alterations or improvements that might be made by Tenant to the Premises are not required to be made under the terms of this Lease and that any alterations or improvements which may be made by Tenant do not constitute the "pith of the lease" under applicable Florida case law. If any lien is filed against the Premises for work or materials claimed to have been furnished to Tenant, Tenant shall cause it to be discharged of record or properly transferred to a bond under Section 713.24, Florida Statutes, within ten (10) days after notice to Tenant. Further, Tenant shall indemnify, defend, and save Landlord harmless from and against any damage or loss, including reasonable attorneys' fees, incurred by Landlord as a result of any liens or other claims arising out of or related to work performed in the Premises by or on behalf of Tenant. In order to effectuate the foregoing, Tenant agrees to execute and record a Memorandum of Lease in the form set forth as Exhibit attached to and made a part of this Lease. Section 8.04. Storm Shutters. In the event Tenant modifies or alters the storefront, Tenant shall be required to either (a) install and maintain NOA approved hurricane glass and framing for all exterior windows and glass doors of the Premises, or (b) possess and maintain at the Premises at all times during the Term aluminum storm and security shutters for all exterior windows and glass doors of the Premises ("Storm Shutters"). In the event Tenant replaces any glass of the Premises or installs Storm Shutters, Tenant shall perform the Tenant Work in accordance with the standards set forth above in (a) above and/or or the construction criteria set forth in this Lease. Notwithstanding anything in this Lease to the contrary, Tenant shall indemnify and hold Landlord harmless with respect to all loss or damage that may occur to the Premises, the Shopping Center, or any adjacent property and improvements, or personal property contained therein, arising out of or resulting from Tenant's failure to comply with the provisions of this paragraph. Tenant's indemnification obligation in this Section shall survive the termination or earlier expiration of this Lease. ARTICLE 9: MAINTENANCE OF BUILDING; ACCESS TO PREMISES Section 9.01. Repairs. (a) Tenant shall at all times, at its own expense, keep all portions of the Premises (including, without limitation, all exterior entrances, glass and show windows, doors and door frames) not required to be maintained or repaired by Landlord, in good order, first class condition and repair, regardless of whether such repairs or replacements are ordinary or extraordinary, foreseen or unforeseen. Tenant shall, at its own cost and expense: (i) comply with all applicable Laws affecting the Premises now or hereafter in force; (ii) comply with and execute all rules, requirements, and regulations of the Board of Fire Underwriters, Landlord's insurance companies and other organizations establishing insurance rates; and (iii) not suffer, permit or commit any waste. When feasible, as determined in Tenant's commercially reasonable judgment, Tenant shall use environmentally preferred cleaning and janitorial products (such as paper products and trash bags). Tenant shall not perform any acts or carry on any practices which may injure the building. Furthermore, Tenant, at its expense, shall maintain a preventative maintenance contract for the heating, ventilating and air conditioning systems servicing the Premises, which shall be subject to Landlord's reasonable approval. Tenant shall provide Landlord with a copy of the preventative maintenance contract no later than thirty (30) days after the Commencement Date. (b) Landlord shall, subject to the other provisions of this Lease, maintain and repair the structure of the Shopping Center, including the foundations, exterior weather walls, slab, roof, bearing walls and structural columns and structural beams of the Shopping Center; provided, however, if Landlord is required to maintain or repair any structural portions or any other portion of the Premises or the Shopping Center by reason of the negligent acts or omissions of Tenant, its employees, agents, invitees, contractors, suppliers, licensees, concessionaires, assignees or subtenants, then Tenant shall pay on demand as Additional Rent, Landlord's costs for making such maintenance or repairs, together with an administrative fee of fifteen percent (15%) of such costs. 699 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 Section 9.02. Access to Premises. Landlord shall have the right to enter the Premises at all reasonable times to inspect or to exhibit the same and to make such repairs, additions, alterations or improvements as Landlord may deem necessary or desirable, and to take all necessary materials upon or through the Premises. The Rents reserved herein shall in no way abate while said work is in progress and Tenant shall have no claim for damages. During the twelve (12) months prior to the expiration of the Lease Term, Landlord may place upon the Premises "for lease", or "for sale" signs, or other similar signs, which Tenant shall permit to remain thereon. Landlord shall have the exclusive right to use all or any part of the roof and exterior side walls of the Premises for any purpose. If the Premises contain means of access to the roof or basement, Landlord shall have the right to enter the Premises at all times to gain access to said roof or basement to inspect same and to make such repairs, additions, alterations or improvements as Landlord may deem desirable. In no event shall Tenant have the right to access the roof without obtaining Landlord's prior written approval thereof. ARTICLE 10: UTILITIES Section 10.01. Utilities. (a) Tenant shall be solely responsible for contracting directly with all utility providers and promptly paying all charges for utilities commencing from the Possession Date; provided, however, if any utility is sub -metered, then Tenant shall pay the applicable utility charge directly to Landlord. Tenant shall also pay to Landlord any charges incurred by Landlord for meter or sub -meter readings, and Tenant, at its sole cost and expense, shall be responsible for having all utilities transferred into Tenant's name as of the Possession Date. If Landlord elects to supply or to designate a supplier of the water, gas, heat, electricity, trash removal or any other utility used or consumed in the Premises, then Tenant agrees to purchase and pay for the same as Additional Rent at the then applicable rates charged by local suppliers to similar users. (b) As of the Effective Date, the Shopping Center and the Premises are receiving utility service from one or more suppliers. Landlord shall have the right at any time, and from time to time, during the Lease Term to either contract for service from different companies providing utility service or continue to contract for service from the utility service provider(s) existing as of the Effective Date. Tenant shall cooperate with Landlord, the existing utility service provider(s), and any alternate service provider selected by Landlord, at all times and shall allow Landlord and any such utility service provider, to access the utility lines, feeders, risers, wiring, and any other equipment or machinery within the Premises. In no event shall Landlord be liable for an interruption or failure in the supply of any utilities to the Premises or for the character of such service. Additionally, Landlord shall in no way be liable or responsible for any loss, damage or expense that Tenant may sustain or incur by reason of any change, failure, interference, disruption or defect in the supply or character of the electric energy furnished to the Premises, or if the quality or character of the utility supplied by any service provider is no longer available or suitable for Tenant's requirements and no such change, failure, defect, unavailability or unsuitability shall constitute an actual or constructive eviction, in whole or in part, or entitle Tenant to any abatement or diminution of Rent, or relieve Tenant from any of its obligations under this Lease. ARTICLE 11: ASSIGNMENT; SUBLEASE Section 11.01. Assignment or Subletting. Notwithstanding any references to assignees, subtenants, concessionaires or other similar entities in this Lease, Tenant shall not (i) assign or otherwise transfer, mortgage or encumber this Lease or any of its rights hereunder, (ii) sublet the Premises or any part thereof, or permit the use of the Premises or any part thereof by any persons other than Tenant or its agents or (iii) permit the assignment or other transfer of this Lease, or any of Tenant's rights hereunder, by operation of law or otherwise without obtaining the prior written approval of Landlord, which approval may be withheld in Landlord's sole discretion. An administrative fee of Five Thousand and 00/100 Dollars ($5,000.00) shall be payable by Tenant to Landlord together with Tenant's written request for Landlord's consent to the assignment, transfer or sublease and shall be non-refundable, whether or not Landlord grants or denies its consent. ARTICLE 12: RELOCATION Section 12.01. Relocation of the Premises. Landlord shall have the right, in its sole discretion, to relocate Tenant to other premises within the Shopping Center ("Substitute Premises"). If Landlord elects to exercise the right of relocation, then Landlord shall deliver written notice to Tenant identifying the location of the Substitute Premises. Tenant shall relocate to the proposed new premises on the date designated by Landlord. Landlord shall perform, at Landlord's sole expense, the build -out of the Substitute Premises to at least equivalent condition of the Premises immediately prior to such relocation (not including furniture, fixtures, equipment or other items of personal property, for which Tenant will be responsible to provide and install) and will relocate Tenant's exterior signage to the Substitute Premises. Tenant shall be responsible for all other moving and relocation costs with respect to the relocation to the Substitute Premises. Landlord shall provide at least sixty (60) days prior notice of the date it anticipates delivering the Substitute Premises to Tenant. Tenant shall not be required to cease business and vacate the Premises in order to relocate hereunder until a reasonable period (not to exceed ten [10] days) after delivery of the Substitute Premises to Tenant, in order to allow time for Tenant to relocate furniture, fixtures and equipment to the Substitute Premises and to open for business therein. Tenant agrees to use reasonable efforts to open for business in the new premises as quickly as is reasonably possible under the circumstances. ARTICLE 13: REIT Section 13.01. REIT. Tenant shall cooperate with Landlord so that the Rent under this Lease continues to qualify as "rents from real property" as defined in Section 856(d) of the Internal Revenue Code and related Treasury Regulations. Such cooperation includes amending this Lease as necessary provided there is no increase in Tenant's financial obligations to Landlord. ARTICLE 14: NOTICES Section 14.01. Notices. Any notice by Tenant to Landlord, or Landlord to Tenant, must be served by certified mail, return receipt requested, postage prepaid, or by a nationally recognized overnight delivery service, addressed to Landlord or Tenant, as applicable, at the applicable address(es) set forth in Section 1.01, or to such other address as Landlord or Tenant may designate by written notice to the other party. If the holder of an outstanding mortgage on the Shopping Center has given Tenant written notice of its interest in this Lease, then Tenant shall not have any remedies against either Landlord or said holder of a mortgage, unless and until said holder has received written notice from Tenant of a default and a reasonable time to cure the default has passed. Any notice given in conformance with the above shall be deemed received when delivery thereof is received or refused. Notwithstanding the foregoing to the contrary, Landlord's notice of the Possession Date may be sent to Tenant via electronic mail which shall be deemed proper delivery of same. 700 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 ARTICLE 15: INDEMNITY; PROPERTY AND LIABILITY INSURANCE Section 15.01. Indemnity. From and after the Possession Date or such earlier date that Tenant or its agents, employees or contractors are permitted to access the Premises, Tenant shall indemnify, defend with legal counsel selected by Landlord and hold harmless Landlord and its lender(s) from and against any suits, actions, damages, claims, judgments, costs, liabilities and expenses in connection with loss of life, bodily or personal injury or property damage, or any other claim, arising from, or out of, any occurrence in, upon, at or from the Premises, or the occupancy or use by Tenant of the Premises, or any part thereof, or occasioned wholly, or in part, by any act or omission of Tenant, its agents, contractors, employees, servants, invitees, licensees or concessionaires, (including use of the sidewalks and Common Areas within the Shopping Center), or otherwise in connection with Tenant's Work and/or any breach of the terms of this Lease by Tenant or its agents, contractors, employees, servants, invitees, licensees or concessionaires. Tenant's indemnification obligations shall not be limited by any Workers' Compensation Act or similar statute. The provisions hereof shall survive termination of the Lease. Section 15.02. Insurance. (a) Tenant shall maintain those insurance coverages as set forth in Exhibit E. (b) Landlord and the other designated Additional Insureds shall be named as an additional insured with tenant's coverage applying on a primary and non-contributory basis under the policy providing the coverage as set forth above in this Section. Landlord shall have the right to update, modify or revise the designated Additional Insureds from time to time by delivering written notice thereof to Tenant. If Tenant fails to procure the required insurance, Landlord may, but shall not be required to, obtain the same for Tenant and Tenant shall reimburse Landlord, within ten (10) days of demand, for the cost thereof as Additional Rent. Landlord shall be a loss payee on Tenant's property insurance in regard to the leasehold improvements. (c) All companies providing Tenant's insurance shall have and maintain a minimum AM Best rating of A -VIII. Tenant may not self -insure any part of the required liability insurance coverages, nor may the total of Tenant's deductibles and self-insurance retentions exceed the Maximum Deductible/Retention Amount without having first received Landlord's written consent. (d) Tenant shall deliver to Landlord certificates of insurance for all insurance required to be maintained by Tenant in a form acceptable to Landlord in its sole discretion, prior to any entry onto the Premises by Tenant or any employee, agent or contractor of Tenant. Upon request, Tenant shall also provide to Landlord a true, correct and complete copy of the actual insurance policy for all insurance required to be maintained by Tenant. Tenant shall, prior to expiration of any required coverage, furnish Landlord with certificates of renewal or "binders" thereof. Each policy shall expressly provide that such policies shall not be cancelable or otherwise subject to modification, except after thirty (30) days' prior written notice to the parties named as Additional Insureds in this Lease. (e) From and after the Additional Rent Commencement Date, Tenant shall pay, as Additional Rent, to Landlord, an amount equal to Tenant's Share of the "Insurance Charge", which is defined as any and all costs and expenses of every kind and nature as may be paid or incurred by Landlord directly, or through an operating and easement agreement or other encumbrances upon the Shopping Center, in insuring the Shopping Center buildings, Common Areas and other improvements, plus an administrative fee in an amount equal to fifteen percent (15%) of the total of said Insurance Charge. (f) Landlord makes no representation or warranty to Tenant that the amount of insurance to be carried by Tenant under the terms of this Lease is adequate to fully protect Tenant's interest. Section 15.03. Increase in Insurance Premiums. Notwithstanding anything contained in this Lease to the contrary, Tenant shall not stock, use or sell any article, or do anything in or about the Premises, which may be prohibited by Landlord's insurance policies or any endorsements or forms attached thereto, or which will increase any insurance rates and premiums on the Premises, the building of which it is a part and/or any other buildings in the Shopping Center. Section 15.04. Waiver of Subrogation and Release. Landlord and Tenant hereby waive all rights to claims for damages as against the other and the other's insurance companies, and Landlord's and Tenant's insurance policies shall contain provisions requiring that the respective insurance companies waive all rights of subrogation as against Landlord and Tenant and as against the other's insurance companies, which either party has, or which may arise hereafter, for: damage to the Premises or the Shopping Center; damage to real or personal property located in the Shopping Center; loss of business; any loss for which either party may be reimbursed as a result of insurance coverage affecting any loss suffered by it; or any other loss caused by perils typically covered by fire and extended coverage, building contents, store contents and business interruption insurance coverages. Landlord and Tenant mutually agree that with respect to any loss which is covered by insurance then being carried by them respectively, or required to be carried, the one carrying or required to carry such insurance and suffering said loss hereby releases the other of and from any and all claims with respect to such loss to the extent of such insurance carried or required to be carried. Section 15.05. Notice to Landlord. Tenant shall give prompt written notice to Landlord, which shall in no event be more than twenty-four (24) hours after any case of fire or accidents in the Premises, or in the building of which the Premises is a part. ARTICLE 16: LIABILITY OF LANDLORD Section 16.01. Waiver of Liability. NOTWITHSTANDING ANYTHING CONTAINED IN THIS LEASE TO THE CONTRARY, TENANT AGREES THAT IT SHALL LOOK SOLELY TO THE EQUITY INTEREST OF LANDLORD IN THE SHOPPING CENTER, SUBJECT TO PRIOR RIGHTS OF ANY MORTGAGEE OR TRUSTEE OF THE SHOPPING CENTER, FOR THE COLLECTION OF ANY JUDGMENT (OR OTHER JUDICIAL PROCESS) REQUIRING THE PAYMENT OF MONEY BY LANDLORD IN THE EVENT OF ANY DEFAULT OR BREACH BY LANDLORD WITH RESPECT TO ANY OF THE TERMS OF THIS LEASE TO BE OBSERVED AND/OR PERFORMED BY LANDLORD AND NO OTHER ASSETS OF LANDLORD SHALL BE SUBJECT TO LEVY, EXECUTION OR OTHER PROCEDURES FOR THE SATISFACTION OF TENANT'S REMEDIES. IN THE EVENT LANDLORD TRANSFERS THIS LEASE, EXCEPT AS COLLATERAL SECURITY FOR A LOAN, UPON SUCH TRANSFER LANDLORD WILL BE RELEASED FROM ALL LIABILITY AND OBLIGATIONS HEREUNDER, TO THE EXTENT THAT THE TRANSFEREE ASSUMES THE OBLIGATIONS OF THIS LEASE. Section 16.02. Tenant's Risk of Loss. Tenant shall store its property in and shall occupy the Premises and all other portions of the Shopping Center at its own risk and releases Landlord, to the full extent permitted by Law, from all claims of every kind resulting from loss of life, personal or bodily injury or property damage. Landlord shall not be responsible or liable to Tenant, or to those claiming by, through or under Tenant, for any loss or damage to either the person or property of Tenant or to Tenant's merchandise, equipment, fixtures or other personal property or to Tenant's business, arising from any cause. 10 701 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 Section 16.03. Consent Clause. Unless Landlord's consent or approval is required by the express terms of this Lease not to be unreasonably withheld, such consent or approval may be withheld or delayed by Landlord in its sole and arbitrary discretion. If in this Lease it is provided that Landlord's consent or approval as to any matter will not be unreasonably withheld, and it is established by a Court or other body having final jurisdiction that Landlord has been unreasonable, the sole effect of such finding shall be that Landlord shall be deemed to have consented to or approved the matter for which its consent or approval was requested. Section 16.04. Successors. All rights and liabilities herein given to, or imposed upon, the respective parties hereto shall extend to and bind the respective heirs, executors, administrators, successors and assigns of the said parties. No rights, however, shall inure to the benefit of any assignee of Tenant unless the assignment to such assignee has been approved by Landlord in writing as provided in Article 11 hereof. Notwithstanding the foregoing, in the event Landlord or any successor owner shall convey or otherwise dispose of the Premises, all liabilities and obligations on the part of Landlord or successor owner under this Lease arising or accruing after such conveyance shall cease and terminate and thereupon all such liabilities and obligations shall be binding upon the new owner. ARTICLE 17: DAMAGE CLAUSE Section 17.01. Destruction. If the Premises is damaged by any casualty, then Landlord shall elect to either repair/restore the same to substantially the same condition as the Premises were on the Possession Date, or terminate this Lease by notice to Tenant given within one hundred eighty (180) days after such casualty. If Landlord elects to repair/restore, then Tenant shall promptly complete all work necessary for Tenant to re -open and operate Tenant's business upon the Premises. Rent shall be abated during any period that Tenant is unable to operate the Premises as a result of such casualty. ARTICLE 18: CONDEMNATION Section 18.01. Condemnation. If the Premises shall be taken by eminent domain, then this Lease shall terminate as of the date title vests in the condemning authority. If only a portion of the Premises is taken, then Landlord shall elect to either terminate this Lease effective as of the date title vests in the condemning authority, or restore the Premises to substantially the same condition as the Premises were in immediately prior to such condemnation, less the portion taken. Landlord shall receive the full amount of any award made in connection with any taking. Tenant shall cooperate with Landlord as may be necessary in executing any waivers necessary for Landlord to recover the award. ARTICLE 19: PRIORITY OF LEASE Section 19.01. Subordination and Attornment. This Lease, and Tenant's rights hereunder shall be subject and subordinate to the lien of any mortgages, ground leases or deeds of trust or other similar instruments that may now exist or may hereafter be placed upon the Shopping Center and all renewals, replacements, and extensions thereof without further notice or action on the part of Landlord or Tenant. Tenant shall execute and deliver to Landlord within fifteen (15) days from receipt of Landlord's request such instruments (including but not limited to a Memorandum of Lease and/or a Subordination, Non -Disturbance and Attornment Agreement in recordable form) which may be required by Landlord's mortgagee, ground lessor or trustee to evidence such subordination. Section 19.02. Estoppel. Tenant shall, within ten (10) days after written request by Landlord, execute and deliver to Landlord a tenant estoppel certificate in a form required by a prospective purchaser of the Shopping Center or Landlord's lender(s). Section 19.03. Recording. Tenant shall not record this Lease, or a memorandum thereof, without the prior written consent of Landlord. ARTICLE 20: DEFAULT AND LANDLORD'S REMEDIES Section 20.01. Default. Any one of the following shall be deemed to be an "Event of Default": (a) Tenant shall be in default in the payment of any Rent and such default shall continue for a period of five (5) consecutive days. (b) With respect to a non -monetary violation of this Lease, failure of Tenant to cure the same within fifteen (15) days after Landlord has sent Tenant notice of such violation, unless a different time period is specified in this Lease. (c) The commencement of any proceedings in bankruptcy or insolvency, or an assignment for the benefit of creditors, involving Tenant or any guarantor of Tenant's obligations. Notwithstanding anything to the contrary set forth in this Lease, if Tenant shall be in default of the same term, condition or requirement of this Lease, and if any such default shall be repeated two (2) times during the Lease Term, then, notwithstanding that such default shall have been cured within the period after notice, as provided above, any further similar default within the Lease Term shall be deemed to be an automatic Event of Default, Tenant shall not have any right to cure the same, and Landlord, without giving Tenant any notice and without affording Tenant any opportunity to cure such default, may exercise any rights or remedies available to Landlord as set forth in this Lease, including, without limitation, the right to terminate this Lease. Section 20.02. Landlord's Remedies. If an Event of Default occurs, in addition to any right Landlord may have at law or in equity including, without limitation, the right to seek injunctive relief or specific performance against Tenant, Landlord may: (a) Elect to re-enter or take possession of the Premises pursuant to legal proceedings or any notice provided for herein and may either terminate this Lease or, without terminating this Lease, (i) remove all persons and property from the Premises without being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby and (ii) make such alterations and repairs as may be necessary in order to re -let the Premises for a term, rental rate and conditions as Landlord, in its sole discretion, may deem advisable. Upon re -letting, rentals received by Landlord from such re -letting shall be applied first to the payment of any indebtedness other than Minimum Annual Rent due hereunder from Tenant; second to the payment of any costs and expenses of such re -letting, including brokerage fees, reasonable attorneys' fees and costs of alterations and repairs; third to the payment of the most current Minimum Annual Rent owed at that time; and the residual, if any, shall be held by Landlord and applied in payment of future Minimum Annual Rent as the same may become due and payable hereunder from Tenant. If such rentals received from such re -letting are less than that to be paid by Tenant, Tenant shall be liable for the deficiency to Landlord. Any such deficiency shall be calculated and due monthly. No such re-entry or taking possession of the Premises by Landlord shall be construed as an election on its part to terminate this Lease or to accept a surrender thereof. 702 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 (b) Whether or not Landlord elects to re-enter or take possession of the Premises in accordance with subsection (a) above, Landlord may, at any time after the occurrence of an Event of Default, elect to terminate this Lease. Should Landlord elect to terminate this Lease then, in addition to any other remedies Landlord may have available to it, Landlord may recover from Tenant all damages incurred by reason of such breach, including the cost of recovering the Premises and the worth at the time of such termination of the excess, if any, of the amount of Minimum Annual Rent, Percentage Rent, if any, Additional Rent and all other charges reserved in this Lease, payable over the remainder of the stated Lease Term, over the then -reasonable rental value of the Premises, all of which amounts shall be immediately due and payable from Tenant to Landlord as if by terms of this Lease it were payable in advance. Landlord may immediately proceed to distrain, collect, or bring action for the worth of the whole Rent, as aforesaid, or any part thereof as aforesaid, as Rent being in arrears, or may enter judgment therefor in an amicable action in case of Rent in arrears, or may file a proof of claim in any bankruptcy or insolvency proceedings for such Rent, or Landlord may institute any other proceedings, whether similar to the foregoing or not to enforce payment thereof. In determining the Rent which would be payable by Tenant hereunder subsequent to an Event of Default, the Percentage Rent, if any, for each Lease Year of the unexpired Lease Term shall be equal to the average Percentage Rent paid by Tenant from the Commencement Date to the Event of Default, or during the preceding three (3) full Lease Years, whichever period is shorter. (c) Treat all or any part of the Rent reserved hereunder as immediately due and payable, it being understood that the method of monthly or other periodic payments provided for herein are for the convenience of Tenant and available to Tenant only if Tenant is not in default under this Lease. (d) Cure such default for the account of Tenant (without waiving any claim for breach of this Lease); said right to cure shall include, without limitation, the right to pay or do any act which requires the expenditure of any sums of money by reason of the failure or neglect of Tenant to perform any of the provisions of this Lease, and in the event Landlord shall, at its election, pay such sums or do such acts requiring the expenditure of monies, Tenant agrees to pay Landlord, upon demand, all such sums and the sum so paid by Landlord, plus fifteen percent (15%) thereof for overhead and supervision and interest thereon at the Default Interest Rate, shall be deemed Additional Rent and be payable as such. (e) In addition to all other amounts set forth above, Tenant shall promptly pay to Landlord the Unamortized Allowance and Unamortized Commissions. (f) Notwithstanding anything contained herein to the contrary, Landlord shall have no duty to mitigate the damages suffered by Landlord rising from an Event of Default by Tenant. Section 20.03. Redemption; Reinstatement. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future Laws in the event Tenant is evicted or dispossessed for any cause, or in the event Landlord obtains possession of the Premises. No receipt of monies by Landlord from or for the account of Tenant or from anyone in possession or occupancy of the Premises after the termination of this Lease or after the giving of any notice of termination shall reinstate, continue or extend the Lease Term or affect any notice given to Tenant prior to the receipt of such money. Section 20.04. Waiver of Jury Trial. THE PARTIES HEREBY WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER. IN THE EVENT LANDLORD COMMENCES ANY PROCEEDINGS AGAINST TENANT HEREUNDER, TENANT WILL NOT INTERPOSE ANY COUNTERCLAIM OR CROSSCLAIM OF WHATEVER NATURE OR DESCRIPTION IN ANY SUCH PROCEEDINGS, EXCLUDING COMPULSORY COUNTERCLAIMS. Section 20.05. Accord and Satisfaction. No payment by Tenant or receipt by Landlord of a lesser amount than the Rent herein stipulated shall be deemed to be other than on account of the earliest Rent then unpaid, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent be deemed an accord and satisfaction. Section 20.06. No Waiver. The rights and remedies given to Landlord in this Lease are distinct, separate and cumulative remedies, and the exercise of any of them shall not be deemed to exclude Landlord's right to exercise any or all of the others. The waiver by Landlord of any breach or of the strict and/or prompt performance of any term, covenant or condition herein contained, shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition herein contained or of Landlord's right to strictly enforce same in the future. No covenant, term or condition of this Lease shall be deemed to have been waived by Landlord unless such waiver be in writing by Landlord. Section 20.07. Legal Fees. If any legal fees are incurred by Landlord in enforcing the terms of this Lease, then Tenant shall be liable for such reasonable costs and the same shall be due and payable upon presentation of a bill therefor. ARTICLE 21: GREEN LEASE RIDER Section 21.01. Green Lease Rider. The provisions of Exhibit H ("Green Lease Rider") attached hereto are incorporated into and made a part of this Lease. To the extent that the terms of the Green Lease Rider conflict with the other terms and conditions of the remainder of this Lease, including, without limitation, the Exhibits attached hereto, the terms of the Green Lease Rider shall govern and control. ARTICLE 22: MISCELLANEOUS PROVISIONS (a) The word Tenant shall be deemed and taken to mean each and every person or party mentioned as a tenant herein, be the same one or more; and if there shall be more than one tenant, (i) the liability of each shall be individual, joint and several, and (ii) any notice required or permitted by the terms of this Lease may be given by or to any one thereof and shall have the same force and effect as if given by or to all thereof. (b) The submission of this Lease for examination does not constitute a reservation of or option for the Premises. Tenant shall under no circumstances have any rights hereunder until execution and delivery hereof by Landlord. (c) This Lease and the exhibits, riders and/or addenda, if any attached, set forth the entire agreement between the parties. Any prior conversations or writings are merged herein and extinguished. No subsequent amendment to this Lease shall be binding upon Landlord or Tenant unless reduced to writing and signed by Landlord and Tenant. (d) Tenant acknowledges that neither Landlord nor any broker, agent, employee or representative of Landlord has made any representation or warranty (nor is Tenant relying on any such representation or warranty) with respect to the condition of the Premises, Shopping Center (including without limitation availability of utilities or other services), or with respect to the suitability of the Premises or the 12 703 DocuSign Envelope ID: B6F05OB3-BCF5-402B-A2DA-9E39F27B6631 Shopping Center for the use or improvement of the Premises or conduct of Tenant's business in the Premises, except as expressly set forth in this Lease. Tenant hereby waives, releases and discharges any claim Tenant may have against Landlord with respect to the condition of the Premises, any defect in the Premises, either patent or latent, the ability or inability to use the Premises for any particular purpose, or any other state of facts which exists with respect to the Premises. (e) If any provision of this Lease or the application thereof to any person or circumstance shall to any extent be invalid, the remainder of this Lease or the application of such provision to persons or circumstances other than those as to which it is held invalid shall not be affected thereby and each provision of this Lease shall be valid and enforced to the fullest extent permitted by Law. (f) This Lease shall be construed and interpreted in accordance with the Laws of the state in which the Shopping Center is located. (g) The parties hereby agree that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Lease or any addenda or Exhibits hereto. Time is of the essence with respect to the obligations of the parties hereto. (h) Landlord and Tenant represent and warrant that they have had no dealings, negotiations, or consultations with respect to the Premises, the Shopping Center or this transaction with any broker, except for the Broker(s), if any. Landlord shall be responsible for all fees and commissions due Broker(s), if any, pursuant to the terms of a separate agreement between Landlord and Broker(s). (i) Landlord shall be excused for the period of any delay in the performance of any obligations hereunder when prevented from doing so by a cause or causes beyond Landlord's control. Q) Landlord and Tenant each certify that (i) it is not acting, directly or indirectly, for or on behalf of any person, group, entity or nation named by any Executive Order or the United States Treasury Department as a terrorist, "Specially Designated National and Blocked Person", 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; and (ii) it is not engaged in this transaction, directly or indirectly on behalf of, or instigating or facilitating this transaction, directly or indirectly on behalf of, any such person, group, entity or nation. (k) As an inducement to Landlord agreeing to this Lease, Guarantor shall simultaneously herewith execute an unconditional personal Guaranty, attached hereto as Exhibit F. If Guarantor becomes insolvent or files for Bankruptcy and/or can no longer perform its obligations under the Guaranty, then Tenant must deliver a creditworthy substitute guarantor, as reasonably determined by Landlord, and such substitute guarantor shall execute an unconditional personal guaranty, in substantially the same form as the Guaranty attached hereto as Exhibit F. (I) This Lease may be executed in multiple counterparts, each of which shall constitute an original and all of which taken together shall constitute one and same agreement binding upon the parties, notwithstanding that all the parties are not signatories to the same counterpart. Landlord and Tenant each agrees to be bound by Electronic Copies of this Lease. In the case of execution via an Electronic Execution System, this Lease shall not be deemed delivered to Tenant until the Electronic Execution System has certified the completion of the execution process (in the case of DocuSign, for example, by issuance of a Certificate of Completion) or delivery is acknowledged by Landlord. (m) Tenant agrees that this Lease is confidential and Tenant shall not, without Landlord's prior written consent, disclose to any third party the contents of this Lease or any information related to this Lease, including but not limited to (a) Rent -related information, and/or (b) the modification of any terms originally included, but subsequently modified, in this Lease. (n) Tenant acknowledges and agrees that it is intended that this Lease is a completely net lease to Landlord, except as expressly herein set forth to the contrary, and Tenant shall pay all charges, impositions, costs and expenses of every nature and kind relating to the Premises, except as expressly herein set forth to the contrary. (o) If Tenant is a corporation, partnership or limited liability company, the corporation, partnership or limited liability company represents, covenants and warrants to Landlord as of the date Tenant executes and delivers this Lease that the signatories signing on behalf of Tenant have the requisite authority to bind Tenant. (p) The following Exhibits are attached to this Lease and incorporated herein by reference: Exhibit A - Site Plan Exhibit B - Landlord's Work and Tenant's Work Exhibit C - Tenant's Affidavit of Payment of Debts and Claims Exhibit D - Acknowledgement of Commencement Date Exhibit E Insurance Requirements Exhibit F - Guaranty Exhibit G- Restrictions, Prohibited Uses and Exclusives Exhibit H- Green Lease Rider Exhibit I - Memorandum of Lease 13 704 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 IN WITNESS WHEREOF, the parties have respectively executed this Lease effective as of the day and year first above written. LANDLORD: 1351 SOUTH FEDERAL (FL) OWNER LLC, a Delaware limited liability company --Docuftned by: Bpato y:_ I— am e er aggfo Title: Authorized Signatory TENANT: DESIGN STOP Ll -C, a Florida limited liability company . .... . .. DocuSigned by: BY AALA"4 f,^(W U&M, — — — -------------- - - - . ....... Name: Mahmut Emin Urkun Title: Member ---DS 14 � C--) Legal: DS ACV Leasing::F,--'-.,-.— 705 DocuSign Envelope ID; 66F050B3-BCF5-402B-A2DA-9E39F27B6631 EXHIBIT A SITE PLAN Site Dmign Stop ....... .,, U h This Site Plan is Not to Scale As more particularly provided for in the Lease, Landlord hereby reserves the right, at any time and from time to time without notice to Tenant, to alter or otherwise modify the locations andlor dimensions of all buildings, parking areas, service drives, entrances, exits and other facilities shown on this Exhibit A; to place in the common areas of the Shopping Center landscaping, decorative items, and structures and areas for retail sales and promotional activities, and to construct, lease operate and maintain in the area shown on this Exhibit A and on contiguous land, as part of the Shopping Center, buildings, structures and other facilities not shown on this Exhibit A. A-1 706 DocuSign Envelope ID: B6F050B3-BCF5-4028-A2DA-9E39F27B6631 EXHIBIT B LANDLORD'S WORK AND TENANT'S WORK Landlord's Work: None. Tenant acknowledges that (i) it is familiar with the Premises, (ii) Tenant or its representative has visited the Premises, or was given the opportunity to visit the Premises prior to the Effective Date, (iii) there is no work to be performed by Landlord and no representation or warranty has been made by Landlord, its brokers, agents, employees, or representatives, as to the fitness of the Premises, or any equipment servicing or improvement within the Premises, for any use permitted herein, and (iv) it is taking possession of the Premises on the Possession Date in its "AS IS/WHERE IS" condition. Tenant's Work: Excluding Landlord's Work, if any, any and all improvements to the Premises required for, or desired by, Tenant to use and operate its Permitted Use in the Premises, including, the improvements to, on or about the Premises to be constructed by Tenant, as identified on the plans and specifications for such improvements prepared by Tenant and approved by Landlord in accordance with the terms of this Exhibit. All fixtures installed by Tenant shall be new or completely reconditioned. Tenant shall commence Tenant's Work promptly following (i) Landlord's approval of Tenant's plans and specifications, (ii) the date possession of the Premises is made available to Tenant, and (iii) receipt by Tenant of all applicable permits and approvals required to commence Tenant's Work, and shall diligently and continuously prosecute its work to completion so as to open for business no later than the Commencement Date. Tenant shall, without limitation, fully equip the Premises with all trade equipment, furniture, operating equipment, furnishings, fixtures and exterior signs and any other equipment necessary for the proper operation of Tenant's business. Whenever Tenant is performing work within the Premises (not solely limited to Tenant's Work), Tenant shall commence such work as soon as is practical and shall diligently prosecute such work to its completion as soon as is practical after its commencement. Tenant shall not do any construction work or alterations, nor shall Tenant install any equipment other than trade fixtures without first obtaining Landlord's written approval and consent. Tenant shall present to Landlord plans and specifications for such work at the time approval is sought. Tenant shall, at its cost and expense, complete or cause the completion of Tenant's Work prior to the Commencement Date in accordance with the plans and specifications which have been submitted to and approved in advance in writing by Landlord. All work performed by Tenant with respect to the Premises shall: (a) be commenced only after Tenant has delivered to Landlord evidence satisfactory to Landlord that it has obtained all required permits and licenses for all of Tenant's Work or satisfied Landlord that such permits or licenses are not required; (b) be completed in accordance with the Construction Criteria; (c) be completed as expeditiously as reasonably possible; (d) be completed in such manner as will not interfere with work being done by Landlord upon the Premises or any other portion of the Shopping Center; (e) be completed in compliance with such reasonable rules and regulations as Landlord or its agents or contractors may make; (f) be carried out by competent workers under the supervision of one or more professional contractor(s) and designer(s), who shall be subject to prior written approval of Landlord (such approval not to be unreasonably withheld or delayed), and be subject to the reasonable supervision of Landlord or its agents or contractors; (g) be completed only by persons and/or entities that shall maintain harmonious labor relations; (h) be commenced only after Tenant has delivered to Landlord a certificate of general liability insurance from its general contractor (or from Tenant if it is acting as its own contractor); and (i) be completed at the risk of Tenant. OTHER PROVISIONS Performance of Tenant's Work. The following provisions are in addition to, and do not waive the provisions of any general covenants between Tenant and Landlord as may be contained in the Lease: A. Before doing any item of Tenant's Work, (i) Tenant shall secure and demonstrate to Landlord that it has secured all necessary permits and licenses which shall, without limitation, include all requisite building permits; Tenant to use its best efforts to secure the same promptly, including the use of an expediter; should Landlord's signature be required on any such permits or licenses, Landlord shall not assume or be deemed to assume any liabilities, obligations or costs as a result thereof; (ii) Tenant shall deliver to Landlord a certificate evidencing that it has obtained contractors' general liability insurance naming all Additional Insured(s) as additional named insureds, as well as workers' compensation insurance and automobile liability insurance, all in accordance with the requirements; (iii) Tenant shall deliver to Landlord an itemized budget in respect of all Tenant's Work, and (iv) Tenant will provide (or will cause its general contractor to provide) at its sole cost and expense, builders risk insurance for construction that covers special risk perils including earthquake, flood, fire, and theft of materials stored at or within 1,000 feet of the Premises. The builders risk insurance shall be on a completed value form including for all insurable hard and soft costs of construction. B. All work by Tenant within the Premises shall utilize new materials. Materials and workmanship shall be of a uniformly high quality and used and/or performed in accordance with the very best standards of practice and shall not be in contravention of any governing codes or regulations and shall be subject to the approval of Landlord and/or its architect. C. Under no circumstances will Tenant, its employees, its contractors or its contractors' employees enter onto any roof of the Shopping Center or make any opening in the roof without Landlord's consent and approval. D. Tenant and its contractor(s) shall not impose a greater load on any concrete floor than the design live load of 100 pounds per square foot uniformly distributed. No unusual loads may be suspended from the underside of roof structure. E. Tenant shall maintain the Premises in a reasonably clean and orderly manner and shall be responsible for the cost of removing from the Shopping Center all excess materials, trash and cartons resulting from Tenant's Work and stocking of the Premises. Tenant shall not perform any work that may cause undue noise or vibration to adjacent premises during the hours of 9:00 a.m. through 7:00 p.m. F. Tenant agrees that Tenant's Work and any other alteration, modification, change or improvement to the Premises completed by Tenant shall not be done in a manner which would create a Conflict. A Conflict is any work stoppage, picketing, labor disruption or dispute or any interference with the business of Landlord or any tenant or occupant of the Shopping Center. Tenant shall immediately stop work or other activity if Landlord notifies Tenant that continuing such work or activity would cause a Conflict. Tenant shall indemnify, defend with legal counsel selected by Landlord and hold harmless Landlord from any loss, cost or liability suffered or incurred by Landlord as a result of Tenant's violation of the provisions of this paragraph. Tenant's violation of the terms hereof shall constitute a default hereunder and shall entitle Landlord to exercise any remedies that are available to Landlord at law, in equity or hereunder, including, without limitation, obtaining an injunction. Landlord may, in its sole discretion, require that Tenant use Landlord's pre -approved contractors and/or sub -contractors, at Tenant's sole cost and expense. Tenant further agrees that Tenant's Work and any other alteration, modification, change or improvement to B-1 707 DocuSign Envelope ID: B6F050B3-BCF5-4028-A2DA-9E39F27B6631 the Premises to be completed by Tenant in accordance with the terms of this Lease shall be completed in compliance with the terms of Landlord's Construction Criteria, as amended from time to time and in accordance with the Construction Criteria. G. Upon completion of Tenant's Work, Tenant shall deliver the following to Landlord: (i) all applicable certificates of completion and occupancy; (ii) final Certificate of Occupancy for the Premises and all other licenses, permits and approvals required by Authorities to operate Tenant's business; (iii) final as -built plans for the Premises; (iv) final notarized lien waivers from Tenant's general contractor waiving any right to file a construction lien for unpaid work or services performed or materials supplied (Landlord reserves the right to request final lien waiver(s) from subcontractor(s) to Tenant's general contractor; (v) affidavit from Tenant's general contractor listing all subcontractors and all materialmen and suppliers for all work, labor and materials to Tenant's general contractor and that they have been paid in full; and (vi) evidence that all permits obtained by Tenant have been closed out in accordance with the requirements of the local municipality. Exhaust and Odors A. Objectionable odors from the Premises shall, at Tenant's expense, be exhausted in such a manner as precludes their escaping into the Common Areas or other rental areas, or short circuiting into any fresh air vents. Tenant specifically acknowledges and agrees that it shall be responsible for all costs, expenses or damages suffered or incurred by Landlord as a result of claims by other tenants of the Shopping Center relating to objectionable odors or exhaust emanating from the Premises during the completion of Tenant's Work. Landlord shall be entitled to require Tenant to suspend Tenant's Work on twenty-four (24) hours' prior written notice in the event that Tenant fails to comply with its obligations contained herein. B. Where Tenant requests a total exhaust rate greater than 200 CFM/bay, Tenant shall provide a make up air system in accordance with Landlord's specifications, sized in the amount of the excess and shall waive the right to demand of Landlord the ambient design conditions specified in the design package provided to Tenant by Landlord, if any. C. Tenant's air handling equipment may not under any circumstances draw air from any enclosed mall or exhaust into it. D. Garbage refrigeration equipment must be installed in the Premises by Tenant if perishable items are handled. C m tete Dr wingt b Tenant. Tenant shall submit to Landlord for its approval complete plans, drawings and specifications for the Premises (the "Plans"), to be prepared by qualified designers and conforming to each of good engineering practice, the outline drawings provided to Tenant by Landlord, if any, and the provisions of this Exhibit. Such Plans shall show at least the following: STORE SUBMISSION RE IR0ENTS Tenant shall provide complete working plans and specifications in the following form: A. Floor plan to scale. B. Reflected ceiling plan to scale. C. Storefront and show window elevation and sections to scale. D. Storefront and show window details to scale. E. Interior elevations to scale. F. Interior finishing schedule. G. Sign shop drawings prior to fabrication and related lighting and equipment. H. Any other special facilities or installations that affect the building. I. Sprinkler and other fire protection devices, including the fire alarm system for the Premises. J. Plumbing plan to include single line diagram. K. Lighting plan and electrical plan to include single line diagram and under floor electric. L. Mechanical plan showing RTU location(s) and tonnage. M. Ductwork for connection to the air conditioning system, toilet exhaust system and any other ventilation system required by Tenant. N. Any necessary structural drawings to include rooftop support to be prepared by a licensed structural engineer. All Plans shall be submitted for approval upon the earliest of (i) thirty (30) days after execution of this Lease and (ii) fifteen (15) days after written request by Landlord therefor. Any required revisions to the Plans shall be submitted within five (5) business days after Landlord's disapproval and/or request for revisions. No Tenant's Work may proceed prior to Landlord's written approval, which will not be unreasonably withheld nor unduly delayed. In the event that the completion of Landlord's Work and/or Tenant's Work is delayed as a result of the failure by Tenant to comply with its obligations contained herein, the Fixturing Period shall be reduced by the length of delay caused or contributed to by Tenant. Tenant shall apply for all permits and licenses necessary for the performance of Tenant's Work within seven (7) days after the later of (x) the date Landlord approves Tenant's Plans and (y) the Possession Date. Tenant acknowledges that Landlord's approval of Tenant's Plans (i) does not eliminate the need for Tenant to obtain all necessary approvals and permits required from any public or governmental agency or authority having jurisdiction over the Shopping Center, and (ii) shall not be construed as a waiver of or the satisfaction of any laws, regulations, restrictions or requirements of record, conformance thereto being solely Tenant's responsibility. Tenant also acknowledges that Landlord has no liability to Tenant or any other person or entity as a result of Landlord's approval of said Plans for any defects, omissions, inconsistencies or shortcomings contained in such Plans or the work to be performed in accordance therewith. In the event that Tenant requests or requires that Landlord obtain material or equipment from a particular supplier and Landlord is delayed in obtaining such material or equipment, then (i) any time periods affected by such delays, including any required delivery date, shall be likewise extended and (ii) Landlord shall have the right to substitute such material or equipment with substantially similar material and equipment in Landlord's reasonable discretion. If any improvements made by Tenant are located outside of the Premises (including, without limitation, HVAC units and ductwork) in accordance with the approved Plans, Landlord reserves the right to require Tenant to relocate such equipment, at Tenant's cost and expense, within a reasonable time after written request; provided that Landlord shall afford Tenant with commercially reasonable alternatives for the location of the same. B-2 708 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 TENANT SHALL SUBMIT TENANT'S PLANS FOR LANDLORD REVIEW AND APPROVAL, BOTH IN ELECTRONIC PDF FORMAT AND TWO (2) HARD COPIES, MINIMUM SIZE 18" X 24". ALL MECHANICAL AND/OR STRUCTURAL DRAWINGS AND SPECIFICATIONS SHALL BE STAMPED BY AN ENGINEER DULY QUALIFIED AND LICENSED IN THE STATE IN WHICH THE SHOPPING CENTER IS LOCATED. ALL ELECTRICAL DRAWINGS AND SPECIFICATIONS (INCLUDING LIFE SAFETY AND FIRE SAFETY) SHALL BE STAMPED BY AN ELECTRICIAN DULY QUALIFIED AND LICENSED IN THE STATE IN WHICH THE SHOPPING CENTER IS LOCATED. ANY CHANGES TO THE PLANS THAT HAVE BEEN APPROVED BY LANDLORD SHALL BE STAMPED BY AN ARCHITECT OR ENGINEER DULY QUALIFIED AND LICENSED IN THE STATE IN WHICH THE SHOPPING CENTER IS LOCATED AND SHALL ALSO BE SUBJECT TO THE PRIOR WRITTEN APPROVAL OF LANDLORD. ANY INCREASE IN THE COST OF COMPLETING THE LANDLORD'S WORK (IF ANY) RESULTING FROM CHANGES REQUESTED BY TENANT SHALL BE FOR THE ACCOUNT OF TENANT AND LANDLORD SHALL BE REIMBURSED FOR SAME IMMEDIATELY UPON PRESENTATION OF AN INVOICE IN RESPECT THEREOF. B-3 709 DocuSign Envelope ID: B6FO5OB3-BCF5402B-A2DA-9E39F27B6631 EXHIBIT C msmAwlrS AFFIDAVIT OF PAYMENT oFDEBTS AND CLAIMS TO: 1351 South Federal (FL) Owner LLC ("Landlord") RE: Lease Agreement ("Lease") dated 2O24with respect mPremises known smUnit No. 1oV5m One Boynton located in Boynton Beach, Florida ("Shopping Center") The undersigned, Tenant under the captioned Lease, hereby certifies that the cost ofall leasehold improvements (excluding all Excluded Items (as defined inthe Lease) made byTenant, ot its expense, mthe Premises ia . The undersigned, Tenant under the captioned Leaon, certifies h pt as disclosed on a scheduleattached hereto, the undersigned has paid in full or otherwise satisfied all obligations for all materials and equipment furnished, for all work, labor and services performed and for all known indebtedness and claims against the dermi ed for damages arisinginanymannor. in connection with the construction, improvement, fixturing, equipping decorating and furnishing nfthe captioned Premises »yuron behalf ofthe undersigned. The undersigned further certifies that, to the beet of the undersigned's knowledge and bm|im[, attached hereto are m|emmae orwaivers o(liens from every contractor, subcontractor, supplier of materials and equipment, and performers oflabor n/services, who have or may have liens against the Premises, the Shopping Center or other property of Landlord arising in any manner in connection with the construction, improvement, fixturing, equipping, decorating and furnishing of the Premises. The undersigned agrees that this affidavit may be relied upon by any investor or lender providing financing for, and by an insurer issuing title insurance with respect mthe Shopping Center. EXECUTEDon 2024. C-1 TENANT: DESIGN STOP LLC, a Florida limited liability company By: Name: MahmmEmin Urkun Title: Member 710 DocuSign Envelope ID: B6F05OB3-BCF5-402B-A2DA-9E39F27B6631 EXHIBIT D ACKNOWLEDGEMENT OF COMMENCEMENT DATE THIS ACKNOWLEDGEMENT OF COMMENCEMENT DATE ("Acknowledgement") is made as of ("Effective Date'), with reference to that certain Lease Agreement dated , between 1351 SOUTH FEDERAL (FL) OWNER LLC, a Delaware limited liability company, as "Landlord", and DESIGN STOP LLC, a Florida limited liability company, as "Tenant" (hereinafter, the "Lease'). The undersigned hereby confirms the following: The Possession Date (as defined in the Lease) occurred on 2. In accordance with the provisions of the Lease, the Commencement Date is w_....ww w.,., 2024 and unless sooner terminated, the Lease Term expires on , 2029. 3. The agreed size of the Premises is one thousand two hundred twenty nine (1,229) square feet. 4. Pursuant to Article 1, Minimum Annual Rent during the Lease Term is as set forth below: 5. As required by the Lease, Tenant shall countersign and return this Acknowledgment within ten (10) days after the Effective Date. Tenant's failure to countersign and return this Acknowledgment within said period shall be deemed to be Tenant's acceptance of the terms of this Acknowledgement. LANDLORD: 1351 SOUTH FEDERAL (FL) OWNER LLC, a Delaware limited liability company By:, Name:.�.............m._.M..�_._......_.-,..W...�... w...ww_...._M........�... TENANT: DESIGN STOP LLC, a Florida limited liability company Name: Mahmut Emin Urkun Title: Member ME 711 MINIMUM MONTHLY DATES RENT PSF NNN ANNUAL RENT INSTALLMENTS 00/00/2024-00/00/2025 $35.00 $43,015.00 $3,584.58 00/00/2025-00/00/2026 $36.05 $44,305.45 $3,692.12 00/00/2026-00/00/2027 $37.13 $45,634.61 $3,802.88 00100/2027-00/00/2028 $38.25 $47,003.65 $3,916.97 00/00/2028-00/00/2029 $39.39 $48,413.76 $4,034.48 5. As required by the Lease, Tenant shall countersign and return this Acknowledgment within ten (10) days after the Effective Date. Tenant's failure to countersign and return this Acknowledgment within said period shall be deemed to be Tenant's acceptance of the terms of this Acknowledgement. LANDLORD: 1351 SOUTH FEDERAL (FL) OWNER LLC, a Delaware limited liability company By:, Name:.�.............m._.M..�_._......_.-,..W...�... w...ww_...._M........�... TENANT: DESIGN STOP LLC, a Florida limited liability company Name: Mahmut Emin Urkun Title: Member ME 711 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 EXHIBIT E INSURANCE REQUIREMENTS From and after the Possession Date or such earlier date that Tenant or its agents, employees or contractors are permitted to access the Premises, Tenant shall maintain, at its sole cost and expense: (1) Where appropriate, "Special Form" insurance coverage (or its then equivalent successor) which shall include fire, flood, earthquake and extended coverage insurance, in an amount adequate to cover one hundred percent (100%) of the cost of replacement of all interior leasehold improvements installed by or for the benefit of Tenant, furniture, fixtures, non-structural components of the walls and storefronts, equipment, including, without limitation, any HVAC, trash compactor or other equipment located outside of the Premises, but that exclusively service the Premises, inventory, decorations and improvements in the Premises in the event of a loss; (2) Comprehensive boiler and machinery insurance if applicable; (3) All inclusive "Commercial General Liability" insurance (or its then equivalent successor), written on an occurrence basis with the broadest and most comprehensive forms generally available providing coverage for bodily injury, property damage, personal and advertising injury, including associated defense costs, with coverage for at least One Million and 00/100 Dollars ($1,000,000.00) Dollars per occurrence and Two Million and 00/100 Dollars ($2,000,000.00) Dollars in the aggregate; (4) An umbrella liability policy or excess liability policy having a limit of not less than Three Million and 00/100 Dollars ($3,000,000.00), which policy shall be in "following form" and shall provide that if the underlying aggregate is exhausted, the excess coverage will drop down as primary insurance. Such umbrella liability policy or excess liability policy shall include coverage for Additional Insureds; (5) Plate glass insurance covering all plate glass on the Premises at full replacement value; (6) Business interruption insurance in such amounts as will reimburse Tenant for direct or indirect loss of earnings attributable to all perils insured against by Tenant hereunder for a period of 12 months; (7) Automobile liability insurance with a combined single limit for bodily injury and property damage of not less than One Million and 00/100 Dollars ($1,000,000.00) each occurrence with respect to Tenant's owned, hired and non -owned vehicles; (8) Workers' compensation and occupational disease or similar insurance affording statutory coverage and containing statutory limits in accordance with applicable law, and employer's liability insurance with limits of not less than One Million and 00/100 Dollars ($1,000,000.00) per occurrence; (9) If food and/or beverages are sold and/or consumed on the Premises, product liability coverage, including, without limitation liquor liability coverage, if applicable, and coverage for liability arising out of the consumption of food and/or alcoholic beverages on or obtained at the Premises of not less than One Million and 00/100 Dollars ($1,000,000.00) per occurrence for personal injury and death and property damage; and (10) Any other such other form or forms of insurance as Landlord and/or its lender(s) reasonably consider(s) advisable including but not limited to rental income insurance. E-1 712 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 EXHIBIT F GUARANTY In order to induce 1351 SOUTH FEDERAL (FL) OWNER LLC, a Delaware limited liability company ("Landlord") to execute the Lease Agreement between Landlord d DESIGN STOP LLC, Florida limited liability company, n (he Lease"), heundersigned (individually dcollectively referenced as"Guarantor") hereby execute(s) this Guaranty (this "Guaranty") in favor of Landlord, its successors and assigns, and agree(s) as follows: 1. Guarantor shall (i) promptly pay all Rent and any other amounts payable by Tenant under the Lease; (ii) promptly perform each and every obligation of Tenant under the Lease; and (iii) indemnify and protect Landlord from any and all losses, expenses, penalties, demands, suits or costs incurred by Landlord (including legal fees) if Tenant fails to pay the Rent or other amounts or to perform any of Tenant's obligations under the Lease. This is a guaranty of payment and performance and not merely of collection. 2. Even if there is an Early Termination (hereinafter defined), Guarantor shall remain obligated under this Guaranty as though the Early Termination had not occurred. An "Early Termination" means a disaffirmance, disclaimer, repudiation, rejection or termination of the Lease (as a result of court proceedings or otherwise), or a surrender of the Lease that Landlord did not accept in writing, which occurs prior to the originally specified expiration date of the Lease. If there is an Early Termination, Guarantor shall, at Landlord's option, become Landlord's tenant on the terms of the Lease. 3. Guarantor's guaranty, as set forth herein, is absolute and unconditional. Guarantor's obligations under this Guaranty shall not be affected by: (a) any modifications to Tenant's rights or obligations under the Lease; (b) the fact that Landlord waives or does not enforce any of the terms of the Lease; (c) any assignment or other transfer of the Lease by Tenant or by any trustee, receiver or liquidator; (d) any consent that Landlord gives to any assignment or other transfer of the Lease; (e) any waiver by Tenant of its rights under the Lease; (f) any additional security accepted by Landlord from Tenant; (g) the expiration of the Lease Term or any extension or renewal thereof; (h) the release or discharge of Tenant by Landlord or in any receivership, bankruptcy, winding -up or other creditors' proceedings or by operation of law; or (i) lack of notice of any of the foregoing. Guarantor's obligations shall not be affected by any repossession of the Premises by Landlord, except that if Landlord re -lets the Premises then the payments received by Landlord (after deducting all costs and expenses of repossessing and reletting the Premises) will be credited by Landlord against Guarantor's obligations under this Guaranty. Landlord is not required to notify the Guarantor that Landlord has accepted this Guaranty or that Tenant has failed to perform any of its obligations under the Lease. Nevertheless, if Landlord wishes to send any notice to Guarantor, it will deliver it or mail it by prepaid certified mail or recognized overnight delivery service addressed to Guarantor at Guarantors address set forth below in this Guaranty. Any notice will be considered to have been given on the day it was delivered, or if mailed by U.S. mail, three (3) days after the date it was mailed, or if sent by recognized overnight delivery service, one (1) day after the date it was provided to such service. Guarantor may notify Landlord in writing of a substitute address for the above address. 4. If there is a default under the Lease, Landlord shall not be required to: (a) proceed against or pursue anything against Tenant first; (b) proceed against any security of Tenant held by Landlord; or (c) pursue any other remedy whatsoever. Guarantor is not a mere guarantor; the Guarantor is primarily responsible for Tenant's obligations under the Lease. 5. Even though Landlord may have already taken action against Guarantor under this Guaranty because of a default under the Lease, and whether or not that action has succeeded or been completed, Landlord may take further action against Guarantor under this Agreement if there is any further default under the Lease. 6. No modification to this Guaranty shall be binding, unless signed by both Guarantor and Landlord. 7. If two or more parties are named as Guarantor, each party is jointly and severally responsible for the obligations of Guarantor. 8. Guarantor represents and warrants that: (a) No authorization, approval, consent or order of any court or other governmental body having jurisdiction over Guarantor is required on the part of Guarantor for the execution and delivery of this Guaranty; (b) This Guaranty constitutes a valid and legally binding agreement of Guarantor enforceable against Guarantor in accordance with its terms, except as the enforceability of this Guaranty may be limited by the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors' rights generally and by general principles of equity; (c) There are no actions, suits or proceedings pending, or to the knowledge of Guarantor, threatened against or affecting Guarantor before any court, governmental agency or arbitrator, which may, in any one case or in the aggregate, materially adversely affect the financial conditions, operations, properties or business of Guarantor or the ability of Guarantor to perform its obligations under this Guaranty; and (d) The Guarantors have a direct and/or indirect financial interest in Tenant and will derive a material and substantial benefit from Landlord's agreement to enter into the Lease with Tenant. 9. Until all obligations have been irrevocably paid and performed in full, Guarantor shall have no right of subrogation and Guarantor waives any right to enforce any remedy which it now has or may hereafter have against Tenant, and any benefit of and any right to participate in any security now or hereafter held by Landlord. 10. Guarantor hereby waives (a) notice of acceptance of this Guaranty; (b) presentment and demand; (c) any right to require that any action or proceeding be brought against Tenant or any other person, prior to any action against Guarantor under the terms hereof; and (d) any circumstance whatsoever or any act of Tenant or any existence of or reliance on any representation by Tenant that might otherwise constitute a legal or equitable defense available to, or a discharge of, the Guarantor. 11. All of the terms of this Guaranty shall apply to Guarantor and to his or her heirs, executors, administrators, personal legal representatives, or its successors and assigns, as the case may be, and may be enforced by Landlord, its successors and assigns, and any holder of any mortgage or charge over all or any part of the lands on which the Premises are located. This Guaranty may be assigned by Landlord without restriction. F-1 713 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 12. Any term used herein without definition shall have the same meanings as set forth in the Lease. 13. This Guaranty shall be governed by the laws of the state in which the Shopping Center is located. The parties agree that the courts of such state shall have exclusive jurisdiction to determine any matters arising hereunder, and the parties do hereby irrevocably consent to the exclusive jurisdiction of such courts to hear and resolve any issue with respect to this Guaranty and the interpretation thereof. 14. Guarantor shall execute and deliver to Landlord within five (5) days after receipt of any request, an estoppel statement or other certificate to the same extent as Tenant is required to deliver same to any existing, future or prospective mortgagee(s) or purchaser(s) of the Shopping Center or Landlord pursuant to the provisions of the Lease. 15. The death or disability of any individual acting as Guarantor, or the dissolution of any entity acting as Guarantor, shall not affect Guarantor's obligations hereunder, and the heirs, executors, administrators, successors and assigns shall remain liable for Guarantor's obligations hereunder. 16. If any term or provision of this Guaranty, or the application thereof to any person, entity or circumstance, shall, to any extent, be invalid or unenforceable, the remainder of this Guaranty, or the application of such term or provision to any person, entity or circumstance, other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Guaranty shall be valid and be enforced to the fullest extent permitted by law. 17. Guarantor waives the benefit of any statute of limitations affecting Guarantor's liability under this Guaranty. 18. Guarantor's address, telephone number and email address are as follows: Mahmut Emin Urkun and Gokce Urkun 6073 Gold Vista Way Boca Raton, Florida 33433 Mobile (Mahmut): 954-842-6380 Mobile (Gokce): 949-290-5709 Email (Mahmut): eminurkun@hotmail.com Email (Gokce) gokce@d-stop.com 19. This Guaranty may be executed in multiple counterparts, each of which shall constitute an original and all of which taken together shall constitute one and same agreement binding upon Guarantor, notwithstanding that all the parties are not signatories to the same counterpart. In order to facilitate the agreements contemplated hereby, the signature(s) to this Guaranty transmitted as Electronic Copies may be used in place of the original signature(s) on this Guaranty. Each Guarantor (i) intends to be bound by Electronic Copies of this Guaranty, (ii) is aware that Landlord is relying on the Electronic Copies, and (iii) hereby waives any defenses to the enforcement of this Guaranty based upon the Electronic Copies. Promptly following the delivery of the Electronic Copies, Guarantor shall deliver to Landlord the original executed Guaranty. EXECUTED on ------ to be effective the same day as the effective day of the Lease. GUARANTOR: MAHMUT EMIN URKUN AND GOKCE URKUN, husband and wife, jointly and severally obligated EXHIBIT...QNLY - NQT..F.Q.R.... INATO.R.E.................ww............................................ Mahmut Emin Urkun EXHI,EIT OMLY -NQT FQR�..,S[GNATNRE ..........�w_, Gokce Urkun F-2 714 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 EXHIBIT G RESTRICTIONS, PROHIBITED USES AND EXCLUSIVES Baciami Italian Restaurant Exclusive. Landlord will not execute any lease for space within the Shopping Center to any person or entity whose use thereof is an Italian - themed restaurant or a restaurant whose primary menu items are pizza, pasta and other Italian cuisine (the "Restricted Use"). The foregoing provision shall not be construed so as to prohibit Incidental Sales of such goods or services by other tenants of the Shopping Center; for the purpose of this provision, the term "Incidental Sales" means that, as to the items or services in question the annual revenues from sales of the same do not exceed 25% of the gross revenues of such other tenant derived from its premises. Common Grounds Coffee Exclusive. Landlord will not execute any lease for space within the Shopping Center to any person or entity whose use thereof is for the operation of a coffee bar (the "Restricted Use"). Dentology, General and Cosmetic Dentistry Exclusive. Landlord will not lease space in the Shopping Center to a tenant or occupant whose primary use shall be the general practice of dentistry (herein "Competing Tenant"). Kabuki Thai Sushi Tapas Exclusive. Landlord will not execute any lease for space within the Shopping Center to any tenant or occupant whose primary use is a Thai or Japanese restaurant (a "Restricted Use'). The foregoing shall not be construed so as to prohibit Incidental Sales of such cuisine by other tenants of the Shopping Center; for the purpose of this provision, the term "Incidental Sales" means that, as to the items in questions, the annual revenue from sales of the same do not exceed 25% of the gross revenues of such other tenant derived from its premises. Souvlaki Fast Exclusive. Landlord agrees that it will not enter into any other lease for space within the Retail Area which lease shall permit the operation of a Greek -restaurant with its principal business being the sale of Greek food (principal business being defined as deriving more than twenty five percent (25%) of its gross sale from said principal use. Sweetwater Bar and Grill Exclusive. Landlord agrees that it will not enter into any other leases for storefronts in the Retail Area, which lease shall permit as a principal business, the operation of a sports bar. For purposes hereof, a sports bar is a bar having more than four (4) televisions per 1,500 square feet, billiard tables, and which shows televised sporting events on multiple televisions. The UPS Store Exclusive. Landlord agrees that it will not enter into any other lease for space within the Retail Area, which lease shall permit the operation of a retail store offering the following services for sale to the general public: UPS, DHL, FedEx, Airbourne overnight delivery services, postal services, packaging and shipping services, mailbox rentals, fax for profit, and copy and printing services. Landlord agrees that it will not place or allow to be placed any express mail and/or express parcel drop boxes within the Retail Area. Tipsy Salon & Spa Exclusive. Landlord agrees that it will not enter into any other lease for storefronts in the Retail Area, which lease shall permit, as a principal business, the operation of a high-end, appointment only hair salon ("principal business" being defined as deriving more than twenty percent (20%) of its gross sales from men's or women's hair cutting, styling, coloring or other services offered by hair salons). Tsunami Subs Exclusive. Landlord agrees that it will enter into any other leases for storefronts in the Retail Area, which lease shall permit as a principal business the sale of submarine sandwiches (principal business being defined as deriving more than ten percent (10%) of its gross sales from said principal use). G-1 715 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 EXHIBIT H GREEN LEASE RIDER Whereas the parties share a fervent belief in and commitment to the benefits of environmental sustainability, including the positive impact of decreasing pollution and resource consumption, and ensuring cleaner air, water, and lands that contribute to healthier and more resilient communities both today and far into the future. Whereas, as participants in the retail industry, the parties occupy a unique position to advance the interests of sustainability for the benefit of our shoppers, employees, communities, and the planet. Whereas the parties recognize that governmental regulations may not adequately address the sustainability potential of the retail industry, and that the energies and creativity of private industry can outpace the requirements of law and offer another avenue to achieving a sustainable future for generations to come. Therefore, in consideration of their shared sustainability values, and in recognition of the unique position of the retail industry to contribute to a sustainable future, the parties agree that that the following commercially reasonable terms are incorporated into the Lease and supersede any conflicting provisions in the Lease: 1. T .[3 cyclin Compostin L Janitorial. Tenant shall comply with Landlord's recycling, composting, and waste management and diversion policies, if any, as part of Landlord's sustainability practices where it may be more stringent than applicable law, including, if applicable, Landlord's policy on separating types of materials, use of different containers, and use of Landlord authorized vendors. 2. Real Estate Taxes. "Real Estate Taxes" as defined in the Lease shall include environmental and carbon taxes, fees, charges and assessments levied against Landlord or the Shopping Center relating to the consumption of energy, water or generation of waste. 3. QJ grating Costs, "Operating Costs" as defined in the Lease shall include the cost of (a) designing, installing, maintaining and repairing utility efficiency upgrades and sustainability facilities (including, but not limited to, electric vehicle charging stations and sunshield canopies); (b) sustainability management systems, products and services (including, but not limited to, energy and water consulting and management services); (c) carbon or environmental credit or certificate trading or offset costs ensuring compliance by, or levies, charges or impositions made in lieu of or in absence of compliance by, the Shopping Center with greenhouse gas emission levels or energy consumption or conservation levels mandated by applicable law; (d) obtaining and maintaining accreditation, rating, or certification (including renewals of all of the foregoing) pursuant to any environmental sustainability or so-called "green building" certification program (such as, by way of example only, U.S. Environmental Protection Agency's ENERGY STAR rating and the U.S. Green Building Council's then -current version of the LEED Green Building Rating System), including, but not limited to, analysis, application, auditing, reporting and commissioning costs. To the extent any of the foregoing costs are considered capital expenditures, such costs shall be amortized over their respective useful life and only the yearly amortization amount included in yearly determination of Operating Costs. 4. Tenanfwsw Njew For purposes of calculating "Tenant's Share" as defined in the Lease, space occupied in the Shopping Center for renewable energy generation and storage, electric vehicle charging stations, and other sustainability facilities shall be excluded from the denominator. 5. Utilities. a. Landlord shall have the right to designate the supplier of any utility consumed in the Premises, provided that the cost of such utility is reasonably comparable to the rates charged by the local utility provider. Further, Landlord may elect to provide electricity to the Premises at no direct cost to Tenant, in consideration of an increase in Minimum Rent reasonably commensurate with the cost of such electricity, which increase shall be subject to Tenant's reasonable approval. b. Without limiting the foregoing, Landlord reserves the right to require Tenant's participation in an Alternative Energy Program, provided that, in any such case, the cost of such utility is reasonably comparable to the rates charged by the local public utility provider. An "Alternative Energy Program' means a program pursuant to which alternative energy generated at the Shopping Center is transmitted to the local or regulated electric utility and/or to some or all occupants of the Shopping Center. C. If Landlord elects to designate a utility provider in accordance with Section 5(a) above, Landlord reserves the right to require the installation of a submeter to measure utility consumption and Tenant agrees to purchase and pay for the same as Additional Rent at the then applicable rates charged by the local utility. 6. Sustainability Reporting. In order to assure compliance with Laws and/or to monitor or comply with Landlord's resource conservation goals, governmental requirements, and/or community "green building" initiatives, whether current or future, within thirty days after Landlord's written request, Tenant shall report to Landlord (in the form required by Landlord or, if applicable, a governmental authority) its waste generation and utility usage for the prior calendar quarter or for such shorter period as is required to comply with Law, including but not limited to: kilowatt hours of electricity, cubic feet of gas, gallons of water, and any other item of usage or waste creation that may be required by Landlord or any governmental authority. In addition, Tenant shall cooperate with Landlord's efforts to assure the Shopping Center's compliance with Law and/or Landlord's efforts to seek the Shopping Center's accreditation, rating, or certification (including renewals of all of the foregoing) pursuant to any environmental sustainability or so-called "green building" certification program (such as, by way of example only, U.S. Environmental Protection Agency's ENERGY STAR rating and the U.S. Green Building Council's then -current version of the LEED Green Building Rating System) by providing Landlord with information about Tenant's construction (such as building materials), occupancy (such as staffing levels and hours of operation) and operations (such as cleaning materials). Without limiting the foregoing, (a) Tenant agrees that Landlord may access Tenant's utility consumption data directly from the utility provider (and, upon Landlord's request, Tenant will cooperate as reasonably necessary to cause the utility provider to recognize the same), and/or (b) Landlord shall have the right (at its sole cost) to install a checkmeter or other device to measure the consumption of utilities at the Premises, and in either such case to share consumption data on an anonymous basis for internal and external sustainability reporting purposes. 7. Roof. Without limiting Landlord's rights under the Lease, Landlord shall have the right to install environmental sustainability facilities and improvements on the roof of the Shopping Center, including the Premises, without Tenant's consent, and in connection with the same, Landlord shall (a) ensure that the roof remains structurally sound and watertight and (b) shall use commercially reasonable efforts to minimize disruption to Tenant's use and enjoyment of the Premises. Such facilities and improvements may include, without limitation, rainwater collection and diversion systems, vegetative "green" roofs, power generation systems, power storage systems, high -reflection roofing materials, and apiaries. H-1 716 DocuSign Envelope ID: B6F050B3-BCF5-402B-A2DA-9E39F27B6631 EXHIBIT I MEMORANDUM OF LEASE MEMORANDUM OF LEASE THIS MEMORANDUM OF LEASE ("Memorandum"), dated as of,,,. - ............ __..., 2024, by and between 1351 SOUTH FEDERAL (FL) OWNER LLC, a Delaware limited liability company (hereinafter called "Landlord"), and DESIGN STOP LLC, a Florida limited liability company (hereinafter called "Tenant"). WITNESSETH: A. Landlord and Tenant have entered into that certain Lease dated-ww..... _ , _ , 2024 ("Lease") relating to certain leased premises ("Premises") located in the shopping center known as One Boynton, situated on certain real property in the City of Boynton Beach, County of Palm Beach, State of Florida, legally described on Exhibit A attached hereto. B. Landlord and Tenant now wish to memorialize of record that existence of the Lease and certain specific terms of the same. NOW THEREFORE, in consideration of the Lease and other good and valuable consideration, Landlord and Tenant agree as follows: 1. Landlord and Tenant have entered into the Lease effective as of ,, w,w____„ 2024, to demise and let the Premises upon the terms and conditions more particularly set forth in the Lease. 2. The Lease Term shall be for an initial term of five (5) years commencing on the Commencement Date, as such term is defined in the Lease. 3. The Lease contains the following provision: The interest of Landlord in the Premises shall not be subject in any way to any liens, including construction liens, for alterations or improvements made by or on behalf of Tenant. This exculpation is made with express reference to Section 713.10, Florida Statutes. Tenant represents to Landlord that any alterations or improvements that might be made by Tenant to the Premises are not required to be made under the terms of this Lease and that any alterations or improvements which may be made by Tenant do not constitute the "pith of the lease" under applicable Florida case law. 4. Except as otherwise indicated herein, capitalized terms used in this Memorandum are defined as set forth in the Lease. 5. The sole purpose of this instrument is to give notice of said Lease and all of its terms, covenants, and conditions to the same extent as if said Lease were set forth herein. 6. This Memorandum of Lease is not intended to cover all the terms and conditions of the Lease and is not to be construed as restricting, enlarging, modifying or amending the Lease. Both Landlord and Tenant possess executed counterparts of the Lease to which reference is made for the exact terms, provisions and conditions. 7. The conditions, covenants and agreements contained in this instrument shall be binding upon and inure to the benefit of the parties hereto, their respective heirs, personal representatives, successors and assigns. In the event of any conflict between the terms and conditions of this instrument and the term and conditions of the Lease, it is agreed that the terms and conditions of the Lease shall control. [Remainder of page intentionally blank/signatures on following page.] 1-1 717 DocuSign Envelope ID: B6F050B3-BCF5-4026-A2DA-9E39F27B6631 IN WITNESS WHEREOF, the parties hereto have executed this Memorandum as of the day and year first above written. LANDLORD: 1351 SOUTH FEDERAL (FL) OWNER LLC, a Delaware limited liability company COMMONWEALTH OF PENNSYLVANIA ) SS: COUNTY OF PHILADELPHIA By: Name: Peter Maggio Title: Authorized Signatory The foregoing Memorandum was acknowledged before me on Delaware ....... -1-1- - - ----- - 111--- 1 2024, by Peter Maggio, the Authorized Signatory of 1351 South Federal (FL) Owner LLC, a aware limited liability company, on behalf of the limited liability company. Notary Public [Tenant Signature Page to Follow] 1-2 718 DocuSign Envelope ID: B6F050B3-BCF5-402B-A2DA-9E39F27B6631 ) SS: COUNTY OF PALM BEACH TENANT: DESIGN STOP LLC, a Florida limited liability company By: ___. -_—_ . . ........................................... Name: Mahmut Emin Urkun Title: Member The foregoing Memorandum was acknowledged before me on . . . . ............ . 2024, by Mahmut Emin Urkun, the Member of Design Stop LLC, a Florida limited liability company, on behalf of the limited liability company. This instrument was prepared by: 1351 South Federal (FL) Owner LLC c/o ShopCore Properties, L.P. Two Liberty Place 50 S. 16th Street, Suite 3325 Philadelphia, Pennsylvania 19102 1-3 Notary Public 719 DocuSign Envelope ID: B6F05083-BCF5-4028-A2DA-9E39F27B6631 EXHIBIT A LEGAL DESCRIPTION All of "Las Ventanas", according to the plat thereof, as recorded in Plat Book 110, at Pages 89 and 90 of the Public Records of Palm Beach County, Florida. Said lands situate in the City of Boynton Beach, Palm Beach County, Florida and contain 14.762 acres (643,021 square feet), more or less. 1-4 720 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.J SUBJECT: Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $15,750 to The Meaning Channel Group LLC located in Colonial Center at 1210 S. Federal Highway, Unit 101 SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from The Meaning Channel Group LLC located in Colonial Center at 1210 S. Federal Highway, Unit 101, Boynton Beach, FL 33435 (see Attachments 1-11). The Meaning Channel Group is committed to providing quality medical spa services with a focus on healthy lifestyle living. They will not only offer services but also provide the community with free of charge lectures by top experts on longevity, nutrition and the importance of early detection. As a medical spa, The Meaning Channel Group will employ various full-time and a part-time team members ranging from front desk staff, to aestheticians and marketing and sales managers. Under the terms of their proposed Landlord -Tenant Lease Agreement, the base rent to be paid by the applicant is $2,625 per month (see Attachment IV). The Meaning Channel Group qualifies as a Tier II business (as specified in the grant application) and would receive reimbursement for one-half of their monthly rent amount or maximum grant amount of $1,750 per month for a 12 -month period, whichever is less. If approved, The Meaning Channel Group would be reimbursed in the amount of $1,312.50/month for a period of 12 months or a total grant amount of $15,750 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58400-444, $15,750 CRA PLAN/PROJECT/PROGRAM: 721 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $15,750 to The Meaning Channel Group LLC located in Colonial Center at 1210 S. Federal Highway, Unit 101, Boynton Beach, FL 33435. ATTACHMENTS: Description • Attachment I - Commercial Rent Reimbursement Grant Application • Attachment II - Location Map • Attachment III - Lease 722 1 r BOYNTO V11J���1�llllll���1' 'Fi ��� �qI VII�III�IIVIV�@Illy o 1 ,r WN, dmt%,/// i yearsMW at the time of application and has at least two time of Board approval. The BBCRA is a public agency and is governed by the "Florida Public Records La under Florida State Statutes, Chapter 119. Any documents provided by the Applicant( may be produced by the &BCRA upon receipt of a public records request, subject to a exemptions provided by Florida Law. Initials Prigs 1 of 1 Rent Reimbursement 100 Past Ocean Avenue, 4ffi Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 723 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. 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). However, if the construction is for expansion of an existing business, and the existing business property remains open during construction of the expansion, the Applicant is eligible to receive rent reimbursement for the portion of the business that is not under construction so long as that portion remains operational during construction. 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. CASH AND/OR CRYPTOCURRENCY PAYMENTS are not eligible for reimbursement. 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 caireeirs i ur c m 11bc,00irn. Initlala•�' Page 2 of 12 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 724 Applicants must meet all 0f the following requirements in order to be considered eligible to receive grant funding: InitiaC Page 3 of 12 Pent Reimbursement 100 East Ocean Avenue, 4e" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 725 Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Rent Reimbursement Grant Program: • Firearm Sales/Shooting Range • Religion -Affiliated Retail Stores • Non-profit organizations • Check Cashing Stores • Kava Tea Bars • Adult Entertainment • Adult Arcades • Alcohol and/or Drug Rehabilitation Centers/Housing • Massage/Personal Services • Auto Services Facilities — repair, storage, sales, etc • CBD Retail Stores, etc. • Convenience Store • Churches/places of worship • Medical Research Centers/Housing • Tattoo Shops / Body Piercing / Body Art Shops • Liquor Stores • Vapor Cigarette, E Cigarette Stores • Pawn Shops • Political offices, campaign headquarters, or other businesses focused on politics or political operations • Any other use that the BBCRA staff or BBCRA Board determine will not support the redevelopment of the BBCRA Area Grant Terms and Conditions This grant is divided into two tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half (50%) of the business' base monthly rent plus half of the Common Area Maintenance fee (if applicable), or $2,000 per month, whichever is less. The maximum amount of the grant is $24,000, distributed in 12 monthly payments. Utilities and property taxes are ineligible for reimbursement. Tier One Businesses must be one of the following types of businesses: • Restaurant Hotels/Motels/Bed and Breakfast • Gourmet Food Market (the Board will grant no more than • Bakery/Coffee Shop four approvals in this category per Initials,.... Page 4 of 12 Rent Reimbursement 100 East Ocean Avenue, 4'h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 726 -fiscal year-, short term vacation rentals are not eligible) Tier Two Business Tier Two Businesses are eligible for reimbursement for up -to half (50%) of the business's base monthly rent plus half of the Common Area Maintenance -fee (if applicable), or $1,750 per month, whichever is less. The maximum amount of the grant is $21,000, distributed in 12 monthly payments. Utilities and property taxes are ineligible -for reimbursement. Examples of Tier Two Businesses include, but are not limited to, the following -types of businesses: • Professional Offices (real estate, law, architect, accountant, Insurance, marketing etc.) • Medical Offices (dentists, primary care, counseling, etc.) • Laundry/Dry Cleaner facility • Retail (clothing, art, accessories) • Fitness Centers • Specialty Businesses (daycare, ice-cream shop, pet grooming, event planning) • Take -Out Restaurants • Services (lockshops, appliance repair, etc.) • Hair/Nail Salons (no more than 2 approvals per -fiscal year) • Florists (no more than 2 approvals per fiscal year) • Industrial Uses/Art District (excluding auto repair/sales) 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 renl increases, Responsible party for interior and exterior repairs and/or improvements, 0 Insurance requirements', • Ability to -terminate-, and • Consequences of default on the lease. Initials A4 Page 5 of 12 Rent Reimbursement 100 East Ocean Avenue, 4'h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 727 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 submitted online at MiirmllV:)fIII°mpr°a.pr°n. 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, Initials°"°° Page 6 of 12 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 728 however online submissions are preferred. Applicants will be considered on a first-come, first-served basis. Application packets must include the following documentation: Mlilt 'I AN &Ild !.�.i. ._ � icati n cumenfi tion must .6,� ... gb uittc;d._...p.....later..t oon two weeks prior to ..-th ond..Tu da ofthemonth° 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 w Iboypt imi q �� iu imwi Applicants will Initials a, Page 7 of 12 ­�t Rent Reimbursement 100 East Ocean Avenue, 4t" Roor, Baynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 729 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. 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. 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). CASH AND/OR CRYPTOCURRENCY PAYMENTS for rent are not eligible for reimbursement. If apj2licant does not submit its monthly reimbursement re nest within 30 da s foil wln the end of the next month in which aDDlicant is reguesting reimbursemenL_@pplicant forfeits that month's reimbursement. Discontinuation of Payment Initials" Page 8 of 12 Rent Reimbursement 100 East Ocean Avenue, 4"' Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 730 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 landlords and 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 is sufficient assurance for the BBCRA to award grant funding. 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 to the maximum extent permitted by law 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 Rent Reimbursement Grant Program Rules and Requirements. Initials Page 9 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 731 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. 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. 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 10 of 12 Rent Reimbursement 100 East Ocean Avenue, 4'h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachera.com 732 1 B OXIISTrc) Vf�f�� jjllflJJJl�f E C RA IIII�(II((IVIIVIVI�llli� COM,MUNRY AGENCY APPLICANT INFORMATION APPLICANT SIGNATURES: Princip VOwner s ignatyre Date Pd Name Title �ME 2......... Signature Date Principal/Owner'. �,... ww._.................,,,,._...a�......w—,_.....—..__...._...._...._.....����—�__..................._..........,,,,....._...._—..._....�.���......... ..... Printed ............ .—....—....�........._,,,,.,—_,,,,._. __,..._..,.,�...,.........—.._._.............. _........ ,__.._ w......w..... �_ .,....... _,. . Printed Name Title 3. a Principal/Owner's Signature Date _._i.w._.,.,.__�_w_„_.............�.......,._.._.....w_................._...............�..�............._........_.........,_ ,,, _. w�.._ . µ.....µ... � wwwww_...M................._........... Printed Name Title Principal/Owner's Signature Date P in_i, �......�._....._,...�.............m o....,,,_www._..........._......µ...... �.�,.._...,....�,.w,,,,,,,,,,,,,,..................�....� _....�........._...........,,,,,,,,,,,,. `— ...... Title rinted Name Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF.ww..—.........:�,._�.�...,,,....._._,, COUNTY OF. I� ._a�:..._.aaa....w BEFORE ME, an officer dul authorized by law to administer oaths and take acknowledgements, personally appeared ..a dueF ..",... ...., _._ .._.......mm ......... ........_, who is/are personally known to me or produced.._,,,,,.,_' ,aas 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 y ���� o:_..._.., _ d '31 A14 County m' F° 141. k 4 0 A aforesaid Eon this THE FOREGO I G I have y set m hand and official sea in the tate an da of NOTARY PUBLIC -.'n.:•Y Mein„.,,.o.w.,...A,.,,,.,.,,..,,.M...µ.m,.,,,,,�. ,,,..,..�...,. NTHONY MOSES PORTER ,r.. My� Commission Expires: MY COMMISSION # HH 497433 EXPIRES: May 20,202a •~jEOP FI�P�; of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561 ) 600 - 9090 www.boyntonbeachcra.com 733 p� ,(��,. � RA: I""p a IIU EAC u aau nomn�� q� If I "'"yq k as °^ � �a N''I m u " u� I,O 4uuna IIG AGENCY LANDLORD INFORMATION LANDLORD SIGNATURES: By signing below, Landlord consents to the submittal of this application. Landlord understands that approval of this application does not grant Landlord any rights whatsoever, and specifically understands that approval of this application does not entitle Landlord to seek payment or other recourse from the BBCRA. 2. Landlord's Signature Dates Printed Name Title Landlord's Signature ..........._ ._,__ Date —�.— Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF — ./, .I COUNTY OF.._....._.� BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared �„ (°�� L who is/are personally known to me or produced„ as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGO�NG, I have set my hand and official seal in the State and County 5 aforesaid on this,���� �:w- — ..day of ...._. . �p.'t.:.°...Irl ...................., �i My Commission Expires: NOLIC ANTHONY MOSES PORTER *: *e MY COMMISSION # HH 497433 �ps`r EXPIRES: May 20, 2028 Page 12 of 12 Rent Reimbursement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 734 U J J Q O s_ CJ N co -r— L) U co N N H E O U cc .E cc a D 0 00 M m J LL U co N m co a 00 00 N co N U) >+ ca ca c ca_ U c O a- 0 O w O It M U U '.7 I LO M ti E40r--- n, WE II M N Co U O U O %I 0 C O co E L O C a L N j c co O c L Q Co C N O _O cn r�U v , E ca C � O C Q Q a� o cu -0 cu U J O LL L O L ca cu C: N O U N C � O U E L Ll E Q ■■ d O O SO G Q O 0 rn :. 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O N O Q d U o ++ m Q c O 3 _ m = N N U - ami O w ca d E L ° c N _o a N LL OO CL m _o a — LL a— n a N LL O n— m a N LL O a > O z O a > N O z O CL > _o a U.2 — LL a— :) _o a N LL O e. :) _o a N — LL O a :) N O O V w O c O L a CL .c R _ (D a (D > 0 0 CL m CL 0) m -0 ca M > m ca o � c � 0 � t c +� 0 R = L L 010 _ O O 0) _3 � 0 o m a � a co m— +W R O = c LL Cl) c > O m L V N a � a E 0 O ` o a U) i � C N t' +, c R d L W ami '0 Co 0 N O L LL — N d c O Q CL O 0 cc CL O CD O O >+ Q o > Z 0 � 2 .El O O O O ti M 1� > 10/30/23, 10:04 AM PAPA Maps DOROTHYJACKS H h : ,Y. n.,r.v Z„ , y�vlldaR°�'n'lll'Illllllllllllll lll' 738 https://maps.co.palm-beach.fl.us/cwgis/papa.htmI?qvalue=08434527510012010 „ , LEASE OF OFFICE SPACE THIS LEASE is made November 1St, 2024, by and between RSS Colonial Holdings, LLC, a Florida limited liability company, with offices at 1200 S Federal Hwy, Boynton Beach, Florida 33435(hereinafter "Landlord") and The Meanin Channel wCr�LC a, a Florida Corporation, with offices at 1210 S Federal H�_Ste wI0l, BoyntonKeach FL 33435 (hereinafter "Tenant"). In consideration for the mutual promises and covenants contained herein, and for other good and valuable consideration, the parties hereby agree as follows: 1. The Landlord leases to the Tenant, and the Tenant rents from the Landlord, the following described premises: An approximately 900 square foot professional office suite (the "Premises") for use by Tenant between 7:00 am and 8:30 pm, together with access to any and all common areas and commonly shared facilities, all located at 1210 South Federal Highway Suite 101, Boynton Beach, Florida 33435, a unit in the Colonial Center, a condominium (the "Condominium"). 2. The term of the Lease shall b frr twenty four (24) months which commenced on 25 �` a.1 i.4. November;-, 2024, and will end n �s;% 2026, with an option for the Tenant to renew at the same rental amount for the subsequent 12 months. Notwithstanding the foregoing, either party may terminate this Lease at any time, for any reason or no reason, upon not less than Ninty (90) days prior to the end of the current term, by providing written notice to the other parry. 739 3. The Tenant shall pay to Landlord, as rent during the term of the Lease, the sum of $2625.00 per month, plus required state and local sales taxes at a rate of 3.0%, in consecutive monthly installments totaling $2703.75 each, payable in advance on the I" day of each and every calendar month during the term of the Lease. 4. This Lease is subject to all present or future mortgages affecting the Premises. 5. The Lease will enter into effect with the initial approval of the premises HOA. 6. Tenant shall be entitled to use and occupy the Premises only for the purpose of conducting a Medical /Spa ,.PE4qi Se ("Practice") limited to the scope of Practice defined by its professional licensure. 7. Tenant shall not make any alterations, additions or improvements to the Premises without the prior written consent of Landlord. Landlord will make sure to deliver the space clean and ready to move, with fresh new wall paint and new clean Hardwood floor. 8. Tenant shall maintain the interior of the Premises in clean condition, Landlord and/or the Association, but not Tenant, shall be responsible for the maintenance, repair, replacement of any portions of the exterior Premises, the building, the Condominium or the property on which they are located, including any pipes, lines or utility conduits located within or otherwise servicing the same. 740 9. Tenant, at his own expense, shall be responsible for electricity, tv cable, internet access, interior plumbing fixture and toilet repairs, interior janitorial and interior cleaning, window cleaning, heating, ventilating and air conditioning (HVAC) maintenance and repairs and any other costs required by Tenant to conduct and maintain the Practice in the Premises. Landlord shall be responsible for the Colonial Center Condo Association assessments and reoccurring fees, including water, sewage, dumpster dunnage removeal and property taxes. 10. Landlord will place the Tenant's name on the door to Tenant's Premises (Suite 101) and place it on the building directory, if any. 11. In the event the Premises becomes untenantable for more than 30 consecutive business days during the term of this Lease for any reason, including, without limitation, fire, windstorm, flood, hurricane or other casualty to the building or an order to vacate or deny access to the building issued by a governmental authority, so that Tenant cannot utilize the Premises for the purpose described in this Lease, Tenant, upon notice to Landlord, may terminate this Lease and thereby cancel the term of the Lease then remaining. 12. Tenant shall purchase at its own expense public liability insurance for the Premises naming Landlord as additional insured and shall provide satisfactory evidence thereof to the Landlord and shall continue same in force and effect throughout the Lease term hereof. 13. The Tenant agrees to (a) abide by all of the rules, restrictions, covenants, and agreements contained in the documents under which the Condominium is governed, (b) observe all of the statutes, rules, regulations, ordinances, codes and other laws which govern Tenant's use of the Premises and the conduct of Tenant's profession therein and 741 (c) require all visitors to the Premises to comply with the requirements of all public health authorities. Landlord shall enforce all of the foregoing within the Condominium in order to gain compliance by all other unit owners, tenants and other occupants within the Condominium. 14. Tenant agrees to indemnify, hold harmless and defend landlord for, from and against any and all claims, actions, damages, liability and expenses in connection with loss of life, personal injury arising from or out of the occupancy or use of Premises, but only to the extent which it is not caused by Landlords gross negligence or willful misconduct. Landlord agrees to indemnify, hold harmless and defend Tenant, from and against any and all claims, actions damages, liability and expenses in connection with loss of life, personal injury, resulting from gross negligence or willful misconduct of Landlord. 15. The Tenant shall not sublet the Premises or assign its rights under this Lease nor allow any other person or business to use or occupy the Premises without the prior written consent of the Landlord. 16. At the end of the term of this Lease, the Tenant shall surrender and deliver up the Premises in the same condition as presently exists, reasonable wear and tear excluded. 17. Upon default in the payment or performance by Tenant of any term or condition set forth in this Lease, then if Tenant fails to cure such default after receiving written notice thereof from Landlord and a reasonable opportunity to effect such cure, Landlord shall be entitled to exercise any or all remedies provided by Florida law under such circumstances. 742 18. This Lease shall be binding upon and shall inure to the benefit of the parties and their respective successors and assigns. IN WITNESS WHEREOF, the parties have executed this Lease as of the day and year first above written. Tenant: The Meaning Channel Group LLC. a Florida limited liability company By__,........... Yan-JiJacobi, Manager Date Landlord: RSS Colonial Holdings, LLC, a Florida limited liability company By,, Roger Sipp, Manager 10/21/2024 Date 743 10YN10N Levo %BEACH ���e�� uououuu �RA OII���UV�V'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.K SUBJECT: Approval of the Commercial Rent Reimbursement Grant Program in the Amount of $24,000 to Thai Venture Group LLC d/b/a Kabuki Sushi Thai Tapas located in One Boynton at 321 E. Woolbright Road SUMMARY: The CRA's Commercial Rent Reimbursement Grant Program provides qualified new or expanding businesses located within the CRA boundaries with rent payment assistance for a maximum period of 12 months. CRA staff has received a complete grant application from Thai Venture Group LLC d/b/a Kabuki Sushi Thai Tapas located in One Boynton at 321 E. Woolbright Road, Boynton Beach, FL 33435 (see Attachments 1-11). Kabuki is Boynton Beach's new hot spot for drinks, sushi and tapas offering Thai and Japanese cuisines with exotic cocktails. With its spacious dining room and modern decor, Kabuki is the perfect place to host your next gathering. Kabuki opened its first location in West Palm Beach in 2011 and has since expanded making Boynton Beach its fourth location in South Florida. As a full service restaurant, Kabuki employs part-time and full-time positions for hostesses, bartenders, chefs, dishwashers, servers and managers. Under the terms of their proposed Landlord -Tenant Lease Agreement, the base rent (plus CAM) to be paid by the applicant is $10,505.83 per month (see Attachment III). Kabuki qualifies as a Tier 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 $2,000 per month for a 12 -month period, whichever is less. If approved, Kabuki would be reimbursed in the amount of $2,000/month for a period of 12 months or a total grant amount of $24,000 during its first year of business. Grant reimbursements to the approved applicant occur on a monthly basis with proof of rent payments. FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58400-444, $24,000 CRA PLAN/PROJECT/PROGRAM: 744 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Rent Reimbursement Grant in the amount not to exceed $24,000 to Thai Venture Group LLC d/b/a Kabuki Sushi Thai Tapas located in One Boynton at 321 E. Woolbright Road, Boynton Beach, FL 33435. ATTACHMENTS: Description • Attachment I - Commercial Rent Reimbursement Grant Application • Attachment II - Location Map • Attachment III - Lease 745 RA BOYNTO " """"! '"BEAC MOMM ii COMMU NITY REDEVELGlIMI, NT AGENCY 1141141111 0:4 ilk kA:4119",Ijii.-,igjZ"&i—:t,,A—; J!" The Commercial Rent Reimbursement Grant Prograrn is designed to help facilitate the establishment of new businesses and aid In the expansion of existing businesses within the Boynton Beach Community Rledevelopment Agency (the "BBCRA") Area. The program is designed to provide financial ass'istance 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 at the time of Board approval. The BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statutes, Chapter 119. Any documents provided by the Applicant(s) may be produced by the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Initials Page 1 of 12 Rent Reirnbursernent 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL. 33435 — Phone: (561) 600 -+30+30 www. boyntonbeachcra,corn 746 M2 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. 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), However, if the construction is for expansion of an existing business, and the existing business property remains open during constnmfion of the exl.)ansion, the Applicant is eligible to receive rent reimbursement fm the 1�)ortion of the business that is not under construction so long as that portion remains operational during construction. For businesses that do not require any econstmelflon work, rent reimbursements will not be paid until City and County licenses and the btiSkIE.SS is open for operation. On a monthly basis, the 13BU'U,, �inibwsennent directly to the applicant. Reimbursement is for the morftv made lvr) the, landlord, and is dependent upon receipt of verification that the jp.int ,-nr: nt has been Geared by the bank. CASH AND/OR CRYPTOCURRIENCY F`A'VvIl rt .S are rmt eligibl(-:a for reimbursement. 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 can2e qourc .1 corn. lnifial Page 2 of 12 Rent Reimbursement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 — Phone° (561) 600 - 9090 www. boyntonbeachcra,com 747 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. • The Commercial Rent Reirnbwsernent Grant Program may only be used one time by any one specific business or business owner unless the existing business is expanding as defined in ths grant application • 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 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. • 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 duty licensed business entity with an office location in Palm Beach County. Page 3 of 12 Rent Reimbursement 100 East Ocean Avenue, 491 Floor, Boynton Beach, FL 33435 - Phone, (561) 600 - 9090 www.boyntonbeachcra.com 748 Tusinesses are consloerNti ine Mg M77MF assIsTance TUM Rent Reimbursement Grant Program: Firearm Sales/Shooting Range Religion -Affiliated Retail Stores Non-profit organizations Check Cashing Stores Kava Tea Bars Adult Entertainment Adult Arcades Alcohol and/or Drug Rehabl Itafioni Centers/Rousing Massage/PersonaSeryces Auto Services storage, sales, etc� CBD Retail Stores, z.:,�, • 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 • Political offices, campaign headqUarters, or other businesses fOCUsed on politics or political operations 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 based on the type of business, which then determines the amount of eligible funding. Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval. Tier One Business Tier One Businesses are eligible for reimbursement for up to half (50%) of the business' base monthly rent plus half of the Common Area Maintenance fee (if applicable), or $2,000 per month, whichever is less. The maximum amount of the grant is $24,000, distributed in 12 monthly payments. Utilities and property taxes are ineligible for reimbursement. Tier One Businesses must be one of the following types of businesses: • Restaurant Hotels/Motels/Bed and Breakfast • Gourmet Food Market (the Board will grant no more than • Bakery/Coffee Shop four approvals in this catego r pe Page 4 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www boyntonbeachcra com 749 • Tier Two Businesses are eligible for reimbursement for up to half (50%) of the businessi base monthly rent plus half of the Common Area Maintenance fee (if applicable), $1,750 per month, whichever is less, The MaXiMUrn arnount of the grant is $2 1,00 *.JstribUted in 12 monthly payrrients. Utilities and property taxes are ineligible f reimbursement, I Examples of Tier Two Businesses inckide, but are not limited to, the following types of businesses: • Professional Offices (real estate, law, architect, aCCOLVItWlt, insurance, marketing etc.) • Medical Offices (dentists, primary care, counseling, etc,) • Laundry/Dry Cleaner facility • Retail (clothing, art, accessories) • Fitness Centers • Specialty Businesses (daycare, ice-cream shop, pet grooming, event planning) * "Take -Out opsRestaurants * Services (locksh, appliance repair, etc.) * Harr/Nail Salons (no more than 2 approvals per fiscal year) * %rists (no more than 2 approvals per fiscal year) * Industrial Useis/Art District (excluding auto repair/sales) 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; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate" and • Consequences of default on the lease. Page 5 of 12 * Rehr v: MuUrSerneni 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL, 33435 -­ Phone: (561) 600 - 909() www boyntonbeachcra,corn 750 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 tlerns,gt stered agent, owner, officer or director of said business, or assisting SUCh a busiru(,?ss ir�i so doing; C) allowing or assisting a business entity other than the grant re6piera to its v,)iace of business as the subject property; or D) allowing or assisting a busgree s,,; r,,nfity (,)thea than the grant recipient to obtain a business tax license fiorn tihe Beach for the subject property. The fact that a business entity other th,,,v p t,1 occupies the subject property, lists its place of business, as thie subjecr w G l.1 a business tax license for the subject property, or similarly appears SZOOjE,"Ct property is sufficient evidence that the grant recipient has allowed or �,,uch other business entity to do so and is grounds for termination of any further grani payrnents and seeking reirilbursernent 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. Applications can be submitted online at www,boyritor�ibeacticu°a,corTi. 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, Page 6 of 12 Rent Reimbursement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone. (561) 600 - 9090 www boyntonbeachcra corn 751 however online submissions are preferred. Applicants will be considered on a first-come, first -,served basis. Application packets must include the, following documentation: 1 . A non-refundable fee of $100, which will be used to obtain a consumer credit report on the business and principal/owners of business. Make check payable to' Boynton Beach CRA. 2Provide a 2-3 sentence mission statement for the applying business entity. This will be used as a way to introduce the business to the BBCRA Board. 3Resume for each princ:ipal/owner of the business. 4Copy of the corporate documents for the applying business entity, 5. Copy of City and County Business Licenses (Business Tax Receipt). 6. Copy of executed multiyear conirnercial lease agreement. 7. Two year's of corporate tax returns (for existing businesses only). 8. Two years of personal tax returns for the principal/owners of a new business (if no corporate tax returns). 9. List of jobs to be created and filk,°,d including 'fob descriptions, pay range and weekly schedule. For existing businesses.-,, provide a list of all current positions including job descriptions, pay range andwe�ekly schedule, 10, If applicant is an existing expanding to occupy more than 50% of its current square footage size, verific,@Uon 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, Initialed and signed Program Rules & Regulations (pages 1-12). 12, Authorization to perform credit check for the business and each principal/owner of the business. 13.W9 Form and Grant Intake Form. W= All required app,l,ication documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the applicant is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval, The BBCRA Board meets on the second Tuesday of each month, The schedule BBCRA Board meetings can be obtained at www. o ntonbeachcra co . Applicants Inifial Page 7 of 12 47 Rent Reimbursement 100 East Ocean Avenue, 4", Floor, Boynton Beach, FL 33435 — Phone! (561) 600 - 9090 www,boyntonbeachcra cam 752 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, RHURUMM 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, I Monthly rent reimbursernent paymenis, w0l be provided to the grant recipient beginning the first month the business is open fooperation subsequent to BBCRA Board approval. A maximum of 12 conseWfiVe rTKW!hiy psayments we efigible to be reimbursed to the approved applicant. A,,,ccuf on a rrmntlOy basis. Following the initial reirnbursement request shall be made within 30 days of the start of the In order to receive mono fly rent the grant applicant must submit the following: 1. Written request for reirnbUrsement, 2, Proof of rent payments (i.e., copies of the front and back of cancelled checks f] that month's reimbursement or proof of direct deposit). CASH AND/O CRYPTOCURRENCY PAYMENTS for rent are not eligible for reimbursement, OMMMM RUN-, 19 MWIM, foLeits�lhafrrtonth's reimburseme6t, Page 8 of 12 Rent Reimbursement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 — Phone; (561) 600 - 9090 www. boyntonbeachcra.com 753 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. It is the responsibility of'the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirernents and Application. NOTICE TO THIRD PARTIE& The grant application program does not create any rights for any parties, including landlords and 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 is sufficient assurance for the BBCRA to award grant funding. 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 signato represents and confirms that he or she is authorized to sign on behalf of the applicant(s). I 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 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 to the maximum extent permitted by law 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 Rent Reimbursement Grant Program Rules and Requirements. Page 9 of 12 Rent Reimbursement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 — Phone! (561) 600 - 9090 www boyntonbeachcra,coni 754 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 possVe i hereby waive my rights to privacy and confidentiality for, all matters contained in my apnk,'0k)n, and give rny consent to the Boynton Beach Community Redevepopntent is agents and contractors to examine any confidential information gdveri grant permission, and authorize any bank, employers or other pUbk ob p-; v Iff'o, (,fiscTose k-iformation deemed necessary to complete this application I specifically authorize the E'Ioywon Beach Conimunity Redevelopment Agency to run a credit report as part of this appkcatioirl, „ind Understand that information in my credit report, including a record of bankruptcy, may disquaHy rne from obtaining grant funding, I give permission to the Boynton Beach Community Redevellopment Agency or its agents to t�ake 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 lrlltip Page 10 of 12 Rent Reimbursement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 — Phone: (561) 600 •9690 www boyntonbeachcra,com 755 fffff BOYNTO V! D C. A /" COMMUNITY REDIEVELOPMENTAGENCY 91 PrincipallOwner's Signature I#= Printed Name Title 3, Principal/Owner's Signature Date Printed Name 4. Principal/Owner's Signature Printed Name Notary as to PrincipallOwner's Signatures - Multiple notary pages may be used if signing individually STATE OF COUNTY OF BEFORE MT., an officer duly authorized bylaw to administer atbs qrl take acknowledgements, personally appeared r Q f-� is/Are' personally known to me or proclucecl_�':�•- 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 FO - ING, I have set my hand and official seal in the State and County aforesaid on this. . . ......... day of 20 NOTARY PUBLIC DANIELLE DUTILY Pub It - State of Florida My Commission Expires:< Notary cornmi si n # HH 586065 my Carom. Expires Oct 1, 2029 Bonded through National Notary Assn, EmPage 11 of 12 Rent Reimbursement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www. boyntonbeachcra, com 756 %/ 1 *1 rip"ol/m, I , 0'y I LANDL.ORD INFORMATION LANDLORD SIGNATURES, By s�gn4ig txAow, Lanftird consents ilPf)kc',atnon, Lianftrd understands that approvW of tHs ap�,)N;atron does ii,.rrt grant Landkxir,'I evriy 69�,"rts wtu,.,itsocwer, and sj)ebfic,,,aHy understands that ar'P'ovaof this aK#k;afion does rrot ei"rfifle Lc'v)(florcl tai) eek payrinent, c)ir offier, recourse frorri the BBCfiA, a Land WA'G`srgr6(6r Date Phiriwtecl Narnc, �V andlord's &gnahire Date rinted NarTie I We Notary as to PrincipallOwnoes Signatures - Multiple not� y pages may be used if sigrfirog individually STATE ()I-- COUNI Y OF BEFORE ME, an off icer dWy, authorized by Naw to acfrrkirster oaths and take � )ersoiiiaHy kinowr)c� er sonaHy appeared who Ware f� as �r'i fificat�on, a ii ��)�d acknowiedged helshe exeWted the foregoing Agreernent for the Use ar'0 pwlPOSEI'd rneritiori(?d un �t and that the nn strwnent ds Ns/her act and deed, N WITNESS OF THE FOREGOING, I have seL ryiy hand and officol seW in Uie State aind Cowrity I Voresat'd or�i ff'�is 2od4 PAy ("Ilornrnrssi,cx'r Expire&, kA ....... . . ..... . . -- . ......... . .... . NOIARY PUBLAC' Wary publ�c $tat# of Hondo Wkki C MY COMNWOn HH SP57$7 AI= E E q4osP�r4t 12 cA V 1,00 ["""'w""AAwji�jct, 41"" Vbf:)rLJOYrRon [3(",'ic;,h, FA, 33435 ,, F',Iho,no �5c'o') c')('Jo wi'vw c'�"un M 10/31/24, 12:30 PM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny eve ill:11u n y Business Information IA�pIpIkcatioin Commercial Rent Reimbursement Grant Program Status Awaiting Decision usiliiiiness Nairne iiirn Kabuki Sushi Thai Tapas Coni°�Aac°It III egallll Ann -Marie Sementelli ngs ,iie Coiiiita(;IIIIIIIIf'irefeiiriired Ann -Marie I aiiaie ur°sailllll gigi@kabukiwpb.com iduuess 321 E. Woolbright Rd., Boynton Beach, Florida 33435, United States Ilh°moulie 561-291-2188 eIlll sake http://www.kabukiwpb.com Sllf eciiiallll III'fseques s St. flllbii'riuiitte ""'IIII""'liii'vuue Oct 31, 202412:26 pm I ogs Additional Information Boynton Beach Business Address: 321 E. Woolbright Rd. Boynton Beach, FL 33435 Provide a list of all principal owners listed on corporate documents Panita Wutthiweangtham 3459 Vanderbilt Dr. Wellington, FL 33414 (954)303-7998 gigi@kabukiwpb.com Business Mission Statement Kabuki Sushi Thai Tapas' mission is to create an environment where guest satisfaction is the highest priority. We offer a variety of superior -quality Thai and Japanese cuisines in a 758 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432459 10/31/24, 12:30 PM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny contemporary atmosphere with outstanding hospitality. Are you an existing business in Boynton Beach? No Numbers of years in existence 13 Are you a new business in Boytnon Beach? Yes Description of your business Kabuki offers artfully decorated Japanese and Thai dishes. With such a diverse menu there is something for everyone to love. Type of Business Tier Base Rent (plus CAM if applicable) 10505.83 Square Footage of Current Location (No response submitted) Square Footage of New Location 5600 Number of Employees & Job Descriptions Hostess 1 part-time Bartender 1 full-time Chef (Sushi) 3 full-time Chef (Kitchen) 4 full-time Dishwasher 1 full-time / 2 part-time Server 4 full-time / 4 part-time Busboy 1 part-time Manager 2 full-time Hours of Operation Monday 11:30am - 10:00pm Tuesday 11:30am - 10:00pm Wednesday 11:30am - 10:00pm Thursday 11:30am - 10:00pm Friday 11:30am - 11:00pm Saturday 12:OOpm-11:OOpm Sunday 12:OOpm - 10:00pm Are you applying for grant assitance under any other program offered by the BBCRA? Commercial Property Improvement Grant Program Are you applying for grant assistance under any other governmental agencies? Only Boynton Beach CRA Landlord Contact Information Wendy Simon - Regional Property Manager / office (561)727-2650 / cell (786)473-7783 In the following sections, please upload the requested documents. If more than one file is needed in a response to an individual prompt, go to "Choose Files," select multiple files at the same time in order for them to upload. I understand Upload resumes for each principal/owner listed on coporate documents here: File uploaded Upload a copy of the lease here: File uploaded Upload Copy of Corporate Documents Here https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432459 59 10/31/24, 12:30 PM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny File uploaded Upload two years of corporate tax returns here: File uploaded Upload City of Boynton Beach Business Tax Reciept Here File uploaded Upload Palm Beach County Business Tax Reciept Here File uploaded Upload Credit Check Authorization Form Here File uploaded Upload Business w9 here: File uploaded Upload the Grant Intake Form here: File uploaded Upload Notarized "Anti -Human Trafficking Affidavit" here: File uploaded Upload Signed "Program Rules & Regulations" Here File uploaded I understand that submission of an application is not a guarantee of grant funding or Board approval. Any "approval' notifications sent through Eventeny are purely administrative. Final approval will occur at the next available Board Meeting. Ann -Marie Sementelli How would you like to pay your application fee? Pay with credit card Prices Application Fee Quantity - 1 1 Total - $100.00 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432459 760 10/31/24,10:39 AM L7C)RC�' IYJt4C�CS Search by Address, Owner, or PCN Return Layers Tools & Reports Help !u h/Gli lj" ity 1,11,rt 1351 SOUTH FEDERAL FL OWNER LLC III'"::111'1111 IIIY I';'fIII III11111...... LOCATION 1331 S FEDERAL HWY 102 MUNICIPALITY BOYNTON BEACH PARCEL NO. 08-43-45-28-45-001-0000 SUBDIVISION LAS VENTANAS https:/Igis.pbcgov.org/papagis/papa.htmll; PAPA Countywide Map Select Lang 1ggg V * 0 R 761 LEASE AGREEMENT BETWEEN C14 REALTY VII-PSREG BOYNTON BEACH LAS VLNTANAS, .L.L.C,, AS LANDLORD, AND THAI VENTURE GROUP, LLC, AS TENANT DATED JULY _, 2021 THE SHOPPES AT LAS 'VENTANAS BOYNTON BEACI-I, PALM BEACH COUNTYFLORIDA 762 >3ASICC L ASE IN1+ORMATIUN ed Lease Date; July J&, 2021 Landlord CH .REALTY VII-IPSREG BOYNTON 'BEACH LAS VTNTANAS, L.L,C., a . Delaware limited liability company Tenant. THAI VENTURE GROUP, LLC, a Florida limited liability company Promises- The area known. as .suite niin►ber 321 containing 5,600 rentable square foot described on the plan attached as Exhibit A, being part of the snapping center commonly known as The Shoppes at Las Ventanas (the Shopping Center"), which is situated On the property desoribod in llxhibit B. The Shopping Center is part of amixed use development known as Las Ventanas, which is comprised of retail and residential uses. The term "Shopping Center." includes the retail portion of the property described in -x. ibit B, together with the improvements thereon, including the first floor of the building in which the Premises tire located (the "Buildin "), and such additions and other changes as Landlord may, froin time to time, designate as being incltrde:d within. the Shopping; Center. Ex nibit A is attached hereto stalely for the ;purpose of locating the Premises within the Shopping Center and dopioting the general layout of th.e Shopping; Center and shall not be deemed to be a representation, warranty or agreement by Landlord as to any information shown thereon or that the Shopping; Center or stores be exactly asindicated thereon, Terin: 120 full calendar months; plus any partial Month Froin the Commencement Date to the end of the month in which the Commencement 'bate falls, starting on the Commencement Dote and ending at 5.00 p.m. local Chile oil the last day of the 120th frill calendar month following the C omi nencement Date, subject to adjustment and earlier termination as provided in the Lease, The "Cominigneement Date" means the earlier of the following dates; (a) the dote upon which Tenant opens the Premises to the public for• business, or (b) 300 days. after the date on which Landlord tenders possession of the Premises to Tenant. Minimum Rent: Minirnum.Rent shall be the following amounts for the following periods of time: Lease Month Annual Minimum Rent Rate Per Rentable Square Toot Mon ally, Minimum m Rent 1-12 $16.00 13-24 $16.00 __$7,.466.07 $7,466.67 25-36 $17.00 $7,933.33 37--48 $17.51 $8,171.33 49-60 $18.04 $8,416.47 61-72 $18.58 $8,668.97 73-84 Y $19.13 $8,929.04 85-96 $19.71 $9,196.9.1 97-108 :20.30 $9,472.81 109 —120 $20.91 $9,757.06 —_ As used herein, the term "Lease Mme" means each calendar month during the Terni (and it the Commencement Date does not occur on the first day of a calendar ninth, the period rrom the Commencement bate to the first day of the next calendar rnonth shall be included in the first Lease Month for purposes of determining the duration of the "Perm and the monthly Minimum Rent rate applicable for such partial month). 763 Percentage Rent Rate: Not applicable. Security Deposit: $14,027.00 Rent: Minimum Rent,Additional Rent and all othet;,sun,s t'bat Tenant inay owe to Landlord or otherwise be regIiiced to. pay under the Lease. Permitted Use: The Premises steal l be used for a first -.class restattrant op atiii,g tinder. the Trade Name and selling Thai cuisine and sushi as its primary use. As anoiltary to the foregoing primary use, Tenant may sell alcoholic beverages for on -premises co,zsumptloa on the terms and conditions of Section 25(c1 below, provided Tonant obtains anysuch required Hoeiises and complies with all Laws relatu,g (hereto. In no event shall the operation of Tenant's business within. the Premises violate any exclusive or prohibited use set forth on gXHIBIT I attached hereto. The Premises shall be used for no other use or propose, TradeNan, . ;i) Sushi Thai Tapas 'T'enant's Pro ortionate 13.37%; which is )e percentage obtained by dividing (a).the number of rentable square Share: feet in the Premises, as stated above by (b) the 41,897 rentable square feet in the Shopping Center. Landlord and Tenant stipulate that the number of rentable square feet in the Premises and in the Shopping Center set forth above is conclusive and slap be binding upon then,. Tenant's Proportionate Share is subject to adjustmont as provided i1, Section fi c of the Lease, Common Area $28,000.00 annually for the period .from Lease Month 1. through and including Lease Charge: Month .12 (the "First Lease_Xea, ", and s,tch First Lease Year and each 12 -month period during the Ternn thereafter, each, a lease Year"), payable $:2,33333 per month in accordance with _Section 6b of this Lease. Commencing on the first day of each Lease Year following ti,e .first Lease Year, the annual Conn io.n Area Charge shall increase by five percent (5%) over the Common Area Charge for the previous Lease Year. Initial Liability $3,000,000. Insurance Amount: Initial Monthly The following shall constitutc Tenant's initial monthly payment of Rent required pursuant Payment of Rent; to Sections 3, .fi(b, and )� of the Lease, which shall be adjusted as and when required under the terms of the Lease: Minimum Rent $7,466.67 Additional Vent Tenant's Monthly Common Area Charge $2,:333.33 Tenant's Proportionate Share of Retail Area Expenses $1,636.67 Total Initial Monthly Payment $11,736.67 Tenant's Address: l ore Qo,n,nynRe„geiit:A)ate: , , Following C:ornmenceinent.Date: Attention: Telephone: Telecopy: _ Telephone: Telecopy: ii N 764 Landlord's Address: for all Notices - C11 Realty V1t-PSRE0 Boynton Beach Las Ventanas, L.L.C. c/o Southoast Centers, LLC 1541 Sunsel Drive, Suite 300 Conal Gables. Florida 33143 Attention: Properly Mlaniager Telephone; 561-347-0888 Tel eco py : 561-347-1669 With a cOpy= to: CF4 Realty VII-PSRUG Boynton Beach Las Ventanas. I..L.C. 381+1 Maple Avenue Dallas, Texas 752 19 Attention: Asset Manager-- Las Ventanas (Retail} Te l ephone: 214-661-8000 Telecopy:214-445-0949 The foregoing Basic Lease Information is incorporated into and made a part of the lease identified above, If any conflict exists between any Basic Lease Information and the Lease. then tate Lease shall control. LANDLORD, WITNESSE Printed Nanic Christina Morrow TENANT: W •f`N13SSES: Kt -an fik-ai— fro t'rinted 4annle Printed Nanne ft (all REALTY VII-PSREC BOYNTON BEACH I -AS VENT.ANAS, L,,L,C., a Delaware limited liability canipany By: PSREG Las Ventanas. LI.C, a Georgia limited liability companty. Its nnnallagel. By: VAhOrAa VL -ML � , LF 1, .C.. a GeorLtia limited lhibility company. itw munager 17P TRAi O'L'sltiTURE GROUP, I.AX. a Florida I nnited iahility company- y"J` it .. _ r�fame:.71.f ON 765 TABLE OF CON�'I�NT PageINo. Mfltiitlons and Basic Provisions ............. ......................................... . ...................................................:1. 2. Premises: Construction ........................... ...... •• • .. ....................................................I (a) Tease Crani, .... ............... ... .., ... ....,..........,............1. (b) Construction.and Acceptance of Premises ............................... ........................,........................... .,. € (c) Tett se r of Posss on. .... ............................... ............... ..... ... ............1 Rent.......... ............................... ......,.,...,.....,,.,,...,.....,,...,...,...........,..,.,...,,..,...... .2 (e) a m tat,....,;.:........:.........................................................:..........:...............................................................2 (b) Minimum Ren .., ....... ........:..................................,..,.....,...:...,....,.....,.....,.....,........................................, (c) � 2 Preent a Rent ., ............... ........ ... ..... ...... (d) Gross S'aIes...............................................................:.............,.,...,...................,................................,...,.,..,.,2 (c) Sales Reports and Records ........ ........... ,....... ....... ,............ ..,.,.,........ ........ .......... ....... ...... .,.... ....,,.,,.......... 2 (t) Additional Rtnt..........................................................................................................,..,.................3 4. lle€€at PAY giant; Handling Charges ......... .......... ......... ............. ................... ......... ........ ............ .................... : 5. Securitv Denosit........................ .............. .............. ..... ..... .................. —................. ........... ............ ........................ 3 6. Colttmon.Area...................................... ....... ........ ........ ......... ...............................................4 (a) - CQtn,gon Arekt.................................................................................._.................,...... ..... ............... -'A (b) CoMmon Area Chorae.............:..........,...............,......................................,...............................................4 (u) Right to Convert: Metbod of Reimbul sement for Common Area aC"......:.......:................................4 (d) Rotafl Area_VxngnseC.........................:........................:.................................... .....................,..,.,.5 (e)Tertont's .Pro of longto Share .........................,.:;..:.;................................................................................5 7. l.m r vements, Alterations, Repairs, Ablytegange, ,.,...........5 (a) yn ,roved eras;_Alterations,....... ........................................ .,.....,.............. .,......,........................ ........... ,...5 (b) Regging, Maintenance—.— ....... —.-- ....... .......... .......... ......... ... . ... -- ...................... ...... 5 (c) j&fdringue 6f„Wo_rk...............................................................................................................................6 (d) McRhauia's,Liens .........,.......•............................................................................6 (e) Use of Roof ..... ............................ ................................... .................. .............. ............................ -ii ........... 7 (t) S€ os; Storz; Fronts......:...................................................................•................,.......,,......;........,..,.............;7 (h) ut€titles. ,.....--.................. ................ .......... ....................................... .,................................................ 7 Useand Care of the Promises.............................................................................................................................7 (a) Use and Oulrrat€oris.......................................................................................... ..... ................7 (b) ins»act on ><murat3C.................... ........ ....................................... ............................. ,..,......... ............ ,........ � (C) Limitations on QperatiQRs....... ....... ................................................ .,...,............... ......,........................... :� (d) Care of tt a Ereniises................................................................................................................................8 (e) Ulipla (riii o ..................................................... ,.............. ;..,........................... ............................... ...8 (t) Permits and Ltceu§es...................................................................................................................................9 (g) Allocation of rvltitin 1'i'enaises......................................... •....•.•.............•...........,............................ 9 (11) Qyott,for gw4gem ................. (i) No Solicitations .. ..................... ............ ........ ........... .•........... .......... .....•... .....,.............. .........,...................... ..9 0) Comulinnco witli Lacv....•...................................•,.......•..............,.......................•............................•.......9 9. Assignment and S1➢li tti11 ;.................................................................................................................................{9 (a) T atm tsfers................. ..10 (b) GnnFctl.t_Siatxcif rd�................... ......... ................ ................. .................................................................... 10 N766 TABLE OF CONTgNTS (continued) a e Nn. (c) Re est for Consent ....................... .... ................................................ ................... ........... .......10 (d) Conditlons to Consent . ................ ................ ..... .. ..... .............................., .10 (e) Attornment by.Subtenants ...... ................................................................................................................ 1.0 (f) Cancell.ition. ..... .... ...... _ .... .................... .........................11 (g) Additional Com isation. ............ .......................... ....... . ...............................1 l (h) Perniitte l Transfers . ................ ................... ,.....>....,.......,................................ ........................11 10, Insurance: Walve s• Subrogation.; hidenini....................<.....:.,....,.1Z (a) Tenant's Insuirakice..>....................................................................................<.............,............................12 (b) Landlord's Insurance.........................................>..,.,..,...........,............................................................12 (c) :.a 8ii2 of P so Waive►• i`ayi„erty Clainis................................................. ..........:........... .....,........,, 1 (d) Indomni........ ......................................................... .....,...........,............................................................13 (e) Cost ofLandlord's Li�urvtnce:..............................................................................................................1.3 11, Subordination; Attorninent• Notice to Landlord's Mort a ee..................................................................13 (a) Subordination.............. .............. ....................... ............ . (b) Attorninenf.............................................................................................................................................14 (c) Notice to Landlord's Mortgagee .......................................................................:>....................:,,...........14 (d) Landlord's Mort as eels Protection Proylsions................ ....... 14 12. Rnlcs and Regulations .......:...........................................................................................................................14 .13. Condemnation............................................................. .................... ............... ......, ,...,..,..........:i4 (a) jTotal `faking .............. ..........................,„...,,..........,,....>.................................................,....14 (b) Partial Talt3 Ten;i it's Ri hts.............................................. ..,......................... ......... ,..1.4 (c) Rartial Tarin - Lax til rd's A lit . . .............. ........................................................ ....... .14 (d) Tepinorar Taleitiir...,..,..................:........................................................................................................15 (e) Aff arci.....................................................................................................................................................15 14. Fire or Other Casualty—. (a) Repair Etixixate..........................,......................,..............,...........,...,......,,........................................,...15 (b) Tenanit's Righ s .............. ........... .... ................ ........................,.... ...... ...................... . f.5 (c) Landlord's Ila€iaitti ............ ......... ............,....... ................. . .... ,...........,.................,,,15 (d) Repair li tion ................ ......................................... ........................,.............................. i5 (e) Coxitiiiii tice of Tenant's Business ental Abatement................................................................. .1 f 15. Taxes ..... ......... ............................. .............................................................. ......... ............. ....... 16 (a) affilifil Pxrnarty'fm....................................................................................................... .......16 (1}) Tave�S ......................................................... ............. .............................................................. ...... ....16 (c) Tax Co sultant' Contest of Taxes by Landlord . .......................................... .............................16 16, Lvelxts of Default .............. .......... ........... ....... ...................................................................... .......... ....... .... .17 (a) Pani teat Default............................................................................ ............,..,...........17 (b) Abandouuieut................. ............ ...... .... ..... ................ ........... I ... ....,.... I... .............. ,................,.,....... ...... ..17 (c) Attachinent.............................................................................................................................................17 (cl) Estoppel .......................................................................,................,..,..........,..,,......................,.......,....,.....17 (c) hn' tlrattee................................................................................... ............................. ...................17 (1) Mechanic's Liezis..................................................................................................................................17 (g) Qtjler.Del'anits....................................................................................................................................... f 7 (h) 11110 3Y811 .............................................................................................................................................17 17, Remedies- ................... . ................................................................................................... .......... ...17 (a) 'ferxninatien orL,eAse.............................................................................................................................17 fo 767 TABLE OF CONIEM (continued) Ra -e No. (h) Termination of Possession .... :.... ................................................... :...:.......... .......... ...,..............,........18 (c) Perforni Ads on Behalf of Tenant.......................................................................................................1.8 (d) Sus ension of Services............ .................... ................. ......... ... ........................ t ............... I ..................... 18 (e) Distress for Rgn..........:.............................. ...,,....,.,...,.....,.,,........................ ,.... .:....................... ............. is { Alteration of Loch, .. .............................................18 18. PaYtne tyUnaut�Nou-S�Vaiver:.Cumulati�ve.Rc��nerlies..,.,..,,,.>.................... 18 ft (a) l?avtnent by Tenant .. ................. ................ .,.......... ..,.,,...,,......,................................ ........................... .,...lfi (U) NoWaiver.............................................................. ............. .........,............. ... .... 19 (c) C.umulatIye. Remedies ........... .................. .......I. .. ................>..,. ....19 (d) Tetjant Wa#ver.... ..................... ................. ......,,.......... .,................................................... ...,...,..,...,...,..;.19 19. .andlord's :Den........................................................................................................................... <.,.......,........19 20, Surrender of Premises.........................................:.........................................................................................19 21. Ll oldi—AlY e .............. .............................................................. .......20 22. Certain Rights Re erved by Landlord., ......... . ....... . ....................... .......... .............. .......... .20 (a) Shopping Center O eratigns...... ............. . .................. . ....................................................................20 (b) Securi ........................ .....,..... ..... ............ ....... ,.,..,.... ....... ............................... 1... .... ,.... . ..,...,... ,......2U (C) Prospective urchasers gnd Lenders...........--.................................................................:..................211 (d) Prospective l( epants 23. ab8fitution S ace ................................................................................. ........................... .,,,,... 20 241 Misc'ella6ncotas......:...............:.......................................................,,,.,............,..,......,....,..,.,....,..,,...........,.........20 (a) Landlord "Cr ns.fer.............................................................................:............:......................................20 (b) La dlord's Liahilit................................—...,...........,.................,:,.,..,,..,,...,.........,.....,..,...............,.......20 (c) ...... Force Majeure....................................................................................................................................21 (d) 13 olcera=e..............................................................................................................................................21 (c) Estoppel Certificates.,..,.........................................................................................................................21 Cf? Notices.........................................................................................................,,.......................,.,..21 (6) Separabillt ........................ ...................... .......................,..,..........,......,............................21 (h) Amendtmet ts,.. inding Effect-, No Electronic Records ..........................................,........,...,.,,,....21 (i) Quict Eno meat ..................... . ...........................,,.,............................................,..........................22 (I} Nn .............................. "..,........ ......,.......,....,,...,....,....,.......,.,,.............................,..............,......22 (k) No Offer-- .....,...,,,....,......,.............,.....................,..22 (1) Ent re Agreement .......................................................................................................................................22 (In) Waiver of J'ary Trial ........................................................................................::..................:.................22 (It) Governing Law............,.,, ................................... ................,............. .......... ......... ....,.....,............. ............. 22 (q) Recordinr...........................................,.....,..................,..,,..........,....,.,..,....................................... ......22 (p) Water or 1V[old Notiftcadw.............................................................................::....................................22 (q) lint and vertiabiv...........................................,.............................................22Lt (r) i?ittancial Reports.......................................................................................................................................22 (s) La q djord 's7+e"............................................................ .................... ............... ................... .,.,..22 (t)lecolttutttnlcatlotts 23 (tk) Contidentia�l......................................................................................... 23 (v) Tcnaut's Restriction .................. .............................................................,........................,.....,.....23 (w) Authority............................................................................................................................................23 (x) Hazardous L4aterials .........................................................................................................................23 (y) List of Exhibits..................................................................................................................................24 (;c) Prohibited Per.. its and Trttnsacti n....:............................:................................................................24 ft TABLE OF CONTENTS (cont nwd) Page No. (aa) Radon Notice ....................................................................................................................................... .24 25, Other Provisions,.................................,.:.,:...;..........,.:::,,......,........................,.......24 (a) juaraitty_...............................................................:...............,..,.,.......,.24 iv ,� W 769 LIST OF DEFINED.TERMS Rap No. ar L,xhibit No. AdditionalReat ... .........................................................................................................................................3 Affiliate., ..........................................................................................................................................1 .Approval Criteria... .................... ... .................. .. Ardltlteet,., .... , D-1 Basic Lease Information.., .... , l Building........ .... ........ .................................... Building's Stivoture......., i Building's Systems .......................... ...,,... ...... ................. .................... ,................. ....... , .....1 Csistia4.......................................................................:......................,.,.,.,..,:,.,>.,,..,...,.,......I..,.....,.,...,,,........... ...,.,1 C CodeMorn#icAtion...................... ........ ..................... ............ ........... ,,...>.....:...,..............;:,..;............,.........,................ ,.;..10 Collateral. .,..........................,..................................................... .,.,.,,....... a .......... . , .,.21 CommencementDate...................:.........................................,,..;.....,....,..,..,....,.,.,.,..:..,....,,....:.,..,...........,:,..,..,.:....,,.......i CommonArea ....... ....... ..................:...:... ........ ... ......... .......... ...................... ............. .,................,...,......4 CornmanArea Charge..— .................................. . .............. ........................................... ii CommonArea Costs ........................................... ....... .......... .......................... .................... .4 CompletedApplication for Payment...............................,....,.,.............,...................,.....,......................................... D-3 ConstrtletionAllowance—., ......>....................... .............................. ........ .. ........... D-3 DamageNotice ....................................................... ................................. ............ .................... .................. . .....16 Def.quIt Rale, .................... .............. .............. ............................... ....::..........,...,........ --- ... ,,........ ,.... ..... ........... ............. ,... .3 Designatednated Parking Spaces--- ... ....... — ....... ......... ........... ............. ................... . ...............2.8 lastimaLedDelivery Pate ............................... .........., ...,.......,....,...,.......................,................ ........... ,..1 Eventof Default................................................................................ ......... ..........................................,.........,..11.E FirstLease Year.... ., ..................................................................................................... GAAP................................ .....,..,,,............ ..........,......,......,.,......,....,......,,.........,,...,.....12 GrossSales . ...........................................................................................................................................................2 Guarantor............. ....... ......................................................................................... ........... .................... ......... J -l. HazardousMaterials ............. . ..........................................................................................................................26 including, ....-...........................................................................................................................................................1 hiltialL%bi.l.ity Insurance An►ount............................................................................................................................... InitialMonthly Payment ofRent .............. ................................................................................................................. ii insuranceCosts.... ......... ....................... - ..................... . ..... ....... .......,.....,...........>,.14 Landlord..... ..........-- ............................ ............................. ................... .............................. ......... --- ............ ....i Landlord's Mortgagee....- .................................. i ................... ,....14 Landlord's Work,, ................ ............... .................................................................... i ....................... . ................. — ....... I Law.., ..................... ........... ......................... .............. ........ ..... ................ ................... ..................... I ................. ,....,.., [ Laws..,..........................................................................................................................................................................1 Lease........ .................................. ............ ......... ........................ .................. ..................... ................. .....:......................... i Lease Date .................................. ....... ..................... .......... .......... ........ ........ ................ ...................._............................ i LeaseMonth ..... .......................................... .................................. ,............. ............... ................................. ....... ............ i LeaseYcar...........................................................................................................,.,.,....................................,............. ii Loss............................................................................................................................................................................. l4 MinimumRent............................................................................................................................................................ ...i MonthlyCommon Area Charge....................................................................................................................................4 Mortgage........................................................................................................................................................................14 OFAC........................................................................................................................................................................... l l PercentageRem Rate.. .... . ...................... -.— ................................................................................. ................. . ........... PermittedTransfer..................................................................................................................................................12 PermittedTransferee................................................................................................................................................12 PermittedUse............................................................................................................................................................... ii Premises....................................................................................................................................................................i PrimaryLease .......... .............. ................. ................................................. ............................ .............. ....... ........... ......... 14 V 770 LIST OF 1C1FFI . ;'D TERMS (continued) g� No_o r l x h ibit- No, Rent................................................................................................... ............... ...... ....... I...... RepairPeriod ...................... ............... ............. ................„,................................................................................. ... RestrictedArea ......................................................... ... ......... ... .................. ..........,.,.25 .ICS RetailArea Expenses.... ................... ...... ..... ................................... . ...... .......................... .... ,S SecurityDeposit.— ...... ---- ........... ; ...... . .................................... .... ....................... .................................. ShoppingCenter..,..,.>.:................................................;.......-..,;.:,.,......,........,.,,.,......„.........,...,.,..,......,..,..,................„,.....,I SubstantialCompletion...... ... ....... ........ .......... D-2 ........,...,.,,,.......... ............ .................. SubstantiallyCompleted.......... ..................... .................. ...,..........,.....,.......... ........ ....................................... D-2 Taking, ........ I ......... 15 TangibleNot Worth .................... .......... ................................................ ..... ...................: E.2 Taxes— ................................. mi— .................. ........,.............................,,..,.............,....,...,....,...,,....,,.....,................17 Tetwommunications Services .......................................... .....................,.,.....................,.,..,....,......,........25 Tenant,. ............. .................... .......................,.............................,.,....................................... ,,,,.,..... .... .......i TenantParty. ............ . ..I ...... ....................,.,.,...............,....,.............. ,............................ ..,...,..., ...................... TenantWok Approvals ........... .... ....................................,,............. .................,. D-1 Tenant's Off Promiscs Equipment .................................................................................................................................1 Tenant's Proportionate Share ............................. .......................................................... . ...,....,... .................. ll Tenant's Werk ..................... ........... ...,....................... ,,.......,....,.............................,......,.........,.........,..........1 Cern] ......... ........ .......... ....I.........,...............,..,.,>,.,.,.,......,.......,..,............. . ........................ TotalConstruction Costs-- .................... -- .................... ........... D-3 ....................................... ........ ....., TradeName............................................................. 1i ............................................................................................. Transfer.....--- ....... ....... ................. .... ................... I .... .,....,......,...,.,... ,...... ,.............. ..,.....,,................................... I0 ucc................. ---- ......... —...... .,.,,.................. .......................... ,.,..,..,.......... ,.......:..,.,...,,.....,.,,.,..,..........,....,.......,...,2 E Work... ............................................. -- ...... . ...... ...... ...... . ............ ............................................................ D-1 Working; Drawing3.................................................................... ..................................................................... D-1 WorkingDrawings Delivery Dcadlhie................................................................................................................ D- I VI 0� 771 LEASE This Lease Agreement: (this " ease") is entered into as of July �_, 2021, between CH REALTY Vll- PSREG BOYNTON BEACH LAS VENTANAS, L.L,C,, a Delaware limited liability company ("Landlord"), and T1. Al 'VENTURE GROUP, ,LLC, a Florida limited liability company ("Tenant"). 1. Definitions and Basle Provisions, The definitions and basic provisiolts ,set forth in the Basic Lease information (tire" ask Uhso I1if6 ralatl2lt") executed by Landlord and Tenant contemporaneously herewith tyre incorporated herein by zefurenc4 for all purposes. Additionally; the following terms shall have the following meanings soften used in this iaease.: "Affiliate" paeans any person or entity which; directly or indirectly, controls, is controlled by, or is under common control with the party in question; "Building's Structure" means the Building's exterior walls, roof, elevator shags (if arty), footings, foundations, structural portions of load-bearing walls, stroctural floors ansubfloors, and structural columns and beans; "Building's S sy terns" means the Building's HVAC system (if .it serves portions of the Shopping .Center in addition to or other than the Premises) and the Building's life -safety, plumbing, electrical and mechanical systems; " nclaclin " means including, without liiriitatioix; "T1 ws" means all :kderal, state, and local laws, ordinances, rules and regulations, all court orders, governmental directives, and governmental orders and all interpretations of :the foregoing, and all restrictive covenants effecting this .Lease or the Shopping Center, and "Law" means any of the foregoing; "TenanVs Off=Off» Premises .Us uiytntent" nietins any of Tenant's equipment or other property that may be located on or about the Shopping Center(othey than inside the Premises); and "'Tenant-l'a_rty" means any of the following persons: Tenant; any assignees claiming by, through, or under Tenant; any subtenants claiming by; through, or under Tenant; and any of thein reskiective agents, contractors, employees, licensees, guests anti invitees. 2. Prettrlses, Construction. (a) Lease Grant. Subject to tine terms of this Lease, Landlord leases to Tenant, and Tenant leases from Landlord, the Premises. (b) Construction and Accu tArrcO QfPremises. if b jxlri_Jjit.D hereto provides for Work to be performed by Landlord, then Landlord shall construct improvements in the Premises to the extent provided in Sxhi it D (such Work, :if any, to be performed by Landlord being herein sometimes referred to as ".Landlord's )Kork:"). 'Tenant shall accept possession of the Premises upon Landlord's tender of possession thereof" to Tenant (with Landlord's work, if any, Substantially Completed) and shall diligently perforin the Work, if any, required to be performed by Tenant purrwant to Exhibit D (such Work-, if any, to be perforarted by Tenant being herein sometimes referred to as "Tenant's Work") in accordance with Section 7 and llxhibit.D and install its fixtures, furniture and equipment. Tenant shall pay all utility and similar costs incurred in performing Tenant's Work. By initiating Tenant's Work in the Premises (or if no T'enant's Work is to be performed by Tenant, their by occupying the Premises), Tenant shall be deemed to have accepted the Promises in their condition as of the date of such initiation of Tenant's Work (or the date of such occupancy, as the case may be), subject to the performance of bunch -list .items that remain to be performed by Landlord, if any. Occupancy of the Pf nises by Tenant prior to the Commencement Date shall be subject to all of the provisions of this Lease excepting only those requiring the payment of Minimum Rent and Additional Rent. (c) Tender of„PosLssian. Landlord and Tenant anticipate that possession of the Premises will be tendered to Tenant in the condition required by this Lease on or about the date which is five days after the Lease Date (the "Estimated Deliver irate"), if Landlord is unable to tender possession of the Premises in such condition to Tenant by the Estimated Delivery Date, then (1) tho validity of this Lease shall not be affected or impaired thereby, (2) .Landlord shall not be in default hereunder or be liable for damages therefor, and (3) Tenant shall accept possession of the promises when Landlord tendors possession thereof to Tenant, Within ten (lays after request: by Landlord, Tenant shall execute and deliver to Landlord a letter substantially in the form of .Fxiribit C hereto confirming (A) the Commencement hate and the expiration date of tite initial Term, (B) that Tenant has accepted the Premisos, and (C) that Landlord has performed all of its obligations (if any) with respect to [lie Premises (except for punch -list items, if any, specified in such letter); however, the failure of the parties to execute such letter shall not defer the Commencement Date or otherwise: invalidate this Lease. Tenant shall furnish to Landlord a certificate of occupancy from applicable authorities before commencing business in the Premises. This RETAIL LEAS;, large 1 N772 Lease: shall create the relationship of landlord and. tenant between Landlord and Tenant; rho estate shall pass out of Landlord, and Totiant has only a usufruct which is not subject to levy or sale. Landlord discloses to Tenant, and Tenant acknowle.dges, that Landlord is the owpet of record of the Building and of the Premises. and that Southeast Centers, LLC (the "Manage ") is authorized to manage the Building and the Premises oil behalf of Landlord. The address of Landlord and the address of the Manager are each. set forth in the Basic Lease Information. Notwithstanding the above, if Landlord is tenable or otherwise fails to tender possession of the Promises to Tenant within thirty (30) days of the Estimated Delivery Date, stibject to dolays pursuant to those reasons set forth at Section 24(c) below, there in such event,. Tenant shall have the option to terminate this Lease upon written notice to Landlord, which written notice shall be delivered within 10 days after expiration of the Foregoing 30 -day period (as such 30-0ay period may be extended pursuacxt to those reasons set forth at Section 24(c) below), time being of the essence with respect to Tenant's delivery of such written notice. Such termination shall not be deemed a dofault under this Lease. The termination right under this ,Section. 2(ci) shall be Tenant's sole remedy for Landlord's failure to timely deliver the Premises pursuant to this Section 2 c ; and Landlord shall refund to Tenant any pro -.paid rental and security deposit previously paid by Tenant to Landlord hereunder. 3, H911t, (a) Pa me Tenant shall timely pay to Landlord Rent, without notice, demand, deduction or set-off (except as otherwise expressly provided herein) by good and s0ffcient.check. drawn can a national banking association, at Landlord's address provided for in this Lease or its otherwise specified by Landlord and shall be accompanied by all applicable state and local sales or use taxes. The At of Tenant to pay stent to Landlord and the obligations of Landlord Linder this Lease are independent obligations. (b) ,;,, inlhnunh R hlt. Minitnuin Rent shall be payable monthly ,in advance, 'fife first monthly installment of Minimum Rent shall be payable contemporaneously with the execution of this Lease; thereafter, Minininin Rent shall be payable on the first day of each month beginning ohs the first clay of the second Lease Month. The monthly Rent for any partial month. at the beginning of the Terin shall equal the product of 11365 or the annual Tient .in effect during the partial month and the number of Clays in the partial montlh, and shall be due on the Commencement Date; Payment of .Roat for any fractional calendar month at the end of the Term shall be similarly prorated. If Tenant has not opened for business its the Premises by the Commencement late, then the. daily Minimum Rent shall be increased by 50% until Tenant does open for .business, (c) >Per°centatre_Rent. Intentionally Oniitted. (d) Gross SalesSales. As used herein, the term "Crass Sales" shall include the entire amount of the sales price, whether for cash or otherwise, of all sales of merchandise (including gift and merchandise certificates) and services, and all other receipts whatsoever (.including interest, time price differential, finance charges, service charges, credit and layaway sales), of all bresiihess conducted in or from the .Premises, including mail, telephone or internee orders delivered from or received or filled at the Premises, deposits not refunded to purchasers, orders taken, although filled elsewhere, sales to otrcployees, steles through vending maebirres or .other devices, sales by any sublessee, concessionaire or licensee or otherwise in the Promises, and proceeds of business intercatptioth or simhilar insurahhce, No discounts shall be deducted from any actual sale price for any selected category of customer, Bach safe or layaway upon installment or credit shall by treated as a sale for the Fall price in lite month during which such sale was made, No deduction shall be allowed for un.o.ollected or uncollectible credit itCCOUTAS, 801'ViCe charges, finance charges, bank card charges or postage fees. Gross Stiles shall not include (1) sums collected and paid out rot, any sales or direct excise tax imposed by any governmental authority, (2) the . exchange of nierchandise between other stores of Tenant where such exchanges are made solely for the convenient operation of Tenant's business and not for the purpose of consu nmating a sale made front the Promises or to deprive Landlord of the benefit of a sale which otherwise would be made from the Premises, (3) returns to shippers or hnanufacturers, (4) cash or credit refunds made upon any sale where the; hnerehandise sold is returned by purchaser and accepted by Tenant, (5) sales to Tenant's employees, or (6) sales of Tenant's fixtures. (c) Sales Rc torts and Records, Not later than 10 days after the end of each calendar quarter during the Tont (i.e., the quarterly periods ending on March 31, Tune 30, Septembor 30 and Decenhber 31), Tenant shall deliver to Landlord a statement of Gross Sales for the preceding calendar quarter and for tlhc calendar year to date, certified by Tenant to be accurate; such statement shall reflect total Gross Sales and Gross Sales per RETAIL LEASE, Page 2 IN 773 rentable square foot of area in the premises. Within 60 days after the expiration of each calendar year and within 60 days after termination of this Lease, Tenant shall dolivor to Landlord a like :statement of Cross Sales for the preceding calendar year (or partial calendar year), certified to be correct by an independent certified public accountant or by an officer of Tenant if Tenant is a publicly held corporation. Tenant shall rurnish similar statements for any licensees, concessionaires and. subtenants. All such statements shall be in such form and shall be accompanied by such supporting info.rmtaion as Landlord may require. If Tenant fails to timely Furnish any Gross gales statement, Landlord may charge A. fee of twenty-five dollars ($25,00) per day until the required statement is furnished, from and after the 10th day following the date on Which such statement was due, Tonant shall record at the ti.nic of sale, in the presence of the customer, all receipts .froni sales or other transactions In a cash register having a ourriu lative total which shall be sealed in a manner approved by Landlord, or by using other computorized, point- of-sale equipment provided that such equipment and the records. produced thereby are adequate to enable the proper computation of Gross ,Sales hereunder, Tenant shall keep at the Promises or at Tenants principal office within the United States a complete and accurate set of boosts and records of Gross Sales and all supporting records such as tax reports, banking rcoords, cash register tapes, sales slips and other sales records, which shall be preserved for kit least 36 months after the end of the calendar year to which they relate, and if Landlord shall inspect, copy andlor audit Tenant's statetnettts for such Calendar year, such books, .records and evidence shall continue to be preserved until such inspection Mid/or audit has been concluded. Landlord and its agents may, at any reasonable lime, inspect, copy and/or audit tiny or all of Tonaut's books and accounts, documents, records, sales tax returns, papers and files, which shall in any manner relate to Gross Sales, and at Landlord's request, Tenant shall quake all such data available fol - such exantitration at such reasonable tutees as landlord shall specify. If any Gross sales statements are not submitted by Tenant or if the statements submitted are found to be incorrect to an extent of more than three percent (3%) over the figures submitted by Tenant, 'Tenant shall pay for Landlord's inspection or audit on demand, Additionally, if such audit reflects that the statements submitted by Tenant are incorrect to an extent of more than ten percent (10%) over the figures submitted by Tenant, then Landlord, in addition to all other remedies, may terminate this Lease upon giving five days' written notice thereof to Tenant. This provision shall survive termination or expiration of this Lease. (f) Additional tient. 1n addition to Minimum Pont, Tenant shall pay, as "Additional Rent" hereunder: (1) Tenant's Cormrron Area Charge, as set forth in Sectio() , (2) Tenant's Proportionate Share of Retail Area Expenses, as set forth in Section 6(d , (3) if applicable, Tenant's Proportionate Share of Common Area Costs, ars set forth in Section.6(c), and (4) any other monetary obligations due under the terms of this Lease. 4. D�Lllngjlent 11a inettt• 14andIict Char es. All payments required of Tenant hereunder not received 'within three business days of the due elate shall bear interest fiorri the date due until paid at the lesser of eighteen percent por aunum, or the maxiinuin lawful rate of interest (such lesser amount is referred to h=in as the "Default .there;'); additionally, Landlord, in addition to all other rights and .remedies available to it; may charge Tenant a :fee equal to three percent of the delinquent payment to reimburse Landlord for its cost and inconvenience incurred as a consequence of Tenant's delinquency. In no event, however, shall the charges permitted under this Section 4 or elsewbere in this Lease, to the extent they are considered to be interest under applicable Law, exceed the rnaxinuou lawful rate of interest. Notwithstanding; the foregoing, the late fce referenced above shall not be charged with respect to the first occurrence (but not tiny subsequent occurreme) during any 12 -month period that Tenant fails to make payment within three business days of the Hite date, until five days after Landlord delivers written notice of such delinquency to Tenant, S. Securit De oslt. Contemporaneously with the execution of this Lease, Tenant shall pay to Landlord the Security Deposit, which shall be held by Landlord to secure Tenant's performance of its obligations under this Lease. The Security Deposit is not an advance payment of Rent or a measure or limit of Landlord's daMnag;es upon an Event of Default (as defined herein), Landlord may, from tit -no to tune Following an :Event of De f4tl t and without prejudice to any other remedy, use all or a port of the Security Deposit to perform any obligation Tenant fails to perform hereunder. Following any such application of the Security Deposit, Tenant shall pity to Landlord on demand the amount so applied in order to restore the Security Deposit to its original amount. Subject to the requirements of, and conditions impossd by, Laws applicable to security deposits under connnzercial leases, Landlord shall, within the time required by applicable Law, return to Tenant the portion of the Security Deposit rornaining after deducting all damages, charges and other amounts permitted by Law. Landlord and Tenant agree that such deductions shall include, without limitation, all damages and losses that Landlord has suffered or than . Landlord reasonably estimates that it will suffer as a result of any breach of this Lease by Tenant. The Security RETAIL LEASE, Page 3 774 Deposit may be commingled with other funds, and no interest shall be Maid thereon, If Landlord transfers its interest in the Premises, Landlord will assign the Security Deposit to the transferee and, upon such transfer and the delivery to Tenartl of an acknowledgement of the. transferee's responsibility for the Security :Deposit as provided by Law, Landlord thereafter shall have no further liability for the return of the Security Deposit. G. Common Area, (a)Common Area. As used herein, the "Common Area" means the part of the Shopping Center designated by Landlord from time to tirne for the cominan use of all tenants, including parking areas, sidewalks, landscaping, curbs,. loading areas, private: streets and alleys, lighting facilities, hallways; inalls, and restrooms, all of which are subject to Landlord's sole control. Landlord may from time to time: change the dimensions and location of the Common Arca, as well as the location, dimensions, identity and type of buildings; construct additional .buildings or additional storics on oxistiiig buildings or other irnprovu rants in the Shoppin Center; and eliminate buildings. Tenant and its employees, oustoniors, subtenants, licensees and concessionaires shall have a noo-exclusive license to use tate Cortunon Area in common with Landlord, other tenants of the Shopping Center and other persons permitted by Landlord to use the swine, LandloM may proittulgate and modify from time to time rules and regulations for the safety, caro or cleanliness of the Shopping Center which sha.11 be cortip.lied with by Tenant and. its employees, agents, visitors and invitees. Landlord may temporarily close any part of the Cornnlon Area for such periods of time as may be necessary to prevent the public front .obtaining prescriptive rights or to make repairs or alterations. Landlord may designate areas in which Tenant's employees shall be requimd to park, and Tenant shall cause its employees to pork in such areas. (b) Coram. oat Area Chat_�_tre, During each month of the Term, Tenant shall pay a sum ecjual to one -twelfth (1/12) of Tenant's them applicable annual Comanon Area Charge (the "Monthly CtPr nton Area Char e") monthly in advance, concurrently with Mininiurn Rent. The annual. Common Area Charge for the First Leese Year shall be the annual Common Area Charge specifted in the Basic Loase 1n:Foiination. Commencing on the first day of each Lease Year following theFirst: Lease Year, the annual. Cantron Area Charge shall increase by fivy: percent (S%) over the annual Common Area Charge for the previous Lease Year, The. Common Area Charge represents Tonaiit's sliare of'Landlord's cost (or contribution) to own, operate,. adniinister, manage, maintain, replace, improve and repair the Common Area and includes, without limitation, the items specified on Exp' it C (collectively, "Common A •eft Costs"). The first Monthly Common Area Clkarge s11a11 be piiytible contemporaneously with the execution of this Lease; thereafter, the Monthly Common Area Charge shall be payable on the first clay of each month beginning on the first day of the second Lease .Montli. The Monthly Common Area Charge for any partial morith at the beginning of the Term shall equal the product of 1/365 of the annual Common Area Charge in effect during the partial month and the number of clays in the partial month, and shrill be flue ort (lie Commencement gate. Payment of the Common Area Charge for any fractional calendar month tit the end of the Term shall be similarly prorated. Tenant acknowledges and agrees that `1'onant's Cotlamon Area Charge is an agreed-upon amount, adjusted annually by fixed percentage and not subject to actual costs; it is non -contestable, not subjectto review and subject only to the adjustment as set forth in this Section. Tenant shall have no right to audit Landlord';s books and records. (c) 1 i}sirt to Convert Method of Reimbursement for Counnaii Area Costs. Notwithstanding anything contained in this Lease to the contrary, Landlord may, upon thirty (30) days' notice to 'T'enant, convert the method by which it is reimbursed for Common Area Costs in accordance with the following: Tenant shall. pay its Proportionate Share of the Common ,Area Costs, as Additional Rent. Tenant's Proportionate Share of Common Area Costs shall be maid in monthly installments, concurrently with Mininiurn Rent, bused upon Landlord's good faith estimate, from tirric to tinie, of Common Area Costs. Tenant's initial payment is based upon Landlord's estimate of Common Area Costs for the Lease Year in question, and the monthly payments thereof (acrd Cuture payments) ars; subject to increase or decrease as determined by Landlord from tine to time to reflect an accurate estimate of actual Common Area Costs. Within 120 days. (or a reasonable time thereafter) after the end of ruck calendar year, Landlord shall deliver to Tenant a statement of Common Area Costs for such calendar year and Tenant shall pay Landlord or Landlord shall credit Tenant (or, if such adjustment is atthe end of the 'Term, pay Tenant), within 30 days of receipt of such state:rnent, the amount of any excess or deficiency in Tenant's payrticnt of its Proportionate Share of Common Area. Costs for such calendar year. RETAIL LEASE, Page 4 l\� 775 (d) Retail. Area ExpUses, During each month of the Tern, Tenant: shall :brake a monthly payment to Landlord equal to 1112 of its Proportionate Share of Retail. Area Expenses (as defined below) that will be due and payMe for the fiscal tax year or calendar year, as applicable, in which such month occurs, For purposes hereof, "Retail Area %, sea" shall ,nteatn, collectively, the Taxes and Insurance Costs. Tenant authorizes Landlord to use the funds deposited with Landlord lander this Section 6(d) to pay the Taxes levied or assessed against the Shopping Center and the cost of the property and liability insurance carried by Landlord :for the Shopping Center. ;Each. payment of Retail Area Expenses shall be due and payable at the same; time as, unci in the same manner as, the .paymont of Minimum. Rent as provided herein. The; initial. monthly payment of Retail Area Expenses is based upon Landlord's good faithestimate of(!) with respect to 'faxes, Tenant's Proportionate Share of Retail Area. Expenses f'or tlae fiscal tax year in which the Commencemcn Date is to occtu and (ii.) with respect to Insurance Costs., Tenant's Proportionate :Share of the estimated Insurance Costs for the remainder of the: first calendar year. The .monthly payment of Retail Area Expenses is subject to increase or decrease as determined by Landlord. to reflect accurately Tenant's Proportionate Share of: Taxes -and/or Insurance Costs, as applicable. if following Landlord's receipt of all Tax bills and/or bills for the insurance premiums for the applicable tinge period, Landlord determines that Tenant's total payments of Retail Area )expenses for such period are less than Tcnaint's actual Proportionate Share of the Retail Area Expenses, Tenant shall pay to Landlord the difference upon demand; if Tenant's total payments of Retail Area )expenses exceed Tenant's actual Proportionate Share of the Retail Area Expenses, .Landlord shall retain such excess and credit it to Tenant's future payments of Retail Area Expenses (unless such adjustment is at the enol of the Term, in which event Landlord shall refund such excess to Tenant). Any payment to be trade pursuant to this Section G.d with respect to the real estate tax year in which. this Lease commences or terminates shall bear the same ratio to the payment that would be roquired to be made ton' the lull tax year as that part of such tax year coveredby the Term of this Lease boars to a f itl tax year. (e) Tenant's ergnortionate Share, Notwithstanding Any contrary provision herein, in calcu.latiag 't'enant's Proportionate Share of Retail Area Expenses, the following provisions shall apply: (1) in the case of Insurance Costs., Tenant's Proportionate Share of Landlord's cost of casualty insurance shall exclude from the rentable area of the Shopping Center (used in the calculation ofTenanVs Proportionate Share) the rentable square feet of any building in the ,Shopping Center which is separately insured by the tenant of such. building, and which tenant as a result does not contribute to Landlord's cost of casualty insurance; and (2) in the case of Taxes, Tenant's proportionate Smart; of Taxes shall exclude from the rentable area of the Shopping Center (used in the calculation of Tenant's Proportionate Share) the rentable square feet of any leased building in the Shopping Center wAoh is separately assessed and whose tend nt pays such separately assessed tax amount pursuant to its lease in lieu of paying a Proportionate Share of Taxes assessed for the Shopping Center as a whole. If buildings are added to or removed from. the Stropping Centel,, or additional areas are leased to tenants whose rentable square; footage is excluded from the; rentable area of the Shopping Center under the foregoing calculations, Tenant's Proportionate Shane shall be appropriately adjusted. 7. Improvements, Alterations; Repairs, Maintenance, Utilities. (a)Intproyennents, Alterations, Except for Landlord's Work (if any) to be performed pursuant to Exhibit T), all alterationsand improvements to the Premises shall be installed at 1:eriainfs expense only in accordance with plans and specifications which have been previously approved in writing by Landlord, which approval shall be governed by the provisions set forth in this &ction 7Ua . No alterations in or to the Prennises.nay be made without Landlord's prior written consent, which shall. not be unreasonably withheld or delayed; however, Landlord may withhold its consent to any alteration or addition that would adversely affect (in the reasonable discretion of Landlord) the (1) building's Structure or the Building's Systems (including the Building's restrootns or mechanical room&), (2) exterior appearance of the Building, (3) appearance of the Common Arca, or (4) provision of services to other occupants of the Shopping Center. All alterations, additions, and improvements shall be constructed, maintained, and used by "Tenant, at its tisk and expense, in accordance with all Laws; Landlord's consent to or approval or any alterations, additions or improvements (or the plans therafor:) shall not constitute a representation or warranty by Landlord, nor Landlord's acceptance, that the same comply with sound architccWral and/or engineering practices or with all applicable Laws, and "Tenant shall be solely responsible for ensuring all such compliance. (b) axe all's' Maintenance, Tenant shall ]Maintain the Premises in a clean, safe, and operable condition, and shall not permit or allow any damage to any portion of the Premises, Without limiting the RETAIL LEASE, Page 5 N776 foregoing, Tenatat sltiilI (1) maintain the interior walls and the interior surfaces of exterior walls (including painting; and other treatment thereof), store fronts, plate glass windows, doors, door closure devices, window and door frames, molding, toe ks and hardware, -floors, floor coverings and cEiling, (2) maintain, repair and replace all plate and other glass, (3.) Tannish, maintain and replace all electric light btalbs, tubcs and tubo casings, and (44) maintain all plurnbing and electrical systems and all equipment (including all air conditioning, heating; and ventilating equipment) and fixtures within or serving the Premiscs, Tenant's Off�Pre rises Equipment And all areas, improvements and systems exclusively serving the :Premises, in each ease, in good operating order and condition and in accordance. with all Laws and the equipment manufacturers' suggested service programs; and Tenant shall, at its sole cost and expense,, make all needed repairs and replacements to all of the foregoing itertis. If Landlord elects, Tenant shall enter into a preventive -maintenance/servipe contract with a maintenance contractor approved by Landlord for servicing all stir conditioning, hetatiaig and ventilating equipment serving the Premises. At Landlord's option, Landlord may enter into Stich ct service contract covering `tenant's equipment along with other tenants of the Shopping Center, and Tenant shall pay its proportionate Share of the cost thereof as Additional -Rent. Tenant shall keep all plumbing units, pipes and connections free from substruction and protected against ice and freezing, Tenant shall be responsible l'or the cleaning and maintetianoe of any grease trap serving the Premises and shall enter into, and. furnish to Landlord upon request a copy of, ai grease trap cleaning; and maintenance contract reasonably acceptabte w Landlord. Tenant shall repair or replace, subject to Landlord's direction and supervision, any damage to the Shopping Center caused by a Tenant Party. 3f l'onant fails to make such repairs or replacements within five business days alter written notice fiotn Landlord (or such longer period as may be reasonably required provided Tenant conitnences to pet fount such required repairs or replacements within such five business-day period aitd proceeds diligently to completion), then Landlord may make the same at Tenant's cost. If any such damage occurs outside of the Premises, then Landlord may elect to repair such damage at Tenant's expense, rather than having Tenant repair such damages. The reasonable costs of all gtlaintonance, repair or replacement work perforated by Landlord under this Section 7 shall be paid by Tenant to Landlord within 30 days after Landlord has invoiced Tenant therefor. (c) Performance of WorIC. All work described in this Section 7 shall be perr'ormed only by Landlord or by contractor's and subcontractors approved in writing; by Landlord, which approval will not be tmreasonably withheld for contractors and subcontractor's that maintain the insurance coverage required by Landlord, Tenant shall cause all contractors and ,subcontractors to procure and maintain insurance coverage naming. Landlord, Landlord's property tttanagennent company and Landlord's asset management company as additional insureds against such risks, in such amounts, and with such companies as Landlord may reasonably require. Tenant shall provide Landlord with the identities, mailing addresses and.telophoue numbers orall. persons performing; work or supplying materials prior to beginning such construction and 'Landlord may post on and about the Premises notices of non -responsibility pursuant to applicable Laws. All such work shrill be performed in accordance with all Laws and in a good and workmanlike manner so as not to damage the Shopping Center (including the Promises, the . Building's ,Structure and the Building's Systems). All such Work which may affect the Building's Structure or the Building's Systems teust be approved by the Building's engineer of record, at "T'enant's expense: and, at Landlord's election, must'be performed by Landlord's usual contractor for such. work. All work affecting; the Building roof must be performed by Landlord's roofing contractor and will not be permitted if it would void or reduce the warranty on the roof. (d) iViecltanic's Liens. All work perforniod, materials furnished, or obligations incurred by or at the request of a 'Tenant Party shalt be deemed authorized and ordered by Tenant only, and Tenant shrill not permit any incahattie's Hens to be filed against the Premises or the Shopping Center in connection therewith. Upon. completion of any such work, Tenant shall deliver to Landlord final lien waivers from all contractors, subcontractors and rnaterialmen who perforated saach work, if such alien is filed, then Tenant shall, within teal days atter Landlord has delivered notice ofthe kiting thereof to 'Tenant (or earlier as necessary to prevent the forfeiture of the Shopping.; Cearter or any interest of Landlord therein or the imposition of any litre with respect thereto), either (1) pay the amount of the lien and cause the lien to be released of record, or (2) diligently contest such lien and deliver to Landlord a bond or other security reasonably satisfactory to Landlord, If Tenant fails to timely hike either such action, then Landlord may pay the lien claire, and any amounts so paid, including expenses and interest, shall be paid by Tenant to Landlord within tett days after Landlord has invoiced Tenant therefor. landlord and Tenant acknowledge and agree that their rehitio.nship is and shall be solely that of "landlord -tenant" (thereby excluding a relationship of "owner -contractor," "owner -agent" or other similar relationships), Accordingly, all ntaterialmen, contractors, artisans, mechanics, laborers and any other persons now or hereafter contracting; with Tenant, any R '.T'A.IL LEASE, Page G 777 contractor or subcontractor of Tenant or any other Tenant Party for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Premiscs, at any time during the 'T'erm, are hereby charged. with notice that they look exclusively to Tenant to obtain payment for same. Nothing herein shall be (teemed a consent by Landlord to any liens being placed upon the Shopping Center or Landlord's interest therein dale to any work performed by or .for ':tenant or deemed to give any contractor or subcontractor or materialman any right or interest in any funds ]told by Landlord to reimburse Tenant fns any portion of the cost of such work. Tenant shalt defend, indemaify and hold harmless Landlord and its agents and representatives front and against all claims, demands.,Gauses of action, suits, judgments, damages and expenses (including attorneys' Fees) ill any way arising From or relating to the failure lay anyTenant Party to pray for any work performed, materials furnished, or obligations incurred .by or tit tho request of.a Tenant Party. This indemnity provision shall survive tormination or expirationof this Lease. In order to coniply with the provisiotis of Seotion 7I330 of'the Plorida Statutes, it is specifically providedthat neither Tenant nor anyone claiming by, through or tnider Tennant, including, but not limited to, contragtors, sttbcontra0ors, ibaterialmen, rnaechanics and laborers, shrill have any right to file or place: any Mechanics' or rnaterialmon's lions of any kind whatsoever upon the Premises, the Shopping Center or improvements thereon, and such liens are hereby specifically prohibited. All parties with whom Tenant may deal are lint oil notice that Tenant labs no power to subject Landlord's interest to any mechanic's o)` inaterialtlten's liens of any /diad or character, and all such personas so dealing with Tenant must look solely to the credit of Tenant, and not to Landlord's interest or 79sGts, feittrrtt shall deliver written notice of the foregoing provisions to all persons performing work in the Premises. Additionally,if requested by Landlord, Tenant shall promptly execute and. deliver to landlord a notice of non -responsibility, in a for-rn provided by Landlord. (e) 1 iso of oof, The roof above the Premises is not part of the Promises aiid is e�ctusively , reserved to Landlord, rand Tenant shall not go on tine roof nor install any antennae, satellite dish or other improvements on the roof without Landlord's prior written consent, (1) Si nst Stone Fronts. Tenant shall not, without Landlord's prior written consent (.l.) snake any changes to or paint the store front; or (2) install any exterior Iigliting, decorations or paintings; or (3) erect or install any signs, banners, window or boor lettering, placards, dceorations or advertising media of any type visible from the exterior or interior of the Premises. All signs, decorations and advoili,sing media shall conform to the sign criteria attached as i�,ff_ i Lft E. landlord may designate a uniform type of sign :for the Shopping Center to be installed and paid for by Tenant. Tenant shall, on or before the Commencement Date, install all signs in accordance with .Exhibit . At tiro enol of the Verna or upon termination of Tenant's right to possess the Prernises, or upon the removal or alteration of a sign for any reason, Tenant shall repair, paint, and/or replace the building fascia surface where signs erre attached. (g) Uttir aa' , Landlord shall provide and maintain the facilities necessary to supply water, electricity, gas (if applicable), telephone service and sewerage service to ffie Prernises. Tenant shall be responsible for providing tinny teeters or other devices for the measurement of utilities supplied to the designated point of service. Tenant shall prornptly pay all charges for electricity, water, gas, telephollo service, sewerage service avid other utilities furnished to the Promises (including all tap fees and similar assessments made in ponn.ecting the Premises to such utilities) and any n aintenance charges therefor•. Landlord shall not be liable to Tenant, any Tenant Party or any other person or entity whatsoever, for abatement of rent as a result of, or for any other loss or damages whatsoever occurring in connection with, any interruption or failure whatsoever in utility services, and Tenant shall comply with till provisions of this Lease notwithstanding any such failure or interruption, 8. Use a ad Care of the Premises. (a) Use and_Opgrations. Tenant shall continuously occupy and use the Premises only for the Permitted Use, using only the Trade Name, and shrill comply with all Laws relating to this Lease and/or the Ilse, maintenance, condition, access to, and occupancy of the Prornises and will not commit waste, overload the Building's Structure or the Building's. Systems or subject the Premises to use that would damage tile: Premises. Tenant shall, in good Faith, continuously throughout tyre 'reran carry on in the entire, Premises the type of business for which the Promises are leased, operating its business with a complete line and sufficient stock of new merchandise of current style and tyre, attractive displays, and in an efiielent and reputable manner so as to produce the mtaxinaum amount of Gross Sales, and shall, except (airing reasonable periods for repairing, alcaning and decorating, keep tlae Prenlises open for btlsineSS with adequate and competent personnel ill attendance on all days and during till hours RETAIL LEASE, Page 7 1 `� 778 (including evenings) established by Landlord from time to time as store hours for the ,Shopping Center; which. Tetnant's operating hours shall in no event be less thein from 11:30 tr,nn. to MOO p.m, Sunday through Thursday, and on Fridays and Saturdays from 11,30 aan. to 11:00 pan,, except to the extent Tonan.t may be prohibited from being open. For business by applicable .Law. (b) inheact..on 1.rrsuralnee. The Premises shall not be used for any use that is disreputable, creates extraordinary fire hazards, or results in ail increased rate of Insurance on the Shopping Center or its contents, . or for the storage of any Hazardous Materials (other than those in normal commercial and retail applications or sold as retail aotnsunner pr-aducts and then only in. compliance with all Laws)• lf, because of a Tenant Party's acts or because. Tenant vacates the Promises, the. rate of insurance on the Shopping Center or its contents increases, then Tenant shall pay to Landlord the amount of such increase on demand, and acceptance of such payment shall not waive any of Landlord's other rights. (c) Limitations oin Onerations. Tenant shall conduct its business and control each other Tenant Party so as not to create any nuisance or unreasonably interfere with other ternaints, invitcos, or tandlord in its management of the Shopping Cniater. Tenant shall not conduct or operate within or about the Premises ally (1) firc, auction, bankruptcy or "going out of business" stiles, (2) a "wholesale" or 'Thotory outlet" store, (3) a cooperative; store, (4) ar "Second Mattel" store, (5) a "flea market" Store, (6) a "surplus" Starr;, or (7) a store Conntnonly referred to as a"discount house. Tenant shall not advertise that it sells products or services at discount,."cut-price" or "cut- rate" prices. Tenant shall not (A) permit any objectionable or unpleasant odors to emanate ftom tits Premises; (13) place or permit any radio, television, loudspeaker or amplifier on the roof or outside tW Premises or where the same can be seen or heard from outside the Building or in the Common Arca; (C) place an antenna, awning or other projection on the exterior of the Premises; (D) solicit business or distribute leaflets or other advertising material in the Common Area, (1;) take any other action that would constitute a nuisance or would disturb or endanger other tenants of the ,Shopping Center or unreasonably interfere with their use of their respective premises; or (1t) do anything that would tend to injure the .reputation of the Shopping Center. Furthermore, the Premises maty .not be used in any manner that would violate any exclusive use covenant or use restriction then in effect for the henefrt of any tenant of the Shopping Center or violate any restrictive covenants or other covenants and restrictions then affecting the Shopping Center, including the prohibited uses identified on Exhibi# I. If Landlord, in its sole but reasonable discretion, incurs any expense in connection with any Tenant Party's violation of this Section Tenant shall inlrnediately reimburse Landlord all of Landlord's reasonable expenses therefor within 30 flays following demand therefor. (d) Care of the Premises. Tenant shall tape good care of the Premises And shall Leola. the Premises clean, sale and fine from# deterioration and waste, and shall maintain the Premises, and conduct all Nsiness therein, in accordance with this Lease unci all Laws and lawful directions of proper police officials. Additionally, Tenant shall .keep the Promises and sidewalks, serviceways and loading areas adjacent to the Premises neat, clean and free fronn dirt, rubbish, insects and pests at all times. Tenant will storm all trash and garbage within the area designated by Landlord for trash pickup and removal, in receptacles of the size, design and color froru time to time prescribed by Landlord rand shall, at its sole expense, arrange for the regular pickup of such trash and garbage at a frectlrcrtcy drter•rarined by Larndlotcl. Deceiving and delivery of foods and merohandise and removal of garbage and trash shall be made only in the manner and areas from time to time prescribed by Landlord. Landlord may arrange for collection of all trash. and garbage and, should Landlord exercise such election, Tenant small teary its Proportionate Sparc; of the cost thereof as Additional Rent. Tenant shall not operate an incinerator or burn trash or garbage within the Shopping Center, Tenant shall, at Tenant's sole cost and expense, obtain and maintain in effect at all times a post control service to regularly oxterminate tine Premises for all hosts. Such service shall exterminate the Premises as necessary to keep the Premises reasonably free from pests. TfTenant fails to provide such service to Landlord's reasonable satisfaction, .Landlord shall have the right, but not the obligation, to provide such pest control as Landlord, in its sole discretion, deems appropriate, and Tenant shall be liable for all reasonable costs thereof and all Shall pay all such amounts to Landlord upon demand.. (e) Display 'Windows. Tenant shall maintain all display windows in a neat, attractive condition (as delermined by Landlord in its sole but reasonable discretion), and. shall keep all display windows and exterior clectric signs in front of the Promises lighted from dusk until 10:00 paun every day, including. Sundays and holidays. Landlord reserves the right to connect all canopy signs in the Shopping Center, including Tenant's, to a cornmun electrical line controlled by Landlord, in order to control the hours during which such signs are kept RETAIL. LBASB, Mage S ,V1 779 lighted, and, should Landlord exercise st►ch right, Tenant shall pay its Proportionate Share of till charges for t'ho installation, maintenance and repair of such electrical line, as well. as All electrical usage charges associated therewith, as Additional Rent. (0 P Twits and Licenses. Tenant shall procure, at its sole expense, all permits and licenses requircd for its operations and the transaction of business in the Premises, (g) el,lit►c,_itlotr_of Spam within Progises. Tenant shall warehouse, store or stock on the Pre►anises only ,sirclt goods, wares and merchandise as Tenant intends to offer for sale at retail in or froin the Pro►nises, and as is Pennitted tinder this Lease, and Tenant way use for office or tion -selling purposes only such space as is reasonably required for Tenant's business. In no event, however, shall the aggregate amount of space in the Premises utilized for office or non -selling purposes exceed 20% of the gross leasable area of the Premises; Without litniting the generality of the foregoing, areas used for the storage or stocking of inventory which are not publicly displayed shall be deemed used for "non -selling" purposes. (li) Open for Busluess. if Tenant shall rail to (1) open for business to the public in tine Premises fixtured, stocked and staffed as herein provided on the Commencement Date, (2) open and remain open :for business as herein provided during such hours as herein required, or (3) maintain during such hours a staff' of employees and stock of merchandise as .herein required, the same shall constitute An Event of Default hereunder without the necessity of any notice thereof from Landlord to Tenant. (i)o Solicitations. Tenant shall not .engage in, near permit its employees, agents, Affiliates or customers to engage in, solicitations, demonstrations or other activities inconsistent with first-class shopping center standards. 0) Corn liarice wit ► Law. (1) Existin lraaivs. If any Laws in existence as of the elate of this Lease require an alteration or modification of the Premises (a "Carie Modifie�Ltign") and such Code Modil►cation. (i) is not made necessary its a result of the specific fuse tieing made by 'Tenant of the Premises (as distinguished from an alteration or im'provvniont which would be required to be made; by the owner of any building comparable to the Shopping Center irrespective of the use thereof by any particular occupant), and (.ii) is not made necessary as a result of any alteration of tyre Premises by "Tenant, then Stich Code Modification shall be performed by Landlord at Landlord's sole cost and expense. (2) Governmental :Re Mations — Landlord ResponAblifty. Ir, as a r".ult of one or wore Laws that are not in existence as of the nate of'this Lease, ase, it is necessary from time to time during the Team, to perform a Code Modification to the Shopping Center that (i) is not made necessary kis a result of the specific use being inade by 'Tenant of tile: Preanises (as distinguished frons an alteration or improvement which would be .required to be made by the owner of any building; comparable to the Shopping Center irrespective of Che: itse thereof by any particular occupant), and (ii) is not made necessary as o result of any alteration of the Premises by "tenant, such Code Modification shall be performed by Landlord and Tenant shall pay its Proportionate Share or tlae cost thereof as Additional Rent, (3) Governmental Regulations — Tenant Res onsibilit . If, its a result of orre or more laws, it is necessary from time to time during the Term, to perform a Code Modification to the Shopping Center that is made necessary its a result of the spocir►c use being made by 'Tenant of the Premises or as a result orally alteration or the .Premises by Tenant, such Code Modifrcition shall be the sole and exclusive responsibility or Tenant in all respects; provided, however, Tenant shall have the right to retract its request to perform .a proposed alteration in the event that the; Performance of shah alteration would trigger the requirenient for a Code Modification. 9. Assign►merit and SSublettin RETAIL LEASE, Page 9 ' 780 (n) Transfers. Except as provided in Section 9 l€ , Ter€ant shall not, without the J.Wior . written consent of Landlord, (.1) assign, transfer, or encs€tuber this Lease or any estate or interest herein, whether directly or by operation of law, (2) permit any other entity to become Tenant heroundcr by merger, consolidation, or other reorganization, (:3) if Tenant is an entity other than a corporation whose stock is publiely traded; permit the transfer of an ownership interest in Tenant so as to result 3n a change in the cuircnt control of Tenant:, (4) sublet any portion of the Premises, (5) grant any license, concession, or other right of occupancy of tiny portion of the Promises, or (6) permit the use of the Premises by any parties oilier than Tenant (any of the events listed in Seed )n &0 through 9 a (ti) being a "Tx•ansfeir") (b) Ceinsont Stnnclaads. Landlord shrill not wireasonably withhold its consent to any assignment Or subletting of ilio Premises, provided that the proposed transferee (1) is creditworthy, (2) has a good reputation in the business community, (3) will use the Premises only for the Permitted Use and will not use the Premises in any manner that would violate any exclusive rise :covenant 61' ><tse restt•ietian then in effect for the ben.ef%t of any tenant of the Shopping Center .c r violate any restrictive t;ovcnants or other covenants, conditions and restrictions then af'f'ecting; the Shopping Center, (4) does not engage in a business that competes with the business of any of the then-existing tenants of the Shopping Center; (6} docs not have excessive parking requireinunts, (G) isnot a g;ovemmental entity, or subdivision or agency thereof, (7) is not another OveLlpant of the Shopping; Center, (8) is in compliance with the regulations of the Office_ of Foreign Assets Control (' O AC") of the Department of the Treasury (including those narned oat OFAC:'s Specially Designated Nationals and Blocked Persons List) and any statute,, executive order (including; the September 24) 2001, Executive Carder docking; Property and Prohibiting. Transactions with Persons Who Commit, Threaten to Commit or Support Torroristn), or other governmental action relating thereto; and (9) is not a person or entity with whom Landlord is then, or has been within the six month period prior to the thine Tenant seeks to enter into such assignment or subletting, negotiating to lease space in the Shopping Center or any Affiliate of any such person or entity; otherwise, Landlord may withhold its consent in its sole discretion. Additionally, Landlord may withhold its consent to any proposed Transfer if any "went of Deftlult by Tenant then exists. (c) Request for onsent. At least 15 business days prior to the effective date of the proposed Transfer, Tenant shall provide La.rrdlord with a written description of all terms and conditions of the proposed Transfer, copies of the proposed documentation, and the following information about the proposed transferee; name and address of the proposed transferee and any entities and persons who own, control or direct the proposed transferee; reasonably satisfactory information about its business and business history; its proposed use of the Premises; banking; financial, and other credit information; and general rc(brences su fitoient to enable Landlord to determine the proposed transferee's creditworthiness and character. Within 30 days atter written notice from Landlord, Tenant will reimburse Landlord for its :reasonable attorneys' fees inctm-ed in eotrnection with considering any request Cor consent to at Transfer, not to exceed $2,500 per request for consent. (d) Conditions to Consent. if Landlord consents to a proposed Transfer, the proposers transferee sliall deliver to Landlord a written agrcenrent expressly assmning 'T'enant's obligations herctrrtder; however, any transferee of less than all the Promises shall be liable only for obligations under this Lease that are properly allocable to the space strbiect to the Transfer for the period of the Transfer, No Transfer shall release Tenant from its obligations under this Lease; Tenant and its transferee shall be jointly and severally liabte therefor. Landlord's consent to any Transfer shall not waive La►rdlord's rights as to any subsequent 'T`ransfers. if an Event of Default occurs while any part of the Premises are subject to at Transfer, then Landlord, in addition to its other remedies, may collect directly from such transforeo all rents becoming clue to Tenant and apply such rents against Rent. Tenant instructs its transferees to make payments of rent directly to Landlord upon receipt of notice iron) Landlord to do so .following the occurrence of an 'Event of Desault, Tenant shall pay .for the cost of any demising walls or other improvements necessitated by a proposed subletting or assignment. (e) Attornna.ent by Subtenants. Each sublease: hereunder shall be subject and subordinate to this Lease and to tho matters to which this Lease is or shall be subordinate, anti each subtenant is deemed to have agreed that in the event of termination, re-entry or dispossession by Landlord under this Lease, Landlord may, at its option, take over all of the right, title and interest oMnant, as sublandlord, under such sublease, and such subtenant shall, at Landlord's option, attorn to Landlord pursuant to the then executory provisions of such sublease, except. that Landlord shall not be (1) liable for any previous act or omission of Tenant under such sublease, (2) subject to any counterola€int, offset or defense of such subtenant against Tenant, (3) bound by any previous modification of such RETAIL LEASE, mage 10 1 781 sublease not approved by Landlord in writing or by any rent or additional rent or advance rent which stich subtenant Inas paid for more than the current month to Tenant, and all such rent shall remain due and owing, (4) Mind by any security or advance rental deposit made by such subtenant which is not delivered to landlord and with respect to which such subtenant: shall look solely to Tenant for refund or reimbursement, or (S) obligated to perforin any work in the subleased space or to prepare it for occupancy, and in connection with such attarnment, the subtenant shrill execute and deliver to Landlord tiny instruments Landlord may reasonably request to evidence andconfirm such attornmont. Each subtenant or licensee of Tenant shall be deemed, automatic;atly as a condition of its occupying; or ushig; any liars of the .Premises, to have agreed to be bound by the terms of this Section 9(e). (1) Cance t'on. Landlord iiaay, within 30 days after receipt of Tenant's written request for Landlord's consent to an assignment or subletting, oancel this Lease as to the portion of the Promises proposed to be sublet or assigned. as of the slate the proposed Transfer is to be effeptive. If Landlord cancels this Lease as to any Portion of the .Prerdws.; then this Lease shall cease for such portion of the Premises and. Tenant: shall pay to Landlord all Rent accrued through the cancellation date relating; to such portion of the Premises. Thereafter, Landlord niay lease such portion of the Premises to the prospective transferee (or to any other person) without liability to Tenant. (g) ,Additlonal CnrniReMatiozg. Tenant shall pay to Landlord, immediately upon receipt thereof, the excess of (1) all compensation received. by Tenant for. a Transfer less the aotual out-of-pocket costs reasoirably incurred by "Tenant with unaffiliated. third parties (i.e,, brokerage commissions and tenant finish: work) in connection with SUCK Transfer (such costs shall be amortized On a straight-line basis over tine term of the Transfer in question) over (2) the Rent Mlocable to the portion of the Nemises covered thereby. (la) kcrntitted Transfers. Notwithstanding jeotionn a), Tenant may Transfer all. or part of its interest in this Lease or all or mart of the Premises (a "Permitted TrraWfer") to the following types of entities (a 'Terinitte€1 Tr'nns feree") without the written consent of Landlord, (1) an Affiliate of Tenant; (2) any corporation, limited partnership, limited liability partnership, limited liability company or other business entity in which or with which Tenant, or its corporate successors or assigns, is merged or consolidated, in accordance with applicable statutory provisions governing merger and consolidation of business entities., so long as (A) Tenant's ' obligations hereunder are assumed by the entity surviving such merger or created by such consolidation; and (B) the ` wigible Net Worth of the surviving or created entity is not lass than the Tangible Net Worth of'renant as of the date hereof; or: (3) any corporation, limited partnership, limited liability .partnership, lirnited liability oornpany or other businem entity acquiring all or substantially all of Tenant's assets if such entity's Tangible Net Worth after such acquisition is not less than the Tangible' Net Worth of 'tenant as of the date hereof Tenant shall pro.urpily notify Landlord of any such Permitted Transfer. Tenant shall remain liable for the performance of all of the obligations of Tenant hereunder, or if Tenant no longer exists because of a merger, consolidation, or acquisition, the surviving; or acquiring entity shall expressly assume in writing tite obligations of Tenanl hereunder. Additionally, tlae Permitted Transferee shall comply with all of the terms and conditions of this Lease, and the use of the Premises by the Perrnitted Transferee may not violate any other agreements affecting the Premises, the Shopping Center, t,andlordor other tenants of [tie Shopping Center. No utter than 30 clays after the effective date of any Permitted Transfer, Tenant shall furnish Landlord with (f1) copies of the instrument effecting; such Permitted 'Transfer, (13) documentation establishing; Tenant's sotisfaction of the requirements set forth above applicable to any such Transter, (C) evidence of insurance as required under this 'Lease with respect to the Permitted Transferee, and (D) evidence of compliance with the regulations of Ol^AC and any statute, executive order (including the September 24, 2001, Executive Order Blocking; Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support. Terrorism), or other governmental action relating; thereto, including; the name and address of the Permitted Transferee and any entities and persons who own, control or direct the Permitted Transferee. The occurrence of a Permitted Transfer shall not waive Landlord's rights as to any subsegment RETAIL LEASE, Pag,o 11 t " 782 Transfers. "Tandy ble Nei Worth" meanq the excess of total assets over total liabilities, in each case as determined in accordance with generally accepted accounting principles consistently applied (" GAAI:"'), excluding, however, from the determination of total assets all assets which would be classified as intangible assets under GAAP including ,goodwill, licenses, patents, trademarks, trade naines, copyrights, and franchises. Any subsequent Transfer by a Permitted Transferee shall be subject to the terms of this Section 9. 10, Jnsurance; Waivers; Subrogation; Indemnity. (a) Tenakit's Insurance, .Effective as of the earlier of (1) the date Tenant enters or occupies the Premises, or (2) the Commencement Date and continuing throughout the Term, Tenant shall maintain the following insurance policies; (A) commercial general liability insurance in amounts of $3,000,000 per occurrence or, following; the expiration of the initial Term, such .other amounts as Landlord Rom time to time reasonably requires (and, if the use abd occupancy of the Premises include array activity or natter that is or may be excluded from coverage under a com7merohil general liability policy [e.g,, the sale, service or consumption of alcoholic beverages], Tenant sbaill obtain such endorsements to the commorcial general liability policy or othetwise obtain insurance to lmmire all liability arising from such activity or matter [including liquor liability, if applicable) in such. amounts as Landlord may reasonably require), insuring Tenant, Landlord, Landlord's property management company, Landlord's assert management company and, if requested in writing by .Landlord, Landlord's Mortgagee, . against all liability .for injury to or death of a person or persons or damage to property arising from the use and occupancy of the Premises and (without implying any consent by landlord to the installation thereo:l) the installation, operation, maintenance, repair or removal of Tenant's Off -Promises Equipment; (l3) .insurance covering; the full value of all alterations and improvements and betterments in the Promises, naming Landlord and Landlord's Mortgagee as Additional loss payees as their interests may appear, (C) insurance covering the full value .of all furniture, trade .fixtures and personal property (including property of Tenant or others) in the Premises or otberwise placid in the Shopping Center by or on behalf of a Tenant Party (including Tenant's Off -Premises Equipment), (D) contractual liability imurance sufficient to coves' Tenant's indemnity obligations hereunder (but only if such contractual liability insurance is not already included in Tenant's commercial general liability insurance policy), (E) worker's compensation insurance, and (P) business intera-uption insurance .in an amount reasonably acceptable to 'landlord. The liability insurance to be maintained by Tenant may have a deductible of no more than $5,000 per occurrence; the property insurance to be maintained by Tenant .army have a deductible of nes more than $10,000 per occurrence; and, all other insurance to be maintained by Tenant shall have no deductible, Tenant's insurance shall provide primary covernbre to .Landlord when any policy issued to Landlord provides duplicate or similar covertage; Landlord's policy will be excess over Tem -ti is policy. Tertant shall fornish to Landlord certificates of such insurance At least ten days prior to the earlier of the Commencement Date or the date Tenant enters or occupies (lie Prerrtises, and at least 1S drays prior to each renewal of said insurance, and Tenant. shall notify landlord at least 30 days before cancellation of any such insurance policies. All such insurance policies shall be in form reasonably satisfactory to Landlord, and issue([ by companicus with. an AN, Hest rating of A-F:VII or .better'. If "tenant fails to comply with the foregoing insurnrtcc requirements or to deliver to Landlord the certificates or evidence of covorazge required herein, and such failure continues for more than two business days after written notice frown Landlord, Landlord, in addition to any other remedy available pursuant to this Lease or otherwise, May, but shall not be obligated to, obtain such insurance and Tenant shall pay to Landlord within 30 days after written notice from Landlord, the premium costs thereof, plus an administrative fee of 15% of such cost. (b) Landlord's Irrsuranee, Throughout the Tertrs. of this Lease, Landlord shall maintain, was a minimum, the following lnsura sirs; policlM (1) property insurance for the Shopping Canter's rcplace.anent value (excluding property required to be insured by Tenant), less a commercially reasonable deductible if Landlord so chooses, and (2) commercial general liability insturance in an amount of not less than $3,000,000, Landlord tray, but is not obligated to, maintain such other insurance and additional coverages as it may deem necessary, The e.ost of all insurance carried.by Landlord with respect to the Shopping Center shall be included in Insurance Costs. The foregoing; insurance; policies and any other insurance carried by Landlord shall be for the sole benefit of Landlord and under Landlord's sole: control, and "Tenant shall have no right or claim to any proceeds thereof or any other rights thol-Ound.er. (G) No Subrogation; Waiver of Pro ort, `lainus. Landlord and Tenant each waives'any claire it might have against the other for tiny damage to or theft, destruction, loss, or loss of use of any property, to the extent the same is insured against under any insurance policy of the types described in this Section 10 that covers RETAIL L1 ASE, Paag o 12 783 the Shopping, Center, the Promises, Landlord's or Tenant's fixtures, personal property, leasehold improvements, or business, or is required to be insured against under the terms hereof, regardless of whether the negligence of the other party caused such Loss (defined below), Additionally, Tenant waives any claim Lt may have against: Landlord :Eor any Loss to the extent such Loss is caused by a terrorist act, Bach party shall. Cause Its insurance earrror to endorse all applicable policies waiving the carrier's rightsof recovery tinder subrogation or otherwise against the other ,party, Ncltwithstanding any provision in this Lease to the contrary, Landlord, its agents, employees and contractors shall pot be liable to Tenant or to any party claiming by; through or under Tenant for (and Tenant hereby releases Landlord and its servants, agents; contractors, employees and invitees from any claim or responsibility for) any damage to or destruction, loss; or loss of use, or theft of any property of any 'tenant Tarty located in or about the Shopping Center, causod by casualty, theft, lire, third patties or any other matter or cause, regardless of whether the negil.gence of any party caused su h loss in whole or In port, IIonant acknowledges that Landlord shall not curry insurance on, and shall not be responsible for damage to, any property of any Tenant Party located in or about the Shopping Center.. (d) nd malt . ,object to Section 1Q(�, Tel ant shall defend, indetri►iify, anti .hold .harn�lc ss Landlord and its representative.ss and agents from and against all claims; demands, liabilities, cattscs of action, suits, judgments, damages, and. exponsw (including reasonable attorneys' fees) arising from any injury to or death of any person or the damage to or theft, destruction, loss, or loss of use of, any property or inconvenience (a (.l) occurring in or on the Shopping Center (other than within. the .Premises) to the extent.oaused by the negligence or will ul misconduct of any Tenant Party, (2) occurring in tho ..Premises, or (3) arising out of the installation, operation, maintenance, repair or removal of any property of any Tenant Party located in or About the Shopping Center, including 't'enant's tuft-Prcrnises Equipment. it being agreed that clauses (2) and (3) of this Indemnity are intended to indemnify Landlord and its agents against the consequences of their own negligence or fault, even when Landlord or its agents are jointly, cmuparatively, contributively, or concurrently negligent with Tenant, and even though any such chitin, cause of action or suit is based upon or alleged to be based upon. the strict liability of Landlord or its agents; however, such indemnity shall not apply to the sole or grass negligence or willful misconduct of Landlord rind its agents. The hideirrriities set forth in this .Lease shall survive termination or expiration of this Tease and shall not terminate or be waived, dirninislFed. or.affected in any manner by any abatement or ttpporlionment of Rent ander any provision of this Lease, If any proceeding is filed for which indemnity is required hereunder, the indemnifying party agrees, .upon request therefor, to defend the indemnified party in such proceeding at its sole cost utilizing counsel satisfactory to the indemnified party. (e) Lost of Landlord's Insurance. Tenant shall pay its Proportionate Share of the cost. of the property and liability itisurance carried by Landlord from time to time with respect to the Shopping Center (including all building,% other improvernwits and the Common Area anti. Landlord's personal property used in connec=tion therewith), which may include fire and extended coverage insurance (including extended and broad form coverage risks, mudslide, land subsidence, volcanic eruption, flood, earthquake and rent loss insurance) and comprehensive general public liability insurance and excess liability insurance, in such amounts and containing such terms as Landlord dcetlts necessary or desirable (collectively, "Insurango t;osts"). Tenant will pay its Proportionate Share of Insurance Costs as a component of Tenant's payment of Tenant's Proportionate Share of the Retail Area lxpenscs, which shall be paid in accordance with Scction G d , 11. Snl► rdin ttlan• Attarnm nt• Notice to Lsdlord"s 144 t a ee. (a) nbordination. This Lease shall be subordinate to any deed of trust, mortgage, or other security instrument (each, a "Mart a e"), or any ground least:, master lease, or primary lease (each, a "Primar Lease"), that now or hereafter covers all or any part of the Wemises (the mortgagee tinder any such Mortgage, beneficiary tinder any such Gleed of trust, or the lessor tinder any such Primary Lease is referrer] to heroin as a "Landlord's Mor lLy aaee"). Any Landlord's Mortgagee may elect, at any time, unilaterally, to make this Lease superior to its Mortgage,. Primary Lease, or other interest in the Premises by so notifying Tenant in writing. The provisions of this. Section shall be self -operative and no further instrument of subordination shall be required; however, ill Coll rir'nlation of suds Subordination, Tenant shall execute and returns to Landlord (or such other party designated by Landlord) within tern days after written request therefor such documentation, in recordable Porta if required, its a Landlord's Mortgagee may reasonably request to evidence the subordination of this Lease to such Landlord's Mortgagee's Mortgage or Primary Lease (including a subordination, nob -disturbance and attornment RETAIL LEASE, Page 13 �� 784 agreement) or, .if the Landlord's Mortgagee so elects, the subordination of such Landlord's Mortgagee's Mortgage or Primary Lease to this Lease. (b) Attornment. 'Tenant shall attorn to any party succeeding to Landlord's interest in the Premises, whether by prirchase, foreclosure, deed in lieu of foreclosure, power of sale, or otherwise, upon such party's request, and shall execute such agreements confirming such attornmont as such party may reasonably requcrst. (c) Notice to Landlord's Mortgagee. Tenant shall not seek to enforce any rernedy it may have for any dofault on the hart sof Landlord without first giving rvrittmi ctotico by certified mail, return receipt requested, 81recifying the default in reasonable detail, to airy Landlord's Mortgagee whose address has been given to Tenant, and affording such Landlord's Mortgagee a reasonable opportunity to perform Landlord's obligations hereunder, (d) .Landlord's Mort fa eels .Proteetidn Previsiotts..I.f Landlord's Mortgagee shall succeed to the Interest of Landlord under this Lease, Landlord's Mortgagee shall .not be: (1) liable for any act or omission of any prior lessor (including Landlord); (2) bound by any Rent which, Tenant has Maid for more than the current month to any prior lessor (including Landlord), and all such rent shall remain clue and owing; (3) bound by any security or advance rental deposit made by Tenant which is not delivered or paid over to Landlord's Mortgagee and with respect to which Tenant shall look solely to Landlord for refund or reimbursement; (4) bound by any €ernrination, aniendment or modification of this Lease made without Landlord's Mortgagee's consent and written approval, except for those terminations, amondrucnts and modifications permitted to be made by Landlord without Landlord's Mortgagee's consent pursuant to the torms of the loan documents between Landlord and Landlord's Mortgagee; (5) subject to the .defenses which Tenant might have against any prior lessor (including Landlord); and (G) subject to the offsets which Tonant might have against any prior lessor (including Landlord) except for those offset rights which (A) are expressly provided in this Lease, (f3) relate to periods of time following the acquisition of the ghopping Center by landlord's Mortgagee, and (C) Tenwit has provided written notice to .Landlord's Mortgagee and provided Landlord's Mortgagee a reasonable opportunity to cure the evelYt giving rise to such offset event. Landlord's Mortgugoe shall have no liability or responsibility under or pursctant to the terns of this Leask or otherwise after it cetascs to own an interest in the Shopping Center, Nothing in this Lease shall be construed to rb u.ire Landlord's Mortgagee to see to the application of the proceeds of any loan, and. Tenant's agreements set forth herein shall not be impaired on account of any modification of the documents evidencing and scenting any loan. 12. Mules and Rqattlatiions. Tenant shall comply with the rules and regulations of the Shopping Center which etre attached hereto as Exhibit f . Landlord may, from time by €role, change such utiles and regulations for the safety, care, or cleanliness of the Shopping Center and related facilities, provided that such changes are applicable to all tenants of the Shopping Center, will not unreasonably interfere with Tenant's use of the Premises and: are enforced by landlord in a non-discriminatory manner. Tenant ;shall be responsible for the compliance with such rules and regulations by each Tenant Party, 13. Condemnation. (a) Total Taking. If'the entire Shopping; Center or Premises are taken by right of erninent domain or conveyed in lieu thereof (a "Taking"), this Lease shall terminate as of the date of the Taking;. (b) i'artlal Taking, - "renanes Ri&lits. If any part of the Shopping Centel- or Premises becomes subject to a Tatting and such ,raking will prevent Tenant from conducting; on a permanent basis its business in the Premises in a maturer reasonably comparable to that coaducted immediately before such Taking, then. Tenant may terminate this Lease as of the date of'such Taking by giving written notice to Landlord within 30 days after the Taking, and Minitrntrtr Rent and Additional Rent shall be apportioned as of the date of such Taking. if Tenant doers not terminate this Lease, then Minimum Rent and Additional Rent shrill be abated on a reasonable iasis as to that portion of the Premises tendered untenantable by the Taking. (c) .Partial "Caking - Landlord`s. Rights. if any material portion, but less than all, of the Shopping Center becomes subJect to a Taking, or if Landlord is required to pay any of the proceeds arising from a 'faking to a Landlord's Mortgagee, then Landlord may terminate this Lease by delivering written notice thereor to RETAIL LEASE, Page 14 qY 785 Tenant within 30 days after such Taking, and Minimum Rent and Additional Rent shall be apportioned as of the date or such Taking, If Landlord does riot so terminate this Lease, then this Lease will continue, but if any Portion of the Premises bas been taken, then Minimum Rent and Additional bent shall abate as provided in the last. sentence of Section 13M. (d) TfeippLgary Taking. If all or any poilion of the Premises becomes subject to a Taking; for to limited period of time, this Leaseshall remain. in full Coreg acid effect and Tenant shall continue to petforn-i all of the terms, condition% and covenants of this Lease, including the: payment of Minimum hent and all other amounts required hereunder. If any such temporary Taking terminates prior to the expiration of the Term, Tenant shall restore the Preutises as neatly as possible to the coridlition prior to such temporary Taking, at Tenant's sole cost and expense. Landlord shall be untitled to receive Clio entire award for any such temporary Taking, except that Tenant shall be entitled to receive the portion of such award which (l) compensates Tenant for its loss of use of the Premises within the Terni and. (2) reimburses Tenant far the reasonable out-of-pocket costs actually incurred by Tenant to restore the Prvmises ins required by th is Section. (e) Award. If any Taking occurs, flied Landlord shall receive the entire award or other compensation for the .laird on which the Shopping {wether is situated, file Shopping Center, and other itiiprovenwnts taken; however, Tenant may separately pursue a claim (to the extent it will not reduce Landlord's award) against the condennnor for the value of Tenant's personal property which 'Tenant is entitled to remove under this Lease, moving costs, loss of business, tante other claims it may have. 14. Fine or Otlrer CasttaltY. (a) Re»ait- Estimate, If the Premises or the Shopping Center are dannagedl by fire or oilier casualty (a „Casual "), Landlord shall, within. 00 days after such Casualty, deliver to Tenant a good faith estirnate (the"Dainage Notice") of the time needed to repair the damage caused by such Casualty. (b) 19nant's_17ights. Ira material portion of the Promisesis damaged by Casualty such that Tenant is prevented from conducting; its business in the Premises in a tanner reasonably comparable to that conducted immediately before such Casualty and Landlord estimates that the damage caused thereby cannot be repaired within 270 clays after (lie commencement of repairs (tine "Repair Per•ioci"), then Tennant may terminate this Lease by delivering written notice to Uindlo.rd of its election to tennninate within 30 days after the Ramage Notice has been delivered to Tenant, (c) Landlord's RIWAS, If a Casualty damages the Premises or a material portion of the Shopping; Center and (1) Landlord estimates that the damage to the Premises cannot be repaired within the Repair Period, (2) the daniag;e to the Premises exceeds 50% of the replacement cost thereof (excluding: foundations and rootingis), as estimated by Landlord, and such damage occurs during the last two years of the Term, (3) regardless of the extent of damage to the Premises, the damage is not fully covered by Landlord's insurance policies plus applimabl.c deductibles (provided that Landlord carries the insurance required lncreunder) or Landlord snakes a good faith determination that restoring the Shopping Center would be uneconomical, or (d) Landlord is required to pay any :insurance proceeds arising out of the Casualty to a Landlord's Mortgagee such that the remaining; insurance proceeds are insufficient to cover the costs of restoration, then Landlord may terminate this :Lease by giving written notice of its election to terminate within 30 days after the Damage Notim has been delivered to Tenant. (d) Repair Obligrotion. If neither party elects to terminate this Lease following a Casualty, thein Landlord shall, within a. reasonable time after such Casualty, begin to repair Clio Premises and shall proceed with reasonable diligence to restore [lie Premises to substantially the sane condition as they existed inarrtediate.ly before such Casualty; however, Landlord shall not be required to repair or replace any alterations or betterment.-, within the Premises (which shall be promptly and with due diligence repaired and restored by Tenant at Tenant's sole cost and expense) or any furniture, equipment, trade fixtures or personal property of Tenant or others in the Promises or the Shopping Center, and Landlord's obligation to repair or restore the Premises shall be limited to the extent of the insurance proceeds actually receives] by Landlord. for the Casualty in question (plus applicable deductible amounts). If this Lease is terminated under the provisions of this Section I , Landlord shall be entitled to the full proceeds of the insurance policies providing; coverage for all alterations, improvements and bettenncnts in the Premises (and, if Tenant .has failed to maintain insurance on such items as required by this Lease;, Tenant shall RE-J.'AIL LEASE3, Page 15 Ted 786 pay Landlord an amount equal to the proceeds Landlord would have received had Tenant maintained insurance on such items as required by this .Lease), (e) Ca ing n e ofTenant's Business: Rental Abatement. Tenant agrees that daring tiny period of roconstructlon or rcpair of the Promises it will contintie the operation of its business within the Promises to the: extent practicable, and Minimum Rent and Additional. Rent for the portion of (lie Promises rendered untenantable by the damage Miall be abated oil a remonable basis from the hate of damage until the completion of Landlord's repairs (or until the date of termination of this Lease by Landlord or Tenant its provided above, as the ease may be), unless Mie gross negligence or wi11R)l misconduct of Tenant Party miused such damage, in which case, TetiantshaP continue to p.oy Rentmithout abatonicrtt. M Taxes. (a) Removal Property Faxes. Tenant shall be liable for all taxes levied or assessed against personal. property, furniture, or fixtures placed by Tenant in the .Premises or in or on the Building or Shopping .Center. If any taxes for which Tenant is liable are levied or assessed against Landlord or Landlord's property anci Landlord elects to pay the sante, or if the assessed value of Landlord's property is increased by inclusion of such personal property, AUlliture ar fixtures and Landlord elects to pay the taxes based on such increase, then Tenant shall pay to Landlord, within 30 days Following written request therefor, the part of such taxes /tor which Tenant is primarily liable hereunder; however, Landlord shall not pay such amount if Tenant notifies Landlord that it will contest the validity or arnount of such taxes before .Landlord makes such payment, and tliereafter diligently proceeds with suchcontest in accordance with Law and if the non-payment thereof does not pose a threat of loss or seizure of the Shopping Center or interest of Landlord therein or impose any fee or penalty against Landlord. Tenant, and not Landlord, shall pay, when due and payable, the Florida State Sales Tax and any other sales or excise tax or assessment now or hereafter levied or assessed upon or against Tenant's or :Landlord's interest its the Rent to be paid tinder this Least;, or any portion thereof, or Landlord's interest in this Lease or its income therefrom. Should the appropriate taxing authority require that any such sales or excise tax and/or assessment be collected by Landlord for or on behalf of such taxing authority, then such sales or excise tax and/or assessment shall be paid. by Tenant to Landlord, as Additional Kent, in accordance with the terms of aay written notice from Landlord to Tenant to such effect. (b) ;;f"axes.., Tenant shall pay its Propoilionate Share of all taxes, assessments and governmental ebarges of any kind and :nature whatsoever levied. or assessed against the Shopping Center, and any other charges, taxes lane//or impositions now in existence or hereafter imposed by any governmental authority based upon the privilege of renting the. Promises or upon the amount ofrent collected therefor, whether they be by taxing districts or authorities presently taxing the Shopphlg Center or by others subsequently created or otherwise (collectively, "Tsses"). '.faxes shall also be deemed to include any special taxing district assessment which is imposed in order to fund public facilities for the area in which the Shopping Center is located. Taxes shall not include federal and state taxes on income; however, if the present method of taxation changes so that, in lieu of or in addition to the whole or any part of any Taxes, there is levied on Landlord a capital tax, sales tax, or use tax directly on the rents received or a franchise tax, assessment or charge; based, in whole ar iso part, upon such rents for the Shopping Center, then all such taxes, assessments and charges, or the part thereof so based, shall be deemed to be included within the term "Taxes." for purposes hereof, For property tax .purposes, Tenant waives all rights to protest or appeal the appraised value; of the Ilreritises, as well as the Shopping Center, and all rights to receive notices of reappriusernent, Tenant will pay its Proportionate Share of Taxes as a component of Tenant`s payment of Tenant's Proportionate Share of the /retail Area Expenses, which shall be paid in accordance with Section G(d). (c) Tax Con_sulta_n__t;_Contest of Taxes laylov .Landlord, Landlord shall have the right to employ a tax consulting firm to attempt to assure a fair tax burden on the Shopping Center. Tenant shall pay to Landlord upon demand from time to tune, as additional Rent, Tenant's Proportionate Share of the reasonable cost of such service. Additionally, Landlord shall have the right to contest any tax assessment, valuation or levy against the Shopping Center, and to retain legal counsel and expert witnesses to assist in such contest and otherwise to ineur expenses in such contest, and Tenant shall pity upon demand Tenant's Proportionate Share of any reasonable fees, expenses and costs incurred by Landlord in contesting any assessments, levies or tax. rate applicable to the Shopping Center or portions thereof whether or not such contest is successful. if such contest results in a refund of Taxes in tiny year, Tenant shall be entitled to receive its Proportionate ,Share of such refund, pro -rated for the period with RETAIL LEASE, Page 16 N 787 respect to which Tenant paid its share of 'Taxes for such year, after deducting from the refund all reasonable tees, expenses and costs incurred by Landlord in. such contest. M. Events of Default. 'U -ch of the following occurrences shall be art "Event of Def:cult", (a)n inent Default. Tenant's failure to pay Rent within three business days of the bate due; which failure continues for rive clays after Landlord has delivered written notice to Tenant that the.sarne is clue; however, an Event of Default shrill occur hereunder without any obligation of Landlord to give any notice if 'Tenant fails to pay Rent within three business days of the date cute and, during the 12 month interval preceding such failure, Landlord . has givens 'fenant written notice of failure to pay Tient on one or more occasions. (b) AbandiLmnent, Tenant (1) abandons or vacates the 'premises or any substantial portion thereof or (2) foils to continuously operate its business in the Treatises for the Permitted Use set forth herein. (c) Attachment, if any execution, levy, attachment, or other process of law shall occur upon Tenant's goods, fixtures or interest in. the Premises. (d) &to mel, Tenant rails to provide any estoppel certificate after Landlord's written request therefor pursuant to Section and such :failure shall continue for five days after Landlord's second written notice thereof to Tenant, (e) fttsmrance. Tenant fails to procure, maintain and deliver to Landlord evidence of the insurance policies and coverages its required under Secti, 0 4). (1 Mechanic's Liens. Tenant fails to pay and. release of record, or diligently contest and .bond around, any mechanic's lien filed against the Promises or the Stropping Center for any work performed, materials furnished or obligation incurred by or at the requost of Tenant, within the time and in the Branner required by SLctiUn 7td)7fd). (g) Q.ther Defaults. Tenant's failure to perform, comply with, or observe any other agreement o.r obligation of Tenant under this Lease and the continuance oFsuch failure for• a period of more than 30 days after Landlord has delivered to Tenant written notice thereof; however, if such failure cannot be cured witllin such 30 -flay period (thus excluding, for example, Tenant's obligation to provide. Landlord evidence of Tenant's insurance %overage) ,and Tenant commences to cute such failure within such 30 -day period and thereafter diligently pursties such core to completion, then such failure shall not be in Event ofDefttult unless it is not frilly cured within an additional 30 =days after the expiration of the 30 -day period. (h) Li The filing of a petition by or against Tenant (the terns "Tenant" shall include, for the purpose of this Section lG h , any guarantor of Tenant's obligations hereunder) (1) in ally bankruptcy or other insolvency proceeding; (2) seeking any relief under any state or federal debtor relief law, (3) for the appointment of a liquidator or receiver for all or substantially all of Tenant's property or for Tenant's interest in this Lease; (4) for the reorganization or mortification of Tenant's capital structure; or (5) in any assignment for the benefit of creditors proceeding; however, if such a petition is filed against 'Tenant, then such filing shall not be an Event of Default unless Tenant fails to .have the proceedings initiated by such petition dismissed within 90 days alter the filing thereof, 17. Re nedies. Upon any Event of Default, Landlord may., in addition to all other rights and remedies afforded L.atndlord. hereunder or by law or equity, take any one or more of the following actions: (a) Termination of Lease, Terminate this Lease by giving Tenant written notice thereof, in which event Tenant shall pay to Landlord the sum of (1) all Rent accrued hereunder through the date of termination, (2) all amounts clue under Sectioir 18(�c}18(a, and (3) an Amount equal to (A) the total Rent that Tenant would have been required to pay for lite remainder of the Term discounted to present value at a per annum rats; equal to the "Prime Rate" as published on the date this Lease is terininated by The Wall Street Journal, Southeast Edition, in its lasting of RETAIL, LEASE, Page 17 l 788 "Morley Rates" n1inus one percent, minus (.3) the then present fair rental value of the Premises :For such period, similarly discounted; (b) Terminatlon of Possession, Terminate Tenant's right to possess the Promises without terminating this lease by giving written potice thereof to Tenant, in which event Tonant shall pity to Landlord (1) till Rent and other amounts accrued hereunder to the date of termination of possession, (2) all amounts due from time to time underectio i Ua , and (3) all Rent and other .net suing required hereuunder to be pail by Tentirit during the remainder of the Tenn, diminished by any net stuns thereafter received by Landlord through reletting the Prez 7ises during_ such period; after deducting all reasonable costs incurred by Landlord in reletting the :Proinises. if Landlord elects to proceed under this ection l7(b)17(b), Landlord may remove all of Tenant's property from the ;Premises and store the same in a public warehouse or elsewhere at the cost of, and for the account. of, Tenant, without becoming liable for any loss or damage which may be occasioned thereby, Landlord shall use .reasonable efforts to rolet the Premises on such terms as Landlord in its sole reasonable di:sorotion nlay determine (including a term different from the Teiin, rental concessions, and alterations to, and improvement of, the Prernisea); however, Landlord shall not be obligated to relet the Premises before leasing other portions of the Building or Stropping Center and Landlord shall not be obligated to accept any prospective tenant unless such proposed tenant ineets all of Landlord's leasing criteria. Landlord shall not be liable for, nor shall 't'enant's obligations hereunder be diminished because of, Landlord's failtrre to relet the Promises or to collect tent due for such reletting. Tenant shall not be entitled to the excess of any consideration obtained by roletting over the Rent due hereunder. Reentry by Landlord in the Premises shall not affect Tenant's obligations hereunder for the unexpired Term; rather, Landlord may, from tune to time, bring an action against Tenant to collect amounts due by Tenant, without the necessity of Landlord's waiting until tiro expiration of the Term. UnJQss Landlord delivers written notice to Tenant .expressly stating that it has elected to terminate this .Lease, all actions taken by Landlord to dispossess or exclude Tenant frons the Promises shall be deemed to be taken under this &ction 17b. , If Landlord elects to proceed under this &ctiotr .17(b), it may at any time elect to terminate this Lease tinder Sectioru .17(a}; (c) Porforf'orrn Acts on Belrsilf of Tenant. Perform any act 'l'enant is obligated to perform under the terms of this Lease (and enter upon the Premises in connection therewith if necessary) in Tenant's name and on Tenant's behalf, without being liable for any claim .for damages therefor, except to the extent caused by Landlord's gross negligence or willt`id misconduct in performing such obligation, and Tenant shall reimburse Landlord on demand for any expenses which Landlord may incur in thus effecting compliance with Tenant's obligations tinder this Lease (including, but not limited to, collection costs and legal expenses), plus interest thereon at the Default Rate; (d) Sus nslor of Ser3jces. Suspend any services required to be provided by Landlord hereunder without being liable for any claim for damages therefor; (e) Distress for .Rent. Institute a distress for runt action and obtain a distress writ under Section 83.11 through 83..19, Florida Statutes; or (f) Alteration of Locks, Additionally, with or without notice, and to the extent permitted by Law, Landlord may alter locks or other security devices at the Treatises to deprive 'Tenant of access thereto, and Landlord shall not be required to provide a new key or right ofaccess to Tenant. 18. Pa moot by Tenant; Non-Walver• Cumulative R rnodie . (a) Payinent by Tenant. Upon any Event of Default, `1'ertant shall pay to Landlord all costs incurred by Landlord (including; court costs and reasonable attorneys' fees and expenses) in (1) obtaining possession of the Promises, (2) removing and storing Tenant's or any other occupant:'s property, (3) repairing, restoring, altering, remodeling;, or otherwise patting the Promises into the condition required at the expiration ofthe'Turm, (4) if Tenant is dispossessed of the Preinises and this Lease is not terminated, reletting all or any part of the Premises (including reasonable brokerage commissions, cost of tenant finish work, and other costs incidental to such reletting), (5) performing Tenant's obligations which Tenant failed to perform, and (fi) enforcing, or advising Landlord of, its rights, remedies, and recourses au•ising out of the default. To the Frill extent permitted by law, Landlord and Tenant agree the federal and state courts of the state in which the Shopping Center is located shall have exclusive RETAIL..LEASL, 'mage 18 OA 789 jurisdiction over any nutter relating to or arising from this Lease and the panties' rights and obligations under this Lease. (b) No Waiver. Landlord's acceptance of Rent. 'following au Event of Default shall not waive Landlord's rights regarding such Event of Default. No waiver by Landlord of any violation or breach of any of the terams contained horein shall waive Landlord's rights regarding any future violation of such tern. :Landlord's a0ceptarrco of any partial payntont of Rent shall not waive Landlord's rights with regard to the remaining portion of the Rent that is due, regardless of any ondorso neat or other statement on any instrument delivered in payment of Rent or any writing delivered in connection therewith; accordingly, Landlord's ac ieaptance of a partial payment of Tent shall. not constitute an accord and satisfticti.on of fthe full amount of the .Rent that is due. (c) ClImu.latiye Iterno& , Any And all remedies set .forth in this Lease, .(.1) shall be in addition to any and all rather remedies Landlord may have at lav or in equity, (2) shall be cumulative, and (3) tray be pursued successively or eoneurrently as Landlord may elect. The exercise of any rennedy by Landlord shall not be deemed au election of remedies or preclude .Landlord from exercising any other rernedi.es in the future, (d) Tenant Waiver. Tenant hereby expressly, unconditionally and irrevocably waives all constitutional, statutory or common taw `bond ng requirements including the regWrement under Section 83.12, Florida Statutes that Landlord file a bond payable to Tenant; it being; the intention of the parties that no bond shall be required in any distress action. 19. Lairdlo d's Iden. In addition to any statutory landlord's lien, now or .hereafter enacted, Tenant grants to Landlord, to secure performance of Tenant's obligations hereunder, a security interest hi all of Tenant's .property situated in or capon, or used in connection with, the Premises or the Shopping Center, and all proceeds thereof (except merchandise sold in the ordinary course of business) (collectively, the "Collateral"), and the Collateral shall not be removed from the Premises or the Shopping Center without the print' written consent of Landlord until all obligations of 'Tenant have been fully performed. Such personalty thus encumbered includes specifically all Trade and other fixtures for the purpose of this Section 19 and inventory, sc)uiprnent, contract rights, accounts receivable and the proceeds thereof Upon the occurrence of an Event of Default, Landlord may, in addition to rill other remedies, without notice or demand except as provided below, exercise the righo afforded to a secured party under the Uniform Commercial Code of the state in which the Premises are located (the "UCC"), To the extent the UCC requires Landlord to give to Tenant notice of any act .or event acid such notice cannot be validly waived before a default occurs, their five days' prior written notice thereof shall be reasonable notice of the act or event. In order to perfect such security interest, :Landlord may file any financing statement or other instrnnrent necessary at Tonant's expense at the state and county Uniform Comincrcial Code filing offices, Tenant grants to Landlord a power of attorney to execute and file any financing statement or other necessary instrument to perfect Landlord's security interOt cinder this &ection 19, which power is coupled with an interest and is irrevocable daring the Term. Landlord may also file a copy of this Lease as a financing statement to perfect its security interest in the Collateral. Within ten days following written request therefor, Tenant shall execute financing statements to be filed of record to perfoct Landlord's security interest in the Collateral. 20. Surrender of Premises, No ,act by Landlord shall be decreed all acceptance of a surrender of the Promises., and no agreertient to accept a surrender of the Premises shall be valid unless it is In writing and signed by Landlord. At the expiration or termination of this Lease, Tenant shall deliver to Landlord the Premises with all improventertts located therein in good repair and condition, free of Ho7ardous Materials placed on the -Premises during the Term, broom -Glean, reasonable wear and tear (arid condemnation and Casualty damage not caused by Tenant, as to which Sections 13 and 4 shall control) excepted, and shall deliver to Landlord all keys to the Premises. Provided that no default by Tenant then exists under this Lease, Tenant may remove all unattached trade fixtures (winch, for purposes of this sentence., shall not include carpeting, floor coverings, attached shelving, lighting fixtures, wall ooverings; or similar improvements), furniture, and personal property placed ill the Premises or elsewhere in the Shopping Center by Tenant (but Tenant. may not remove any such item which was paid for, in whole or in part, by Landlord or any wiring or cabling unless Landlord requires such removal). Additionally, Tenant shall remove such alterations, additions, improvements, trade fixtures, personal property, signs, equipment, wiring, conduits, cabling and furniture (inchrding Tenant's Off Premises Equipment) as Landlord requests; however, Tenant shall not be required to .remove any addition or improvement to tile Premises or the Shopping Center. if Landlord has specifically agreed in writing that the improvement or addition in question need not be removed. RETAIL LEASE, Page 19 1790 Tenant .shall repair all damage caused by such removal. All items not so removed shall, at Landlord's option, be deeined to have Well abandoned by Tenant and may be appropriated, sold, stored, destroyed, or otherwise disposed of by Landlord without notice to Tenant and without any obligation to account for such items; any such Oiposition shall not be considered a strict forcolosure or other exercise of Landlord's rights in respect of the security interest granted under_L cgcciorr M The provisions of this Section 2l? shall survive the end of the Term, 21., Holdlu Over, 1f Tenant fails to vacate the Premises at the enol of the Terni, then Tenant shall be a tenant Ort sufferance anti (a) Tenant shall pay, in addition to the other hent, Minimum .bent equal to 150% of the Rent payable daring the last month of the Term, and (b) Tenant shall otherwise continue to be subject to all of Tenant's atiligations tinder this Lease. Tile provisions of this Section 21 shall riot be deemed to lit -nit or constitute a waiver of any outer rights or remedies of Landlord provided herein or at law, If Tenant fails to surrender the Pretiiises upon the termination or expiration of this. Lease, in addition to any other liabilities to Landlord accruing therefro.n , Tenant shall protect, deferrer, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from Such failure, including tiny claims tirade by any succeeding tenant founded upon such failure to surrender, and any lost p.rofiits to Landlord resulting therefrom, 22. Certain_Malas Reserved kir+ Landigr°<l. Provided that the exercise of such rights does not unreasonably interfere with Tctlant's occupancy of the Pr6mises, Landlord shall have the following; rights: (a) Sbonping Center Operatigns.. To decorate and to make inspections, rep air$, alterations, additions, changes, or a inipr'ovenxents, whether structural or otherwise, in and tibout the Shopping Center, or any part thereof; to enter upon the Promises (after giving Tenant reasonable notice thereof, Which may be oral. notice, except in oases of real or apparent emergency, in which case no notice shall be required) and, dining the continuance of any such work, to temporarily close doors, entryways, public space, and corridors in the Stropping Center; to interrupt or temporarily suspend Shopping Center services and facilities; .to ohange the name of the Stropping Center; and to change the arrangement and location of entrances or passageways, doors, and doorways, corridors, elevators, stairs, restrooms, or other public parts of the Shopping Center)- (b) enter;(b) Securily, To take such reasonable measures as Landlord deems advisable for the ,security of the ,S.hopping Center and its occupaws; evacuating; the Shopping Center for cause, suspected cause, or for chill purposes; temporarily decrying access to the Shopping Center; and closing the Shopping. Center triter normal business hours and on Sundays and holidays, subject, however, to Tenant's right to enter when the Shopping Center is closed after normal business hours tinder such reasonable regulations as Landlord may prescribe from tirne to time; (c) Pros edge Pti'ghas rs and Lenders. To enter the Premises tit all reasonable hours, upon reasonable pr•iornotice, to show the Premises to prospective purchasers or lenders; and (d) Prospective Tenants, At any time during the last .12 months of the Term (or earlier if Tenant has notified Landlord in writing that it does not desire to renew the Tuna) or at any time following the occurrence of an Event of Default which remains uncured, to enter the Premises at all reasonable hours, upon reasonable prior notice, to show the Premises to prospective tenants, 23. S ibstltt qqq S ace. Intentionally Omitted. 24, Miscellaneous. (rt) Landlord Transfer. Landlord may transfer any portion of the Shopping; Center and any of its rights under this Lease. if Landlord assigns its rights under this Leage, then Landlord shall thereby be released from any further obligations hereunder arising, after the date of transfer, provided that the assignee assumes in writing Landlord"s obligations herewider arising front and atier the transfer date:. (b) Landlord's Liability. The liability of Landlord (anal its partners, shareholders or racnibers) to Tenant (or any person or entity claiming; by, through or under Tenant) for any default by Landlord tinder the terms or this Lease or any matter relating to or arising; out of the occupancy or use of the Premises anal/or R aTAIL LEASE, Page 20 �v791 other areas of the Shopping Center (including the Common Area) shall be limited to Tenant's actual direct, but not consequential, da.niages therefor and shall be recoverable only £roar the interest of Landlord in the Shopping Center, and Landlord (sand its partners, shareholders or members) shall not, be personally liable for any deficiency. The provisions of this Section shall Survive any expiration or termination of this Lease. (c) Farce .Ma euro. Other than for ` onane..s obligations under this Lease that can. be performed by the payment of money (e.g;,, ..payment of Ront and maintenance of insurance), whenever a period of time is herein proscribed for action to be taken by either party Hereto, such party shall not be liable or responsible for, and there shall be excluded from the computation of any such period of tinie, any delays due to strikes, riots, acts of God, shortages of labor or materials, war, terrorist acts or activities, govcrtirript€tl laws, regulations, or restrictions, or any oth.or causes of any kind whatsoeverwhich are beyond the coptrol. of such party. (d) Brokeira e, Neither Landlord not Te►iant has dealt with any broker or agent in .connection with the negotiation or execution of this Lease, other than Katz and Associates, representing Landlord, and Worth Realty Inc., representing. Tenant, whose cominission shall be laid by Landlord pursuant to a separate written agreement. Tenant and Landlord shall each indemnify the other against rill costs, expenses, attorneys' fees, liens and other liability for commissions or other compensation claimed by any other broker or agent clairaing the same by, through, or uncles the indemnifying party. (e) Ui sto el "ei-tificates. From time to time, Tenant shall furnish to any party designated by Landlord, within ten days after Landlord has trade a request therefor, a certificate signed by Tenant confiraning; ,and containing such factual certifications and representations as to this Lease as .Landlord may reasonably request. Unless otherwise required by Landlord's .Mortgagee or A prospective purchaser or mortgagee of the Shopping Center, the initial -form of estoppel certificate to be signed by Tenant is attached hereto as rx ribit R. If Tenant clots not deliver to Landlord the certificate signed by 'Tenant within such required time period, Landlord, Landlord.'s Mortgagee and any prospective purchaser or nmrtg;agoe, may conclusively presume and rely upon the following . facts: (1) this Louse is in full force and affect;. (2) the terms and provisions of this Lease have not been changed except its otherwise represented by Landlord; (3) not more than one monthly installment ofMinimuni Rent and other charges have been paid in advatice; (4) there sire no claims against Landlord nor any defenses or rights of offset against collection of Rent or tither charges; and (5) Landlord is not in detbult under this Lease. In such event, Tenant shall be estopped from denying; the truth of the prestnned facts. (0 No, tiles. All noticus and other communications given pursuant to this Lease shall be in writing and shall be (1) mailed by fast class, United States Mail, Hostage prepaid, certified, with return receipt requested, and addressed to the parties hereto at the address specified in the Basic Lease Information, (2) hand delivered to the intended addressee, (3) sent by a nationally recognized overnight courier service, or (4) sent by facsimile transmission during normal business hours followed by a confirmatory letter sent in another manner permitted hereunder, All notices shard be effective upon delivery to the address of the addressee (even if such addressee refuses delivery thereof. The panties hereto may change their addresses by giving notice thereof to the other in caaiformity with this provision. (g) Separability. If any clause or provision of this Lease is illegal, invalid, or tnienforceable under present or future laws, then the remainder of this Lease.slialt not be affected thereby and in lieu of Stich clause or provision, there Shall be added as a Bart of this Lease a clause or provision as similar in terms to such illegal, invalid, or unenforceable clause or provision as may be possible and be legal, valid, and enforceable. (h) Amendments; Binding Effect- leo Electronic Records. This Lease may not be amended except by iustrwnent in writing signed by Landlord and 'Tenant. No provision of this Lease shall be deemed to have been waived by Landlord unless st►ch waiver is in writing; sighed by Landlord, and no custom or . practice which may evolve between the parties ki the administration of the terms hereof shall waive or diminish the right of Landlord to insist upon the performance by Tenant in strict accordance with the terms hereof, Landlord and Tenant hereby agree not to conduct the transactions or communications contemplated by this Lease by electronic means, except by facsimile transmission as specifically set forth in gtioq 24;tear shall the use of the phrase "in writing;" or the word "written" be construed to include electronic communications except by facsimile transritissiorts as specifically set forth in ,5cction 24(. The terms and conditions contained in this Lease shall inure to [lie benefit of and be binding upon the parties hereto, and upon their respective successors in interest and legal representatives, RETAIL LEASE, Mage 21 1 792 except as otherwise herein expressly provided. This Lease is for the sole benefit of Landlord and Tenant, and, other than Linidlord's Mortgagee, no third party shall be doomed a third party betiefichily hereof. (i) Quiet Enjo FrgAIA. Provided Tenant has performed all of its obligations hereunder, Tenant shalt peaceably and quietly hold and enjoy the Premises for the Terni, without hindranoo from, Landlord or any Darty claiming by, through, or under Landlord, but not otherwise, subject to the terms And conditions of this Lease. (i) No Martin , There shall be no merger of the leasehold estate hereby created with the fee estate in the Promises or ally part thereof if the satire person acquires or holds, directly or indirectly, this lease or any interest in this Lease and the fee: estate in the leasehold Promises or any interest in such fee estate. (k) No�,,, _Offer, The submission of this Lease to Totint sba'll not.be c'onstrood, as an offer; and Tenant shall not have any :rights under this Lease unless Landlord executes a copy of this Lease and delivers it to Tenant. (1) Entire Agt�eegi ent. This Tease constitutes the entire agreement between Landlord and Tenant regarding tate srtlYject natter hereof and supersedes all oral statemrits and prior writings relating thereto. Except :for those set forth in this Lease, no reproseatations, warranties, or ,igreenietits have been rade by .Landlord or ` onant to the other with respect to this Lease or the obligations of Landlord or Tenant in connection therewith. 'file normal rale of construction that any ambi€uitios be resolved against the drafting party shall not apply.to the interpretation of this Lease or any oxhib its or amendments hereto. . (m) Walver of Jute Tflal. TO TATE NIAXIMUM EXTENT PERMITTED BY LAW, LANDLORD AND TENANT EACH WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LITIGATION OR TO HAVE A JURY PARTICIPA'T'E IN RESOLVING ANY DISPUTE ARISING OUT OF OR WITH RESPECT TO THIS LEASE Olt ANY OTHER INSTRUNI rNT, DOCUMENT OR AGREEME, NT EXECUTED OR .DELIVERED IN CONNECTION HEREWITH OR THE TRANSACTIONS RELA'T`ED HERETO. (n) Goverging Law. This Lease shall. be governed by and construed in accordance with the laws of the state in which the Premises are located. (o) Record ntr, Tenant shall not record this Lease or any me.morandurn. of this Lease without the prior written consent of Landlord, which consent may be withheldor denied in the sole and absolute discretion. of Landlord and any recordation by 'Tenant shall be a material breach of this .Lease. Tenant grants to Landlord a power of attorney to execute and record. a release releasing any such recorded instrument of record that: was recorded without the prior written consent of Landlord, (p) Wates• or Mold Notification. To the extent '.Conant or its agents or employees discover any water leakage, water damage or niold in or about the Premises or Shopping Center, Tenant shall promptly notify Landlord thereof in writing. (q) Joint _and Several Liability. If Tenant is comprised of more than one party, each such party shall bojointly and severally liable for Tenant's obligations under this Lease, All unperformed obligations of Tenant hereunder not folly .performed at the enol of lire Term shall survive the end of the Term, including payment obligations with respect Co Rent and all obligations concerning the condition and repair of the Premises, (r) Fluancial Re rts. Intentionally Qmi€ted. (s) Landlord's Fees. Whenever Tenant requests Landlord to take any action not required of it hereunder Or give arty consent required or PMnitted under this Tease, Tenant will reimburse Landlord for Landlord's reasonable, out -of pocket costs payable to third parties and incurred by Landlord in reviewing the proposed action or consent, including reasonable attorneys', engineers' or architects' fees (not to exceed $1,500.00 RETAIL LISASE, Page 22 ' 793 per request), within ten days after Landlord's delivery to Tenant of a statement of such costs. Tenant will be obligatedto hake such reimbursement, without regard to whether Landlord consents to any such proposed action. (t) Telecommunications, Tenant and its telecotauntuiications compailies, including local exchange telecommunications companies and alternative arrcess vendox services companies, shall have no right of access to and within the Shopping Center, for the installation and operation of telecommunications systems, including; voice, video, data, Internet, and any other services provide over wiry, fiber optic, rnicrowave, wireless, and any other transmission systertts ("Telecti.rntnunications Services"}, frit pmt or all of Tenant's telecommunications within the Shoppinga Center and from the Shopping Center to any other locntion without Landlord's prior written conswit, not to be unreasonably withheld. All providers of TelecoriiniatnicatlQns SenTices shall be required to comply with the atlas and regulations of the Shopping Center,.applicable Laws and Landlord's policies and practices for the Shopping Center, 'Tenant acknowledges that Landlord shall not be required to provide or arrange For any Telecommunications Services and that Landlord shall have do liability to any Tenant Party in connection with the inkallation, operation or maintenance of Telecommun.ications Services or any equ. ipipunt or facilities relating thereto. Tenant, at its cost and for its own account, shall be solely responsible for obtaining all Telecommunications Services. (u) Coatfrdentiality. Tenant ackcaowledges Haat the terms grid conditions of this Letase are to remain confidential for Landlord's benefit, and may not be disclosed by Tenant to anyone, by any manner or means, directly or Ind rectly, wi.tltoul Landlord's prior written consent; however, Teiaant may disclose the terms and conditions of this Lease if t'equired by Law or court order, to its attorneys, accountants, employees and existing or - prospective financial partners provided same are advised by Tenant of the confidential nature of such terms and conditions and agree to maintain the confidentiality thereof (in each case, prior to disclosure). Tenant shall be liable for any disclosures made in violation of this Section by Tenant or by any entity or individual to whom the terms of and conditions of this tease were disclosed or € ado available by 'Tenant. The consent by Landlord to any disclosures shall not be deemed to be a waiver on the part of Landlord of any prohibition against any future disclosure, (v) 1 eftant's Re t refits Neither Tenant, nor any Affiliate, or any of their partners, shareholders or members shall, directly or indirectly, and whether as principal, partner, shareholder or otherwise, own, operate or become Financially interested in any business similar to or in competition with, or using; the trade name of, the bushiess For which the Premises are leased hereunder within al radius of three miles nleaast€red from the outside boundary of the Shopping Center (the "Restricted Area"). T)pan rcclatest, Tenant shall 1>rovicle La2ndlord with complete information concerning all revenues and safes made from any competing business located within the Restricted Area in the sante ntanne.r as provided herchi and Landlord shall be entitled to all rights, remedies and recourses provided for in this Lease in enforcing the provisions of this Section. This Section shall not apply to any competing buskiess within. the Restricted Area that is being operated by 'Tenant on the date this Lease is executed, Nothing in this .Seotion or in any other provision of this Lease shall be deemed to create an express or implied exclusive ewe covenant in favor of Tenant. (w) Authority, Tenant (if a corporation, partnership or other business entity) hereby represents and warrants to Landlord that Tenant is a. dally formed and existing, entity qualified to do business in the state in which the .Treatises acre located, that Tenant has full right and authority to. execute and deliver this. Lease, and that each person signing; on behalf of Tenant is authorized to do so. .Landlord hereby represents and warrants to Tenant that Landlord is a duly formed and existing entity qualified to do business in the state ht which the Premises are located, that Landlord has frill right and authority to execute and deliver this Lease, and that each person signing on behalf of Landlord is authorized to do so. (x) Hazardous Materials. The term "Haazar�dorts Materials" mearts any substance, material, or waste which is now or hereafter classified or considered to be hazardous, toxic., or dangerous gander any Law relating to pollution or the protection or regulation of huatian health, natural resources or the environment, or poses or threatens to pose it hazard to the health or safety of persons. on the Treatises or in the Shopping Center. Tenant shall not use, gcncrate, store., or dispose of, or pertnit the use, generation, storage or disposal o.f.l-lazardous Materials ora or about the Promises or the Shopping Center except in a mannor and quantity necessary for the ordinary performance of Tenant's business, and then in compliance with all Laws. if Tenant breaches its obligations under this ,Section 24(x)24(x), Landlord may immediately take any and all action reasonably appropriate to remedy the RETAIL, LEASE, Page 23 orll 794 san-Le, including taking all appropriate action to clean up or remediate any contamination resulting fronn Tenant's use, generation, storage or disposal. of I)azardous Materials. 'Tenant shall not undertake, nor shrill Tenant permit any Tenant Party to undertake, any invasive investigation, drilling or sampling of the soil orhroundwater at the Premises or the Shopping Center without the prior written consent of Landlord, which consent shall be in Landlord's sole discretion, Notwithstanding anything contained in Section 10(d), Tenant shall defend, indemnify, and hold harmless Landlord and it.s representatives and agents from and against any attd all claims, dernands, liabilities, causes of action, 5uh, jitclgmonts, damages and expenses (inc ttding reasonable attorneys' fees and cost of clean up and remediation) arising from Tenant's failure to comply with the provisions of this Section] 24 (7C . This indemnity provision shall survive termination or expiration of this Lease, this refereitoo, (y) List of Exhibits. All exhibits acid attachments attached hereto are incorporated Increin by Exhibit A - Outline of premises Exhibit B - Description of Shopping; Center Bxhibit C - Certain Common Area. Costs Exhibit D • Tenant Finish -fork Exhibit E - Sign Criteria Exhibit F - Shopping Center Rules and Regulations Exhibit G - Form of Confirmation of Commencement Date Letter Exhibit TI - Foiiln of Tenant Estoppel Certificate Exhibit I - Prohibited Uses Exhibit J - Guaranty (z) Prohibiteg Pet -sons and Transactions. Tenant represents and warrants to Landlord that Tenant is currently in compliance with and shall at all times during' the Term (including any extension thereof] remain in compliance with the regulations of the OFAC of the Depattment of the Treasury (including those named on OFAC's Specially Designated Nationals and Blocked. Porsons List) and any statute, executive order (including; the Soptetnber 24, 2001, Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit or Support Terrorisff), or other governnlontal action relating thereto. (aa) Rgdon Notice, Florida Statutes 404.056: RADON GAS; Radon is a naturally occurring; radioactive gas that, when it has accumulated in a building in sufficient tlyantit.ies, may present health risks to persons who the 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 froin your county health department, 25. Other Provisions. (a) Guaranty. As additional consideration for Landlord to enter into this Lease, Tenant shall cause Guarantor (yrs do -fined in EXHIBIT J) to execute the guaranty, attached hereto as EKBIJ�B1°.T.T_ and Tenant shrill deliver same to Landlord contemporaneously with Tenant's execution hereof. Tenant's failure to deliver such guaranty as required in the preceding sentence shall be an automatic Event of Default under this Lease, with no notice beim; necessary to "Tenant, and Landlord shall be entitled to exercise any and all nights and remedies available to it hereunder, as well as at law or in equity. Additionally, if Tenant fails to deliver such guaranty, Landlord, notwithstanding anything to the contrary contained in this Lease, (t) shall not be required to perform any tenant improvement work in the Premises, (2) shall not be required to make any reimbursements or allowances in connection with any tenant improvemem work, (3)shall not be required to pay any brokerage commissions to the broker or brokers representing Tenant in connection with this Lease (and Tenant shall indemnify Landlord against all costs, expenses, attorneys' fees, and other liability for commissions or other compensation claimed by any broker or agent claiming the same by, through, or tinder Tenant), and (4) may terminate this Lease by providing Tenant five days advance written notice thereof. (b) Restaurant Provisions. RETAIL LEASE, rage 24 795 (1) Operations. Tenant shall at all times conduct its business in the Promises in such a ntanner as to ensure that no objectionable and unpleasant odors will ennanaate front the.Premises to any other part of the Shopping Center. All menu items served by'Tenant at the Premises which are: not part of the Permitted Use shall be subject to Landlord's prior written approval, which approval shall not be unreasonably withheld so long as there is compliance with the foregoing provisions, Tenant shall serve carry-ovit orders only in enclosed containers and bags. Alt carry -out drinks will be served only in dips covered securely with lids. Tenant shall be.rosponsible for prompt disposal within the premises of all used containers. and utensils. Tennant shall not permit noise Or odors to cniatlate, from the Premises which are unpleasant and objected to by any tenant or occupant o . the Shopping Center, and, upon written notice Flom Landlord, Tennant shall immediately cease and desist from causing. such unpleasant and objectionable noise or oclor, failing which Landlord may dce.na the sonic an Event of Default of this Lease, In the event any such rnolse or odor is caused by the non-functioning or malfunctioning .of any of Tenant's equipment, Tenant shall immediately ecarse and desist from the use of such cyuipnmont until the same has been properly repaired and is in good working order. Tenant shall promptly coinlply with tall .laws and ordirna€ices And lawful orders and regulations affecting the Promises and cleanliness, safety, occupancy.and use of the same. Tenant will not do any act tending to injure the reputation of the Shopping Center as determined by Landlord in its reasonable discretion, The lay -out and decor of the Premises shall be subject to Landlord's prior written approvail in its reasonable discretion. Failure by Tenant to operate its business in accordance with the provisions of this paragraph shall entitle Landlord, in addition to other remedies provided in this Lease, to injarnotive relief. (2) Trash. Notwithstanding anything in this Lease to the contrary, in the: event Landlord, in the exercise of its reasonable business judgment, determines that the trash and garbage that is being generated, stared, or located at the Promises is not being maintained. in an acceptable manner, then Landlord shall have the right to require Tennant, at Tenant's sole cost and expense, to take such measures as Landlord deenns necessary to correct the problenn, including without limitation- (1) refrigerating all trash or garbage which is generated, stored, or located at the Premises, and (2) maintaining continuous positive ventilation of th.e Premises in accordance with ventilation standards which may be prescribed by Landlord from time to time. (3) rase Iray, In order to eliminate; the problem of sewer back-ups and health hazards, Teitant shall maintain ,grease traps and grease hoods (collectively, the "Grouse Trsaaa") in the Premises. Tenant shall establish a monthly cleaning and maintenance program for the Grouse Trap. if any .repairs, replacements, or maintenancerequired on the part of Tenant lrerounder and not accomplished within 10 days after written notice from Landlord to Tenant (or, in the event of an emergency, such shorter notice, or no notice, as is reasonable under the circumstances) Landlord may, at its option, perform such repairs, replacements, or maintenance without any liability to Tenant for any loss or damage which may result to Tenant's stock or business by reason dierool, and Tenant shall pity to .Landlord immediately upon demand, as Additional Rent .hereunder, all costs associated with such repairs, replacements, or maintenance, plus an administrative :fee equal to 20% of such cost. Despite the foregoing, Landlord retains the right to maintain and service the Grease Trap and to bill "Pennant for the cost thereof in. the event Tenant fails to maintain or repair the Grease Trap with 24hours after telephonic notice from Landlord to Tennant of Clic need firs any maintenance or repair to the Grease Trap. Also, if Landlord notifies Tenant of more than two instances of deficient grease hip maintenance or cleaning by Tenant in any one calendar year, then Landlord may require Tenant to enter into €a third -party grease trap cleaning and maintenance contract on terms acceptable to Landlord in its reasonable discretion with a. service company that is approved by Landlord in its .reasonable discretion. (c) $gala of Alcohol, (1) In the event Tenant desires to sell alcohol at the Premises, (A) Tenant shall obtain all necessary licenses and permits from the appropriate state and local authorities authorizing the marnufacture turd salt: to the public of alcoholic beverages and shall deliver copies of such licenses and permits to Landlord, €rad (l3) "Tenant shall obtain liquor liability insurance as required. above and shall furnish Landlord with certificates of such insurance along with a written obligation on the part of its insurance provider that it will notify Landlord at least 30 days prior to the cancellation or a material chautge to suets insurance policy. (2) The sale of alcoholic beverages at the Premises shall be conducted in strict compliaancc with all applicable Laws, rules, and regulations governing the salc of alcoholic beverages at the Premises. In the event of a violation of this subparagraph (c) that is not cured within the: time period prescribed by RETAIL LEASE,, Pale 25 R\4 796 the Florida Invision of Alcoholic Beverages and 'Tobacco (or other applicable Law) by Tenant, 'Tenant shall immediately cease all manufacturing and sales. of alcoholic beverages at the Promises and the provisions of this .ease permitting such stiles shall be of no further force or effect, (3) In no event shall th.c sale of nlcoho.lic beverages comprise more than 40% of Tenant's gross sales at the Promises. (4) Tenant shall defend, indemnify and hold harmless Landlord and its agents and representatives from and against all claims, demands, causes of action, suits, judgments, damages and expenses (including attorneys' fees) in ally way arising from or relating to the manufacture or sale of alcoholic beverages at the Premises including the failure by Tenant to comply with any applicable; laws, rules, regulations, or licensing; or permitting rquirernont8 related to the manufacture or sale of alcoholic beverages at the Premises. This indemnity provision shall survive termination or expiration of this Lease, (d) Parking Provisions. (1) Uesir<sttecl Parl;rn Snacea. 'Teatant slrnll be permitted to designate three {3} short-tea•rra parking spines (the "Designated Parkin S aces" ), at TenanVs sole cost, in the locution outlined ort axh bit A-2, for Tenant's exclusive use. The Designated .Parking Spaces shall be marked as '"Carryout Only --- Fifteen Minute Parking", '"Take Out Parking", "To -Go Parking" or "15 minute parking or less", using signage approved by ,Landlord. Tenant's right to use the Designated Parking Spaces is expressly subject to all Laws and any restrictive covenants applicable to the Shopping Center, and in the event at any time during the Tenn, such use is in violation of ally such restrictive covenants and/or any Laws, Tenant's use of .the Designated Parking Spaces will cease iitntncdiatvly upon notice from Landlord to Tenant, (.2) Indemnification,• Enforcement, Landlord shall not be required to enforce Tenant's reserved or designated parking rights granted finder this Section 25f).. Tenant shall indenini.fy and hold' Landlord harrnless from and against tiny losses or claims associated with the enforcement of Tenant's reserved or designated parldng rights. (E) Exclusive Use. Provided (i) no Event of Default has occurred hereunder, (ii) Tallint is then currently occupying the entire Premises for the Permitted YJw and continuously conducting business therein, and (iii) Tenant has not assigned or sublet any portion of the Paeriflses, and subject to the current tights of existing; tenants .in the Shopping Center, Landlord will not execute any lease for space within the Shopping Center to any tenant or occupant whose primary use is a Thai or Japanese restaurant (€t " estrietedUee"), The: foregoing provision shall not be construed so as to prohibit Incidental Sales of such cuisine by other tenants of the Shopping Center, for the purpose of this provision, the term "Incidental Sales," means that, as to the iierns in question, the annual wvouuos from sales of the sante do not exceed 25°ill of the gross revenues of such other tenant derived from its promises. Tho Restrioted Use shall not apply to existing tenants or occupants of the Shopping Center with leases or occupancy agreements which are'in effect as of the Lease Date (and terry renewals or extensions of such leases or occupancy agreements). Landlord shall not be liable in damages for any breach of the foregoing provision by ally other tenant of the Shopping Center, but shall use all reasonable efforts to enforce compliance by such tenant with the terms of its lease, 11' (i) Landlord violates this S ction 25 e (a "Landlord's Violatiot "), (ii) Tenant provides Landlord with written notice thereof; and (iii) Landlord does not coninlence to diligently cure such Landlord's Violation within 30 days following receipt of such written notice and cure such Landlord's Violation within an additional 60 days after the expiration of'the initial 30 -day period, then Tenant may, as Tenant's sole and excursive remedy hereunder, terminate this Agreement by written notice to Landlord ("Landlord's Violation Termination Nntiee") on or before the earlier of (A) the date that is 30 days following the expiration of Landlord's 10 -day cure period, or (i3) that date on which Landlord cures Landlord's Violation. Time is of the essence with regard to the delivery of the Landlord's Violation Termination Notice, accordingly, if Tenant fails to timely deliver the Landlord's Violation Termination Notice, then Tenant shall be deemed to have waived its right to terminate this Agreement under this Section 25(e) and Tenant shall. be deeriled to have approved such Restricted Use and Landlord's Violation shrill be deemed cured. Landlord shall have no liability to Tenant for any damages caused by it Landlord's Violation and Tenant shall not be entitled to any abatement of Tenant's obligations under this Ag r•eentent therefor. rfLandlord incurs any liability, claim or damage because of this Section (whether under a claim of antitrust, restraint of trade [or RETAIL LEASE, Page 26 t 797 ether sim l€ r ulairal oi- otherwise), Temint shall indemnify, defend and hold Landlord harmless foi- all such liabilities, claims or cla.niages, including reasonable attorneys' fees and expenses. rsignatpre Page Follows.] RETAIL LEASE, l't e 21 798 LANDLORD AND TENANT EXPRESSLY DISCLAIM ANY IMPLIED WARRANTY THAT THE PREMISES ARE SUITA13LE FOR 'TENANT'S INTENDED COMMERCIAL PURPOSE, AND TENANTS OBLIGATION TO PAY REN'i' HEREUNDER IS NOT DEPENDENT UPON THE CONDITION OF THE PREMISES OR THE PERFORMANCE BY LANDLORD Or ITS OBLIGATIONS HEREUNDER, AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, TENANT SHALL CONTINUE TO PAY THE RENT, WITHOUT ABATEMENT, DEMAND, SETOFF OR DEDUCTION, NOTWITHSTANDING ANY DREACH BY LANDLORD OF ITS DUTIES OR OBLIGATIONS HEREUNDER, WHETHER EXPRESS OR IMPLIED. This Lease is executed on the respective dates set fold, below, but for reference purposes, this Lease shall be dated as of the date first above written. If'the execution date is left blank, this Lease shall be deemed executed as of the date first written above. LANDLORD: WITNEWa Pr—in iiCay bat] e _ Printed Nance CHRISTINA MORROW TENANT: WITNESSES: p AW&I Printed Name J I I 1 001--LX?W.--VM—S1ES , "O'N Panted Name RETAIL LEASE,, Page 28 CH REALTY VII-PSREG BOYNTON BEACH LAS VENTANAS, L.I .C., a Delaware limited liability company Ey, PSREG Las Ventanas, LLC, a Georgia limited liability company, its manager a Georgia limited liability company, its manager By• s .. Name, .................._. ...�,.,,,�.....! �s Title: v/a THAI VENTURE GROUP, LLC, a Florida limited liability company BY' Name. 11 799 EXHIBIT A OUTLINE, or, PREMISES This Exhibit is attached to this pease solely for the purpose Of:1ooating the Promises within the Shopping Center and depicting the generti1 4tyout of the Shopping Center and shall not be deet -AW to be a representation, warranty or agreement by Landlord as to ariy informatipn shown hetcoo or that the Shopping Center or stores be exactly as. indicated herein. EXI-1.1131"P A, Outline of Premises — Page A-1 \w 800 EXHIBIT B DESCRI1?' ION Or, SHOPPING.CEN All of Las 'Ventanas accordhig to the plat thereof as recorded in Plat Book 114, Page 89 and 90, Public Records of Palm Beach County, Florida. EXHIBIT B, Description oi'Shopping Center— Page B-1 �)�A 801 E, X IIBIT C CERTAIN COMMON A 1CA C C) 'P 1. All expenses related to the ownership, operation, maintennuce, management (lnchrdhig management fees), equipping, repair or security of the Shopping Cerner, :including salaries, taxes, insurance, and employee lnetzefits; 2. All supplies and materials used in the operation, maintenance or repair of the Stropping Center, including any exterior landscaping and holiday decorations; 3. Costs of ut i l i t i e s for the Common Area of the Shopping Center, including the cost of water and power for heating, lighting, air conditioning and ventilating, and operating fountains; 4. All expenses related to the repair, service, or maintenance of the Shopping Center and the equipment therein, including roof repairs and replacement, window cleaning, plumbing and electrical repriir, I1VAC and sprinkler system 'ma nteminee and repair, signage maintenance and repair, pest control, plate glass repair and replacement, elevator iiinintenatice and janitorial service; S. All capital expenditrares related to the ownership, operation, it aintenance and repair of the Shopping Center, including those incurred to effect a reduction in the operating expenses of the Shopping Center or which relate to ra capital item installed pursaaant to any :Law, reserves for replacement of capital items and depreciation of machinery and equipment used in connection with the Shopping Center and its maintenance; and 61 Costs of Cleaning, landscaping, snow and ice removal, painting, policing, providing security (if a ndlord elects to provide scority), fire protection, drainage, striping, repair and replacement of parking surfaces, anis of complying with Laws enacted or effective after the date herecaf (or incerpretations hereafter rendered with respect to any existing Law), FXH.IBIT C, Certain Common Area Costs — rage C -.l '�)�4 802 EXHIBIT D TENANT l+ NI 11 -WO t AL OWANC (Tenant Performs the Work) 1, Mcetrtance raf_l'rGrvlses. Except as set forth in this Exhibit, Tenant accepts the Premises in their "A&IS" condition on the date that this Lease is entered into. 2. )Yorking Drawings. (a) 1'raratronttcl iellver•v, On or before the date which is 30 days afterthe i.case Date (the "Working Drawings Dellyn Deadllne"), 'Tenant shalt provide to Landlord for its approval filial working drawings, prepared by a licensed design consultant reasonably acceptable to Landlord (tine "Architect"), of all. improvements that Tenant proposes to install its the Promises; such working drawings shall include the partition layout, ceiling. plan, electrical outlets and switches, telephone outlets, drawings for any modifications to. the rnechanic:al and Irlumbing systems of the Building, and detailed plazas and specifications far the construction of the improvements called for under this Exhibit in accordance with all applicable Laws. (b) Agproval Process. .Landlord shrill notify Tcnant whether it approves of the submitted working drawings within ten business days after Tenant's submission. thereof, if Landlord disapproves of such working drawings, then Landlord shall notify Tenant thereof specifying in reasonable detail the reasons for such disapproval, in which case Tenant shall, within three business days after such notice, revise such working drawings in accordance with Landlord's objections and submit the revised working drawings to Landlord for its review and approval, Land[ord shall notify 'reliant in writing whether it approves of the resubmitted working drawings within five business days after its receipt thereof: This process shall be .repeated until the working drawings have been finally approved by Tenant and Landlord. If Landlord fails to notify Tenant that it disapproves of the; initial working drawings within tori business days (or, in the case of restibini.tted working drawings, within five business clays) lifter the submission thereof, then Landlord shall be deemed to have approved tiro working drawings in question. (c) Landlord's A r royal• Pc -forma ce ctf or . If any of Tenant's proposed construction work will affect the Building's Structure or the Building's Syster s, then the working drawings pertaining thereto must be approved by the Building's engineer of record, Landlord's approval of such working drawings .shall not be unreasonably withheld, provided that (1) they comply with all Laws, (2) the iinprovcnaents depicted thereon do not advorscly affcet (in the reasonable discretion of Landlord) the Building's Structure or the Building's Systems, the exterior appearance of the Building, or the appearance of the Common Area, (3) such working drawings are sufficiently detailed to callow construction of tho improvements in a good and workinanlike manner, and (4) the improvements depicted thereon conform to the rules and regulations pranattll:;ated from time to time by Landlord for the construction of tenant improvements (a copy of which has been delivered to Tcnant). As used herein, "Working lira-svmn s" meaus the final working drawings approved by Landlord, as amended from tinge to time by any approved changes lbcrclo, and "Work" inct s all improvements to be constructed in accordance with and as indicated on the Working Drawings, together with any work required by governmental authorities to be made to other areas of.` the Building or the Shopping Center as a result of the improvements indicated by the Working Drawings, Landlord's approval of the Working Drawings shall not be a representation or warranty of Landlord that such drawings are adequate for any use or comply with anyLaw, but shall tnerely be the consent of Landlord thereto. Tenant shall, at Landlord's request, sign the Working Drawings to evidence its review and approval thereof. Tenant shall be,: solely responsible for obtaining all necessary governmental Hermits and approvals required f:or cornmencenient of the Work (collectively, the "Tenant Work A royals") prior to the commencement of :such. Work, and shall deliver copies thereof to Landlord promptly following 'Tenant's receipt of such Tenant Work Approvals. Tennnt s.lrall submit all required completed applications for the Teriant Work.Approvals to rill applicable governmental authorities within ten (10) clays following the Lease bate and shall diligently pursue obtaining all Tenant Work approvals, After the Working Drawings have been approved, Tenant shall cause the Work to be performed in accordance with the Working Drawings. 3. Contractors, Per.forniance of Work. The Work shrill be performed only by licensed contractors and subcontractors approved in writing by Landlord, which approval shall not be unreasonably withheld, and Tenant shall cause a Notice, of Commencement with respect to any such work to be recorded in the public records for the EXI11131`r D, Tenant Finish -Work - Page D-1 �\, 803 state and county in which the Premises is located. All contractors and subcontractors shall be required to .procure and maintain insurance against such risks, in such amounts, and with. such companies as Landlord may reasonably require, Certifecates of such insurance, with paid receipts therefor, must be received byLandlord before the. Work is cornmenced, The Work shall be performed in a good and workmanlike manner free of defects, shall conform strictly with the Working Drawings, and shall be performed in such a manner and at such times as and not to interfere with or delay Landlord's other contractors, the operation of the Shopping Center, and the occupancy thereof by other tenants. Allcontractors and subcontractors shall contact Landlord and schedule time periods during which they may use Shopping Center `acili.ties in connection with the Work (e.g., elevators; excess electricity, etc.), 4. Con„Ntruction Contracts. (a) Tega is General Contractor. Tenant shall enter into a construction contract with a general contractor selected by Tenant. and approved by Landlord in a form a"eptable to ` Ienttnt's representative for the Work, which shall comply with the provisions o 'this Section 4 and provide for, among other things, (1) a one- year warranty for all defective Work; (2) a, requirement that Tonaaes Contractor maintain general commercial liability insmuice of not less than a combined. single limit of $.5,000,000., naming Landlord, Landlord's property inanagoineat company, Landlord's asset management company, Laardlord's Mortgagee, Tenant, and each of their respective AFfiliates as additional insureds; (3) a requirement that the contractor perforin the Work in substantial accordance with the Working Drawings and in a good and workmanlike manner; (4) a requirement that the contractor is responsible for daily cleanup work and final clean tip (including removal of debris.); and (5) those items described in Section 4 b (collectively, the "Approval Criteria"), Landlord shall have three business days to notify Tenant whether it approves the proposed construction, agreements. if Landlord disapproves of the proposed construction agreements, then it shall specify in reasonable detail tho reasons for such disapproval, in which case Tenant shall revise the proposed construction agreements to correct the objections and resubmit them to Landlord within two business clays after Landlord notiries Tenant of its ob,jeetions thereto, following which Landlord shall have two business days to notify 'Tenant whether it approves the revised construction agreements. If Landlord fails to notify 'T'enant that it disapproves of the construction agreements within three business days after the initial constriction agreements or two business days after the revised construction agreements (as the case may lac) are delivered to Landlord, than Landlord shall be d"mod to have approved the construction agreements. (b) All Constructlon Contracts, Unless otherwise agreed in writing by Landlord and Tenant, each of Tenant's construction contracts shall: (1) provide a schedule and sequence of construction activities and completion r:rasonably acceptable to Landlord, (2) be in a contract form that satisfies the Approval Criteria, (3) requiic the contractor and each subcontractor to .name Landlord, Landlord's property management company, Landlord's asset rnanageniont company, and Tenant as additional insured on such contractor's insurance maintained in connection with tho construction of the Wort:, (4) be assignable following an Event of Default by Tenant under this Lease to Landlord and Landlor'd's .Mortgageos, and (5) contain ret least a one-year warranty for All workmanship kind materials. S. Clear ,c Qrders. Tenant may initiate changes in the Work. Each such change must receive the prior written approval of Landlord, such approval .not to be unreasonably withheld or delayed; however, (a) if such . requested change would adversely affect (in the reasonable discretion of Landlord) (1) the Building's Structure or the Bui(ding's Systems, (2) the exterior appearance of the Building, or (:i) the appearance of the Common Area, or (b) if any such requested change night delay the Commencement Date, Landlordmay withhold its consent in its scale and absolute discretion. Tenant shall, upon completion of the Work, furnish Landlord with an accurate architectural "as -built" plan of the Work as constructed, which plan shall be incorporated into this Exhibit D by this reference for all purposes. If Tenant requests any changes to the Work described in the Working Drawings, then such increased costs and any additional design costs incurred in connection therewith as the result of any such change shall be added to the Total Construction Costs, 6. Definition . As used herein "Substantial Com,pleti4n," "Substantially Completed," and any derivations thereof mean the Work in the Premises is substantially completed (its reasonably determined by Landlord) in accordance with the Working Drawings, Substantial Completion shall have occurred even though minor details of construction, decoration, landscaping and mechanical adjustments remain to be completed. EXHIBIT 1), Tenant Finish -Work - Page 0-2 804 7. Wallc-Through; Punchlist, When Tenant considers the Work in the Premises to be Substantially Completed, Tenant will notify Landlord and within three business days thereafter, Landlord's representative and Tenant's representative shall conduct a walk-through of the Premises and identify any necessary touch-up work, repairs and minor completion items that are necessary for final completion of the Work. Neither Landlord's representative nor Tenant's representative shall unreasonably withhold his or her agreement on punchlist items. Tenant shall use reasonable efforts to cause the contractor performing the Work to complete all punchlist items within 30 days after agreement thereon. R. Ext:ess Costs. The entire cost of performing the Work (including design of and space planning for the Work and preparation of the Working Drawings and the final "as -built" plan of the Work, costs of construction labor and materials, electrical usage during construction, additional janitorial services, general tenant signage, related taxes and insurance costs, licenses, permits, certifications, surveys and other approvals required by Law, and the construction supervision fee referenced in Section 10 of this Exhibit, all of which costs are herein collectively called the "Total Construction Costs" in excess of the Construction Allowance (hereinafter defined) shall be paid by Tenant. Upon approval of the Working Drawings and selection of a contractor, Tenant shall promptly execute a work order agreement which identifies such drawings and itemizes the Total Construction Costs and sets forth the Construction Allowance, 9. Construction Allowance. landlord shall provide to Tenant a construction allowance not to exceed $55.00 per rentable square foot in the Premises (the "Construction, Allowance") to be applied toward the Total Construction Costs, as adjusted for any changes to the Work. No advance of the Construction Allowance shall be made by Landlord until Tenant has first paid to the contractor from its own funds (and provided reasonable evidence thereof to Landlord) the anticipated amount by which the projected Total Construction Costs exceed the amount of the Construction Allowance. Thereafter, Landlord shall pay to Tenant the Construction Allowance in multiple disbursements (but not more than once in any calendar month) following the receipt by landlord of the following items: (a) a request for payment, (b) final or partial lien waivers, as the case may be, from all persons performing work or supplying or fabricating materials for the Work, frilly executed, acknowledged and in recordable form, and (c) the Architect's certification that the Work for which reimbursement has been requested has been Finally completed, including (with respect to the last application for payment only) any punch -list items, on the appropriate AIA form or another form approved by Landlord, and, with respect to the disbursement of the last 20% of the Construction Allowance: (1) the permanent certificate of occupancy issued for the Premises, (2) Tenant's occupancy of the Premises, (3) delivery of the architectural "as -built" plan for the Work as constructed (and as set forth above) to Landlord's constriction representative (set forth below), (4) an estoppel certificate confirming such factual matters as Landlord or Landlord's Mortgagee may reasonably request, and (5) a contractor final payment affidavit pursuant to Section 713.06(3)(d) of the Florida Statutes (collectively, a "Completed Ap2lication for Pavment") Landlord shall pay the amount requested in the applicable Completed Application for Payment to Tenant within 30 days following Tenant's submission of the Completed Application for Payment. If, however, the Completed Application for Payment is incomplete or incorrect, Landlord's payment of such request shall be deferred until 30 days following Landlord's receipt of the Completed Application for Payment. Notwithstanding anything to the contrary contained in this Exhibit, Landlord shall not be obligated to make any disbursement of the Construction Allowance during the pendency of any of the following: (A) Landlord has received written notice of any unpaid claims relating to any portion of the Work or materials in connection therewith, other than claims which will be paid in full from such disbursement, (B) there is an unbonded lien outstanding against the Building or the Premises or Tenant's interest therein by reason of work done, or claimed to have been done, or materials supplied or specifically fabricated, claimed to have been supplied or specifically fabricated, to or for Tenant or the Premises, (C) the conditions to the advance of the Construction Allowance are not satisfied, or (D) an Event of Default by Tenant exists. The Construction Allowance must be used (that is, the Work must be fully complete and the Construction Allowance disbursed) within six months following the Commencement Date or shall be deemed forfeited with no further obligation by Landlord with respect thereto, time being of the essence with respect thereto. '0 _ EXHIBIT D, Tenant Finish -Work - Page D-3 �'O 805 11. Construction Rena;•escntatives. Landlord's and Tenant's representatives for coordination of construction and approval of change orders will be as follows, provided that either party may change its representative upon written notice to tho other, Landlord's representative: C11 Realty VII-TSREG Boynton. Bench Las Vemanas, L.L.C. c/o Southeast Centers, LLC 1541 Sumet Drive, Suite 300 Coral Gables; Florida 33143 Attention; Property Manager Telephone: 561-347-0888 Telccopy; 561-3A4'7-1669 Toliant's Representative: U � 6o n k c G L1i3` �- Teleph.otie: Q 0 U Telecopy" 12, . CVliscellaneous. To the extent not: inconsistent with this Exhibit, SSgq ions 7(a) and 20 of this Lease shall govern the performance of the Work and Landlord's and Tenant's respective rights and obligations regarding the improvements installed pursuant thereto. EXHIBIT D, Tenant Fiaiish-Mork - Page D-4 P\� 806 EXMBff >c SIGN CRITERIA Building, Winslow and.Door Signage; 1. Wall signs to be intctnally-1llutninated cabinet sighs with "push -thrid' graphics and decorative moldings/embellishments; per Art Sign Company drawing 409-07-06-.247, Sheet #4 (front signs), and drawing 409-07-06-247, Sheet #6 (rear signs). 2. Sign cabinet depth to be 8" "eluding 3. Front signs to be a maximum of one (1) square foot per linear foot of storefront lease space, square -footage calculated exclusive of moldings/embellishments. 4, hear signs to be a maxianuen of one-half (0.5) square foot per linear foot of storefront lease space, square footage calculated exclusive of moidtngstembellishments. 5. Moldings/embellishments Fabricated fro n P thick Sintra brand PVC, 6, Sign cabinet fabricated front lteliarc-welded aluminum angle internal frame with exto nnal .125 aluminum face and sides. 7. All graphics computer -routed into aluminnM Face with anatchitng ctianputer-routed '1," thick clear acrylic insortod into the routed aluminum voids in the face, creating ai "push-thru" appearance. 8. '3M brand #3630-33 red translucent vinyl graphic Min to be applied to the faces of the 31411 acryllc "push-thru" graphicis. 9. Tenant graphics to be in the font of the tenants' choice, 10. Logos. are not to exceed 20% of the sign face area. 11. Alumiinunn sign face and sides to be in texturized stucco4ike finish Sheawin-Williams #6140 Moderate White, 12. Sintra brand PVC moldingslennbellishtnents to be in texturized stucco -like finish to match brown paint of building trim, 13. Internal illumination fro>n High Output fluorescent lamps and ballasts with all wiring in U. -L . compliant conduit and raceways concealed within the sign cabinet, 14. All fabrication, installation and wiring to merit or exceed all applicable building and electrical codes and all U.L.., requirements and. specifications, 15, Window graphics may be Mack or white die -cut vinyl lettering early. Any window graphics should be limited to a maximum of 6 inch tall lettering and limited to no more than l0% of the door and one adjacent window surfilce o-fany tenant. 16. No sign shall be installed without written landlord approval, City approval, and permit. 17. No signage is to be allowed on awnings, 18. Stacked lont is allowed, permittedthat stacked copy will fit within the designated sign band and will not appear crowded, look inappropriate, or Out Of scale and character with ad aQem signage. EX.iiIBIT E, Sign Criteria— fate F- 807 ProWbited Skins - A. Aiaitxtated/flutterhig signs Ti. Balloons C. Bits Tench signs D. Festoons >~. Flaslung signs 'P, Roof signs G. Rotating signs H. Signs that swing I. Sidewalk signs (sandwich/"A" frame) J. Portable signs K Exposed neon tubing signs L. Signs that obstruct :free ingress to or egress from a door, window, fire escape or other required exit or entrance. M. Snipe signs or signs attached to or paitzted on fire escapes, televisiofi antennas, satellite dishes, utility poles or any other associated stmotAire. N, Signs which emit odors, somids, smoke, vapor or other visible matter. Q, Unautborired signs on property owned by or tinder control of the City of Boynton Beach. R lit€niters (unless approved pursuant to Chapter 21) Q. Off promises s'ign's, except those Permitted under Chapter 21, Articic: 111, Section G (Special Signs) or Chapter 22, Article 11, Section 7, Paragraph 0 (Neighborhood Identification Signs), R, Electrical or ilhiminated signs in residential zoning districts, except that in a development where models tire being dentotastrated, mi illuninated sign, meeting the othor requirements of (his chapter, may be ttseil provided no illumination is shown between the hours af9:00 p.na, and 7:00 a.m. the following day. S. bill hoards i'. Non -geometric signs shaped to depict figures or demonstrative shapos used to attract attention to the business activity with which the sign is associated. U. Painted wall signs V. Pylon signs W. Any other sign prohibited by the City of Boynton ftiola .EXHIBITE, , Sign Criteria _, Page E-2 ,[`� 808 EXHLBIT . SHOPPING C1L1VMR RULES AND RE, GULATI.ONS The following rules and regulations shall apply to Tenant's use of Premises and the Shopping Center, and. the apporteiaatices thereto: I. OPERATION. Tenant shall conduct its business in the Promises in all respects in a dignified inanner and in accordance with high standards of store operation and that of a first-class shopping center. 2. BUSINESS HOUM. `l'enant will remain open for business Sunday through Thursday from 11:30 a.m. uaatil 10:60 p.m., and onFridays and Saturdays from 11:30 a.m. to 11.00 p,m. Totaant may also remain open for ,any additional hours desired by Tonarit, subject to Landlord approval. 3. )Y NDOW TREATMENTS. No curtains, draperies, blinds, shades, window tintiag, or screens shall be aattachod to or hung or used in connection with any window or door of the Premises without (prior consent of the Landlord. Curtains, draperies, blinds, shades or screens ttaust be of a duality, type, design and color approved by Landlord, Further, all draperies, shades or screens shank have a natural color or fabric: facing exterior window views. 4.E.lwil? w V R1ES. All deliveries or shipments of tiny kind to and from the Premises shall be made in a wanner directed by Landlord with no exceptions. Failure to .abide by this role could result in a fine by the applicable governing municipality, and Tenant shall indemnify and Bold Landlord harmless from and against any costs in connection with T'enant's violation. of this restriction. Loading and unloading of merchandise, supplies and other goods, shall be made only by way of the rear of the Premises at a location designated by Landlord, and only at such tunas designated for such purpose by Landlord; trailers and/or ti -ticks servicing tho Demised l'renaises may only park in portions of the Shopping Center designated for satch purpose by Landlord, and only while actively loading/unloading. 1n no event may any trucks be .parked in a manner which may interfere with the use of the Common Area or any pedestrian or vehiealar access. S, RADIO, "ITL%VISION. ESC rFRIUR NO1EC-. No radio, television, phonograph or other devices, or aerial atwohed thereto (inside or outside the Premises) shall be installed without first obtaining in each instance the Landlord's written consent; and if such consent be given, unless otherwise approved, no stach device shall be used in as aaanner so as to be heard or seen outside of the Premises, and tao advertising mediuni shall be used which can be seen, heard or experienced outside the Premises, including, but not limited to, flashing lights and searchlights, if € ny live music is played in the Premises, sage shall be. performed in a manner so as not to be heard outside of the .Promises. Any nightclub shatll install sound attonuation materials approved by Landlord inside the walls and ceilings of Premises, 6. AI LLAS Ai7Q NI:NG PREMBIwS, Tenant shall keep the areas immediately adjoining the .Premises in the front and at the rear of the Premises, including any portion of the Common .Area where Tenant is given the right to tine for a sales or service area, clean. and free from dirt and rubbish, and Tenant shall not place, suffer orportnit any obstructions orproperty in such areas or in any area outside of the Premises. 7. M INTENf1NCi✓. Tenant. will maintain the Premises at its own expense in a clean, orderly and sanitary condition and free of unreasonable odors, insects, rodents, vermin, and other pests; will not burn or permit undue accumulation of garbage, cash, rubbish and other refuse, and will remove the same from the Premises to Compactors or other receptacles provided by Landlord, and will keep such refuse in proper containers on the interiur of the Premises until sac rcanovW from the Premises. Tenant -,hall keep the entry and exit ways immediately adjoining the Promised clean and shall not place of permit any rubbish, obstruction or merchandise in such areas. Tcnant shall break down, flatten or otherwise condense all boxes and trash placed in any trash receptacle. Notwithstanding the foregoing, Tenant at its expertise shall make special arrangements, which must be acceptable to Landlord, f'or the collection, storage and removal of any grease, oils, fats, renderings, foods, or similar waste all of which shall be carried and not dragged to the appropriate disposal facility, and shall not place same in any compactors or other Crash receptacles for the Shopping Center or in the sower system of the Shopping Center, or in the alternative Landlord will have the tight to reinove satire and charge 'Tenant for all costs associated therewith, which shall be paid within ten (10) days after written demand by Landlord. No such waste materials shall be F.,X141BIT F, Shopping Center Rales and Regulations — Page F -I removed from the Premises in any leaking baps or containers, and i f any such waste materials shill oil any portion of the Common Area same shall be immediately cleaned up by 'Tenant. S. STORAG (QF AWT OLLS OUT5T1)C PR MIS) 5. Tenant will not place or maintain any merchandise, vending machines or other articles in the vestibule or entry of the Prennses, oat the footwalks adjacent thereto or elsewhere oil the exterior thereof. 9. USE OF, AREAS .OUTSIDE PREMIS.I.1.S.. Tenant will not use, or permit to be used, the malls or sidewalks adjacent to file Premises, or any other space outside of the Premises for the display or sale or offering for sale of any merchandise or for any other business, occupation or undertaking_, unless permitted .by Landlord in writing. 10. N0 50LICIT TI S. Tenant will not use or permit the use of any portion of the Shopping Center or the Premises Tar soliuitatiOtis, demonstrations or itinerant vending, or any activities inconsistent with reasonable standards of good Shopping Center practice; Tenant and, Tenant's employees and agents shall not solicit business in the Cot-ninon ,Aron, nor shall Tenant distribute any advertising matter ort automobiles parked in the parking areas or other Common Area without Landlord's prior written consent. H. . PLUMBING FACILITIES. The plumbing facilities within or serving the Premises shall not be used ''For any purposes other than for which they were constructed, and no Foreign substances of any kind ,shall be thrown therein. Tannage resulting to any such fixtures or appliances front misuse by Tenant or its agents, employees or invitees, shall be paid by Tenant, 1.2. N'O SLE'k, PIN OR L,;Tenant shrill not use, pert.ttit or suffer the nse of any portion of the Promises as living, sleeping or lodging quarters. 13. �,,,KC,'„ESSIVI � OUR L GADS. No load will be placed o.►t any floor of the ''remises which exceeds lite floor load per squire foot area which such floor area was designated to curly. 14. V113 TION AND NOIS s. All mechanical equipment and machinery in or serving the Treatises will be .kept free of vibration and noise which may be transmitted beyond the confines of the Premises, and, to the extent applicable, Tenant will provide sound barriers for Tenant's roof-top HVAC system to the extent required by any environmental or other law, mile, regulation, guideline or order. 15, QDCM. Tenant shall not cause or perinit strong, unusual, offensive or objectionable noise, odors, filmes, dust or vapors to emanate or be dispelled from the Promises. lb. LIVE ANIMALS. No live animals will be kept on or within the Premises. 17. E 'TERMINATOR SERVICE,, Tenant must have the Premises serviced by a pest exterminator approved or selected by Landlord at least once per month (once a week if Tenant sells food or bevorages within the Premises) at Tenant's expense..Landlotd, at its option and front time to time, may, tit the expense of the Tenant, employ a pest extermination contractor to service the Premises at such intervals as Landlord may require, and Tenant shall permit said eontractor to enter the Premises to perform pest extermination services. 18. C'LOOIt COVERING, Tenant shall not lay Finoleutn of other similar floor covering so that such floor covering shall come in direct contact with the floor of the Premiws and if linoleum or other similar floor covering is so used, tett interltncr of builder's deadening Felt shall first be affixed to the floor by paste or other material soluble in water, so that such floor covering may be easily removed, The rise or cement or other similar material is prohibited. 191 STORAGE OF VEHICLES/PARKING. No autornob.iles, trucks or other vehicles lnay be stored on the Stropping Center, or may be parked on the Stropping Center which etre not capable of being run under their own power. Tenant and Tenant's employees shall park their cars only in those portions of the parking area designated for those purposes by the Landlord. Tenant shall furnish Landlord within 5 clays biter taking possession EXHIBIT F, Shopping Center Mules and Regulations — Page 1~-2 �V810 oP the Premises, tate state of registration and automobile license numbers assigned to vehicles belonging to Tenant's employees and shall thereafter notify tate Landlord of any change within 5 days after changes occur. Landlord has and reserves the right to alter the methods used to control parking and the right to establish such controls and Utiles and regulations (such. as parking stickers to be affixed to vehicles) regarding parking that Landlord deems desirable;, Without liability, Landlord will have the right to tow or otherwise remove vehicles improlaerly parking, blocking ingress or cgmss lanes, car violtltiug parking rules, at the expense of the offezading tenant and/or owner' orthe vehicle. Landlord shall not have any liability on account of any loss of datraage to any W!liicle ur the contetits thereof, Tenant hereby agroelti,g to bear the risk of loss for sante. In tiro event that Clio `Cenant or its eniiployees fail to park their cars in designated parking areas tis aforesaid, them the Landlord, at its bpfloo, M, ay withou limitin its right to other° tow or have such vehicle removed, elect to "boot" stash vehicle .and/or charge Tenant teo ($10.00) dollars par day or partial clay pet' car parking in tiny area other than that designated for employee parking. Tonant shall indetntiify, bold and save harmless Landlord of any liability arising from such towing or booting of any vehicles. 20. AID) VERTISIN(3 AND P 0MOTION'AL :MATER .TA . Tonant will not display, paint or cause to be displayed, painted or placed, any handbills, bumper stickers or other advertising; or promotional materials or devices on any vehicle patl(ed in the parking area of tiro Shopping Center, whether belonging to Tonant, or to Tenant's agents or erriployocs, or to any other person, will not d'istributo, or cause to be distributed, in the Shopping Center, any handbills or other tadvailising devices; and will not conduct or petxtlit any activities that might Constitute a nuisance or unreasonable source of annoyance to other tenants of the Shopping Center or their customers. 2.1. 'DISPLAYS AND 7]EC"QRATIQNS. Tenant shall not place, suffer or permit displays or decorations ohi the sidewalks outside of the Premises or on or upon any of the parking or other portions of the Common. Area. Additionally Tenant, shall. not place or permit to be placed any seating areas outside of the Premises or anywhere within the Common Area without. the express prior written consent of Landlord. No signs, advertisements or notices shall be painted or affixed on or to any windows or doors or other part of the Shopping Center without the .prior written consent of Landlord. No nails, hooks or screws shall be driven or inserted .in any Bart of the Stropping Center except by Shopping Carter maintenance personnel, 22. `11�D0US MATERIALS. Tet at. isIto frictions: Tenant shall not cause or permit to occur: i. any violation of any federal state, or local law, ordinance, or regulation now or hereafter enacted, related to environmental conditions on, tender, or about the Premises or arising from Tenants ttse or occupancy of the''remises including, but -not limited to, soil and ground water conditions; or ii, the use, generation, release, manufacture, rel=ining, production, processing, storage or disposal of any ffiiztardous Material without Landlord's prior written consent, which consent may be withdrawn, conditioned, or modified by Landlord in its sole and absolute discretion in order to insure compliance with all Applicable "Laws" (hereinafter defined), as such .Laws tray be enacted or amended from time to time. b. .Environmental Cleanup: L Tenant shall, at Tenant's own expense, comply with all laws regulating the use, generation, storage, transportation, or disposal of Hazardous Materials ii. Tenant shrill, at Tenant's awn expense, intake all submissions to, provide all information required by avid comply with all requirements of all governmental authorities under the Daws. iii. Should ally governmental authority or any third party demand that a cleatrtrp plan be prepared and a cleanup he undertaken because of any deposit, spill, discharge, or other release of Hazardous Materials that occurs during the terni of this lease, at or froin the Premises or which arises at any time from Te'nant's use or occupancy of the Promises, then Tenant shall, at Tenant's own expense, prepare and submit the required plans and all related bonds and other financial assurances and Tenant shall carry out all such cleanup plans. EXHIBIT F, Shopping Center- Rules anti Regulations — Page F" 3 C. Tenant sliall promptly provide all inion ation rogarding; the use, generation, storage, transportation, or disposal of Hazardous Materials that is required by Landlord. d. If Tenant tails to hilfill any duty imposed lander this Paragraph within thirty (30) drays following Landlord's written request, Landlord may proceed with such efforts an(I in such. case, Tenant shall cooperate with Landlord in order to prepare all documents Landlord deems necessary or appropriate to determine the applicability of the Laws to the Promises and Tenant`s use thereof and for compliance therewith and Tenant shall executeail documents promptly upon Landlard's request and any oxpmses incurred by Landlord shall be payable by Tenant as an additional tent. No such action by Landlord rand no attempt made by Landlord to mitigate damages antler any Law shall constitute a. waiver of any of Tenant's obligations under this Paragraph, e. Tenant's obligations and liabilities under this Paragraph 22 shall survive the expiration of this Lease, 23. INCID.Eh1T NOTICE. Tenant shall give to Landlord prompt written notice of i lily accident, fire, burglary, theft, or dahnage occurring on or to the Promises. 24, USE OF COMMON AREA; The Common Area shall not be obstructed by Tenant or used for purposes other tllatt puking, ingress and egress to and from the .promises and for going from o.ne to another part of the Shopping Center. 25, LOCKS, Landlord shall provide all floor locks in Tenant's 'remises, at the cost of Tenant, and Tenant shall not place any additional door locks in tilt: Premises without Landlord's prior written consent. Landlord shall furnish to Tenant a reasonable number of keys to Tenani's Premises., at Tonant's cost, and Tenant shall not make d.tipl.icates thereof, 2 l? C?TV 'i f,_1V�l�IlNlatVY. No milebinei'y of any €tint€ (other than �nornfal office equipment) shall be operated by Tenant without Landlord's prior written consent, nor shall Tenant use or keep in the Shopping; Center tiny flanunable or explosive fluid or substance. 27, LQST I1'F3M.. Landlord will not be responsible for lost or stolen personal property, money or jewelry frorn a tenant's premises or public or coninion areas regardless of whetlier such loss ocours when the area is locker) against entry or not. 28. VENDINVr MACMINES, No vending or dispensing machines of any ]rind may be maintained in any leaser) premises without the prior written permission. of Landlord. 29. DlSLWP'rIVE AC"'CIVlJ1 IFSS. Tenant shall not conduct any activity on or about the Premises or Shopping Center which will draw pickets, denhonstrators, or the like. 34, OF'la--L MTTSAREAS, No tenant may enter into phone 1-001118, electrical rooms, mechanical rooins, or other service areas of the Shopping Center unless accompanied by Landlord or the Shopping Center manager. 31, ILLEGAL./NSAFE AC"fIVIT.IES. Tenant will not permit any Tenant Party to bring onto tile ,Shopping Center any handgun, firearm or other weapons of any .kind, illegal drugs or, unless expressly permitted by Landlord in writing, alcoholic; beverages. EXHIBIT la, Shopping Center Mules and Regulations — Page h-4 812 EXHIBIT � CONI IRMATION OF COMMENCE ME' NT :DATE -" i Wiff9ye IN khZ [TENANT'S PPRE S] 1rn Ile: Lease Agreement (the ". Boase") dated , 2021, between CH REALTY VII�.I'S1t pG BOYNTON 8EACH LAS VENTANA.S, L,L,C., a Delaware limited liability company ("Landlord")., and THAI VENTURE GROUP, LLC:, a Florida limited liability company ('Tonant"). Capitalized terins used. herein but not defined shall be given the meanings assigned to then in the Lease. Ladies and Gentlemen: Landlord and Tenant agree as follows: 1. !conditionof .premises. Tenant has accepted possession of the Premises pursuant to the Lease. Arty improvements roquired by the terns of the Lease to be made by Landlord have been. completed to the .full and complete satisfaction of Tenant in all respects, and Landlord tins fulfilled all of its duties tinder the Lease with respect to sttch initial tonant huprovements. Mirthermore, Tenant acknowledges that the Premises are suitable for the Permittod Use. 2. Conttnenceanent Date. The Commencement .Date of the Lease is , 20_ 3. Expiration .Date. The Terni is scheduled to expire on the last day of the —th full calendar month of the Terri, which date is , 2p_ 4. Contact. Person, Tctiant's contact person in the Promises is: Attention.: Telephone: Tclecopy: 5. Ratification. Tenant hereby ratifies and confirms its obligations tinder the Lease, and represents and warrants to Landlord that it has no defenses thereto, Additionally, Tenant further co►rfa:rtus and ratifies that, as of the date hereof, (a) the Lease is and remains in good standing and in frill force and effect, and (b) Tenant has no claims, counterclaims, set -offs or defenses against Landlord arising out of the Tease or in any way relating thereto or arising out of any other transaction between Landlord and Tenant. & 131ndinat Effect, Governing Law. Except as modified hereby, tate Lease shall remain in full effect and this letter shall be bidding upon Landlord and Tenant and their respective successor's and assigns, If any inconsistency exists or arises between the terms of this letter and the terms of the Lease, the terms of this letter shall prevail. This letter shall be governed by the laws of the state in which the Premises are located. EXi11817' G, Confirroation of Commencement Date - Page G-1 Please indicate your agreement to the above matters by sighing this Tetter in the q)ace indicated below and returni." an executed original to us. Sincerely,. CH REALTY VII ,PSREG BOYNTON BEACH LAS VENTANAS, L.L,C„ a Delaware li.txi ted liability company By: PSREG Las Ventanas, LLC, a Georgialimited liability company, its manager By:ra�rps L; a Georgia lim.rtod liability coinpany, its manager By -� Name:_—______ rrC-c Title: I/, - Agreed and accepted: I WANT''SSIG11ATURE, BI, Off] By: Name: Title: OW CXHll31T C, Confirmation of Commencement Date - Wage C-2 0814 +X111BI 1' 14 FORM OI+ TENANT ESTOPPEL rCERTI ICA" .1C The undorsignod is the Tenant under the Lease (defined below) between _ . a as Landlord, and the undersigned as Tenant, for the .Premises in the Slopping Center Iodated at and commonly known as _ incl hereby certifies as follows: `` I. The Lease consists of the original Lease Agiecrn.ean dated as of , 20,11, between Tenant and Landlord's predecessor -in -interest] and the Following amendments or modifiicatiaias thereto (if none, please state "alone"): The documents listed above are herein collectively referred to as the "Lease" and represent the entire agreement between the parties with respect to the Premises. All capitalized terms used herein but not defined shall be given the meaning assigned to then, in the Lease. 2. The Lease is in full Force and effect and has not been modified, supplemented or amended in any way except as provided in ec `oat l above. 3. The Teras commenced on , and the Term expires, excluding any renewal options, on _ _ ,, 20 _ _ __,, and. Tenant fins no option to purobase all or any part of the premises or the Shopping Center or, except as expressly set forth in the Lease, any option to terminate or cancel the Lease, 4. Tenant currently occupies the Promises described in the Lease: and Tenant has not transferred, assigned, or sublet any portion of the Promises nor entered into tiny license or concession agreements with respect thereto except as follows (iFnone, please state "none"), All monthly installments of Minimum Rent, all Percentage Rent, all Additional ,Rent and all monthly installments of estimated Additional Relit have been paid when due through . The current monthly installments of Minimum Rent and Additional Rent are: Minimum Tient $ _ Coarn2aon Area Charge Retail Area Expenses Total $ . S. All conditions of the .Lease to be performed by .Landlord necessary to the enforceability of the Lease have been satisfied and Landlord is not in default thereunder. In addition, "I" etiant has not delivered any notice to Landlord regarding a deftault by Landlord thereunder. 6. As of the date hereof, there rare no existing defenses or offsets, or, to the undersigned's knowledge, claims or tiny btasia for a claim, that the undersigned has against Landlord and no event has occurred and no condition exists, which, with the giving of notice or the passage of tirne, or both, will constitute a default tinder the Lease, EXHIBIT Ft, Form of Tenant Estoppel Certilieate--Page HA 815 I 7. No.rental has been paid more than 30 days in advance and no security deposit has been delivered to Landlord except as provided in the Ilease. 8, If Tenant is a corporation, partnership or other business entity, each individaal executing this Estoppel Certificato on behalf of Tenant Hereby ropresens and warrants that Tenant is a duly formed and existing entity gaalifred to do business in the, state in which the Premises are located and that Ter►aint has full right and authority to execute and deliver this Estoppel Cerlifiicate and that each person signing on behalf of Tenant is authorized to do so. 9. There are no actions pending against Tenant udder any bankruptcy or similar laws of the United States or any state. 10. Other than in compliance with all applicable laws and incidental to the ordinary coarse of the tise of the Premises, the undersigned has not used or stored any hazardous substances in the Premises. ll. Tonant is not itself, and is not directly or indirectly owned, controlled ole supported by, a "Specially Designated National" or otherwise designated as a blocked person under any regulation .of the Office of Foreign Assets Control, U.S, Department of Treasury (see:wwwaistreas.gov/ofd"ices/ent'orconient/OFAQ. 12, All tenant improvement work to be performed by Landlord under the Lease has been completed W. accordance with the Lease acid has been accepted by the undersigned and all reiiribursemens And allowances clue to the undersigned under the Lease la connection with any tenant improvement work have been paid .it} Full. Tenant acknowledges that this Estoppel Certificate may be delivered to Landlord, Landlord's Mortgagee or to a prospective mortgagee or prospective purchaser, and their respective successors and assigns, and acknowledges that Landlord, Landlord's. Mortgagee andlor such prospective, mortgagee or prospective purchaser will he a'elying upon the statements contained herein in disbursing loan advances or making a new loan or acquiring the property of which the Premises are a part and that receipt by it of this certificate is a condition of disbursing loan advances or making such loan or acquiring, such property. EXeclited 0 of r -itrr imj i b��vtt � aKl B {4 y� Nttine- Titlo: EXHIBIT 14, Fonn of'Fennt Estoppel Certificate; — Page 1-1-2 N816 EXHIBIT I PROHIBITED US'L+' Tenant shall not use or permit the use of the ,Premises for any other business oT purpose, exce}�t as set forth rat tate Paragraph 8 of this Loase and in strict accordance with the rules and regulations for the Shopping Center. No part of the Premises shall be used for any .purpose other than retail sales and/or services, offices, restaurants or other c;umn-tercial purposes which are permitted by applicable zoning and other laws and which are typically found is first class retail. shoppin.9 centers in the County in which the Shopping Center is located.. No pant of'the oxte.rior- shall be its d f'or an autosnatic teller machine. THE FOLLOWING PRO.I11BITIONS AND RES'.TRIcrIONS SHALL NOT BE DEEMED TO APPLY TO LANDLORD, BUT ONLY TO TENANT UNDER THE LEASE. Landlord shall have the right, in Landlord's sole and absolute discretion„ to waive all or any of the prohibitions set forth herein upon such matters, tears and conditions as Landlord, in its solo discretion may determhm. The Premises, in whole or in part, shell not be used or operated directly or indirectly far- aay of the following: I, The operation of a retail store offering the following services for sale to the general public; UPS, DHL, FodEx, Airbour;ne overnight delivery services, postal services, packaging and shipping; services, mailbox rentals, fix for profit, and copy and printing services 2. The operation of a Greek restaurant with its principal business (more than .25% of its gross sale) being the sale of Greek food 3. The operation of restaurant with its principal business being the sale of coffee, tea and smoothies. 4. The sale of submarine sandwiches S. The operation ofa local real estate brokerage office 6, The operation of a :knitters' studio and retail sale of knitting supplies ?. The leasing and sale of motorized scooters 8. The operation of a sports bar, la or purposes of this nxclWive, a sports bar is a bar having more than four televisions por 1,500 square feet, billiard tables, and which shows televised sporting events on multiple televisions 9. The operation (if a high-end, appointment only hair salon 1.0. The operation of a yoga or pilates studio or center EXT -1113 IT 1, Prohibited Uses — Page l-1 Y 817 EXHIBIT, GUARANTY As a material inducement to Landlord to enter into the Lease Agreement, dated July 2021 (the "Lame"), between. THAI Vl,:NTURE GROUP, LL,C, a Florida limited liability company, as Tenant, and CII. RRALTY VII-.PSITM BOYNTON BEACH LAS V NTA,NAS, L,L.C'., a Delaware limited liability company, as Landlord, .PANITA WUM11WEANGTIIAIVI', an individual, and P'AITOON YA.MSIRIWONG, an individual (individually and collectively, "Guarantor"), hereby unconditionally and :irrevocably guarantees the cornplete and timely perfortnance of each obligation of Tenant (and any assignee) trader the Lease and any extension$ or renewals of and amendments to the Lease, This Guaranty is an absolute, primary, and continuing, guaranty of payment and performance and is independent of Tenant's obligations under the Lease. Guarantor (and if this Guaranty is signed by more than one person or entity, each Guarantor hereunder) shall be primarily liable, ,jointly :and severally, with Tenant and any other guarantor of Tenant's obligations, Guarantor waives any right to require Landlord to (4)join Tenant: with Guarantor in any snit arising raider this Guiaranty, (b) proceed againnst or exhaust any security given to secure Tenant's obligations under the Lease, or (c) pursue or exhaust any outer remedy in Landlord's .power, Until all of Tenant's obligations to Landlord have been discharged in full, Guarantor shall have no right of subrogation against Tenant. Landlord runny, without notice or demand and without affecting Guarantor's liability hereunder, from tittle to time, compromise, extend or otherwise modify any or -all of the terms of the Lease, or fail to perfect, or fail to continue the perfection of, any secivity interests granted under the Lease. Without limiting the generality of the foregoing, if Tenant elects to increase the sire of the leased premises, extend the Lease term, or othcrwiso expand Tenant's obligations under the Lease, Tenant's execution of such lease documentation shall constitute Goaranntor's consent thereto (and such increased obligations of Tenant under the Lease shall constitute a guaranteed obligation hereunder); Guarantor hereby waives any and all rights to consent thereto. Guarantor waives any right to participate in any security now or hereafter held by Landlord. Guarantor hereby waives all presentments, demands for performance, notices of nonperformance, protests, notices of protest, dishonor and notices of acceptance of this Guaranty, and waives all notices of existence, creation or incurring of neve or additional obligations from Tennant to Landlord. Guarantor further waives all defenses afforded guarantors or based on suretyship or impaitniont of collateral under applicable .Law, other that) payment and performance in full of Tenant's obligations under the Lease. The liability of Guarantor under this Guaranty will not be affected. by (I) the release or discharge of Tenant from, or impairment, limitation or modification of, Tenant's obligations under the Lease in ally ba nkraptey, receivership, or other debtor relief proceeding, whether state or federal and whether voluntary or involuntary; (2) the rej ctietn or disaffirmance of the Lease in any such proceeding; or (3) the cessation from any cause whatsoever of the liability of Tennant under the Lease. Guarantor shall pay to Landlord all costs incurred by Landlord in enforcing; this Guaranty (including, without limitation, reasonable attorneys' fees and expenses). The obligations of Tenant under the Lease to execute and deliver estoppel statennonts, as therein provided, shall be deemed to also require: [lie Guarantor hereunder to do so and provide the same relative to Guarantor following; written request by Landlord in accordance with the terms of the Lease, All notices and other communications given pursuant to, or In connection with, this Guaranty shall be delivered in the same tanner required in the Lease. All notices or other communications addressed to Guarantor shall be delivered at the address set forth below. This Guaranty shall be binding; upon the heirs, legal representatives, successors and assigns of Guarantor and shall inure to the benefit of Landlord's successors and assigns. [LTTE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK,] EXHIBIT .i, Guaranty -- Mage JW I 818 Executed as of Al ly A, 202.1. TN4 . I X]:IIBIT .l, Guaranty — Page .i-2 0 J k • PANT'I'A.WVTTHIIWr I±;A.NGT,I AMC, an individual Address: li G � ti I' 1l Telephone; Telecopy: Driver's %icez1!;e o,: �� • ° . 441� T'AITUI'D Y MSx G, inn individual Acldress;.1.� Telecopy; _ Drivee,q License 819 FLORIDA JURAT FS 117.05(13) States of Florida County of • t ) .. �I V� Sworn to (or affirmed) and SUbscribed before Ene by means of �Physlcal Prosonco, —OR— © Online fYQtarization tl !�"U —dayf �! �'by Carry or�rl� Year ,•�"'�"� rtte . -Pers--- et`srrr� � pr Affk•rnlr�� ALEXA:#6G Gi.F Notary publice of Florida " VY Commissio956175C _Z� My Comm, Expb 17, 2024 Sia CSNotary Ptrblrc - State of Florida 11.11, 4 n Name of Notary 7'yp(.1d, Printed or Stomped 0 Personally Known Prodrrced Identification Type of identification Produced: Plow Notary Seal Stamp Alcove VV i fvevIAL Complethig this Mforrrration call dexter alteration of the document or fraudulent reattachment of this form to an unintonded document. Description of Attached Document Tittle for Type of pDocument: `_C �� 11 �� lW410 �Ir�� ��� � :,� e", tL(A t G►it�Ni V'vL}LrC lrruG� LL( .rias �Y(/th,} Document Date: < _--- Number Of Pages: Signer(s) other Than Named Alcove; c � ���;�; �vttn� y�h��� i�l!� � i i � V a- 02020 02020 National Notary Association Mi3a4-10 (11/20) �A'�820 FLORIDA JURAT FS. 417.05(13) State of Florida County of �� ALEXANDER �+ DEii MlOtF r Notary public $tate of Flprida n' Carnrnisslon M 996 i5 Y Comm, E'xplres Feb 17, 2024 Place Notary Seryl Stamp Above Sworn to (or affirmeci) rincl subscribed before me by means of khyslcal Presence, —OR - 0 Onllne OR--• 0Online Natarizatior tills _ da of Y Day j, Month Year 7 ' `r7 0 fl+ "l Vvis � P.- t) 01199, or Affirmbig Slgoature .Pd ury Public: tote of Florida Name of Notory Typed, Printed or Stamped 0 Personally Known 9prOdLiced Identification Tyne of Identification Produced: 0P1 --L---. UPI IVNAL Completing this information ecin deter alteration of the docrrrrrent or fraudulent reattachment of this fora) to an unintended document. Description of Attached r ocunven /� Title or Type cif Document: I: �i?��+' �y21tr C��. U(� �5 �'� ZL OfS Ld1�Jpter G1^+� r , Ib { i d �IJ {.t. -C ATfn f Document fate: 2`f � a — Number of Pages: _—`� �---- Signer(s) Other Than Named Above:wr1; � ),�.f�� ��n �n� � � t)� S ���` �� �Ogk _LAS 02020 National Notary Association M1304-10 (11120) Y821 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.L SUBJECT: Approval of a Waiver for the Commercial Property Improvement Grant Program in the Amount of $60,000 to Thai Venture Group LLC d/b/a Kabuki Sushi Thai Tapas located in One Boynton at 321 E. Woolbright Road SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial build -out costs associated with the construction, repaid, and/or rehabilitation of commercial building improvement. The Commercial Property Improvement Grant Programs 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. The Program also provides funding assistance related to the design fees for architectural, electrical, civil, mechanical, and/or plumbing improvements for eligible property improvements. Applicants are eligible to receive 50% of the applicant's project budget up to a maximum amount of $10,000. CRA staff has received a complete grant application from Thai Venture Group LLC d/b/a Kabuki Sushi Thai Tapas located in One Boynton at 321 E. Woolbright Road, Boynton Beach, FL 33435 (see Attachments 1-11). Kabuki is Boynton Beach's new hot spot for drinks, sushi and tapas offering Thai and Japanese cuisines with exotic cocktails. With its spacious dining room and modern decor, Kabuki is the perfect place to host your next gathering. Kabuki opened its first location in West Palm Beach in 2011 and has since expanded making Boynton Beach its fourth location in South Florida. As a restaurant, the applicant falls under the terms of a Tier I business as outlined in the grant application. The applicant is seeking reimbursement for an interior build -out for a 5,600 square foot restaurant. The total cost of eligible property improvements is approximately $1,000,000 (see Attachment III). The associated design fees for the interior build -out totaled $29,750 (see Attachment IV). Per the Program Rules & Regulations, applicants are eligible to receive reimbursement of 50% of the fees up to a maximum of $10,000. Final payment for the design fees must be paid no more than 180 days prior to Board approval in order to be eligible for reimbursement. Kabuki paid for the design fees in May 2022 and therefore seeks a waiver from the Board on this eligibility requirement. 822 Additionally, the final payment to the contractor was made on August 27, 2024. Per the Program Rules & Regulations, applicants must submit a complete application within 60 days of payment for the improvements in order to be eligible for reimbursement. Final payment was made to the contractor on August 27, 2024 and the application was received by CRA staff on October 31, 2024 (five days past the eligibility period). The restaurant opened to the public on October 9, 2024. Staff supports a waiver on both eligibility periods for the design and property improvements due to the extensive design, permit review, build -out and operating licensing for the 5,600 restaurant space. The retail/restaurant space, prior to Kabuki, had remained vacant with dirt floors since the completion of the mixed-use project in 2009. The activation of the vacant storefront adds to the vibrancy of the Federal Highway and Woolbright corridor while creating numerous jobs from the construction of the project through to the daily operation of the restaurant. If approved, the applicant is eligible to receive a maximum grant of $50,000 in reimbursable funding for the property improvements and $10,000 for the design provided that the applicant expends an equal amount in matching funds as required under the terms of the grant. The grant is reimbursed to the applicant once the City of Boynton Beach Building Department approves all permit requirements and the proper reimbursement documentation is submitted to CRA staff or approval. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-444, $50,000 for Property Improvements and $10,000 for Design CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of the Commercial Property Improvement Grant not to exceed the maximum grant award of $60,000 to Thai Venture Group LLC d/b/a Kabuki Sushi Thai Tapas located in One Boynton at 321 E. Woolbright Road, Boynton Beach, FL 33435. ATTACHMENTS: Description • Attachment I - Commercial Property Improvement Grant Application • Attachment II - Location Map • Attachment III - Property Improvements • Attachment IV - Design Fees 823 COMAAUNrrY'REDEVELOFlNII' AGENCY "WYNTON BEACH COMMUNITY REDEVELOPMENT AGENCP COMMERCIAL PROPERTY IMPROVEMENT 7!7= The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the "BBCRA") Area. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the design, repair, and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan, Improvements paid for by the BBCRA must be permanent and stay with the building. The BBCRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. For purposes of this application, the term "new business" means a company in operation for less than one year or relocating to Boynton Beach. The term "existing business" means a company that has been in operation within the BBCRA Area for one year or more at the time of application and has at least two years remaining on its existing lease at the time of Board approval, The term "project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. The 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) Initials Page 1 of 16 Property Improvement 100 East Ocean Avenue, 01 Floor, Boynton Beach, FL 33435 - Phone-, (561) 600 - 9090 www. boyntonbeachcra.com 824 may be produced the 'rte RA 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 commercial property owner or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, LIP to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. The applicant may also receive financial assistance for eligible design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at: httr)s://www.IDianton-bLeac��i g reen- business/oace-business or by contacting the City of Boynton Beach at (561) 742-6494. 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. 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), • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. Page 2 of 16 Property Improvement 100 East Ocean Avenue, 4111 Floor, Boynton Beach, FI. 33435 — Phone(561) 600 - 9090 WWw. boyntonbeachcra,corn 825 • Applicant must have an executed multi-year lease with at least two years remaining onthe lease atthe time ofBBCRABoard approval. w Proposed leases nnumtbe executed within 30 days nfBBCRA Board approval o/ the grant award is terminated. p The Applicant's Experian consumer credit report must reflect an acceptable !evey 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 omExperian credit score of0O1 orhigher and have nolisted history of bankruptcy tobeeligible. |fthere ismore than one business owner, the majority nf the business owners must have credit scores of6O1orhigher tobeeligible. w All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Oevm!mprnmnt Regulations. All contractors must be licensed as required towork in Boynton Beach and/or Palm Beach County. For any projects valued more than $250.00O(based onthe project's construotionualwe 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 (nbeperformed prior tosubmitting mgrant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the BBCRABoard approval, plus anadded 2O96contingency funding amount (fora total not to exceed the maximum eligible grant amount), • Brant 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. Hovwever. Tier /| commercial property owners may apply for grant funding for eligible exterior improvements, which will not affect the eligibility ofthe lessee business entities tV apply for grant funding for eligible interior improvements, m /norder tnqualify 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 ormonies owed for utilities, the BBCRA will perform a lien search on the property at a cost of $14D.00.which will bededucted from any grant funding awarded tothe recipient. In the event that there isanoutstanding lien against the property, the grant will not be awarded until the complete satisfaction ofthe lien. Page 3of1G Property Improvement 10OEast Ocean Avenue, 4mFloor, Boynton Beach, FL33435-Phone�(551)GO0-90SO� / / www-boyntonbmachcra.00m 826 � In order to receive the full amount of any awarded grant, the property owner or tenant must complete the proeo\, obtain m Certificate oJ0ooupancw/Cmrnphethnm from the City ofBoynton 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 reirnbursement for up to 50% of their grant award pdor v) omnnp|ebVn of the project.) If BBCRA Board approves grant fund/ng 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 karnm vwD� result in termination of the grant avvanj, at which point the BBCR/\ will no |onger, make payments for any reimbursement nyquesta, regardless of whether the request was submitted prior to the termination of the grant. Only one 98 -day administrative extension will be pennitted, and the BBCRA has the sole and absolute discretion iogrant ordeny such extension. • Project items completed and paid for by the applicant more than 60 days prior to grant approval bythe BBCRABoard 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 isreceived, the application will Ueplaced onthe next available agenda for review and potential approval. w Grant funding may not beused for design fees alone. Grant funding for design fees will only be awarded when the grant funding will also be used for physical property improvements. CVnvense|y, grant funding may be awarded for physical property improvements even if no funding for design funding is requested. The BBCRA may elect to fund only physical property improvements even if design funding is requested. • BBCRA Board approval of this grant results only in funding. Approval of BBCRA grant funding is NOT approval of any type of City processes including, but not limited to, permits and site plan modification, Applicants must apply for permits and site plan modification through the appropriate departments at the City. Permitting and site plan modification reviews are required for all commercial projects. It is the responsibility ofthe applicant toobtain all necessary City approvals. • Grantees shall allow the BBCRA the rights and use of photos and project application materials. • The BBCRABoard may give preference b)local businesses. For purposes ofthis grant, local business means a duly licensed business entity with anoffice location imPalm Beach County. initial I Page 4o[1G Property Improvement ) 1QOEast Ocean Avenue, 4mFloor, Boynton Beach, FL33435-Phone: (561)6O8 -90S0 wvmm,boyn*mnbemchc/aoom � 827 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 • Awnings • Fencing (excluding chain link, barbed wire, and wood panels) • Electric vehicle charging stations • Hood & fire suppression • Design fees associated with architectural, electrical, civil, plumbing and mechanical site plans • Plumbing • HVAC system • Patio decks connected to the building • Doors/windows • Parking lot re -paving, re -sealing, and/or restriping • Painting • Demolition of structure and re -sodding of vacant property • Solar electricity and water heating • Signage • Permit fees for eligible property improvements included as part of the licensed contractor's contract/invoice • Flooring • ADA Improvements • Roofing (Not to exceed 50% of total grant award) • Security cameras/systern" (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 $3,000 for the installation of new security cameras/systems. The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Massage/Personal Services 0 Medical Research Centers/Housing • Firearm Sales/Shooting Ranges 0 Massage/Personal Services • Religion- Affiliated Retail Stores 0 Churches/places of worships • Non-profit Organizations o Alcohol and/or Drug Rehabilitation • Adult Gambling Arcades Centers/Housing • Check Cashing Stores * Vapor/E-Cigarette Stores Page 5 of 16 Property Improvement 100 East Ocean Avenue, 401 Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www boyntonbeachcra corn 828 ° Adult Entertainment • Political offices, campaign b*adqumder$, mrother businesses focused on pn|hiom or political operations • CBD Retail Stores • Any other use that the BBCRA staff or BBCRA Board determine wili not support the redevelop rne nt of the BBC RA Area This grant isdivided into three tiers ofeligibility. Busineosms are classified into tiers based on the type of business, which Nen determines the amount mfeligible funding. All reimbursement checks from the BBCRAtothe 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 VfBBCRABoard approval, plus anadded 20Y6for contingency funding, the total of which may not exceed the maximum amount of grant funding for which the project is Tier One Business Tie/ One Businesses are eJh]|hka for reimbursement of 50% of the applicant's project budget as specified at the time o[BBCRA Board approval, up to a maximum amount of $5O.00O|ngrant funding. Tier One Businesses must beone ofthe following types ofbusiness: • Restaurant w Gourmet Food Market • Bakery/Coffee Shop 0 Hotels/Motels/Bed and Breakfast (the Board will grant nomore than four approvals inthis category per fiscal yeanshort term vacation rentals are not eligible) Tier Two Businesses are eligible for reimbursement of 50% of the applicant's project budget as specified at the time ofBBCRA Board approval, up to a nnaxinnunn amount of $25,000 ingrant funding. Page 5cd1G � Property Improvement 100Eam OneanAvenue 411 Floor, Boynton Beach, FL 33435—Phom (561)600-9090 ,�~ 829 . . . .. . . ..... .................. . ... . . ... Examples of Tier Two Businesses include, but are not limited to, One following types of businesses: • Professional Offices (real estate, law, architect, accountant, insurance, marketing etc.) • Medical Offices (dentists, primary care, counseling, etc.) • Laundry/Dry Cleaner facility • Retail (clothing, art, accessories) • Fitness Centers • Specialty Businesses (daycare, ice-cream shop, pet grooming, event planning) • Tattoo Parlor/Body Piercing/Art Shop (no more than two approvals per fiscal year) • Take -Out Restaurants • Services (lockshops, appliance repair, etc.) • Hair/Nail Salons (no more than 2 approvals per fiscal year) • Florists (no more than 2 approvals per fiscal year) • Industrial Uses/Art District • Auto Services Facilities - repair, storage, sales, etc. • Commercial property with multiple tenants seeking only facade improvements Tier Three Business (Tier Three Businesses will receive no more than two approvals per fiscal year and improvements must be for commercial facade or security improvements). Tier Three Businesses are subject to is •A 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 grant funding. Tier Three Businesses must be one of the following types of businesses, • Kava Tea Bar 0 Pawn Shops • Convenience Stores 0 Liquor Store 0 Laundry/Dry Cleaner facility Tier One & Tier Two Businesses Grant Funding for Design Fees Tier One and Tier Two businesses are eligible to apply for funding assistance related to the design fees for architectural, electrical, civil mechanical and/or Plumbing improvements. These design fees shall be for eligible property improvements as defined on page 5 of this grant application. Applicants are eligible to receive reirriburs ment of Initial Page 7 of 16 Property Improvement 100 East Ocean Avenue, 41r1 Floor, Boynton Beach, FL 33435 - Phone. (561) 600 - 9090 www,boyntonbeachcra com 830 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $10,000 for the design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. If the design f:es were paid for prior to BBCRA Board approval, the applicant may request 50% reimbursement for design fees if the final payments were made no more than 180 days prior to Board approval, Lease Terms If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease at the time of Board approval, The commercial lease Must define the landlord -tenant relationship and at minimum provide the following information'. • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements', • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. Applications can be submitted online at www,bpLtgflbeachcra,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, however online Submissions are preferred. Applicants will be considered on a first-come, first -serve basis. Application packets must include the following documentation, Page 8 of 16 Property Improvement 100 East Ocean Avenue, 411, Floor, Boynton Beach, Ff. 33435 — Phone(561) 600 - 9090 www, boy ntonbeachcra, com 831 1 . A non-refundable fee of $100, which will be used to obtain a consumer credit repoll 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 ftle 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, 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. 4. If design funding is requested, cost estimate(s) from a qualified licensed design professional. The cost estimate must include: scope of work, the business name and business address of project, and the license number of the design professional. 5. Copy of design and construction plans associated with the proposed improvements. 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 120 days of grant approval, or the grant award may be terminated. Applicants may apply for one 60-day administrative extension to meet this requirement, and the BBCRA has the sole and absolute discretion to grant or deny such extension. Any extension granted under this paragraph is for this requirement only and does not extend any other deadline related to the grant, 7. Resume for each principal/owner of the business. 8. Copy of the corporate documents for the applying business entity. 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 (if no corporate tax returns). 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 of the project. 15. Initialed and signed Program Rules & Regulations (pages 1-16), 16. Authorization to perform credit check for the business and each principal/owner of the business. Page 9 of 16 Property Improvement Jf 100 East Ocean Avenue, 4'" Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www, boyntonbeachcra com 832 17.W9 Form and Grant Intake Form, 18. City Planning and Development Department Acknowledgement Form. 19. City Permit Department Acknowledgement Form, 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) 742-6350, All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at V.boyntgnt_qachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board, 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, This portion of the program is designed to reimburse applicants for design fees associated with the property improvements provided for in this grant. Funds must be paid to qualified design professionals licensed by the State of Florida in order to be eli le for Page 10 of 16 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone; (561) 600 - 9090 - www boyntonbeachcra,com MEMENIMMM 833 reimbursement, Funds paid to licensed design professionals acting as subcontractors are also eligible for reimbursement. The reimbursement request shall be summarized in a report and accompanied by the following documentation for the completed design work: 1. Copy of contract/scope of work with design professional. 2. Paid invoice describing work completed. 3. Copy of final design plans (pdf copy preferred). 4. Proof of payment(s) totaling contract amount, Payments in cash and/or cryptocurrency are not eligible for reimbursement. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment, 5. Proof of permit application for (or including) item designed. Procedures for Property Improvement Reimbursement This portion of the program is designed as a matching 50% reimbursable grant. All work for which reimbursement is sought must be completed and paid for by the applicant prior to the release of BBCRA funds. The applicant may request reimbursement for partial payments throughout the project for up to 50% of grant award. The remaining 50% of grant funding will be held until the project is completed according to the City of Boynton Beach Building Department, and if applicable, a certificate of occupancy has been issued, at which point the applicant may submit a final reimbursement request, The BBCRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the BBCRA (3) days prior to the grant expiration date. The BBCRA may refuse to issue grant funding if the submission is not received by the specified time. Once the work is completed the reimbursement request shall be summarized in a report and accompanied by the following documentation: 7 Page 11 of 16 Property Improvement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www.boyntonbeaclicra.com 834 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. Payments in cash and/or cryptocurrency are not eligible for reimbursement, a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier"s checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt), 1 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 digital "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, !!Wqk +w," qATE"F Initla Page 12 of 16 Property Improvement 100 East Ocean Avenue, 401 Floor, Boynton Beach, FL 33435 - Phone: (561) 600 - 9090 www, boyntonbeachcra,com 835 Progr I arn'iAul �es�ik646!iim'e6f�,a6Opplicat'jon, NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project and lanftrds. 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. 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 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 to the maximum extent permitted by law 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 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 ? Inftials e, Page 13 of 16 Property Improvement 100 East Ocean Avenue, 01 Floor, Boynton Beach, FL 33435 - Phoney (561) 600 - 9090 www.boyntonbeaclicra.com 836 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 cor�fidenfiali for all matters contained in this application, and give my consent to the Boynton Bea Community Redevelopment Agency, its agents and contractors to examine a confidential information given herein. I further grant permission, and aut�horize any ban 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. Page 14 of 16 Property Improvement 100 East Ocean Avenue, 411, Floor, Boynton Beach, FL 33435 — Phone. (561) 600 - 9090 www,boyntonbeachcra.com 837 w, . . .. . .. . ... . ... .... ... . . ..... .. BOYNTON n - �' I (',,',",0,M,MUN111r REC�IE"VEI,,,(,',)I"M,Et,iT,AGE�NCY 2 T;in'ii'nrJr)a((0wn,eir'%, Signature Date Pruw�tad . . . .................... TWe Princiii pall( Owner's Signature Dale Priatad TdIe 4, Prin6pal,/Owner's Signature Data Printed Name Tftle Notary as to Principa,110,wner's Signatures -; Mull notary pages maly, be used it signing individuaBly STATE OF COUNTY OF BEFORE an offill dWy authorized by law to administeirpathis TO take aicknoWedglements, plersonalIlly appicaredw. or o islw personaii known, to mile pry oduced,_... as identificafion, and acknowIedged helshe executedthe foregoing Agreement for the us,e and purposed mentioned in it and that the instrunilent ns hisliher act and deed IN WTNIESS OF THE FOIE?,ii I have set my hand and officia,l seal in the State and County aforesaid on this day of 211 �NOTARY' PUBLIC ro DAlli DIMLY 4 My Commission Expnres',4 Nutary Publk: �, State of F Wir 14a, COMMKOOM 0, SH WOO J;�,"" My COMM EXE 011wi &I t, 2011 Rwded thmlujt� Kiiiiii Nomy Aun, 838, BOY�,p () alp p r ,wmalwam mommomm,, R F him, A CH //1 LANDLORD INFORMATION LANDLORD SIGNATURES: By sigr'0n-ug Ilaralraawa, Lardlcrd (;uwswits to the su,;brrlittzfl of 0"lis aNAcati0iiii ar,id ur)dersWids that approval of the applicatiori may Turd physicM alterati�ons to 9'ie proprorty. L.airiftrd utidmstands thatapprm(M (°.,)f ths appficatim does riot grarit Lwidoi'd aiiy 6ghts wl'iatsoeveir, arid sp(,rficahy urdef'stands that approva� of lhia apphcatiori by the BBCRA does ii iol efflhfie Laruflord to seek payrneM or other recourse from the BBC RA, 9 SS Date Printeld Narwie fifle L,armftrd's Sigriature, Dale Pririte(i Name nVe Notaty as to PrincipallOwner's Signatures - Multiple notary pages may be used 1f,signing individually S_1..ATE OF COUN'T Y'OF BEFORF ME, an officer Brady authorized by hw t ,,adma riistei, oaths wid take aa;kaawledga �XCaMs, personaHy appeared sonaNy k'Ai10'VV'r)'>() ..... . ..... .. . . . ..... in e or produced . ...... as ii]"eiiitii c,-itiori, ackrioWedged he/she execiuted the foregdng Agreement for the use ar,id purposed merfior'wd ira kt arid that 9,w k istrurrierit is l-0/her act ariddeed, ir,J eITNEREGOING, I �'mve set rny harui arid offh�W seM iri the State ,Irld ("()LU0Y afmsakl wt th�s t aa.11 da y of 20 NOTARY PUBLIC My Cor pay"t 16 cif 16 my Co"Imomcpft HN SrSpjr Expl"S 100 w"r Averw(,'), 41" Fkx)r, (,30Yr0(,')n Bciaci'i, F 3314 -1, Im T ffi 11/1/24, 8:51 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny Boynton III"4rru°'mm.m 00 rte-, r 00 Bonnie Nicklien evenh,m I, Beach Community Refer Messages Events G Admi )) attl Ili mllt »111' 111°1 C"I', fl S Earn <.. Options CRA Business Information AIfslaLICA,E 110 IN Commercial Property Improvement Grant Application STATUS Awaiting Decision BUSINESS INAIMIE. IKabuki Sushi Thai tapas L.EGA... BUSINESS NAME: "Thal Venture Glroulp I....11 CONTACT L..EGAL.. NAME: Ann -Marie Sementelli CONTACT' PREFERRED NAIME Ann -Marie E;IMA,IL.. gigi@ka1bu1kFwpb.com AID DR ESS 321 If:::, Woolllbriight Rd,,13oyint:on Beach, 1F:11olrida33435, L.JIrriited States PHONE 561-291-2188 WEBSIITE: hrk:t p: //www, Ika Ibu kiiwp b, colrri SPECIAL REQUESTS & COMMENTS SLJBIMIIT�IEID TIMIE. Oct 31, 202412:51 pm SUBMISSION MESSAGE Thank you for applying for the Commercial Property Improvement Grant! We will be in touch shortly. TAGS. 840 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432536 11/1/24, 8:51 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny L 0 G 0 �10 SUl nlfl • HIM - M4 113 Submitted by Name Amin -Marie Sementelllli Email gigi@kabulkiwplb, corn Phone 561-291-2188 Additional Information Boynton Beach Business Address: 321 E. Woolbright Rd. Boynton Beach, FL 33435 edit Provide a list of all principall owners listed on the corporate documents Panita Wutthiweangtham 3459 Vanderbilt Dr. Wellington, FL 33414 (954)303-7998 gigi@kabukiwpb.com edit, Business Mission Statement Our mission is to create an environment where guest satisfaction is our highest priority. We offer a variety of superior -quality Thai and Japanese cuisines in a contemporary atmosphere with outstanding hospitality. edit Are you an existing business in IBoyinton Beach? No 841 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432536 11/1/24, 8:51 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny edit Numbers of years in existence 13 edit Are you a new business in (Boynton (Beach? Yes edit.: Description of your business Kabuki offers artfully decorated Japanese and Thai dishes. With such a diverse menu there is something for everyone to love. edit Type of Business Tier I edit Base Rent (include CAM if applicable) 10505.83 edit Square Footage of Current: Il..ocatiiorr No response submitted edit.: Square Footage of New Location 5600 edit Number of (Employees & Jolb Descriptions Hostess 1 part-time Bartender 1 full-time Chef (Sushi) 3 full-time Chef (Kitchen) 4 full-time Dishwasher 1 full-time / 2 part-time Server 4 full-time / 4 part-time Busboy 1 part-time Manager 2 full-time edit Hours of Operation Monday 11:30am-10:00pm Tuesday 11:30am-10:00pm Wednesday 11:30am-10:00pm Thursday 11:30am-10:00pm Friday 11:30am-11:00pm Saturday 12:00pm-11:00pm Sunday 12:00pm - 10:00pm edit Are you applly'ing for grant assitaince under any other program offered by the (BBCRA? Commercial Rent Reimbursement Grant Program edit Are you applying for grant assistance under any other governmental agencies? Only BBCRA edit (Landlord Contact Information Wendy Simon - Regional Property Manager/ office (561)727-2650 / cell (786)473-7783 edit In the following sections, please upload the requested documents. If more than one file is needed in a response to an individual prompt, go to "Choose Files," select multiple files at the same time in order for them to upload. $42 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432536 11/1/24, 8:51 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny I understand / edit UpIload resurnes for each piriincipall/owineir fisted on corporate docurnents heire: ;Lp Open l::Il')IF:: attachinnent / edit Upload a copy of the lease here: 10 Open PDF attachment ,e edit UpIload a copy of the corporate documents here: E Open attachirneint P 0 p e in 11=11DIF:: a t t a c In inn e in t 1p Open IFIDIF:: attachinneint Open attachinneint edit Upload two years of corporate tax returns here: AM Open PDF attachment Lo Open PDF attachment / edit UpIload City of Boynton Beach Business fax Reciept (here: 12 Open l::Il')IF:: attachirneint ZC Open attachinnent / edit Upload Palm Beach County Business Tax Reciept here: UpIload Credit Check Authorization(Forma here: it Open P11 )IF:: attachiment / edit Upload Business w9 here: im Open PDF attachment de edit UpIload Grant Intalke Foirinri here: gn Open IP11 IF:: attachirrient / edit Upload Signed "Program Rules and Regulations" here: 843 https://www.eventeny.com/dashboard/events/event/vendors/Iist/view/?id=12701&vend—id=432536 11/1/24, 8:51 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny naci.iunH� iNeoarnnrioN �riu�ln ',VUII11hiN!CId�G�iylGltN dIN,b4f �_ g Open PDF attachment edit lList of improve rnernts seedking reimbursernent for: Construct new kitchen Construct new accessible liquor and sushi bar Construct new accessible restrooms Pour concrete slab throughout Finish all areas per plans Install all equipment edit Requested grant arnount for design fees: 10000.00 edit Requested grarit amount for eligible property iinrtprovments: 40000.00 edit Upload cost estimates from a licensed contractor(s) here: g Open PDF attachment edit IIf design funding is requested, upload the cost estimate(s) from a quallif7ed (licensed design prof essionall here: Im Open l3ll)lf:: attaclhineint edit Upload a copy of design and construction plans associated with the proposed improvements here: L Open (PDF attachment edit Uplload a copy of the building permit application (here: L Open l3ll.)II::: attachment edit Upload the "City Acknowledgement" Forms here: No response submitted edit Uplload Notarized "Anti-Hunran Trafficking Affidavit" here: No response submitted edit I understand that submission of an application is not a guarantee of grant funding or Board approval. Any ,approval" notifications sent through Eventeny are purely administrative. Final approval will occur at the next available Board Meeting. 844 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432536 11/1/24, 8:51 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny na We 6e'-vi'-ce and'-"o'caiio­n lo­c'k-e d Howwould you like to payyour appllicationfee? Pay with credit card / edit Pictures edit info/ edit in-fo/ Payment Payment method 1 C3 ....8802 04/2029 33435 ,e Update payment rnethod edilt info/ Title Quantity Amount Sales tax Fees Refunded Net (Paid) Status - Receipt Application Fee 1 $100.00 $0.00 $6.60 $0.00 $0.00 n Charge manually edilt iinfo/ Date Yesterday 12°51 pim https://www.eventeny.com/dashboard/events/event/vendors/Iist/view/?id=12701&vend-id=432536 845 11/1/24, 8:51 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny Invoice # Title Amount Sales Tax Refunded Net Invoice number Status - Receipt Description No invoices have been added. Click on + Invoice to add your first invoice. Contracts Naime 1, Ownelr Status I1...ast updated Tickets Ticket name Confirmation code Charged amount Holder email Issued on Office Notes Mis section is only visible to you and your teary. 846 https://www. eventeny. com/dashboard/events/event/vendors/I ist/view/?id=12701 &vend_id=432536 10/31/24,10:39 AM L7C)RC�' IYJt4C�CS Search by Address, Owner, or PCN Return Layers Tools & Reports Help !u h/Gli lj" ity 1,11,rt 1351 SOUTH FEDERAL FL OWNER LLC III'"::111'1111 IIIY I';'fIII III11111...... LOCATION 1331 S FEDERAL HWY 102 MUNICIPALITY BOYNTON BEACH PARCEL NO. 08-43-45-28-45-001-0000 SUBDIVISION LAS VENTANAS https:/Igis.pbcgov.org/papagis/papa.htmll; PAPA Countywide Map Select Lang 1ggg V * 0 R 847 WAIVER AND RELEASE OF LIEN UPON FINAL PAYMENT The undersigned lienar, in consideration of the final payment in the amount of $ 7,"4.00 , hereby waives and releases its lien and right to claim a lien, subject to the condition of payment described below, for labor, services, or materials furnished to furnished to Thai Venture Group LLC, on the job of Kabuki Restaurant Fit -out, for the following described property: 321 E. Woolbright Rd Boynton Beach, FL 33435 The Shoppes at Las Ventanas Unit 321 This Release is conditioned upon payment and clearance of check issued on the account of Thai Venture Group LLC at bank Chase in the amount stated above. ............... ... It is not effective until said payment is received by lienor in paid funds; otherwise this Release is void. DATED on August 27th, 2024 Ricky James Rand Lienor.. _ . ,........,.,._ _................... Name (printed) .wwu_www...eiu...�..._._. ..Lw...wwwwwwwwwww..H__�.._... ienor Signature....._.�......._..�_........_. Rand Construction, LLC Lienor Company Name 848 CONSTRUCTION MANAGEMENT AGREEMENT A. This agreement made between Panita Wutthiweangtham and Paitoon Yamsiriwong, Tenants of the property Located at 321 E. Woolbright Rd, Boynton Beach, FL, (hereinafter referred to as the Tenants) and Rand Construction LLC, a company incorporated under the laws of the state of Florida and having its office located at 10334 Medicis PI, Wellington, FL (hereinafter referred to as RCLLC). WHEREAS: TENANTS' RESPONSIBILITIES B. The Tenants have agreed to hire Rand Construction LLC, experienced in construction management, to hire subcontractors and oversee project. C. The Tenants shall work together with Rand Construction LLC in order to complete project. D. The Tenants or Tenants' consultants shall provide all interior design specifications and material choices in a timely manner as not to inhibit the construction process. Rand Construction LLC will not be responsible for project delays due to material choices or suppliers' delays. E. The Tenants or Tenants' agent shall be available as necessary to meet inspectors and trades and receive deliveries as directed by RCLLC. F. The Tenants shall be responsible for any financing required for the project and for all project costs as approved by RCLLC. Contract labor is payable when due. Management fees are due when all sub -trade and suppliers' invoices are paid at the end of each month, after receiving a reconcile report and invoice for that month. Payment is due within 5 days of the invoice. G. The Tenants shall notify their property insurance provider of the construction project and make sure the appropriate insurance coverage is in place, and provide RCLLC the name and contact information for the insurer. RCLLC is covered by general liability insurance. H. The Tenants shall be responsible for forwarding any Notice to Owner received by them immediately to RCLLC so that RCLLC can fulfill its responsibilities under RCLLC Responsibilities below. I. The Tenants shall be responsible for any fees or deposits required by the HOA. Rand Construction LLC RESPONSIBILITIES J. Establishing and updating from time to time, as required, a development budget for the project and implementing appropriate administrative, financial, and cost controls. K. Supervising and inspecting the progress of the course of the construction of the project including inspection of the materials and labor being furnished. L. Inspecting, checking, and approving payment of all invoices submitted by contract laborers, contractors, subcontractors, and material suppliers. Page 1 of 2 849 M. Using its best efforts to ensure that all contractors providing labor and materials to the project observe the rules and regulations governing construction safety. N. Rand Construction LLC shall provide the services of Rick Rand, who shall be responsible for the general supervision and direction of the construction of the project on a day-to-day basis via phone, facetime, or in person. O. Rand Construction LLC shall receive a management fee of 10% of the total of all bills for PW completing the job. Bills assessed toward the 10% fee calculation will include architects, engineers, designers, subcontractors, material, equipment, and appliances installed, labor, and Aug 5, 2oz1 any work done by owner or owner's agent, for which a fair value will be assessed. Management fee will cap out at $100,000 even if project goes over $1,000,000 P. If work is done in connection with this project but no receipt is provided to RCLLC, that work will be assessed a fair market value and included in the cost. Q. Any labor by RCLLC will be billed at $50.00 per hour and or by Rick Rand personally Aug 5, 2021 $100.00 per hour after first being approved by owner or owner's agent. S. If work was done at the address previously without a permit, RCLLC will not be held liable Aug 5, 2021 for any work completed before the arrival of RCLLC. T. There may be delays associated with city permitting that are not under our control. U. Using its best efforts to cause all contractors and material suppliers to be paid in a timely manner to prevent the registration of construction or other liens against title to the property. For parties paid directly (by RCLLC or Tenants), RCLLC will procure a Waiver and Release of Lien as soon as possible following partial and/or final payments. V. For any Party paid indirectly (by an intermediary, not RCLLC or Tenants), this Party may serve a Notice to Owner. This is a standard document in the State of Florida to notify that the Party is awaiting payment for material or services provided for the project. If RCLLC has been given an enforceable Notice to Owner before Ln y intermediary to the party was paid by RCLLC or the Tenants, RCLLC will attempt to ensure that the Party which provided the Notice is paid by its intermediary and, following payment to the Party, procure a Waiver and Release of Lien from that Party. W. Scope: Project will cover full restaurant fit out at 321 E. Woolbright Rd as directed by the Tenants. I Aug 5, 2021 Rick Rand fo Rand Construction LLC .., . ..................... �.... w _ Vi Aug 5, 2021 PamtaiWutthiwean tham Aug 5, 2021 Paltoon Yam�si _1 _ .. — 1J �.... ......�.. Wong Page 2 of 2 850 - - - - - - - - - - W - V1 w O A Z -c 72 10 zr 4 0 0 li W W R ry ov 0 4 6'ry rl 11 Eq El.- + + + rvT i' pp 16 L 14 ml 12 2 4 12 H F 12 IE Certificate of Final Completion This Certificate of Final Completion is issued to certify that and Construction, LLC and all other contractors have completed all of the work required by the contract for Kabuki, located at 321 E. Woolbright Road, Boynton Beach, Florida in accordance with the terms and conditions of the contract. The Contractors have met all of the requirements for the project and have been paid in full for the work completed. This Certificate of Final Completion is issued to certify that the project is complete and that all of the terms and conditions of the contract have been met. This certificate is issued as evidence of the coikipletior .1-Qfthe project. SIGNATURE OF ARCHITECT: PETE' RUNSO- PRESIDENT Metro Design Group Inc. Metro Architectural Group LLLP 231-A Exchange Court West Palm Beach, Florida 33409 (561) 686-5853 (0) (561) 310-47) 10 (M) 852 A I I 283 1 -A Exchange COLtrt West Palm Beach, Florida 33409 (561)686-5853 fax 686-5862 'nornas Twomey, RE. August 2, 2021 Attn: Anne Marie Re: KabUki -- 5,951 st' One Boynton, Space 4321 Boynton Beach, Florida We are pleased to SUbrnit the following agreernent for your approval. ME'TRO DESIGN GROUP shall provide services as lbllows: 1. ArchitectUral A) Architectural floor plan B) Equipment Plan and schedule C) Reflected ceiling plan D) Finish plan and Schedule for permit E) Architectural/StruCtUral details as required for Permit I`) Life Safety plan (3) Cross sections as required for bidding 2. Electrical A) Power Plan 13) L.,ighting, plan C) Panel schedules and calculations D) Lighting energy code tabulations E) Final as -built electrical based on mark -LIPS fron-1 electrical contractor 3. I-IVA(" A) HVAC. plans B) I IVAC Load Calculations C) f-IVAC schedules and details D) Grease I lood coordination 4. P I Urnbi n g) A) Sanitary plumbing plan B) Grease plumbing plans C) Dornestic water plan D) PlUrnbing riser diagram E) Water riser diagram F) Gas calculations Cl) Gas riser diagram 5, Administration A) Revisions as required by municipality for building permit B) Site visits as required during design phase C) (2) ConstrLiCti011 visits included additional at owner's request 853 EXCLAJDED: A) Any, and all fees related to permit and license B) ConstrLIC,tion printing and overnight mail Q Shop drawings (fire sprinkler, hood, etc.) D) Site plan amendments The contract fee R)r the above scope of work shall be $29,750.00 (Twetity-nine thousand seven hundred fifty dollars). Any changes beyond that point Of substantial completion shall be billed at as rate of $ 150,00 per hour, No such work shall be done without the prior approval of" Client. Usual arid customary reimbursable expenses shall be billed accordingly. Terms of payment: A retainer of'$14,875.00 shall be due upon execution of this agreement. Balance due upon submission of'plans for permit. Reimbursable expenses and fees may be billed at time of expenditure. Should payments not be made within 3,0 days of invoice, interest shall be charged at a rate of one and one half percent ( I- 1/2 40) per month. Upayment is not received within 90 days after iSSLIance of pertnit, work shall be suspended Until payment is made in full. This includes any and all as -built drawings and dOCLIMenlation required by the building department, Should project be stopped for any reason final payment will be made within 60 days Of submission for permit regardless of status. We look forward to working with you on this project. Sincerely, Peter Russo President Accepted By: ..... ... . . . ....... . ...... .. . ... . .... __ Client Date 854 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.M SUBJECT: Approval of the 90 -day Extension to Napi Dog Grooming LLC located at 1406 N. Federal Highway for their Commercial Property Improvement Grant Program SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial build -out costs associated with the construction, repaid, and/or rehabilitation of commercial building improvement. The Commercial Property Improvement Grant Programs 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. The Program also provides funding assistance related to the design fees for architectural, electrical, civil, mechanical, and/or plumbing improvements for eligible property improvements. Applicants are eligible to receive 50% of the applicant's project budget up to a maximum amount of $10,000. At the meeting held on June 13, 2023, the CRA Board awarded a Commercial Property Improvement Grant to Napi Dog Grooming located at 1406 N. Federal Highway, Boynton Beach, FL 33435 (see Attachment I - II). Napi Dog Grooming LLC opened its doors for business as The Ark Dog Services on August 13, 2024. The Ark Dog Services is a place of peace and comfort for pups and owners. They are focused on promoting a healthy and safe grooming experience and providing quality service to every paw. Per the grant guidelines, the grant recipient has 180 days from permit approval to complete their project and submit for reimbursement. The project received their permit on March 4, 2024. Napi Dog Grooming had until August 31, 2024, to complete their project and submit for reimbursement. On August 19, 2024, the CRA received an email request the 90 -day administrative extension which was approved by staff. On November 4, 2024, CRA staff received a request for an additional 90 days as they continue to coordinate with the property owner to resolve an open code case with the landscaping (see Attachment III). The applicant is seeking CRA Board approval for an additional 90 -day extension from November 29, 2024, to February 27, 2025, to complete their project and submit the required documents for reimbursement. 855 FISCAL IMPACT: FY 2022-2023 Budget Project Fun, line Item 02-58400-444, $25,000 for property improvements; $10,000 for design fees CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approve the 90 -day Extension to Napi Dog Grooming LLC located at 1406 N. Federal Highway for their Commercial Property Improvement Grant Program. ATTACHMENTS: Description • Attachment I - Commercial Property Improvement Grant Application • Attachment II - Location Map • Attachment III - 90 -day Extension Request 856 COMM"�IJN',,'rY'REDEVEL,OPMENI'AGENC�' 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 now and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the design, repair, and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan. Improvements paid for by the BBCRA must be permanent and stay with the building. 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 time of application and has at least two years remaining on its existing lease. The term it project" means the eligible exterior or interior improvement project for which the applicant seeks reimbursement. The Boynton Beach BBCRA is a public agency and is governed by the "Florida Pubi• Records Law" under Florida State Statutes. ChaDter 11 A Initials 7�V4 Page I of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 857 Applicant(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 commercial property owner or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. The applicant may also receive financial assistance for eligible design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. Applicants are encouraged to take advantage of the City of Boynton Beach's PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at http://www.boynton-beach.org/go- green/pace—program.php or by contacting the City of Boynton Beach at (561) 742-6067. Attached is the PA Eligible Product List. 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. 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). lnitials/V� Page 2 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 858 • Improvements to non-profit and residentially zoned properties are NOT eligible expenses. • Applicant must have an executed multi-year lease with at least two years remaining on the lease at the time of BBCRA Board approval • Proposed leases must be executed within 30 days of BBCRA Board approval or the grant award is terminated. The Applicant's Experian consumer credit report must reflect an acceptable level of financial stability, as determined in the sole discretion of the BBCRA. A copy of the consumer report will be provided to the applicant upon request. Applicants must have an Experian credit score of 601 or higher and have no listed history of bankruptcy to be eligible. If there is more than one business owner, the majority of the business owners must have credit scores of 601 or higher to be eligible. All work must be done in compliance with applicable City of Boynton Beach Building Codes and Land Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County. For any projects valued more than $250,000 (based on the project's construction value as it appears on the Palm Beach County-Wide/Municipal Building Permit Application Form submitted to the City of Boynton Beach), preference will be given to projects that will use contractors with an office in Palm Beach County. Please contact the City of Boynton Beach Development Department regarding the proposed work to be performed prior to submitting a grant application. • Grant funding amounts will be based on the applicant's project budget, specified at the time of the BBCRA Board approval, plus an added 20% contingency funding amount (for a total not to exceed the maximum eligible grant amount). • Grant funds will be reimbursed exclusively for approved work and approved change orders. • The Commercial Property Improvement Grant Program may only be used one time in any five-year period for any one property. Entities hoping to improve properties that were previously improved using a BBCRA improvement grant may apply for additional grants any time after five years from previous grant approval. • In order to qualify for the grant, the subject property may not have any outstanding City of Boynton Beach liens at the time the applicant seeks reimbursement. To ensure that the property does not have any outstanding liens, violations or monies owed for utilities, the BBCRA will perform a lien search on the property at a cost of $140.00, which will be deducted from any grant funding awarded to the recipient. In the event that there is an outstanding lien against the property, the grant Will not be awarded until the complete satisfaction of the lien. lnitials_l�. Page 3 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 859 Page 4of19 Property Improvement 1OOEast Ocean Avenue, 4 thRonr, Boynton Beach, FL33435—Phone: (551)5OO-9O9O xVVvVv.boVntoDb83chc[a.co0 860 Projects and items eligible for funding under this grant program are limited to: • Structural walls • Grease trap installation • Electrical systems, including exterior and interior lighting • Landscaping and irrigation within the project site • Fencing (excluding chain link, barbed wire, and wood panels) • Electric vehicle charging stations — See attached ReNew PACE Eligible Product List • Design fees associated with architectural, electrical, civil, plumbing and mechanical site plans • Plumbing • HVAC syste • Hood & fire suppressioni • Parking lot re -paving, re -sealing, and/or restriping • Painting • Demolition of structure and re -sodding of vacant property • Solar electricity and water heating — See attached ReNew PACE Eligible Product List • Permit fees for eligible property improvements included as part of the licensed contractor's contract/invoice • Flooring • ADA Improvements Signage Doors/windows • Patio decks connected to the building • Roofing (Not to exceed 50% of total grant award) • Security cameras/system** (not including security personnel) ** Notwithstanding the limitation that grants may only be used once every five years for any one property, previous grant recipients that received less than the maximum amount of grant funding from Commercial Property Improvement Grants or Economic Development Grants are eligible to reapply to receive 50% matching reimbursable funding in an amount not to exceed $3,000 for the installation of new security cameras/systems. I The following businesses are considered ineligible for assistance under the Commercial Property Improvement Grant Program: • Massage/Personal Services • Firearm Sales/Shooting Ranges • Religion- Affiliated Retail Stores • Non-profit Organizations • Adult Gambling Arcades • Medical Research Centers/Housing • Massage/Personal Services • Churches/places of worships • Alcohol and/or Drug Rehabilitation Centers/Housing lnitials`�� - N -A Page 5 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 861 • Check Cashing Stores Any other use that the BBCRA stal • Adult Entertainment or BBCRA Board determine will n I • Vapor/E-Cigarette Stores support the redevelopment of th Retail Stores BSCRA Area This grant is divided into three tiers of eligibility. Businesses are classified into tiers based on the type of business, which then determines the amount of eligible funding. All reimbursement checks from the BBCRA to the successful applicant will be made out to the applicant (the business entity). Grant funding amounts will be based on the applicant's project budget specified at the time of BBCRA Board approval, plus an added 20% for contingency funding, the total of which may not exceed the maximum amount of grant funding for which the project is eligible. Tier One 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 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 appricant's proj- b •• budget as specified at the time of BBCRA Board approval, up to a maximum amount of $25,000 in grant funding. Examples of Tier Two Businesses include, but are not limited to, the following types of businesses: Initials Page 6 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 9M • Home D6cor/Design — home furnishings, art galleries, kitchen wares • Accounting Offices • Real Estate Offices • Marketing Offices • Fitness Facilities — yoga, dance exercise, martial arts, etc. • Auto Services Facilities — repair, storage, sales, etc • Specialty Retail Businesses — stationary, gifts, sporting goods • Other commercial fagade 2nly improvements • Boutiques — clothing, shoes & accessories • Law Offices • Hair/Nail Salons (no more than two approvals per fiscal year) • Medical Offices • Insurance Offices • Take Out Restaurants • Tattoo Parlor/Body Piercing/Body Art Shop (no more than two approvals per fiscal year) • Florists (no more than two approvals per fiscal year) Tier Three Business (Tier Three Businesses will receive no more than two approvals per fiscal year and improvements must be for commercial fagade or security improvements). Tier Three Businesses are subject to BBCRA Board for review and approval. Tier Three Businesses eligible for reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $15,000 in grant funding. Tier Three Businesses must be one of the following types of businesses: • Kava Tea Bar e Pawn Shops • Convenience Stores: a Liquor Store 0 Laundry/Dry Cleaner facility Tier One & Tier Two Businesses Grant Funding for Design Fees Tier One and Tier Two businesses are eligible to apply for funding assistance related to the design fees for architectural, electrical, civil mechanical and/or plumbing improvements. These design fees shall be for eligible property improvements as defined on page 5 of this grant application. Applicants are eligible to receive reimbursement of 50% of the applicant's project budget as specified at the time of BBCRA Board approval, up to a maximum amount of $10,000 for the design expenses associated with the project's architectural, electrical, mechanical, civil, and/or plumbing plans. If the design fees were Initials INA Page 7 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 863 paid for prior to BBCRA Board approval, the applicant may request 50% reimbursement for design fees if those payments were made no more than 60 days prior to Board approval. If the applicant is a tenant, it must have a proposed or executed multi-year lease with a minimum of two years remaining on lease at the time of Board approval. The commercial lease must define the landlord -tenant relationship and at minimum provide the following information: • A description of the space being rented, including square footage and a drawing of the space; • Description of utilities that are the tenant's responsibility; • Rental rate and deposits along with terms of lease and methodology for future rent increases; • Responsible party for interior and exterior repairs and/or improvements; • Insurance requirements; • Ability to terminate; and • Consequences of default on the lease. 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. lnitiaiQO Page 8 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 864 2. Provide 2-3 sentence mission statement for the applying business entity. If the applicant is a commercial property owner, provide a brief history of the property and the current tenants of the space. This will be used as a way to introduce your business to the BBCRA Board. 3. Written detailed project budget describing the improvements to be done to the property. 4. Cost estimate(s) from a licensed contractor(s) as specified in the applicant's project budget. It must list all project costs for which the applicant is requesting reimbursement. The project budget must provide a total cost of the project. 5. If design funding is requested, cost estimates) from a qualified licensed design professional. The cost estimate must include: scope of work, the business name and business address of project, and the license number of the design professional. 6. Signage design, project color chips, material samples and material specifications, if applicable. 7. Copy of building permit receipt/application. If the permit has not been applied for prior to submission of the grant application, a copy of the building permit receipt is due within 120 days of grant approval, or the grant award may be terminated. Applicants may apply for one 60 -day administrative extension to meet this requirement, and the BBCRA has the sole and absolute discretion to grant or deny such extension. Any extension granted under this paragraph is for this requirement only and does not extend any other deadline related to the grant. 8. Resume for each principal/owner of the business. 9. Copy of the corporate documents for the applying business entity. 10. Copy of executed multi-year commercial lease agreement. 11. Copy of Warranty Deed. 12. Two years of corporate tax returns (for existing businesses only). 13. Two years of personal tax returns for the principal/owners of a new business. 14. Copy of design and construction plans associated with the proposed improvements. 15. List of jobs to be created and filled including job descriptions, pay range and weekly schedule. For existing businesses, provide a list of all current positions including job descriptions, pay range and weekly schedule. 16.A minimum of four color digital "before" photos of the exterior and interior portions of the project. 17. Completed and signed application (attached). lnitialsi2_ Page 9 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 865 18. Authorization to perform credit check for the business and each principal/owner of the business (attached). 19. W9 Form and Vendor Application (attached). 20. City Planning and Development Department Acknowledgement Form (attached). 21. City Permit Department Acknowledgement Form (attached). The above referenced City Forms (line 20 and 21) must be completed and submitted to the appropriate departments, which are located at City Hall, 100 East Ocean Avenue, Building Department, Boynton Beach, FL 33435. Phone (561) 742-6350. All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA K&rg 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. i III !!i I1111 1 1111111111 111 1111! 1' 1111111� 11 !111 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. M This portion of the program is designed to reimburse applicants for design fees associated with the property improvements provided for in this grant. Funds must be paid to qualified lnitials'l—�v Page 10 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 9M. design professionals licensed by the State of Florida in order to be eligible for reimbursement. Funds paid to licensed design professionals acting as subcontractors are also eligible for reimbursement. The reimbursement request shall be summarized in a report and accompanied by the following documentation for the completed design work: 1. Copy of contract/scope of work with design professional 2. Paid invoice describing work completed 3. Copy of final design plans (pdf copy preferred) 4. Proof of payment(s) totaling contract amount a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 5. Proof of permit application for (or including) item designed. Procedures for Property Improvement Reimbursement This portion of the program is designed as a matching 50% reimbursable grant. All work for which reimbursement is sought must be completed and paid for by the applicant prior to the release of BBCRA funds. The applicant may request reimbursement for partial payments throughout the project for up to 50% of grant award. The remaining 50% of grant funding will be held until the project is completed according to the City of Boynton Beach Building Department, and if applicable, a certificate of occupancy has been issued, at which point the applicant may submit a final reimbursement request. The BBCRA will provide reimbursement to the applicant upon submittal of a complete reimbursement request package. All reimbursement requests and supporting documents must be submitted to the BBCRA (3) days prior to the grant expiration date. The BBCRA may refuse to issue grant funding if the submission is not received by the specified time. Initials 'ZPsi A Page 11 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 867 Once the work is completed the reimbursement request shall be summarized in a report and accompanied by the following documentation: 1. Invoices, receipts or other acceptable evidence of payment from suppliers and licensed contractor(s) that have been marked "paid in full." Proposals for "work to be completed" or "bids" are not considered proper documentation. a. Each item must be supported by a cancelled check showing the face of the check, as well as the back of the cancelled check. The only forms of cash payments that are acceptable as evidence of payments are cashier's checks and bank transfers. A copy of the cashier's check to the payee must be provided as proof of payment. If payment is being made by a bank transfer, a copy of the statement from both payer and payee showing the transaction and/or copy of the email/text verification from both parties. b. Electronic payments must be in the name of the applicant and show the transaction date, amount, account name and recipient of payment. 2. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). 3. For partial reimbursement requests, a Partial Release of Lien from licensed contractors must be submitted. 4. For the final reimbursement request, the following must also be submitted: a. A "final release of lien" signed by each licensed contractor(s). See attached Sample of a Final Release of Lien form. 5. A minimum of 4 color "after" photos of the project. 6. A copy of the Certificate of Occupancy/Completion. 7. All in project costs to open or renovate the business for reporting of public to private dollar match By submitting the final reimbursement request, the applicant warrants that all bills for which applicant is directly responsible related to the project are paid in full including, but not limited to, all contractors, labor, materials, related fees and permits. Grantees may not submit work improvements for reimbursement that have been used as part of a reimbursement request for any other grant program offered by the BBCRA, City of Boynton Beach, Palm Beach County or the State of Florida. The Commercial Property Improvement Grant Program will only reimburse applicants for new expenditures that have not been submitted to other grant programs for reimbursement. SUBMISSION OF - FUNDING Initials ,liv Page 12 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 868 It is the responsibility of the applicant to READ AND UNDERSTAND all aspects of the Grant Program's Rules/Requirements and Application. NOTICE TO THIRD PARTIES: The grant application program does not create any rights for any parties, including parties that performed work on the project. Nor shall issuance of a grant result in any obligation on the part of the BBCRA to any third party. The BBCRA is not required to verify that entities that have contracted with the applicant have been paid in full, or that such entities have paid any subcontractors in full. Applicant's warranty that all bills related to the Project for which the applicant is directly responsible have been paid is sufficient assurance for the BBCRA to award grant funding Initials ,f -[v A Page 13 of 19 Property Improvement 100 East Ocean Avenue, 4 th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 869 I Business Name (d/b/a if applicable): Current Business Address: Fed ID#: Business Phone Number: Website: I 9 Cell:650s) 111�/& 1 - 1,1717 69 Existing Business: Yes No Number of years in existence: Time at Current Location: 'hrig 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): 4�rL �3o- Square footage of current location: 4100 5� . Square footage of new location:1,1,60 ' Type of Business: --U-0 I Tier 1 Business: Ei Tier 2 Business: 2( Tier 3 Business: Ei (Tier Classification subject to BBCRA Board Approval) Number of Employees:. Hours of Operation: bm'm List of improvements seeking reimbursement for: bra 4J,,m,,, h 'k1VAAAAJJ a):J J, (�01,e, Svl�eVA),r ,L F q Requested 'rad amo&nt for design fees: 10�-oo-o 9 and property improvements: Page 14 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeacbcra.com 870 ex BOYNTO W""AWNBEAC ICRA COMMUNP" REDEVELORM ENT AGENCY PRINCIPAL/OWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) Principal/Owner Name: ' ,vv- T\1 -041'J -o Date of Birth: G15 i4�lLoD Email: Aa q rOD, V� "'A fil 'I "-e'i" Residential Address: <10") 'N"' 'N. 1,--. '- P, Cell Phone Number: (3,;OqC4 - 1 7ct � 2. Principal/Owner Name:61-1.1 Date of Birth: Email: Co 4 Residential Address: 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: M MM Are you applying for grant assistance under any other program offered by the BBCRA? Yes No If yes, what additional programs are you applying for: Page 15 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 -5�� A www.boyntonbeachcra.com 871 . k I" I " 0 , Are you receiving grant assistance under any other governmental agencies: Yes No Z If yes, list any additional grant sources and amounts: m.u, 161 1K!j �-j all I "I , Landlord Name: , Landlord's Mailing Addre6s: to 0 d, bet. Landlord's Phone Number: c/ /6 • 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 under the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program, and it is true and complete to the best of my knowledge and belief. I further certify that I am aware of the fact that I can be penalized by fine and/or imprisonment for making false statements or presenting false information. I further acknowledge that I have read and understand the terms and conditions set forth and described in the Boynton Beach Community Redevelopment Agency Commercial Property Improvement Grant Program Rules and Requirements. I understand that this application is not a guarantee of grant assistance, and that award of grants is at the sole discretion of the Boynton Beach Community Redevelopment Agency Board. I Initials Page 16 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, Fl. 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 872 . ki I , 0 ki understand that the purpose of the grant is to further the Boynton Beach Community Redevelopment Plan, and that the Boynton Beach Community Redevelopment Agency may decline MY application for any legal reason, including the reason that granting the award will not further the Community Redevelopment Plan. Should my application be approved, I understand that the Boynton Beach Community Redevelopment Agency may, at its sole discretion, discontinue grant payments at any time if in its sole and absolute determination it feels such assistance no longer meets the program criteria or is no longer in furtherance of the Boynton Beach Community Redevelopment Plan. To the maximum extent possible, I hereby waive my rights to privacy and confidentiality for all matters contained in this application, and give my consent to the Boynton Beach Community Redevelopment Agency, its agents and contractors to examine any confidential information given herein. I further grant permission, and authorize any bank, employers or other public or private agency to disclose information deemed necessary to complete this application. I specifically authorize the BBCRA to run a credit report as part of this application, and understand that information in my credit report, including a record of bankruptcy, may disqualify me from obtaining grant funding. I give permission to the BBCRA or its agents to take photos of myself and business to be used to promote the program. I understand that if this application and the information furnished in support of the application are found to be incomplete, it will be not processed. Initials�A Page 17 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 873 2. 0 El i-nmea. NjTe Title M1 Principal/Owner's Printed Name Title Principal/Owner's Signature Date Printed Name Title Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF COUNTY OF BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared who is/are personally known to me or produced — as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20 NOTARY PUBLIC My Commission Expires: Page 18 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 874 Acknowledgment by Individuai State of Florida County of -EALM BEACH The foregoing instrument was acknowledged before me this 24TH day ofMAYI 20 23 , by means of X physical presence or 0 online notarization JAIRO NAPOLEON ACEVEDO JR ❑ Personally known to me Produced Identification Type of Identification �Produ e Notary signature_ Notary name (typed or printed) Title (e.g., Notary Public) -NOTARY Place Seal Here ANAHIZ MARTINEZ Notary Public - State of Florida Commission # HH 253553 MY Comm. Expires Apr 17. 2026 For Bank Purposes Only Description of Attached Document Type or Title of Document applicant information Document Date 05/24/2023 Signer(s) Other Than Named Above DALESKA GELIMAR ROLO Account Number (if applicable) (name of person acknowledging). Number of Pages 1 0 2020 Wells Fargo Bank, N.A. All rights reserved. DSG5350FL/595501 (Rev 05- 05/21) 875 OEM Acknowledgment by lndividua� State of Florida County Of -E—ALM BEACH The foregoing instrument was acknowledged before me this _24TH day ofMAY1 20 23 , by means of Z physical presence or F-1 online notarization DALESKA GELIMAR ROLO 0 Personally known to me 10 Produced Identification Type of Identification Prod Notary signature Notary name (typed or printed) A�NAHIZ MARTINEZ Title (e.g., Notary Public) NOTARY Place Seal Here !-' I - - i fescription of Attached Document Type or Title of Document applicant information Document Date 05/24/2023 Signer(s) Other Than Named Above JAIRO NAPOLEON ACEVEDO JR Account Number (if applicable) (name of person acknowledging). Number of Pages C 2020 Wells Fargo Bank, N.A. All rights reserved. 876 DSC5350FL/595501 (Rev 05- 05/21) ;%y .:a; Z ANAHIZ MARTINEZ Notary Public - State of Florida liE Commission 4 HH 253553 MY COMM, Expires Apr 17, 2026 !-' I - - i fescription of Attached Document Type or Title of Document applicant information Document Date 05/24/2023 Signer(s) Other Than Named Above JAIRO NAPOLEON ACEVEDO JR Account Number (if applicable) (name of person acknowledging). Number of Pages C 2020 Wells Fargo Bank, N.A. All rights reserved. 876 DSC5350FL/595501 (Rev 05- 05/21) 1.IN IV Landlord's Sig,6ature Printed Name 2. Landlord's Signature Printed Name Notan,A, �asto individually STATE OF COUNTY OF � I N-76 `t� Date Date Title BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared who is/are personally known to me or produced as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of 20 NOTARY PUBLIC My Commission Expires: Page 19 of 19 Property Improvement 100 East Ocean Avenue, 4t' Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 877 Acknowledgment by • State of Florida County of Palm Beach The foregoing instrument was acknowledged before me this 24th — day of May 1, 20 23 , by means of Z physical presence or ❑ online notarization Douglas Peters (name of person acknowledging). ❑ Personally known to me 0 Produced Identification Type of Identification Produced Florida Drivers License Notary signature Notary name (typed or printed) Osiris Garcia Title (e.g., Notary Public) Notary Public Place Seal Here OSIRIS GARCIA t 0 Notary Public - State of Florida # Commission # HH 3470562 My Comm. Expires Jan 3, 2027 For Bank Purposes Only Description of Attached Document Type or Title of Document Lanlord Information Document Date Number of Pages 05/24/2023 1 Signer(s) Other Than Named Above n/a Account Number (if applicable) n1a @ 2020 Wells Fargo Bank, N.A. All rights reserved. 878 DSG5350FL/595501 (Rev 05- 05/21) 5/23/23,11:17 AM PAPA Maps DOROTHYJACKS n..,r.v „ , y �vll da° �'n'lll'Illllllllllllll lll' Wo vrhe« whu roe , V""I eu+ https://maps. co. pal m-beach.fl. us/cwgis/papa. htm I?gval ue=08434522070000491 879 From: Jairo Acevedo To: Nicklien, Bonnie Subject: Commercial Property Grant Request Date: Monday, November 04, 2024 3:41:04 PM This Message Is From an External Sender This message came from outside your organization. Hello Bonnie, Would it be possible to extend the extension 90 days out please. I am still working with the owner to resolve a code case in regards to landscaping. Appreciate all your help. Thanks, Jairo Acevedo 880 10YN10N Levo %BEACH ����� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CONSENT AGENDA AGENDA ITEM 11.N SUBJECT: Approval of the 90 -Day Extension to Trilogy Fitness & MMA LLC located in Ocean Palm Plaza at 1550 N. Federal Highway Units 4-10 for their Commercial Property Improvement Grant SUMMARY: The CRA's Commercial Property Improvement Grant Program provides eligible businesses (new or existing) with financial assistance for the initial build -out costs associated with the construction, repaid, and/or rehabilitation of commercial building improvement. The Commercial Property Improvement Grant Programs 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. The Program also provides funding assistance related to the design fees for architectural, electrical, civil, mechanical, and/or plumbing improvements for eligible property improvements. Applicants are eligible to receive 50% of the applicant's project budget up to a maximum amount of $10,000. At the meeting held on June 13, 2023, the CRA Board awarded a Commercial Property Improvement Grant to Trilogy Fitness & MMA LLC, located in Ocean Palm Plaza at 1550 N. Federal Highway Units 4-10, Boynton Beach, FL 33435 (see Attachments 1-11). Trilogy Fitness & MMA was founded on the three pillars of integrity, respect and discipline. Trilogy is committed to offering the highest level of physical fitness and to help the residents of Boynton Beach live a healthier, happier and stronger life through the practice of mixed martial arts. Trilogy's motto is: TRAIN. TRANSFORM. TRANSCEND. 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 March 4, 2024. The applicant had until August 31, 2024, to complete their project and submit for reimbursement. On August 22, 2024, the CRA received an email request for the 90 -day administrative extension which was approved by staff. On November 7, 2024, CRA staff received a request for an additional 90 -days to schedule their final inspections (see Attachment III). The applicant is seeking CRA Board approval for an additional 90 -day extension from November 29, 2024, to February 27, 2025, to complete their project and submit the required documents for reimbursement. 881 FISCAL IMPACT: FY 2022-2023 Budget Project Fund, Line Item 02-58400-444, $25,000 for Property Improvements; $10,000 for Design Fees CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approve the 90 -Day Extension to Trilogy Fitness & MMA LLC located in Ocean Palm Plaza at 1550 N. Federal Highway Units 4-10 for their Commercial Property Improvement Grant ATTACHMENTS: Description • Attachment I - Commercial Property Improvement Grant Application • Attachment II - Location Map • Attachment III - Extension Request 882 P00% wa )"'(VOWN, rt�lE'.`iEAC[ �Av�,mu n t ;",ji i� E October 1. 2022 - September 30, 202g BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL PROPERTY IMPROVEMENT' GRANTPROGRAM The Commercial Property ImPrOvement Grant Prograrn (s designed to help farjj: itato the r itahhshm6nl of nfjw bijiesses jind aid in the, expansion of oxistfrig businesses witftn 010 BOYM(011 EW-Pach Community Redevetopment Agency ttho "SBORA') Area The P"09rarri Is de$igned to provk,16, firt.111ciaj asststatwe to new anti SAON bijainesses In the form of a *MhUrsabte grant mtendad to reduce the initial is associated with the design, rapair, and rehabilitation df builriings or Other ittil, )r0v9mQfftz In acwtdance Wth the 88 A Carntrwofty Redevetoprrwerat Plan Improvernerits paid for by the SBCRA must be permanerat all() 51,-4y Mh the building The BBCRA reserves "ie r�ght to approve or dotty any, Commercial Pro, p6qy I(Inpro, vefff6rft Grant, Prograrn, application 4and to deny payrnent at any time 0, in its sole and abwuto discretion, it determines that the husiness will not ativenco Ihe go and objectives OstabhShOd fOt redevelow0ent of the B13CRA Area, FO( Durvroses of this application, tho to �new bosineW rnowls a compaj,ay III operAtion for less thanone, year or retocrating to Boynton Beach, The term "existing buslnewss' rnea 11S a Company that Its been In operation witi-tin the BSCRA Area, fdr am year at more at the time of applicatin ri and, has at, least, two yoga remaining on Its exisfiriq , lease. 17he term project" means Ow a0git)10 6xterjor or Intorior improveme'rit tarp) actfor wtOctj tha applicant aeoks rolmOursoment, The Boynton Beach EISCRA is A ptibloa agency and is governed by the "Florlds Public Records LaW under Florfda.Stet A Statutes, Chapter 119, Any Opcuments PrWded by thecrA lnitiiajs„,,: , RB Page I of 19 U30 EA111 Dc parr Avrnue, 411' Floor, VWon Fkpach, rt. ,^t — Nione,, t 1 6fX) wwwarra V,o10nbP;01Cra.(.'D1T1 883 Applicant(s) may be P"Oduced the BSCRA upon recelpt of a poblic rft subject to any exatrplions Provided by Florida Law, ards request, The Commemjal PrCiPertY ItYWOVOMOnt Grant Prograrn affens fjnarjclaj as Sistance to the M 0 rria, n Commercial Property owner Or WSillie�;S owner in theform ai ofa mbu b! grant for'50% ot elig)ble expenses, up tic) Sj ass j)cjaled witt, ti r TSJ Ur )3ion or, renovation of the extai or and int6rior elements of tht.% commercial operating spatw T10 6PP11cant may also raceive, fire ancial assistance for eligible design expenses assoc;iated with the prof oct's architoctural, electncal. mechanical, civil, and/or plurtibing ptansm Applicants are encouraged to takA advanoge nf the City (,yf St)yntor) Beacil's PSCC Program to help defer the cult Qf irt,,%talling 6nergy effideni Items_ information regarding the PACE Program is avFile online at lett p,/twwwboyfl,,ton-beactl,orgt gvr�- 9Y'0efVP8ce_pro 9ram.php or by contacting the City of Roynto"8,6och at (561) 742-6067 Attached Is ft, ReNaW PACE ElIgible Product List, Applicants are also encouraged to (;Oilnect with CsraerSourw Palm Reatil County wtlIch is's Stateorgantzation providing varimy s'tree prograrristri assist Palm' Beach Coubly b "t Irloss0s. CarUn;e Palm SeACh Irrunty has a dodirated team of car COUn$010M, twsiness coaches and Vairting providers to help area busire esww stay Competitive through training grants and talent acquisitions and 01SO provide assistance in posting available jobs, recruffing and 4iring, and training opportunitias For mom information ragOrding CateetSOUrce Palm Beach County visit their, Website at careersourcepbo.Wril orview the attached bmchure, Applicants must meet all of the-followirig requirameats In order to be, <mnsidered elfullrilb to reeive grant Funding- • Applicant mustbe the bre sirt"is entity (or dl /a riamOd and the principal owtars narried on the cot ponyarn docurnents, and must t the tandtord or business owner of the company Occupying fbe property to be Improved, • Must ho located it in ttie BBCRA Area (see attached 1,nap), • Mu ", provkJa proof that the commercial bustriess, is properly licensed by Wl necessary level's of government and profesair real associations or agencies (copies of Oily and C000ty licenses or receipts that the ficerises, have been applied foe) )A Initial" Im Foge 2, fit tib Property Improvement 100 E05t Ocearl AV011fic, 4" How, R3343.5— Phone; t561) 600:. 90.40 884 IrrWOVOMOrits tO "On-prufft and residentially zoned PrWertift am NOT eligible expenses Applicant mLiNt have an exfj'ct,*'YJ MUIV10W lease with at least two Vagrs remaining ort the lea$e at, Ole time Of BBC RA Board appmval Proposed leases most lie exqcuted within 30 days ref SSC Soaro approval ()r tKe grant and is, terminated, The Applicant's Experian, consumer credit report must refloat an acceptable level of financial stability, as determined in the sale discretion of the OR w. A copy (if the Consumey report will be provided to 1,118 aWlicant up6n request Applicants must have at) Experian credit score of Go I Or Mi ter 00d haVe no listed histo4y of, bankruptcy to be ehqlbfe. If tharel's more tharl one business awner, the rnalority of the business omers must have c;xPdWsc4r". r 601 or higher to, be eligible, MI work must be done in comptiance wlth WAICSWO City, Of Boynton Beach Building Ca(les and 1 and Development Regulations. All contractors must be licensed as required to work in Boynton Beach and/or Palm Beach County, For any projects,vatued ftre than S2.1if%000 (bO."d on fth prolact's ori tion value as it appears on the, Pa4,n Beact, County-Wide/Municipal Ruildtng Permit AprAlcation Form, stibmifted to lhe City cif Boynton Beach), ref ten will be giverl to PrOlOcts that Will UUm Contractors Mth an uffice in Palm Beach County, Please contact the dity of Boynton Beach leer eloPria erft Department repreling Ilia proposed work to b8 Performed Pr1of tosubmitting a graot sppiioatlon * Grant tundma amounts will be based on the $kpplicant' '8 project budgal, specified at the time Of the lA Board approval, plus an added 20% contingency fooding Smou"t (10ra lotal, not to exceed the maximurn eligible qr�jnt am ount), 0 Grant funds will be refmburexclusively for approved work and approved change orders, & The Commercial Property Improvement Grant Progtam may only be used one time in any fivo-ypar parlod for any ane pr rty. Entities hoping to improve Ptoperlies that were prevlouMy Improved using a 88CRA improvertiont giant 't r. apply for ad4ftionat grants,, any til,66, after five years, front provious grat1t a pproval 0 In ref W qualify fir the grant, the subject property may not have any outstanding City Of RDYntafl each liens at the firne the applicant seeks reimbursement. To ensure that Mo property dot r0 have any ouLstanding liens, vibtations, or monies owed for U01100si the RA will perforin a flonso ' ar(,,*b on the property at a cost of $140M, wbich will " deducted, froiTrany grant funding awarded to the recipient, In the event that there Is in't outstarullng lion against the -property, the grant will not be awarded antil the campletesatisf;xiion of tflien. Rage -3 of ,19 Property Improvement 100 fait, Oman Awinap", 'V1, F1W,, gointo Seach, R A3435 -, Phontj: t561',W - SIM www.boyntorbeadicrri.com 885 886 Projects and ItOMS elir ibleforfunding undw ttlis grant prpgram are firnited to, 0 Structoral walls * Grease trap Installation Efeciricat systiarn$, including exterjor and fMeoot liohiinu Landscapiijg and irrigaborl wlltlin file project site ctuain fillk, barfvfJ wire,, and,w(,,,)N,J S18, IJOtls - SOOi,)Uachad ReNew PIACX; Eligible Product U Detign fees astoolated with archit bcluot, electrical, civil, plumbing and rnechartical site plans # Plumbing * HVAO system * Hood & fire SUPPression pArking tart re -paving, r"Oafing. and restri;'*Ig painfing Demolition of, Structure and resoddl% of, vacant Property • Solar o1wiricity ana Water heating — See attached ReNew PACE Eligible Product List • POMI fOeS tat, efigible pr,operty lirprovernentTi ocluded as part of the licensed contractor's contrartlinvoice R Wring ADA frriproverhentS SIgnage Doorstwindows Patio decks cannapted to the tri ding * Ro&ing (Not to exceed SO% of total grant award) * Security carnerastsystem", (not including socurity personneq ** Notwithstanding the limitation that grarits rflay Orily be USOd Or�ceevery fivo year,& for arnt 0 18 r 1� , or(y, provio" rant racip. of' grant funding from Commercial Property Improvement Grants or Econor"ic Devolppment Grants are eligible to reapply to roc.6ive 5D%� matching reirnbursable fundIng in an amovnt not to exceed S3,000 fbr the Installation of now security carnerastsystems. The following busfnesses:sra considered ineligible for assistance tinder, thtee, ,, Improvement Grant Program- • MassagelPersonal'Sermces • Firearm Salfia/Shootin g Ranges • RWigion- Affillated Retail Stores • Non-profit Organtzations, • Adult Gambling Arcades Mwkal Research CentereMousing Massage/Personal Services Churalies/places of worships Alcohol aridlor Drug Rehabilitation Rage 5 of 19 propi"rty Improvement, 100 East Mean Avclnue, 41" Floor, Boynton ficar.h, T-1334.45 - *anu,., (561) 600- 9090 WWW-bOVn1OnbO,6Chr,ra.C(JJ" 887 * Chech, Cashing $torea * AdUlt Entertainment Any athel, t�so that tho SSCRA sfaff Or RSCRA Roard determine wiff not # Vaporle-Cigarette Stores support the Mdovetopment of the # CBD Re. tail Stote� 13SCRA Area This grant is divided into tilree tiers of eligibility, BuSinesses are classtfieKI, jr1to tiers based Oil thO We of, bus n0ss, wh'�11 ther, determings the amount of if r0irlftr'Sament Chef;ks fMM the BEICRA to the, guc(Mssful a e e fundinq. All pticani will t I out to thO aPPOCOnt (the business entity), P W rr ade the. 70771-17t Which M91Y n0t exceed the maximum amo'unt of grant funding, for which the Project I I S 61iffible, I)OT C)ne StIsinesses are qjjFJJ6jJrsarnent c,( 50% tttj�, t,,s pr C11#, c 1')Udgetko, specl(Wd at, the time cif R,,,,SCRA, Roard appfovai, uP tO 0 I'MOInvon arnount S1550,000 in grant 1widoxj- ONE] ��C MIMMUSM # Restaurartt, v Q*otar Food Market 0 Bak" Hotels/Motelsffied and Breakfaat (the Boartl will grant no more fto four opprnvals in twu Category per fiscal year) Tier 'Two, Businesses arO 009431e for rehriburse, ment of 50% of t1te ;ipplicanes project bUd,90t asspecift-d ot the time af 8BCRA Board, approval, Up to a maximortl amalunt of $25,000 tn givint fundirvi i gpry..Bal'`%+yY7�'Cpp�0q'� of Tier Two BuSift-gs%; lnidu(le, but are not, limited t6, Oie follovAno types of RFXEM Property Improvemerit ,100 Est Oceati Avenue, V, Now', Boynton Beach, 1;L 3NJ$— phone; (56,1) 600 9,00 www,boyntofteachcraxorrt 888 * Home 06cormosion - home rUrT"Sh1n9$, Ort gallerfes. kitchon wares * Arxouqtjrrq offices -P Real Mata Offices v Marketing offioes, 46 Fltries Facilities --yoga, dance exerf;lse, M04144 arts, 0,11C # Auto Services Facilities - repair, storage, sales, etc Speciatty Reuiif -, stafi("marygiff's, t; sporting , , ot')i'J's o Otbef C'MMeMdIrl ladry g,11y 801ulique� - Clothing, Shoes acCessories Law Offices # HairlNall SalOns no more then two a0rovals per fiwal year) * Medtcal Offic*s * insurance offims * Take (jut Restaurams T6000 PA1001`180dy Piorciriq/Body Art Shop no more than twi'i approvals per fiscal year) Florists (no more thart two approval% penis year) Tier Three GUSIness, (Tier Three, Businesses will receive no more Own two OPPrOvals per fistal Year and Improvements most be for 04mmiRrejal f8f;8de, Or Security Improvements), Tier Three, Businesses are, subject to BB'CTCA Board for review and approval, Tiet, Tfiree Businesses 091ble for FeiMbUr-SemPAt of 50% of the ripplidant*a project bodget as speatfied at the time of 813CRA Board approval, up lo a maximilm amount of $15,000 in grant furding, 71 Three Businesses mv%.t be one of the ftAlowing types (A t1usinesses, * Kava T4m Bar # Pawn Shops * Cbnv6nlanc.6 Stes; & l iquor Store * Lavndry0y Cleanerblit' 11111!111qiiig�pl�� p iqiq� � �111 I Tier Ono and alet -rWobuolnes ' sdt are 04gibla tb apply ftir 10nding 0,ssi6tanr'0 relalao,' It) the de*9n fees for architectural, electrical, civil rnecharricai rt lar plumbing improvements, Thess dosign teei shall be for efigiblo property Jmprovementpnoo ori page 5 of !tins grant appiii atiort, Applicants are eligible to receive reirribursernent of % ofthe applicant's Vroject budget as specified atthe time of 1313CRA Board approval, UP tb a Mmum arnount of $10,000 for the, design expense, s as*=fated Wth the projacfs araftitecturaL electrical, mechanical, civil, and/or plumbing Irl ans, ff thedesign fees wet. 01 Vv' _ Irtitiak, Note 7, of W Property Improvement 100 Cast Ocean Avenue, " ftorm bayntoti Reach, FL $344-15 — Phonc (56 1) 650a -9090 www .boyntonbeachtra,com 889 paid for prior to SSCRA;ftard apovv�-j; for d 'esig" fees it tbmO PSYMOM6 Were Made no more then 60 dAys prior to Bi�ara app:roval. If the applicant Is a tenant, it MUSI, have a proposed or axaod multi-year lease with a rain it of, two years remaining an 10ase at the time of Board ;,fpproval, The Commercial lease must define Vie laridlurd-teriant retationship and at minimum provide the following intormation: * A desrAPOOO of tile space being rented, including Square .lo t ge n rawing of' the Space; * Description df utjtjtht1lat are the tftiant's res Mjajbjljty„ * Rental rate and deposits along wtth terms, of lease and methodology for future rent In ; # R"ponsible party for interior and exterior repairs andlor improvements, # Insuraric.a requirements: # Ability to terrilinate; and * conn* eqvermas of default on the lease, 140ations Oan be Boynton Beach, F'L 334,35 or dowriluiKfa() ffOnt WWW,baylonbeachcracom. All appficants are required to rneet with BBGRAstaff in order to determine eligibility before submitting all appWation, ApplfcsW6is will riot W considered until all required ftAimentation is submitted to the IRSCRA office. Application to this grant progrem is not a guarantee of funding. Rinding is at the solo discretion of the 88CRA Board, Applicants mOY SubMU uORIPIOtO aPPI(CatiOn6 Via ornall or rriail hard wples'of tho aP appiovM bt#W-o,*ORA-aou& Applicantej will.be consideeecl on 9 first -W, me-, first -serve basis. Application packets, must Include tile follawing doatiTientfgion� 1, A non-refundatile fee of, $100, is will be tiled tai obtAln a,con6umerc-mill reoorl on thon ineORArinbcipaltowners of uka -csiness, Mahock payable to, yaBeach . 'R'8 Page a of 19 Property improvement 100 Fast Ocean Avenue, 4"' Now. LWyntn"I Oimf:h, PL A-44,35 - Ph ;. is 60U, 9WO WWW,bOYntPnbr.-OChCm, torn 890 15, List of JQOS to be crestO and filled Including job desvlipfidnt, pay range and weekiy achodule. For existinq Wstnesses, providea list of all cwTent positions Including job dwriptions, pay range and weekly schedule. minimum of four, for digital *before" photos ol the exterior and interior portions Ot the project 17, Completed and signed application (attached), ( PVL " p4ge 9 of 19 Rroptily Jmprovement 100 East raw venue, 44'Hw, Boyriton Reach, R AM35 ­ Ohomo. (561) 60D -"go www.boyntanbeachrraxom 891 18, Authorization to Perform credit c1reck for the business and each principallowner of the bpSirsess (atlathod), 19. W9 Form and Vendor Application (atfacbed) XC, ity Planning and Development Department AckrxiwlW 94,tmept rorm (attached), 2 1, CRY Permit Department Acknowledgemeqt Form, (attached), The above referenced City, Forms (title, 20 aod 21) must be c0rripleted and submitted to Ole approp6ete� depadments, which are located at City Hall,''100 E,§st Ocean Avertue, RUM1119 DOPWIM06t, Boynton Beach, FL 33435. Phono (50) 742-6,350, IN 'NW6WTa �e s tnese requirements, staff will present the funding, request to the E38CRA Board for review and potential approval, The 8BCRA Board Meets on the second Tuesday of each manth At the Commission Chambers located in City Hall at t0Q East Oc*an Averive, Boynton Reai:6, FL 3343'5, The scltedWe- for EISCRA Board meetings cr-.m be obtained at www.boyntonbeachera,m)m, �ppfic4nts will �e ndtiff,64 M the daie and (iri'm that their appllaationswill be considere4 by the B8CRA Board, I"he BBCRA rac(,,x7'iMon.ds, teal apph nts aftend the B Hoaft'l nisRoUng during whw,,,h the Board will tmnsider their atipficath"Ins irl order to aristmir, any cluesfioris the SSGRA Board may have regarding their applicatOns. BBCRA staff will ri,<,�Vfy the applicant of the BBC RA Board's aper al or denial in writing, aim fter, ftei eiraled, in order to deitprrrfip.*z m,.-riDfianca vith the terr This portion of tho program Jr, designed to reimburseapplicants,fO(de$tgn fee$ associated with 'the property Irnprovements provided for in this grant. Funds must be paid to qut �Iffed Page I oaf 14 Property Iropravernent 100 Ft Ocean Amme, 4"" Hoor, Boynton Eleacb, Fl. 33435 - plione, (561) 60, 9090 a,. tauter, 892 doWgn P""sSiGnOIS 40011sed by the StOte of Floridg; jr� order feifflburse�nent, Funds paid toticensed desi protessi1* eligible for; Tflis poruon of the progratn is designed as a matohing 50% reirnbijMable grant. All work for which *Rlb UtSOMS11t IS SoUght must be C VPlatoii and paid for by tho applic6ritprior to the Mlaase of SBCRA funds, The Applicant May requosi, relinbursenjent (or partial PaYMOOLS throUghmA the, prof for tip to :$00/0 of 'grant aword. The rematning 5()% nf grant funding will be hold iOle M.M." Mom k V%owjjpf FUY r Nazx, uefw) "S, at which ppint 222, y.:t may subtylit a final reimOursornei)t reqjes , tThe BSCRA will provWe reimbursement to the applicant uport sUbMittal of a complete rei»« x: request package, All reirnbumrso0 r , O"t reqvqt�(s ander d6curniants must, bt�u b Ito to the, BBCRA \��\.b oa,epirationda(,._eSmayrefuseto,issue grant Nriding smon is not recelve4 ()y tho sper.ffied time, M Page IJ of 1.9 prop rty 1171pro, vt4menf IM East Owart Avenue, 4"1 Floor, Raynion Beiarh. RLQ 4aS —Phone: (Sr),ji 6W -9,M wWW,WVntooWachcra.co%.yj 893 Once ffie work is completed the reimbursement request $hall be Summarized tn a report and -ftconvanied by the following doturnentiquan: SUBMISSION OF AN APPLICATION IS NOT A GUARANTEE OF(,vv� FUNDING pap '1,7, elf 19 pr*perty Improveou"pt 100 EAST, Ocean Aveilup� 4"' Floor, Boyntorw Beat -41. FL 33435 - Phonv-: (461) W) - 9,00 wwwAioyntonlraxom 894 it 'S the MsWs"glity Of thOAPPIVAnt to RM AND UNDERSTAND ati, aspects of the rrarat RMWOM's R0166JRequiftmentsand Appffcafiom NOTICE TO THIRD PARTIES, The grant appi, uorlp rogram O� not fty rqhts for MY Parng d,0 create a fift, includIparties that performed work on the proje'v% Not shall issuance of a grant result In any obligation an the part of the Bt3CRA to any third Party, The 88CRA Is not required to verify that eotitles that have contmcled Wfth the a I pplicant have been paid in fijtl, Or th8t such 00flOs have paid any Subcontractors in full. Applfcant'twarranty thalt all bills t0ittted'10 tile PrOjeCt for Mich the applicant'is directiv Ible M grant fundin C Pagel, I of 1-9 RIB Property Improvement 100 East Oceentre, 4$11 �-Imw, Boyntes, jit.-ach, FL 33435 — Moot. t%j) 61W) . 909,() WWW,boyntanbeachua.tum' 895 BUSINESS INFORMATION: Business Name (d/b/a if applicable): TRILOGY FITNESS & MMA LLC Current Business Address: 1550 N. FEDERAL HWY, BOYNTON BEACH, FL 33435 Fed ID#: 93-2585233 Business Phone Number: TBA, Website: i A 0 Cell: 304-374-1317 Existing Business: Yes No. X Number of years in existence: Time at Current Location: New Business to Boynton Beach: Yes X No Do you have an executed lease agreement: Yes X No _ If so, monthly base rent: 12,718.75 New Business Address (if applicable): Square footage of current location: 6200 S. F - . Square footage of new location: Type of Business: FITNESS AND MMA TRAINING CENTER Tier 1 Business: o Tier 2 Business: P Tier 3 Business: o (Tier Classification subject to BBCRA Board Approval) Number of Employees: 10-15 _—Hours of Operation: 6:OOA.M. - 10:OOP.M. List of improvements seeking reimbursement for: Interior Renovation Plumbing, Flooring, Lighting Requested grant amount for design fees: $10,000 and property improvements: $25,009 Page 14 of 19 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 896 A 1 0 PRINCIPAIJOWNER INFORMATION: (If more than 4 principals/owners additional sheets may be used) I K Principal/Owner Name: ALBERT DOMENIC MAGNONE Date of Birth: 01/01/1953 Email: belmontescatering@gmail.com Residential Address: 300 SHARON DRIVE, WEIRTON, WV 26062 Cell Phone Number: 304-670-4039 Principal/Owner Name: CAROLINE PHILOMENA MAGNONE Date of Birth: 08/23/1954 Email: belmontescatering@gmall.com Residential Address: 300 SHARON DRIVE, WEIRTON, WV 26062 Cell Phone Number: 304-670-4039 3. Principal/Owner Name: RODNEY WAYNE BREWER III Date of Birth: 07/09/1975 Email: rodney—brewer@aol.com Residential Address: 6168 LAND-SDOWNE CIRCLE BOYNTON BEACH, FL 33472 Cell Phone Number: 954-579-5190 4. Principal/Owner Name: Date of Birth: Residential Address: Cell Phone Number: Email: Are you applying for grant assistance under any other program offered by the BBCRA? Yes X No - If yes, what additional programs are you applying for: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL RENT REIMBURSEMENT GRANT PROGRAM Page 15 of 19 Property Improvement 100 East Ocean Avenue, 4t" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 897 B 00 Y' NW N C"RA 1,44111, Y' Af';E-"N'c Y, APPLICANT INFORMATION Are Yr,)u MCONing qraffl assfalance under any other governmental agenoles. Yea a N Landkird Name., OCEAN PALM FILU4, LLO Landford's, Malfirig A M%W 00 ROAD (,,%AJrrE 01,041, PtLRAY ft 4. ROMA 3,144, 'C98MICAM011 6NO WALVgR QEEffW-A9Y-- For WTJON & Of INS Cedikatiorl and W31WK Of OVOCY, the l "I" refers to the OPP#Wtand to ,all toinnetart es Wow lath Odually, By sigoing Wf W, esell $JgnatorM-preSents end canfkmsthat fie or She Is authorized to sign on behalf of the apphcapt(s�, 1, the underslgr*0 Certify that all infixmallon to erded in this awficatiombnd Sh, of the irftmsfiot� furtfishad, in support',ot the application, is given for the Purpose of obtotning a grant ondw the Sbyntotl ftart Community RedevelownVit Agency Canwarn ercial Poperty r Irnprovemerit "nt,program, iind It is true and cornpwt4 t,,o the, best of, my knowledge and beftfm I furtfler OeTWY that I AM AW*9 Of thR, fWl 1119t I Part be panallZod by One and/W imptisonment for making false stigements ot presenting false InfortnaWn I further ackn6vAe4go that I tree fea4 and anderstand the ts and wnditions set fiafffs and deacrtbe<l In the Boynton Seao Community Red Wm1Qpmqnt Agonq Commercial Property IMpmvernant Grant Program Rules and Iter tit I underaWntl that thisappftaflon Is not p, gyarantee at qmnt asslutance, and ow riward of greats , Is, at the Solo diwN44013 01' tfis BOYMM, Beach CoMmunky R04devalopment Agerri;y ftard I 410l, RIB Page 16 61' 19 Property Improvement East, Ocean Avenue,A' Hoor, Ek3ynton ftnz,0, FL3,3435 - Phonp, (M) 600 - 9090 www,bayrttonbeacluma,Marra 898 understand flist the P,IrPose Of the grant is, 10 VOW' Me Soynjon "each Community RN0V*4M0r1t Plan, and thSt thO Boynton B"ch Community Rodovelopment Agenicy may dethrm nly applicaDc", for any legal (g,14son, jilcludim ttle, red, To the maximum extent pol I hereby walve my rghts to povacy and copftdontiatit y for all MUM contained In this appjkm"On, and give my consent to the Boy"tor, aeaell Community ReWV61OPMOrat Algenay, Its agents sari c0ntracfOrs to OXamirw any con6dardlal Inform ationguest h * areim, I further grant pfftmissi0o, alft(l Aijthorfzt., any bank, OMP40yers or other poblic or pirivalle agoncy to disclose, inifon oeetned n0cassafy to conlp;ete this application, that Wormallor in rny arod" mgwrit, inciuding a r -.d cii[ bankm'ptcy, may disqualify me from obtaining graM funding, I give Permissfoll to the SOMA or its agents to take phot as af mysed and business to,be used to promote the proomm. I undamiland that If this applICAWn and the informatiori (umishad in suppic"t of the, appi"llon are found to be 1nt;,ornpWte, It will be not proce4s%4, w NgO 17 of 19 Property Iran 'prya vement WO East Ocean Avenwe4 41"' Moor, Boynton Reacb, Fr .- Pjjotww (56,14 6W -J090 wwwboyntonbeachcra,carn 899 APPLICANT INFORMATION APPLICANT SIGNATURES: �—r/�11 in�cipallow—nerrs Signature IDate PrintedName Title 2. Principal/Owner's Signature Date Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE 0 COUNTY BEFORE ME, an offic ly a t rued by la a administer oaths and take acknowledgements, personally appear d 22e -, who is/are personally known to me or produced Qvw-qll . as identification, and acknowledged he/she ex cuted the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. M 1 xC 1011 ON W ;, , - 0 NW12 I NOTARY PUBLIC My Commission Expi 435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 900 2 �3 VrinCIP001A s Sig, aturb Date Printed Name Title 2. Principal/Owner's Signature Date Printed Name Title 3. Principal/Owner's Signature Date Printed Name Title 4. Principal/Owner's Signature Date Printed Name Title Notary as to Principal/Owner's Signatures - Multiple notary pages may be used if signing individually STATE OF W COUNTY OF CL 0 BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgements, personally appeared .,LO90i i it i()MLL, who is/are personally known to me or producedAf j 4 Qf '�S Cje,.r-�)j, ..I as identification, and acknowledged he/she executed the foregoing Agreement for the use and purposed mentioned in it and that the instrument is his/her act and deed. IN WITNESS OF THE FOREGOING, I have set my hand and official seal in the State and County aforesaid on this day of OFFICIAI S NOTARY PU LIC NOTARY PUBLIC 0 S �L� STATE OF WEST IRGINIA My Commission Expires: T S JOANNE STEVENS I a jai Ilan ea * an 1 00 Jaime Lane v*e Follansbee, West V1 ? a my commissio %7051 V1411(a 26037 to U ale, 0 J_ ... Page 18 of 19 2CU244 Property Improvement 100 East Ocean Avenue, 41h Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 901 NTOt� I 4 01) 0 EACF-1 X24111-r-,ANTSIGNATURE -, I t" July 31, 2023 rot, Notary as to Ari"Pipallowribl"'s 3'1j6j70j44rqS � 4fU/(jPjd r1blary POO,08 00y bo 0sad It sipnirly IrldivWnally TA OF OF 61 X4 Z)lq COUNTY BEFORE ME, an otficeEduly .1 y toWe'a 111Ror oathdtajrk,(q0ha-Ily apeArtid w ll who 1*10.ktir _q__ to gprnqj,j%, �)r as Wqn0flicaflun, and ar,knowltidgod M-IS119 0XfJrLll0d the fotbgoinq Agreement fear IhaL ulM ond ol liposed M0111101wd irl It ;Md 111011116 111164MI'latit Is Ilialhiar ad and doed. IN WITNESS'OF 11-112 FORI�GOING, , I have set mV Ijan(I ari(I t1jW101 Iri 11j&Slato 6tio cour�;lytoreiRald ort t63s day at CA- 4- �L— NbTARY P LIC x DAWN m Sf fLER My Expires - Notary Public - State of Florida AR I D K) (() - LERL Commission # HH 368807 MAY) my Comm. Expires Jun 3,02 2027 bonded through National Notary Assnssn.. 2ropLif-tv 1111provOlefst 1,00 Eaif Orvlan Avenue, 4" Fluat,410VI,Mni SP,,,wh, R 33435 —Ph6j,jru*, 9t1913 m www, IWO ? -- ---- onie Ar'iriiji-j —Nar11al"11- 3. ro DrAle 4, Milo 'p,r7_111fed —Nari�e Notary as to Ari"Pipallowribl"'s 3'1j6j70j44rqS � 4fU/(jPjd r1blary POO,08 00y bo 0sad It sipnirly IrldivWnally TA OF OF 61 X4 Z)lq COUNTY BEFORE ME, an otficeEduly .1 y toWe'a 111Ror oathdtajrk,(q0ha-Ily apeArtid w ll who 1*10.ktir _q__ to gprnqj,j%, �)r as Wqn0flicaflun, and ar,knowltidgod M-IS119 0XfJrLll0d the fotbgoinq Agreement fear IhaL ulM ond ol liposed M0111101wd irl It ;Md 111011116 111164MI'latit Is Ilialhiar ad and doed. IN WITNESS'OF 11-112 FORI�GOING, , I have set mV Ijan(I ari(I t1jW101 Iri 11j&Slato 6tio cour�;lytoreiRald ort t63s day at CA- 4- �L— NbTARY P LIC x DAWN m Sf fLER My Expires - Notary Public - State of Florida AR I D K) (() - LERL Commission # HH 368807 MAY) my Comm. Expires Jun 3,02 2027 bonded through National Notary Assnssn.. 2ropLif-tv 1111provOlefst 1,00 Eaif Orvlan Avenue, 4" Fluat,410VI,Mni SP,,,wh, R 33435 —Ph6j,jru*, 9t1913 m www, Mina Giij (;�dK-dlg ti atu s �e-'- T I ftl 11 6 NoAlry 61 to PihjWPaV0wi)or'$ ftriatilm,$ . A#ujaple )Otary paqe4 may be used if slantrig individually RE ME,' an'Officei'dilly authorazed. by law to arivi hako ocknuwj0d9vMenP*,, whO WSW, 130(ts0nally known to as Identificattoo, and thO fart going AgrOoment for tho use and par manfioned lit it and that the Insin,injent �s lils/hor ior.I,ond de-eef IN WfTNEG,S bF -THE FOREGOING, I Ijave uot joy I ArMid On (I'lis-- -- day cit MYLEIA R. TROSKEY NotaryPublic State of Florida Comm# HM317688 Uk % Expires 112412027 and official sppl in the State and County NOTAR=L IC My I i Expires,. Page "I.q of 19 PrOPOrty Irnprovenvot 100 East Ocea is Avanov, 41" FloorPOYMOU Rearb, FL 334M �- Phorse., (561 j Got) , 9()go www1boytilontipachrra,com 903 2/7/2018 PAPA Maps http://maps. co. pal m-beach.fl. us/cwg is/papa. html?gval ue=08434522060000630# 904 November 7, 2024 Bonnie hhckher� (Irants arl,d Prc)�eCl MFjrlfsg�Eil� BOWDO BOOM, corTurlulliLy 1000 E Ocpajn Averwe Haruan Bead, FL 33435 cmar mVie, We wauW L*e to reque5t an addaWsal 90- day adnlkstratve o4gtenslclrlforthe commr erbal Pricil',werty 41g),ravemem Grom pr-og ckcumsWnces in ubtMning the pemIRS we anbcOStO O'lat WE rrtay !'vat niept thra, deadhne of Noveinber 28, 2OZ? it 3 anbcipated, thar evkmYthing Shoud,d bet'.oriiplele by, Noverraxr 30, 2024. swrweN. /s/ Carc,'Airie r4nnone, 905 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CRA ADVISORY BOARD AGENDA ITEM 13.A SUBJECT: Pending Assignments - New Assignments from the CRA Board Assigned at the February 13, 2024 CRA Monthly Board Meeting SUMMARY: On February 13, 2024, the CRA Board approved the following tasks be assigned to the CRA Advisory Board (CRAB): 1. Initiate the steps to revise the 2016 CRA Plan, A. With the first step to review the existing CRA plan, and B. With the end goal to incorporate both the grocery store and public parking as part of that plan. 2. Look for ways that are above and beyond the normal City functions to beautify the area within the CRA district (cannot be in replacement of a normal City function and needs to be above and beyond). 3. Investigate means to get a grocery store in the CRA Heart of Boynton area. 4. Identify potential locations for a Public Parking Garage preferably along Ocean Avenue. 5. Look for available properties for potential acquisition with a focus on commercial properties along the Federal Highway area (ex. vacant properties for commercial use). At the September 5, 2024 Meeting, the CRAB Board reviewed the Industrial Craft District section of the 2016 CRA Plan. Additionally, they reviewed the Downtown District section and discussed their findings at the October 3, 2024 meeting. The CRAB Board discussed the CRA Plan in its entirety at their November 7, 2024 Meeting. They will be putting their presentation together at the December meeting and will plan to present their findings at the January 14, 2025 CRA Board Meeting. FISCAL IMPACT: To be determined. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined. 906 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 OLD BUSINESS AGENDA ITEM 14.A SUBJECT: Discussion and Consideration of the Preliminary Designs for the MLK Entry Feature Park on the CRA -Owned Property Located at 1101 N. Federal Highway SUMMARY: The property at 1101 N. Federal Highway, Boynton Beach, FL is located at the NW corner of E. Martin Luther King, Jr. Boulevard and N. Federal Highway (see Attachments 1-11). The property is within the Federal Highway District and serves as the eastern entry to the Heart of Boynton District on the Martin Luther King Jr. Boulevard Corridor. The City of Boynton Beach obtained 1101 N. Federal Highway through a Certificate of Title due to the structure being deemed unsafe. The City demolished the building on September 23, 2023, and transferred the vacant lot to the CRA on October 17, 2023. The property has always been a desirable acquisition for the CRA for the use as an entry feature on Martin Luther King, Jr. Boulevard. Additionally, the Unity Project worked to develop a mural for the south facing wall of the adjacent building (see Attachment III). Now that the property is vacant, it provides an unobstructed view for the mural. The property improvement could include lighting for the mural at night and provide a park like setting. The entryway could also feature walkways, landscaping and sitting areas in which to admire the mural. At the March 21, 2024 meeting, the CRA Board directed staff to hire a consultant to work on conceptual plans for the project (see Attachment IV). On August 8, 2024, the CRA entered into a consultant agreement with AW Architects Inc. to provide consulting architectural services including design, construction documents, bidding assistance (if needed), permitting and construction administration services for an Entry Feature Park. Staff met with AW Architects on August 22nd and again on September 4th to discuss three conceptual design concepts for the vacant lot. Representatives from AW Architects will attend the November 21, 2024, Board Meeting to present three conceptual ideas (see Attachment V). Staff and AW Architects are seeking the Board's and the public's feedback on the renderings in order to work towards a final design. Staff recommends using the December 5, 2024, CRA Advisory Board Meeting as another 907 opportunity to get the public's input as well as two additional public charrettes located in the community. FISCAL IMPACT: FY 2023-2024 Project Fund 02-58100-203 Professional Services/Architectural Design Assistance; $48,800 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - Pictures of Vacant Lot • Attachment III - Pictures of the Mural • Attachment IV - March 21, 2024 Board Meeting Minutes • Attachment V - AW Architects MLK Entry Feature Presentation 908 a r "0 ch CLJ C. ro eaaa Jw cy", u.1 r"A al Wer WMrr UJz (X, 17 IV It MCL .. . ... CLlelC. 0 LA 15 73 Ud a r "0 I CLJ C. ro E Jw IV It MCL .. . ... 15 Ud I 0 0 N r M r Meeting Minutes CRA Board Meeting Boynton Beach, FL March 21, 2024 Mark Karageorge stated that Ms. Oliva is qualified and she knew what the job paid wh she applied, He commented that he has a problem with overpaying the Board approv a budget stick to it. He noted that Joan is making a step up, Boynton Beach has more TI money then Lake Worth will ever have. I Board member Kelley moved to approve selecting Joan Oliva as the primary candida and to direct the Chair and legal counsel to enter into negotiations and bring back Executive Director Employment Agreement for review at the next available CRA Boa meeting for approval, Board Member Hay seconded the motion. The motion pass unanimously. A. Discussion and Consideration of a Gateway Entrance Feature on the CRA owned property located at 1101 N. Federal Highway Mr. Tack gave an overview of a Gateway Entrance Feature on the CRA owned property 'ocated at 1101 N. Federal Highway, Board Member Hay inquired if the Unity Board has finalized the Mural that will go on the wall. Mr. Tack replied that the final decision will go before the City Commission either April 211d or April 16t�', he did not know the exact date. Board Member Hay commented that it would make sense to put the mural depicting MLK *n MLK Boulevard. Mr. Tack stated that the City Commission will be making the decision on what mural is going to go where. Ms. Rossmell commented that the Board is getting into City business and she prefers that the Board does not discuss the City side of the decision-making process, RE 917 Meeting Minutes CRA Board Meeting Boynton Beach, FL March 21, 2024 Board Member Kelley stated that is a great opportunity to activate that corner and that she supports staff in wanting direction on what to do on that corner. She noted that she did like the idea of a seating area and that there is a location in the City there is a painted art Mench which is art and functional. Board Member Kelley replied that the bench is located at Congress and Boynton Beach Boulevard. Mr. Tack stated he take a look at the bench and see if it can be incorporated, He commented that he did not extenuate that in addition to the lighting there will be power so the area can be decorated during the holiday festivities. Board Member Hay commented that he concurs with Chair Penserga, He noted that benches have been removed from areas in the City because it presented a problem. B. Discussion and Consideration of Purchase of 1022 North Federal Highway I � III I � HEM Board Member Kelley noted that it was a great opportunity and that she supports the purchase. Board Member Hay commented that he agreed with Board Member Kelley, He stat that he is looking down the road to make this intersection equal to or even great then t intersection at Ocean and Federal. I Mark Karageorge stated the owner has been trying to sell the property for over a ye and a half,, He commented that the Board should pay appraised value and nothing mor He noted that it is a great acquisition it makes sense and the Board has control was it acquired. 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BB North purchased the property in May of 2022 from the previous owner who had obtained site plan approval for a mixed-use project. BB North worked to make various changes to the site plan through a minor modification that was approved on September 27, 2023. BB North is currently going through their second round of permitting with the City's Building Department (see Attachment 11). The Project now includes 337 market rate rental apartments, 668 total parking spaces, approximately 8,000 square feet of retail and restaurant space, two plazas and a linear park along the railroad right of way that acts as a pedestrian connection between Boynton Beach Boulevard and Ocean Avenue. In addition to the Project's existing 21,890 square feet of open space, an affiliate of BB North purchased the property at 401 E. Ocean Avenue and will be incorporating it into the project by building a large public plaza with mature trees and space for a rotating kinetic sculpture. At the August 13, 2024, CRA Board Meeting, BB North presented an overview of the project and TIF request. Mr. Abramson also presented his findings. At the end of discussion, the CRA Board directed staff to continue further negotiations (see Attachment VI). On August 23, 2024, CRA staff/legal met with the BB North development team and a revised term sheet was provided on August 29th (see Attachment VII). The terms included a revised draft of the TIRFA as summarized below (see Attachment VIII). BB North requests 95% of the Project TIF over the course of 12 years up to a maximum of $9,900,000.00. As consideration, Developer proposes: • To construct one hundred and twenty (120) public parking spaces located on the first and second floor of the parking garage restricted for use by the public in perpetuity, of which thirty-nine (39) spaces are above what code requires; • 30% of parking revenue will be shared in perpetuity with the CRA; 946 • 1,000 square foot neighborhood coffee shop at 50% market rental rate for 15 years; • To commence construction within two (2) years of the effective date, with one 6 -month extension by the Board to not be unreasonably withheld; • Agreement shall terminate within five (5) years of the Effective Date if the Developer has not completed construction of the Project or two (2) years after the Effective Date, if the Developer has failed to commence construction of the Project; • Parking easement (or 99 -year lease agreement) to ensure that the Parking Improvements be reserved for public use in perpetuity; • To construct the Project in accordance with several green building standards; and • To incorporate various tools to promote local hiring and the use of Locally Owned Small Businesses for construction of the Project. BACKGROUND: On March 13, 2024, CRA Staff received an email from BB North including an application for TIF (see Attachments III and IV). In summary, BB North's previous application requested 95% of the Project TIF up to a maximum of $12,500,000.00. As consideration, Developer originally proposed: • To construct one hundred and twenty (120) public parking spaces restricted for use by the public; • 1,000 square foot neighborhood coffee shop at 50% market rental rate for 15 years On August 6, 2024, CRA staff received an evaluation of the TIF request from Abramson & Associates, Inc., who was hired by the CRA as a third -party financial consultant to assist in reviewing the TIF request (see Attachment V). The evaluation focused on the Project's need for TIF funding and the financial impact to the CRA of awarding the requested TIF as proposed. The evaluation also includes general comments evaluating the public benefits proposed by BB North. Mr. Abramson confirmed that BB North's assumptions are generally in a range of reasonableness (with the exception of BB North's estimated real estate taxes which appear to be high) and that, in the current development market, the project has a feasibility gap requiring a TIF subsidy, however lower than estimated by BB North. Based on Mr. Abramson's adjusted estimates, a total TIF award of $9,100,000 is considered sufficient to make the project financially feasible. However, he noted that relatively small variations in assumptions and/or improvements in the development market over the two (2) year time -frame could significantly reduce or eliminate the subsidy requirement. The evaluation recommended that the CRA explore options for structuring the TIRFA (Tax Increment Revenue Funding Agreement) so that the award may be reduced in the event it was not fully needed, and suggested structuring options that could be reevaluated at the time of securing a construction contract, financing, or upon completion of construction. The Developer indicated that such potential restructuring would unacceptably interfere with the stability required to secure the necessary financing for the Project, so these options have not been incorporated in the document for consideration. 947 FISCAL IMPACT: To be determined by the CRA Board. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board direction. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - Approved Site Plan • Attachment III - March 13, 2024 TIF Request Letter • Attachment IV - BB North Presentation • Attachment V - Evaluation of TIF Request • Attachment VI - August 13, 2024 CRA Board Meeting Minutes • Attachment VII - August 29, 2024 Term Sheet • Attachment VIII - October 1, 2024 BB North LLC TIRFA Final 948 ME oao oven. 911'M —1:1 HOV38 NOIMOB DnN3AV NV3O03 SOb -130HVcJ r HiHON - Q NV300 1Sd3 iV S3Jd-nl� WI8 J Q � N m N � m co W ir D J V q ,✓ = r I 3AVN 300'�'—�— — -1j: m P �m 1 I r I � uI — _ u u o oo f u u o -I o u o E o I , , I o g® a -------------- p ®® a �1r VI guu utli, a II z ,III I II I �, o IIr- � _ n �lI IIn 1,11 , lyl j� ; � � g �I � �-- I I IN b 1 �J I OAl9 HOV39 NO-NA013 -- � J — — w? �S 950 Td ewa tee. 'apita,l lnvest'�n.tenls March 13, 2024 Boynton Beach Community Redevelopment Agency Timothy Tack, Acting Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: BB North LLC Tax Increment Revenue Financing Agreement Please accept this letter as BB North LLC's ("BB North") application for a Tax Increment Revenue Financing Agreement ("TIRFA"). BB North is the owner of +/-3.37 acres located at 405 E Ocean Avenue in the city of Boynton Beach, Florida. BB North purchased the property in May of 2022 from the previous owner who had obtained site plan approval for a mixed-use project with 336 residential units, retail on the ground floor and a structured parking garage in 2017. BB North worked within the confines of the city code to make various changes to the site plan through a minor modification (as modified the "Project"). BB North was able to increase the amount of open space, increasing the size of various plazas and a linear park along the railroad right of way. The Project now includes 668 total parking spaces, approximately 8,000 sq ft of retail and restaurant space, two plazas and a linear park along the railroad right of way that acts as a crucial pedestrian connection between Boynton Beach Blvd. and Ocean Avenue. After listening to the concern of residents and city commissioners, BB north is also dedicating 120 parking spaces on the first floors of the garage for public use, helping to alleviate the lack of parking spaces in the city's downtown. The Project will provide substantial economic benefits to the City of Boynton Beach including $31,000,000 in CRA TIF revenues measured through FY 2041, averaging $1,850,000 annually, supporting 1,600 temporary construction jobs spread out over a period of 24-26 months for general contractor, sub- contractors, and professional service vendors, supporting 175 permanent jobs after project completion, including apartment management, building maintenance, parking management and restaurant employment. Other benefits include non -ad valorem revenue for the City and County, including $1,300,000 for a one-time City building permit fees, $2,900,000 for one-time County impact fees, and $1,375,000 annual city revenues for utility and franchise fees. Intangible revenue producing benefits include the attraction of people to the Project and its parks, including the innovative linear dog walking park along the edge of the FEC railway, and the 120 public parking spaces in the Project for visitors and those wishing to attend events in the downtown and those seeking Boynton Beach's excellent existing and future dining facilities in the area. Public Open Spaces The Project consists of 21,890 square feet of open space which has been thoughtfully designed to activate all sides of the Project. On Boynton Beach Blvd there is a colonnade with a cafe space with outdoor seating. On 3rd avenue there is a public plaza located at the center of the project with lush landscaping and benches. Ocean Avenue features the largest plaza with restaurant space wrapping it on 3 sides, beautiful trellises for pedestrian shading, lush landscaping and seating for various restaurants. Along the railroad right of way the Project incorporates a linear park with a meandering path amongst lush landscaping. Boynton Beach Blvd is currently a dead zone for pedestrian activity and the linear park should help bring pedestrian traffic to Boynton Beach Blvd and vice versa. In addition to the Project's existing open space, an affiliate of BB North purchased a dilapidated building on the corner of Ocean Avenue and 3rd street that had accumulated various violations and was an eyesore for city residents. That building has been demolished and BB North's affiliate will be incorporating it into 0 951 Td ewater 'apita,l Invest�nten.ts the project by building a large public plaza with mature trees and space for a rotating kinetic sculpture exhibit for the city's sculptures. Another affiliate of BB North's, BB South, LLC, would also agree to donate the building located at 306 SE 1" Ave. to the City, CRA or other nonprofit entity of the city or CRA's choice (the "Recipient") provided the Recipient relocates the building, at its expense, to another parcel and such donation does not delay construction of the Project and occurs within 6 months of the approval of this request. Parking BB North has met with various stakeholders and a consistent message has been the need for public parking. Currently there are very few parking spaces in the city's downtown making it difficult for existing businesses to attract customers and hindering the area's potential. BB North diligently studied the parking garage and during the minor modification process was able to add more spaces. The garage currently has 668 spaces, 39 more than is required by code. Furthermore, John Donaldson, a professional traffic engineer, conducted a traffic study for the project and determined that due to its downtown location, walkability and mix of uses, only 459 spaces would be needed to serve the residential portion of the project. Per the city's code, 59 spaces are required for the commercial portions of the project, leaving 150 spaces more than what is required by the project from a practical standpoint. Instead of having many spaces sit empty and to help alleviate the downtown parking situation, BB North is proposing to provide 120 public parking spaces within the Project's garage. The 120 public parking spaces provide a value to the city of $6,600,000 based on the city's TIF agreement with Affiliated Residential for the project at 115 N Federal Highway. BB North or its successors or assigns would be responsible for managing the spaces and would retain any revenue from parking meters to help cover maintenance and management. Retail To help activate Boynton Beach Blvd., BB North will be providing approximately 1,000 square feet plus outdoor seating for a neighborhood coffee shop. BB North will provide this space at 50% of the market price, plus NNN expenses, to a local coffee shop operator for a period of 15 years. This coffee shop will also have access to the inside of the building through one of the Project's lobbies helping to give the coffee shop a built-in clientele of residents. This is in addition to the retail being provided on Ocean Ave which is expected to be leased to multiple restaurants and will help draw more foot traffic to the area. Enhanced Infrastructure As part of the Project BB North will upgrade city infrastructure above the level required by code including roadway improvements to Boynton Beach Blvd., 3rd St and Ocean Avenue, drainage improvements on 3rd street, replacement of a 6" watermain on Boynton Beach Blvd with a 12" watermain and an extension of the watermain on Ocean Avenue. The costs associated with this infrastructure work are $794,773 and are detailed in the attached cost estimate provided by Ballbe & Associates. Summary Multifamily projects are currently facing various headwinds making it very difficult to pencil out a deal. Construction costs have increased over 50% from pre-covid levels, insurance costs have almost doubled, impact fees have drastically increased, and operating expenses continue to rise. On top of this, the federal funds rate has gone up from .05% in April 2022 to 5.33% in January 2024 and banks, if they are lending at all, are requiring substantially more equity. 952 Td ewater "apita,l Invest�ri.ten.ts The Project is currently on its second round of permitting and is the furthest along of any major development in Boynton Beach. We are literally on the final stretch, but we cannot get there without the City's partnership. We are asking that the city provide us with $12,500,000 to bridge the gap and help us break ground on this great project which we hope will help kick off the revitalization of Ocean Avenue. BB North's project provides the following public benefits: - 120 Public Parking Spaces $6,600,000 - Public Open Spaces $1,930,000 - Corner parcel plaza/park $1,150,000 - Coffee shop subsidy $225,000 - Enhanced Infrastructure $794,773 - Total Value of Public Benefits $10,699,773 - Future CRA Annual Tax Revenues $31,000,000 - Total Benefits to CRA/City $41,699,733 Total TIRFA Request $12,500,000 BB North has not sought any other incentives, dedications or land from the CRA or the City and, provided the TIRFA is approved, is ready, willing, and able to execute the Project as soon as the city issues the building permit. Thank you for your consideration. Sincerely, Manny Mato Principal of Edgewater Capital Investments 953 DATE: February 20, 2024 PROJECT NAME: THE VILLAGES AT EAST OCEAN (NORTH PARCEL) ENGINEER'S COST ESTIMATE FOR THE FOLLOWING PUBLIC IMPROVEMENTS: PROJECT NUMBER: 202122 #2 Public access pedestrian path adjacent to railroad from Ocean Ave. to Boynton Beach Blvd. #4 Right-of-way improvements to N.E. 3rd Street, including roadway, sidewalks, light poles, landscaping, drainage, water and sewer from Boynton Beach Boulevard south to Ocean Avenue #5 Replace 6" DIP water main on E. Boynton Beach Blvd with a 12" C-900 PVC water main #6 Line existing 12" gravity sewer main on N.E. 3rd Street which is vetrified clay pipe (VCP) #7 Extend section of water main on Oceant Avenue along the the east property line of the Villages South ITEM NO. DESCRIPTION QUANTITY UNIT UNIT PRICE AMOUNT #2 Pedestrian Path: #2 Clearing and grubbing 1 AC $10,000 $10,000 #2 Cut and fill earthwork 1,000 C.Y. $15 $15,000 #2 12" Stabilized subgrade 420 S.Y. $5 $2,100 #2 2" Gravel 1 C.Y. $1,500 $1,500 Sub -total #2 $28,600 #4 Roadway N.E. 3rd Street: Demolition 1 L.S. $75,000 $75,000 12" Stabilized subgrade LBR40 1,400 S.Y. $5 $7,000 10" Limerock base LBR 100 1,150 S.Y. $15 $17,250 2" Asphalt SP -9.5 1,150 S.Y. $20 $23,000 Mill existing asphalt (1" avg. thickness) 1,150 S.Y. $3 $3,450 Resurface asphalt SP -9.5 (1" avg. thichness) 1,150 S.Y. $10 $11,500 Valley gutter 460 L.F. $18 $8,280 Type " F" curb and gutter 135 L.F. $18 $2,430 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $10,000 $10,000 ballb6 associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 954 #4 #4 #4 Roadwav Bovnton Beach Blvd: Demolition 1 L.S. $10,000 $10,000 Mill existing asphalt (1" avg. thickness) 475 S.Y. $3 $1,425 Resurface asphalt SP -9.5 (1" avg. thichness) 475 S.Y. $10 $4,750 Type " F' curb and gutter 345 L.F. $18 $6,210 ADA Handicap ramps 1 EA. $800 $800 Pavement markings and signage 1 L.S. $2,500 $2,500 Roadway Ocean Avenue: Demolition 1 L.S. $15,000 $15,000 12" Stabilized subgrade LBR40 275 S.Y. $5 $1,375 10" Limerock base LBR 100 175 S.Y. $15 $2,625 Pavers for parking 175 S.Y. $90 $15,750 Mill existing asphalt (1" avg. thickness) 700 S.Y. $3 $2,100 Resurface asphalt SP -9.5 (1" avg. thichness) 700 S.Y. $10 $7,000 Valley gutter 295 L.F. $18 $5,310 Type " F' curb and gutter 435 L.F. $18 $7,830 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $5,000 $5,000 Sub -total Roadway #4 $248,785 Drainage N.E. 3rd Street Type "C" Inlet 4 EA. $4,000 $16,000 Type "D" Inlet 1 EA. $6,000 $6,000 6' Dia. Manhole 5 EA. $7,000 $35,000 Construct 5' Dia. Manhole over ex. Drainage 1 EA. $10,000 $10,000 18" R.C.P. 160 L.F. $40 $6,400 Exfiltration trench 480 L.F. $150 $72,000 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 955 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 956 Drainage Boynton Beach Blvd: Remove and replace inlet top 1 L.S. $3,500 $3,500 Sub -total Drainaoe #4 $148,900 #5 Replace water main Boynton Beach Blvd: Remove ex. 6' water main 325 L.F. $20 $6,500 Install 12" PVC water main 325 L.F. $130 $42,250 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #5 $98,750 #6 Line existinci sewer main N.E. 3rd Street: 825 L.F. $150 $123,750 #7 Extend water main Ocean Avenue and South Parcel 8" Tapping Sleve 2 EA. $15,000 $30,000 Install 12" PVC water main 450 L.F. $110 $49,500 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #7 $129,500 Sub -Total Amount = $555,785 Testing Geotech 3% $16,674 Survey Layout and Asbuilts 5% $27,789 Design / Permitting /Inspections / Final Certification 15% $83,368 Mobilization 5% $27,789 Maintenance of Traffic MOT 5% $27,789 Contingencies 10% $55,579 TOTAL AMOUNT 1 $794,773 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 956 a i u U' a x 0 ro N A^�M K 0 j ai J 1p a Ll aw � U j rcy 4� s 0 l a K s a H >, 11 0 0 0 0 0 i 0000i n 00000i 0 00 000i om 0000 con 21 m I m CO cu m w CL 0 m ca 10 cc00000000 111111111110 ���IIIIIIIII 0 00000 i�nnnnn 0 n 00000 0000000000i m u uu cc ooi 0000 i i�0000n 00000 n 00000i io 00000� 00000i 0 IILO II. LO 0% m CN 00 Wb ll m CO cu m w CL 0 m ca 10 cc00000000 111111111110 ���IIIIIIIII 0 00000 i�nnnnn 0 n 00000 0000000000i m u uu cc ooi 0000 i i�0000n 00000 n 00000i io 00000� 00000i 0 ABRAMSON & ASSOCIATES, Inc. Real Estate and Public -Private Development Advisory Services MEMORANDUM TO: Timothy Tack, P.E., Assistant Director Boynton Beach Community Redevelopment Agency FROM: Barry Abramson SUBJECT: Evaluation of TIRFA Request for The Villages, 405 E Ocean Avenue DATE: August 6, 2024 EXECUTIVE SUMMARY This memorandum summarizes our evaluation of a request for TIRFA by BB North LLC ("BB North") for a proposed project — The Villages, a mixed-use development located at 405 E Ocean Avenue (comprising the block bounded by Ocean Avenue, NE 3rd Street, Boynton Beach Blvd, and the FEC Rail right of way). The project is to include 337 rental apartments, 8,000 net square feet of retail space and a 668 -space garage to meet the needs of the project with 120 spaces proposed to be provided in perpetuity for metered public parking with net revenues, if any, to go to the CRA. The developer requests 95% of the total tax increment revenue received by the BBCRA generated by the project for a fifteen -year term commencing upon temporary certificate of occupancy, not to exceed a total of $12.5 million with two years from the effective date of the TIRFA to start construction. The evaluation focuses on the need for the TIF funding and the financial effect to the CRA of the proposed agreement, along with general comments regarding proposed benefits claimed by the developer. The analysis does not consider conformance of the proposed project with planning and zoning requirements such as density and parking sufficiency which should be evaluated by the CRA and City. Based upon our evaluation, we consider the developer's assumptions generally to be in a range of reasonableness (with the exception that we consider the developer's estimated real estate taxes to be somewhat high) and that, in the current development market, the project has a feasibility gap requiring a TIF subsidy, though a lower one than that estimated by the developer. We note that relatively small variations in assumptions and/or improvements in the development market over the two-year time -frame could significantly reduce, or even, eliminate the subsidy requirement. Based on our adjusted estimates, a total TIRFA award of $9,100,000 is considered sufficient to make the project financially feasible. The CRA may wish to explore structuring opportunities that might result in lowering the TIF award should property taxes ultimately prove to be significantly lower than estimated, as discussed later in this report. 113 Chestnut Street / Newton, MA 02465 / tel: (617) 965-4545 /fax: (617) 965-5431 /www.abramsonassoc.com 971 Total CRA incremental revenues from the project are estimated at approximately $18,500,000. With the vast majority of this revenue following the estimated eight years of operation it would take to reach the $9,100,000 total award, the present value at the start of 2025 is estimated at approximately $10,200,000. The City is estimated to receive total incremental tax revenues from the project of approximately $72,000,000 over 50 years of the property's operation. As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of the start of 2025 is estimated at only $1,600,000. COMMENTS ON PUBLIC BENEFITS Public Parking The developer contends the 668 -space garage contains 39 spaces more than required by code. A study by a professional traffic engineer engaged by the developer estimates only 459 spaces would be required for the residential component, which, along with 59 spaces stated to be required by code for the commercial component, would leave 150 spaces more than required by the project. The parking engineer's estimates draw on typical parking usage for transit -oriented residential. The extent to which these standards would be applicable to the car -usage characteristics of Boynton Beach residents, even at this transit - adjacent location, would be a subject for further study by a qualified parking sector analyst. Our sense is that project residents might require somewhat more parking than estimated in the traffic engineer's study, but there is a fair chance that most, if not all, of the 120 public spaces could be net additional spaces available for users beyond the direct users of the project. The developer contends the 120 public spaces, to be located "on the first floors of the garage", would have an attributed value to the CRA of $6,600,000 ($55,000 per space). The private project owner would retain ownership and have responsibility for managing, operating and maintaining the spaces with the CRA receiving net revenues, if any, in excess of those costs. The CRA would need to negotiate the CRA's/City's ability to set meter rates, parameters for management and operating standards and cost allocation, and the primacy of the public spaces' location in the garage, all of which could impact the amount of any net revenues. Until such terms are negotiated, estimating net revenues would be highly speculative, and, even after that, any net parking revenue might not be likely to add significantly to the net public financial benefits generated by the project. A qualified parking consultant could contribute to the CRA's understanding of cost/value, estimate the extent to which parking revenues could exceed operating expenses and the net effect on area parking supply and demand of the project as well as assist in negotiating management parameters and operating cost allocation and terms. 972 Other Benefits The developer estimates over $3,000,000 in public open spaces improvements, notably including a plaza/park at the corner of Ocean Avenue and NE 3r6 Street and improvements along the FEC rail right of way. The proposal calls for a 1,000 square foot coffee shop to be made available to a local operator at a 50% reduction in base rent for 15 years, an estimated subsidy of $225,000. The developer also contends it is providing an estimated $800,000 of enhanced infrastructure. The CRA and City are best positioned to determine the extent to which these infrastructure costs are standard or above and beyond the normal requirements and customary contributions of a project of this nature. Obviously, a significant benefit of the project would be to convert this large, underutilized property to an attractive and productive use consistent with the planning objectives of the CRA and the City. THE TIRFA PROPOSAL The developer is requesting a TIRFA as follows: "Commencing upon the TCO (temporary certificate of occupancy), Developer will receive an annual payment equal to 95% of the total tax increment revenue generated by the project for a fifteen -year term, not to exceed $12.5 million (the "TIRFA Amount"). The proposal calls for the developer to have two years from the effective date of the TIRFA to start construction. EVALUATION OF PROJECT NEED FOR THE TIRFA The developer's TIRFA request is based on its contention that the project is infeasible under current development market conditions without the TIF subsidy. Specifically, the developer estimated a financial gap of $9,100,000 to achieve the "untrended" return on cost ("ROC") of 6.0%, necessary to finance the project in the current market. Untrended return on cost is the net operating income of the project (prior to debt) upon stabilization divided by the total development cost, both stated in today's dollars. The developer estimated $12,500,000 of TIF revenues awarded to the project over time, discounted at an annual rate of 4.0%, would yield a present value equal to the above -noted target present value. The developer contends that it needs the TIRFA to be able to secure financing which would enable it to start construction within approximately six months. We evaluated the developer's pro forma, researched and reviewed publicly available market data and insights, held conversations with the developer and its advisor, drew upon input from the Palm Beach County Property Appraiser's office and knowledgeable market participants, and analyzed the project's economics based upon the above and our experience. We concur that untrended return on cost is an appropriate metric to estimate feasibility/required gap. ROC is a common measure of development feasibility and 973 profitability. It has the advantages of: being simple, avoiding the vagaries of particular debt and equity financing arrangements (while, inherently, accounting for them in a generalized market -wide way); avoiding speculation about inflation; and being a parameter for which participants in the real estate market are able to provide general market norms (which, of course, should be considered in light of the particulars of the specific location and project). We consider a 6.0% untrended return on cost to be reasonable in the current development market. This ROC is higher than what would have been required at the peak of the market a couple of years ago. Required rates of return can be anticipated to decrease over time if and when interest rates for development financing decrease as a result of reductions in treasury bond interest rates, though there are various factors that might not necessarily result in this being a one:one relationship. A slight variation in the required return on cost would have significant implications for the required subsidy amount, as would variations in other development costs or elements of net operating income. We consider the developer's assumptions to be generally in a range of reasonableness, with the previously noted exception of the real estate tax estimates, which we consider likely to be high. We also note that relatively small variations within the range of reasonableness of this and other elements of the pro forma can have a dramatic impact on the amount of subsidy required. With regard to real estate taxes, the developer's estimates, are at or above the upper end of a broad range of assessments of comparable properties and input of the county property appraiser, even taking into account the relatively high proportion of two-bedroom units in the proposed project. Accordingly, we have assumed somewhat lower property taxes than the developer estimated, though still at the upper end of the broad range indicated by comparable assessments and county property appraiser input. Based on this analysis, we estimate a financial gap of approximately $7,100,000 which would require a TIRFA award of $9,100,000 received over time to achieve the net present value subsidy requirement. If the taxes actually assessed on the property ultimately prove to be materially lower than those estimated in this analysis, a lower TIRFA award would be indicated. We also note that estimated hard construction cost is based on the developer's in-house construction arm acting as general contractor rather than a third party. The estimated amount is considered reasonable compared with information on comparable projects, but, should costs ultimately come in lower than budgeted, a lesser subsidy would be required. Permit fees and other upfront exactions are another cost item that could be reviewed as they have not as yet been reviewed by the City. 4 974 Financial Feasibility/Gap Analysis Development Cost Acquisition Cost Total Hard Costs Soft & Other Costs (Incl Predev, Dev OH&Fee, Owner Hard Contingency, Tl, Financing Costs, Lease -Up) Total Development Cost Stabilized Operating Income ($2024) Effective Gross Income (including retail tax reimb) Oper Exps (Residential Only) RE Tax (Residential) after 4% early payment discount RE Tax (Retail) after 4% early payment discount Total Tax & Operating Expenses Net Operating Income Required Subsidy Analysis Net Operating Income Development Cost Less Subsidy Development Cost After Subsidy Return on Cost $12,300,000 $102,731,320 $29,683,129 $144,714,449 $12,827,053 $2,542,976 $1,998,298 $29,551 $4,570,826 $8,256,227 Without Subsidy With Subsidy $8,256,227 $8,256,227 $144,714,449 $144,714,449 $0 ($7,110,663) $144,714,449 $137,603,786 5.71% 6.00% EVALUATION OF THE FINANCIAL EFFECT OF THE TIRFA ON THE CRA AND CITY Our analysis (presented on the following pages) indicates that the proposed TIRFA would absorb nearly all the CRA tax increment for the first seven years of the project's operations (i.e. through 2033). The CRA is estimated to receive most (approximately $900,000) of the increment in the eighth year (2034) and, thereafter, the full increment (estimated at approximately $1,500,000 in 2035) through the CRA sunset in 2044. Total CRA incremental revenues from the project are estimated at approximately $18,500,000. Present value to the CRA has been estimated at a discount rate of 4.0%, Present value to the CRA at the start of 2025 is estimated at approximately $10,200,000. The City is estimated to receive total incremental tax revenues from the project of approximately $72,000,000 over 50 years of the property's operation. Given these revenues would be primarily back-loaded, following the CRA sunset, the present value at the start of 2025 of these revenues is estimated at only $1,600,000. A discount rate of 4.0% was applied to revenues during the initial period prior to CRA sunset and a 6.0% discount rate was applied to revenues in following years, given greater uncertainty re. market conditions and the property at that point no longer being positioned as a newer prime property in the marketplace. 975 If TIRFA Not Awarded As the CRA considers this TIRFA request, an obvious question is what will happen if it is not granted. There is a possibility that, in the coming couple or few years, the private development market will recover its equilibrium based on some combination of financing rates coming down somewhat, construction costs stabilizing, and rents increasing to a level that supports new development, as has been the case in past boom and bust cycles in Southeast Florida which have shown the resiliency of the market. In that event, while the present developer may have difficulty recouping some of its investment in the cost of its extended holding period interest and other costs, there would be a reasonable chance that the developer or a successor could be able to make this or a comparable project work without a TIF, enabling the CRA to realize all the incremental revenue over that period. Of course, this is a hypothetical. There is no guaranty when the development market will recover or what will happen with this individual property could be burdened by the current developer's holding out until it can recoup all its costs. Whether or not the present value of incremental revenues to the CRA and City would be significantly higher than if the developer can proceed with the project in the near term under the proposed agreement would be a function of the level of risk ascribed to the hypothetical in terms of a discount rate, which would be a subjective determination. POSSIBLE STRUCTURING CONCEPTS The CRA may wish to explore options for structuring the TIRFA so that the award may be reduced in the event it proves not to be fully needed — at the time the construction contract and financing are secured, upon completion of construction, and/or during operations. Developers and financing sources, understandably, would prefer surety and simplicity — a guaranteed award without any adjustments. Still, with so much money at stake, the above- cited variability in assessment, development factors subject to verifiable refinement, and a development market that may show improvement over the near term, and considered more likely than not, over the two years the developer proposes the TIRFA allow for it to start construction, there may be opportunities to adjust the TIRFA without unduly hamstringing the developer's financing efforts, as has been accomplished in other public-private deals. It would be essential to make any adjustments subject to verifiable improvements in the project's economics so that the developer and financing sources could be assured such adjustment would not impact targeted threshold rate of return. With regard to property taxes, an approach that could be explored would be to reduce the amount of the TIRFA award in any year (and the total award amount) by all or a portion of the amount by which property taxes in that year are less than that estimated in the TIF analysis on the following pages. Likely, fine-tuning of this approach would be required. 976 Especially given anticipated (albeit not guaranteed) improvements in development market factors, there may be some adjustments that might not take effect if construction starts in the near term — say the six months following TIRFA approval, but could kick in if the project does not start till later in the proposed two-year window. A few concepts that could be explored with the developer are: • Reduce TIRFA award by amount on a present value basis (or percentage thereof) if actual construction cost is less than currently estimated. This can be determined upon construction contracting and, again, at completion of construction. • Reduce TIRFA award by amount on a present value basis (or percentage thereof) if actual permit fees and other exactions are less than current estimates, which have not been verified at this time. • Adjust above for costs impacted by reduction in construction and permit costs. • Reduce TIRFA award by some negotiated factor relative to some verifiable measure of financing rates or treasury bond yields. • Adjust TIRFA award on ongoing basis by means of a participation in excess return in cash flow and capital events. 977 ti a� W o O M O CO O N 7 N of O r CO N V W O p Ef3 N W O OJ r N O O N M W O O O O 7 CO O O EA r r OJ O OJ r N M M M W r W M r M N N CD M O O 7 7 O) r of CP 67 O 7 O N f` M r CD CO EA r r 61 O O O CO 7 O O M OJ N O1 EA p EA Ef-T M M M En ff) N EA V} EA EA EA UT En OVMj o O r f` r r r M M M V O CO CO O) N V W 7 O p O W W O r CO p O O O CO V OO M LD Efii O EA N � O O Cn (O r m 7 a � M M W W O O) O f\ a r N N (O CO W M N 7 0 0 O W M M r 7 0 O O (A M V 7 O) O N M M M O V m O M O M n r M M EA N W r r N O f� W O M O M fA U3 N N EA EA M M M V> V3 N EA En EA to Vj EA EA fA (O OvNj o O a p a N O p a a O O O O O] a W N O O p lc O O EA O O m 7 O OO d) O O O O W O W N N 7 N O N W W N f• M M O W N O O) O O p M fn w W EA r a W N N 7 a _ N a M N N N W E9 fA fA N N N EA fA N f9 fn fA 1A En EA En V3 m p O fA (D OO N CO W CO O N N r O O O CO MfA N M O O M O CD O] CO (O O M O CO O M f` N N CV N C(J O (f) M N O O 7 M W M a a W N t0 7 W N N M N O (O O) p EA r f` W O O M a O O a M_ N M N fA fA EA EH N N N EA EA eA CA EA EA EA fA fA EA V o O M M V O O . r N N O M O N t of M W O O) O N N (h ti N M a N X 0 0 O O W M N O n V CO 7 N N O) fA 7 O O N W N OO O o� t` M Off O V 7 O O V M r O O O O r r r !P m M M r W N N t0 N fA EA (p O � r 0 O N N a a fA H3 N N V3 H3 !A V3 EA !A fA fA fA fn M N o O r r M V M M CO O N N O W O W r� n r O N M Wacir O O a M r r r (� M M W Q O m r O1 rl 7 0 0 O N C+J M V S MO Lr; L6 rl C\ O CO V N r to M p V W M OJ �1IJJ O O Cn r CO r M M N N M r a N r fR En Eli En ER En W En EA f9 fA fA fn ff-} N o O O O CO CO N O N O O a O O r a0 01 a O1 fT O) O O O En M M 7 f` N a 7 m p O W O M 1` h N n Of O� EA N M r f` N W r O) 61 N W O W r M O O M N M N O M N Cn O OO OD M N L(5O m o O N O O r a O O N f0 O M M EA r M (O fP d) r N CO r 7 N r N r iR Vj CO CO EA EA EH EA O E9 EA EA E9 EA EA 6? ff-T O O O O a Q) O 7 7 V 7 O C M M EA M Q) r O M (A W W CD OO O O O a N f\ r 61 t0 C[) f\ f\ r w W c0 O 7 N O a O O r O f` 7N n N O fA O M M O V r V r YT EH O O (P r _O _O N N V � EA EA O Ef> Ef) O E9 EA EA 1A EA fA fn fA N o O V lU O]O O O r O O O OI O 0 0 0 O p En (^O N pOO O O N � Ef3 EA Efll to EA EA EA N N r O O O (O CO of O a 3 O W M ` O O O A A N N N � � U N o O O O O a Q) O O O O O w O O O OI O 0 0 0 p O fA 7 a M O N O O O O a 41 a fA EA EAI to ER EA ER N O O O N M O 0 0 0 O N O W W O n O M 13� O O O N a N O N EA En O O p fA fA fA CA EA U p O 7 7 M O CO O 0 0 c O N N O 7 En EA CAI EA En � f` f` M O 0 0 0 U f` N W r O CO M r if O if O f` (T OJ [p El} O O Y CH Ela H3 H3 EA d Q O p o p O O O O O O O O O O O 0 0 0 O o N @ o W �: C! 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C =a c Q > d > > m o Q m U � u° _ Mm _ mmaU UUm U �N N1 E om p U K o U LUV) 0 > ` z Z a a a _ o rnoc E aj UIli @�CJio ao C o N m 3:<o m U Q O0' 0hN 0W TU E 3a) m p p c mQ� Ov-yo maEE o LU > E E > K k 2> E oN N m S o 3 LL m LL- m H> m? r m H r y r x r y r m a > a Q� :° m n° ° £ y E R Lu Lu m n> LL oa y a E 3 o m o o 0 0 0 o o v o o E a _ m a of m ti, td ° LL v v o Q a o d a o a a a a o a a z o `m EL Q w w w w a F o M a F U U z z z 'm z z U z z z z W (71 ASSUMPTIONS AND LIMITING CONDITIONS • Information provided by others for use in this analysis is believed to be reliable, but in no sense is guaranteed. All information concerning physical, market or cost data is from sources deemed reliable. No warranty or representation is made regarding the accuracy thereof, and is subject to errors, omissions, changes in price, rental, or other conditions. • The Consultant assumes no responsibility for legal matters nor for any hidden or unapparent conditions of the property, subsoils, structure or other matters which would materially affect the marketability, developability or value property. • The analysis assumes a continuation of current economic and real estate market conditions, without any substantial improvement or degradation of such economic or market conditions except as otherwise noted in the report. • Any forecasts of the effective demand for space are based upon the best available data concerning the market, but are projected under conditions of uncertainty. • Since any projected mathematical models are based on estimates and assumptions, which are inherently subject to uncertainty and variation depending upon evolving events, The Consultant does not represent them as results that will actually be achieved. • The report and analyses contained therein should not be regarded as constituting an appraisal or estimate of market value. • The analysis was undertaken to assist the client in evaluating and strategizing the potential transaction discussed in the report. It is not based on any other use, nor should it be applied for any other purpose. • Possession of this report or any copy or portion thereof does not carry with it the right of publication nor may the same be used for any other purpose by anyone without the previous written consent of the Consultant and, in any event, only in its entirety. • The Consultant shall not be responsible for any unauthorized excerpting or reference to this report. • The Consultant shall not be required to give testimony or to attend any governmental hearing regarding the subject matter of this report without agreement as to additional compensation and without sufficient notice to allow adequate preparation. 10 980 Meeting Minutes CRA Board Meeting Boynton Beach, FL August 13, 2024 Application as presented and pending any final review from CRA legal counsel. Board Member Hay seconded the motion. The motion passed unanimously. H. Continued Consideration of Candidates for Selection of New Executive Director - TABLED 07/09/2024 Motion: Board Member Turkin moved to remove the item from the table for discussion. Board Member Cruz seconded the motion. The motion passed unanimously. Ms. Rossmell spoke about the applicants and their options. Mr. Tack clarified that two candidates withdrew. Mayor Penserga asked for feedback. Board Member Hay said that they have three candidates, and he is not comfortable with two of them, so he would like to readvertise. There was consensus from the Board. Ms. Rossmell asked how they would like to proceed. Chair Penserga stated that sometimes a headhunter could be a good option, but sometimes it does work out. He asked Mr. Tack what he would do differently. Mr. Tack discussed options for read ve rtise ment. Board Member Kelley asked if we could do a hybrid option. She said that she heard that the City has a contract for staffing and asked if the CRA could utilize the services the City already has. Ms. Rossmell said that they might be able to piggyback off of any agreement that the City has. Board Member Kelley clarified what she means by hybrid. There was consensus on doing the hybrid option.. Chair Penserga opened public comment. No one came forth. He closed public comment. 15. New Business A. Discussion and Consideration of Tax Increment Revenue Request from BB North LLC for The Villages located at 405 E. Ocean Avenue Mr. Tack stated that BB North submitted an application for Tax Increment Financing (TIF) for the project known as The Villages. He explained that BB North purchased the property in May of 2022 7 981 Meeting Minutes CRA Board Meeting Boynton Beach, FL August 13, 2024 from the previous owner who had obtained site plan approval for a mixed-use project, BB North worked to make various changes to the site plan through a minor modification that was approved on September 27, 2023.He further explained that BB North is currently going through their third round of permitting with the City's Building Department, and BB North's pending application requests 95% of the Project TIF up to a maximum of $12.5M. He said that the CRA staff received an Evaluation of the TIF request from Abramson & Associates, Inc., who was hired by the CRA as a third -party financial consultant to assist in reviewing the TIF request. Manny Mato, BB North LLC representative, stated that it has been great working with staff. He spoke about the following: Background of the Project; What can they offer the City; Renderings; Location Map; Corner Park; Request; Public Benefits; Project Details; and Site Plan. Barry Abramson, Abramson & Associates, Inc., joined online. He spoke about evaluating the proposal, and the financial estimates for the developer. He mentioned that there was one estimate that jumped out to him, which was the real estate taxes because it is higher than they have seen. He said that he pushed their number down to the high-end of the range, which reduced the subsidy gap. He spoke about the TIF amount that is being requested. He said that their financial gap could be satisfied with $9.1M over time. He spoke about different elements that are being considered, his recommendation is that this is reasonable, and that it is up to the Board if they want to do any negotiations. Board Member Turkin thanked them for investing in Boynton Beach. He said that as of right now, the $12.5M is way too high, and he asked what their worst-case scenario is, if they do not receive the $12.5M. Mr. Mato stated that he would ask for some flexibility in terms of the maintenance cost and that the City have reasonable rates. He mentioned that without the money, they cannot start. He said that the site plan approval will eventually expire and they may have to sell the property. Board Member Turkin spoke about nothing being built downtown in their time on the Board, and that it is about time that something starts. He spoke about loving the open space format. Mr. Mato spoke about the project being basically ready to go. He mentioned that development projects take a long time, and what the typical timeline is, and said that they are at the finish line, and they just need the financials to go. Board Member Turkin said that he would support the recommended $9.1 M TIF, but he cannot swallow the $12.5M. Mr. Mato spoke about the projects that are needed in the area. Board Member Hay asked about parking spaces downtown. Mr. Mato spoke about the residential, commercial, and guest parking spaces. He said that they felt comfortable with the parking spaces that they have in their project. Board Member Hay mentioned that he has a problem swallowing the $12.5M, and that he cannot move forward with it, since the recommendation is $9.1 M. He said that he would like staff to do some more negotiating, to see if they can come up with something more reasonable. N 982 Meeting Minutes CRA Board Meeting Boynton Beach, FL August 13, 2024 Mr. Mato discussed the report, and that $9.1 M is lower than expected, and that they can bring their number down a little. Board Member Hay said that he agrees that they need to move forward and have a project going in this area, and that he hopes they can work something out. Chair Penserga said that there is no formal agreement. Vice Chair Kelley said that she needs some clarity regarding parking numbers. Bonnie Miskel, on behalf of the applicant, spoke about the parking study that was done. She stated that staff did not review it, but they could go back and amend the site plan. She said that they are comfortable that if they would have done that process, they could have lowered the number of spaces. She mentioned that the City just cares that the spots are built. Vice Chair Kelley asked if there is a plan to meter the guest spots. Ms. Miskel spoke about the spaces being metered and that it would be up to the CRA and would need negotiation. Board Member Kelley asked if the norm is to charge for guest parking. Ms. Miskel stated that in traditional buildings, that are mid-level, they are absolutely seeing a pay for parking fee. She said that it is normal. Mr. Mato said that there are 145 spaces, which is 25 more than what is required. There was further discussion regarding parking spots; parking revenue; leasing the public parking spaces' public park; and green space. Board Member Cruz said that she agrees with the Board, and that she believes that staff can negotiate this. She mentioned that this is a key corner of downtown, and that by doing nothing, they lose money. She said that they appreciate the public park. She spoke about guest parking and paying for parking. Vice Chair Kelley spoke about the TIF dollars and how important is it to have a mixed housing in the downtown, including affordable housing. Chair Penserga stated that he concurs with most of the comments made tonight and directed staff to continue further negotiations. B. Discussion and Consideration of the Purchase of 321 E. Martin Luther King, Jr. Blvd. Theresa Utterback, Development Services Manager, displayed a location map for this property. She spoke about the purchase price and closing costs that were agreed on. Board Member Hay asked how much the closing cost is. Ms. Utterback stated that it is usually $3,000-$3,700. 983 BB NORTH LLC TI RFA TERM SHEET The following are terms pursuant to which a Tax Increment Revenue Financing Agreement ("TIRFA") will be drafted and executed between BB North LLC ("Developer") and the Boynton Beach Community Redevelopment Agency ("BBCRA") Project: The project consists of a mixed-use development with 337 residential units, retail, and restaurant space. Public Open Space: The project will feature approximately 21,890 sq ft of open space consisting of two plazas with active pedestrian uses including sidewalk cafes and a linear park along the railroad right-of-way that acts as a crucial pedestrian connection between Boynton Beach Blvd and Ocean Ave. The linear park includes a meandering path and lush landscaping. Corner Plaza: Developerwill build a plaza on a property owned by an affiliate of developer on the corner of Ocean Ave and 3rd St. This plaza will provide benches, restaurant seating and lush landscaping and will be open to the public. Developer will pay for all costs associated with completing the improvements, but the TIRFA would not preclude the Developer from requesting park impact fee credits and/or donating the completed park to the City in exchange for such credits. Public Parking: Developer will build and manage 120 covered parking spaces for use as metered public parking. The developer will enter into a revenue share agreement with the CRA and City where the CRA and City will receive 30% of net revenues collected from the leasing of the public parking spaces. For the avoidance of doubt, net revenues will be defined as revenue collected by the Developer after paying a 3rd party management company reasonable fees for the management of spaces and the costs for using parking apps but before accounting for expenses such as insurance, property taxes, cleaning costs, deferred maintenance, etc. Developer will provide conduit on the first floor for future EV parking. The project currently has 39 spaces above what is required by code. It also has 51 guest parking spaces and 55 commercial parking spaces. A parking study was performed in October of 2023 by JMD Engineering, Inc., a professional traffic 984 engineering firm, which looked at three nationally recognized publications in the parking industry and found that the practical amount of parking needed for the project is 153 spaces less than are being provided. Retail Subsidy: To help activate Boynton Beach Blvd., Developer will be providing approximately 1,000 square feet plus outdoor seating for a neighborhood coffee shop. BB North will provide this space at 50% of the market price, plus NNN expenses, to a local coffee shop operator for a period of 15 years. Developer will make commercially reasonable efforts to find a coffee shop but if it is not successful Developer may look to other alternatives. Infrastructure: Developer will upgrade city infrastructure above the level required by code including roadway improvements to Boynton Beach Blvd., 3r1 St and Ocean Avenue, drainage improvements on 3rd street, replacement of a 6" watermain on Boynton Beach Blvd with a 12" watermain, an extension of the watermain on Ocean Avenue and an extension of the watermain on 1"Avenue. Construction Start: Developer agrees to commence construction of the Project within two years of the effective date of the TIRFA. Developer's anticipated start is January 2025. Annual Report: Developer shall provide an annual performance report for the Project to the BBCRA from commencement of construction through TCO Tax Increment Commencing upon the TCO, Developer will receive an annual Financing: refund equal to 95% of the total tax revenue generated by the project that is collected bythe CRAfor a twelve-year term, not to exceed $9.9 million (the "TIRFA Amount") Assignability: This Agreement may only be assigned by the Developer to record owners of the Propertywith prior written consent of the CRA, which consent shall not be unreasonably with held. After substantial completion of the project, this Agreement may be transferred by the Developer; provided, however, that any assignee thereto shall specifically assume all the obligations of the Developer under this Agreement. Termination: The TIRFA shall automatically terminate upon the cap of $9.9 million being reached or within two years of the effective date of the TIRFA if Developer has failed to commence construction. 985 Waiver/Indemnification: The BBCRA will not be responsible for any property damages or personal injury sustained by Developer for any cause whatsoever related to the Development of the Project. Developer shall also indemnify, save and hold harmless the BBCRA, its agents or its employees from any liability, claim, demand, suit, loss, cost, expense or damage which may be asserted, claimed or recovered against the BBCRA. •:. TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter "Agreement") entered into as of the day of , 2024, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III of the Florida Statutes, (hereinafter referred to as "CRA"), with a business address of 100 E. Ocean Avenue, Fourth Floor, Boynton Beach, Florida 33435, and BB North, LLC, a Delaware limited liability company, with a business address of 6000 SW 74th St, 4th Floor, South Miami, FL 33143 (hereinafter referred to as the "Developer"). RECITALS WHEREAS, Developer owns the property located at 405 East Ocean Avenue, Boynton Beach, Florida ("Property") and intends to construct within the Property a new mixed-use development comprised of approximately 336 residential units, 8000 square feet of ground floor restaurant and retail, 21,890 square feet of open space, and a parking garage with 668 total parking spaces, as depicted in the Site Plan attached hereto as Exhibit "A" (hereinafter referred to as the "Project"); and WHEREAS, the Property is located within the Boynton Beach Community Redevelopment Area ("CRA Area"); and WHEREAS, in an effort to develop the Project to include public benefits, Developer submitted that certain proposal related to the Project, a copy of which is attached as Exhibit "B"; and WHEREAS, the CRA desires to provide additional public parking in the vicinity of the Project and receive other public benefits as described herein; and WHEREAS, the Developer has represented that the Project contains parking spaces in excess of what Developer requires for its intended uses of the Project; and WHEREAS, the CRA has determined that the Project furthers the Boynton Beach Community Redevelopment Plan ("CRA 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 providing Tax Increment Revenue Funding for the Project will further the goals and objectives of the CRA 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. Recitals. The recitals above and all other information above are hereby incorporated herein as if fully set forth. 4882-5453-9770, v. 1 987 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: 2.1. "Base Year" for determining Tax Increment Revenue from the Project shall be the year prior to Commencement of Construction. 2.2. "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 therein. 2.3. "City" means the City of Boynton Beach, Florida. 2.4. "Commencement of Construction" or "Commence Construction" means obtaining an official permit in hand for the Project and beginning to actually demolish, excavate or prepare the site for development of the Project in accordance with the City Building and Zoning Code and continuing consistently until completion of construction of the Project as applicable in accordance with the Florida Building Code. 2.5. "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. 2.6. "Completion of Construction" shall mean the date for which the Project is complete and the Certificate(s) of Occupancy have been issued for the Project by the appropriate governing authority. 2.7. "Contractor" means a general contractor, a subcontractor or any other business entering into a contract with the Developer related to the construction of the Project or part thereof. 2.8. "CRA Share" means 30% of Net Revenues. 2.9. "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.10. "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. 2.11. "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. If 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. "Net Revenues" shall mean all revenue derived from Parking Meters from the Parking Improvements, less a reasonable fee paid to a third party for management of the 2 4882-5453-9770, v. 1 988 Parking Meters for the Parking Improvements including the costs (if any) to Developer for the use and management of a Parking Meter service. Expenses related to insurance, property taxes, cleaning costs, deferred maintenance, and similar items shall not be subtracted from revenue for purposes of determining Net Revenues. 2.13. "Parking Improvements" means one hundred and twenty (120) covered public parking spaces located on the first and second floors of the parking garage in the Project, all of which are restricted for use by the public in perpetuity. 2.14. "Parking Meter" shall mean any means or device by which the driver of a vehicle shall pay for the use of a parking space. 2.15. "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the Project by an agreed upon percentage factor as provided for in this Agreement. 2.16. "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in "Exhibit C" hereto. 2.17. "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit "A," approved by the City of Boynton Beach, file 2.18. "Tax Increment Revenue" shall mean 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. Developer's Obligations and Covenants. 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 "Improvements": a. Upon commencement of construction, Developer shall host a groundbreaking ceremony, and upon receipt of the Certificate of Occupancy for the residential units, the Developer shall host a ribbon -cutting ceremony. The CRA will be in attendance at each of these ceremonies and Developer shall coordinate planning of the ceremonies with the CRA. b. Developer shall construct a minimum of 336 residential units. c. Developer shall construct a minimum of 8,000 square feet of ground floor restaurant and retail space. d. Developer shall construct a minimum of 21,890 square feet of open space, which shall include a linear park that abuts the railroad right-of-way located in parcel identified by Parcel Control Number 08-43-45-28-00-000-1090. The linear park shall include walking paths and enhanced landscaping. e. Developer shall construct the Parking Improvements. 3 4882-5453-9770, v. 1 989 f. Developer shall install in the parking garage provisions and conduit pipe to accommodate a minimum of 15 electric vehicle charging stations of charging level Type 2 or higher. 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. This conduit shall be placed such that future charging stations will be within the Parking Improvements area. This section shall not be read to require Developer to bear the costs of installing any such charging stations or the related electrical transmission lines. 3.1.2. Prior to and during the construction of the Project, the Developer shall: a. Hire a job placement consultant during the construction period of this Agreement; b. Host a job fair within the CRA; c. When feasible, give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of the Project; d. Include in all contracts with Contractors requirements that the Contractors use Good Faith Efforts to hire and train City residents to participate in the construction of the Project; e. 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 the construction of the Project; f. Use Good Faith Efforts to offer permanent job positions resulting from the Project to qualified City residents; and g. 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. 3.1.3. The Site Plan may undergo minor modifications without requiring amendment to this Agreement so long as there is no alteration to the Parking Improvements and the modified site plan is substantially similar to the Site Plan. For purposes of this section, any modification to the Site Plan that requires approval by the City Commission shall not be considered a minor modification. Any modification that is not a minor modification shall require the approval of this CRA; otherwise, this Agreement may be terminated by the CRA in its sole discretion. 3.2. Parking Improvements. In addition to constructing the Parking Improvements, Developer shall be responsible for the following with respect to the Parking Improvements: 3.2.1. The Parking Improvements and each parking space therein shall be designated clearly by signage as set aside for public use. 3.2.2. Developer will install Parking Meters for each space within the Parking Improvements and shall charge for parking at a rate consistent with market standards. 3.2.3. Developer shall be responsible for managing, maintaining, repairing and installing 4 4882-5453-9770, v. 1 990 the Parking Improvements. 3.2.4. Developer shall provide the CRA Share to the CRA in perpetuity and in accordance with this section. At such time as the CRA ceases to exist, the CRA Share shall be provided to the City in perpetuity. Developer shall distribute the CRA Share no later than January 10th of each year following the Completion of Construction. 3.2.5. Along with the distribution of the CRA Share, Developer shall also provide to the CRA, in each year following Completion of Construction, a report detailing Parking Improvement usage and fees collected including a report reflecting costs associated with such usage and costs referred to in Paragraph 2.12. This information shall be included in the Annual Performance Report required by Section 4 herein. 3.3. Parking Easement or Lease. Prior to Completion of Construction, CRA and Developer shall execute a parking easement and contract (or, at the CRA's option, a 99 year lease) for the benefit of the City and CRA which easement and contract (or lease) shall ensure that the Parking Improvements shall be for reserved for use by the public in perpetuity and the CRA (and later the City) receives the CRA Share in perpetuity. Such easement (or lease) shall run with the land and be recorded in the Official Record Books of Palm Beach County. 3.4. Residential Construction. Construction of the residential units for the Project shall be in compliance with the following green building standards: a. Developer shall provide all air conditioners, all of which shall be Energy Star qualified with a minimum of SEER 16. b. Developer shall provide roofing materials with an SRI 75 for all Project's low - sloped roofs to achieve a minimum of 75% of the roof above the parking and the residential parts. c. Developer shall provide 100% Energy Star appliances within the Project. 3.5. Retail Subsidy. Developer shall provide within the Project a 1,000 square -foot rental unit, plus outdoor seating, for a neighborhood coffee shop that shall be accessible from the interior and the exterior of the Project building. Developer shall rent this unit at 50% of market price for a period of 15 years. Developer may require tenant to pay for property taxes, insurance, and maintenance, and to pay for the interior build out the unit. Developer shall make Good Faith Efforts to locate and lease to a coffee shop; however, if unsuccessful, Developer may seek alternative tenants to lease to under the terms described in this section. 3.6. Corner Plaza. Developer represents that its affiliate owns the parcel located at the northeastern corner of 3rd Street and Ocean Avenue in Boynton Beach Florida, identified by parcel control numbers 08434528320000040, 08434528320000010, 08434528320000020, and 08434528320000030 (the "Corner Lot"), and that Developer can fulfill its obligations under this Section 3.6. Developer shall, at no expense to the CRA, build a plaza on the Corner Lot that shall include benches, seating, landscaping, and shall be open to the public in perpetuity. The Parties agree the CRA shall not object to the 5 4882-5453-9770, v. 1 991 Developer requesting impact fee credits from the City for the development and use of the Corner Lot as public open space in accordance with this section and the City Code, or to Developer donating the Corner Lot to the City, so long as Developer ensures the Corner Lot shall be open to the public in perpetuity. If necessary, Developer shall acquire the Corner Lot to fulfill its obligations under this Section. Section 4. Section 4. Annual Performance Report. Commencing upon one year from the Effective Date and continuing until such time as the Agreement is terminated, Developer shall annually provide the CRA with a report ("Annual Performance Report") for the Project indicating the status of Developer's compliance with the requirements 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 of April for the preceding year. In addition, Developer shall present an annual status report to the CRA Board upon request. Section 5. Disbursal Requirements. 5.1. The following are conditions precedent to CRA's annual disbursal of and Developer's receipt of any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1. Developer must have timely provided its Annual Performance Report; 5.1.2. Upon receipt of the Annual Performance Report, at the next available CRA meeting, the CRA shall review the Annual Performance Report for consistency with the requirements in Section 4 above and compliance with all conditions precedent for receiving Pledged Increment Revenue for the Project. Upon finding such compliance and consistency, CRA shall approve the Annual Performance Report, which approval shall not be unreasonably withheld; 5.1.3. The CRA has received Tax Increment Revenues from the Project on the Property subsequent to the Base Year and Completion of Construction; and 5.1.4. Developer is not in material default under any terms or provisions of this Agreement. Developer shall not be entitled to any Pledged Project Increment Revenue payments for such calendar year if the Developer has failed to meet its obligations under this Agreement or is otherwise in material default under the terms of this Agreement and has failed to sufficiently cure the default within any applicable notice and cure period after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Pledged Increment Revenue during any period in which Developer is in default, provided that, once a default is cured, Developer shall receive its Pledged Increment Revenue payments for the remainder of the TIR Term (defined below), provided Developer is not in default under this Agreement. 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. of this Agreement by providing a Certificate of 6 4882-5453-9770, v. 1 992 Occupancy for all residential components of the Improvements and Certificate of Completion of the shell for all nonresidential components of the Improvements from the City of Boynton Beach indicating the 100 percent completion of all Improvements and demonstrating that the taxable value of all Improvements have been placed on the Palm Beach County tax rolls for the Property. 5.2.2. Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.2 of this Agreement by: a. Demonstrating that it hired and utilized the services of a job placement consultant and by reporting the job placement consultant's activities during construction of the Project; b. Demonstrating that it held a job fair in the CRA Area; and 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 3.1.2 of this Agreement and require all Contractors to submit annual payrolls to the Developer that include the following information: name, address and the number of hours worked for the period, until a Certificate of Occupancy is issued for at least 90% of the residential units of the Project. 5.2.3. Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.2 of this Agreement (a) by demonstrating that it has constructed the Parking Improvements, (b) by documenting signage and other means by which these Parking Improvements are clearly identified as public parking, (c) by demonstrating payment to the CRA of the CRA Share, and (d) by providing the documentation required by Section 3.2.5 of this Agreement. 5.2.4. Developer shall confirm in its Annual Performance Report that it has met its obligations under Section 3.3 and 3.4 of this Agreement. Section 6. Pledged Proiect Increment Revenue. 6.1. Formula and Term. 6.1.1. The amount of the Pledged Project Increment Revenue to be paid to Developer pursuant to this Agreement shall not exceed Nine Million Nine Hundred Thousand Dollars ($9,900,000.00) ("TIR Cap") and shall be calculated based on the following formula: 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 twelve (12) year term, not to exceed a total of Nine Million Nine Hundred Thousand Dollars ($9,900,000.00) commencing on the last day of the year, provided that all of the following conditions are met ("TIR Term"): A. The Developer has achieved Completion of Construction; 7 4882-5453-9770, v. 1 993 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 Pledged Project Increment Revenues. The CRA warrants and represents that the Pledged Project Increment Revenues 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 the term of this Agreement. 6.3. Form of Payment. Payment 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 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: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, Florida 33435 With a copy to: Kathryn B. Rossmell, Esq. Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue 8 4882-5453-9770, v. 1 994 Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: Mr. Manny Mato BB North, LLC 6000 SW 74th St, 4th Floor, South Miami, FL 33143 With a copy to: Bonnie Miskel, Esq. Dunay, Miskel and Backman, LLP 14 SE 0 Street, Suite 36 Boca Raton, FL 33432 Section 8. 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. The CRA shall deliver written notice to the Developer of such failure in accordance with the Notice Provision herein, in which case, the Developer shall have thirty (30) days after receipt of said notice from the CRA to cure such default. Notwithstanding anything to the contrary herein, if such violation or failure will reasonably require longer than thirty (30) days to cure, and so long as the Developer begins and continuously prosecutes the curing of the same to completion with due diligence, the Developer shall have such additional time as reasonably necessary to remedy such failure of violation. If Developer fails to cure the default as provided herein, the CRA may terminate this Agreement and all obligations for payment of Pledged Project Increment Revenue to Developer shall cease. Section 9. Section 9. Termination. Unless earlier terminated pursuant to the terms herein, this Agreement shall automatically terminate upon the earlier of (a) last disbursement of Pledged Project Increment Revenue to Developer for the Project; (b) within five (5) years of the Effective Date if the Developer has not completed construction of the Project; or (c) two years after the Effective Date, if the Developer has failed to commence construction of the Project, subject to force majeure, except that Developer may request from the CRA one six (6) month extension which request shall not be unreasonably withheld so long as Developer has shown good faith efforts to comply with this deadline. 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. 0 4882-5453-9770, v. 1 995 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. 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. This waiver, discharge, and 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, 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 section shall not be construed to require Developer to indemnify the CRA for the CRA's 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 by the Developer to record owners of the Property with the prior written consent of the CRA, which consent shall not be unreasonably withheld, provided, however, that any assignee hereto shall specifically assume all of the obligations of and benefits to the Developer under this Agreement. 10.4 Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other parry 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, 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: 10 4882-5453-9770, v. 1 996 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. 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 contract term and following completion of the contract if Developer does not transfer the records to the CRA. d. 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 CRA 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 of 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 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 CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561)737-3256; 100 East Ocean Avenue, 4' Floor, Boynton Beach, Florida 33435; !!,;pr;,,ID", ]d'„c 111 11 ;;. u,m„ 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. 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 11 4882-5453-9770, v. 1 997 virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 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 Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the Parties expressly agree and submit. 10.12 Independent Advice. The Parties declare that the terms of this Agreement have been read and are fully understood. The Parties understand that this is a binding legal document, and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 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. 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 Survival. The provisions of this Agreement regarding public records, indemnity, and waiver shall survive the expiration or termination of this Agreement and remain in full force and effect. 10.17 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, 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 shall be subject to Force Majeure. 10.18 Computation of Time. Any reference herein to time periods which are not measured in Business Days and that are less than six (6) days shall not include 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 12 4882-5453-9770, v. 1 998 shall exclude state and federal holidays. 10.19 Effective Date. This Agreement will become effective upon the date and time the last party executes this Agreement. IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES: (signature of witness) (printed name of witness) (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF COUNTY OF BB NORTH DEVELOPMENT, LLC, a Delaware limited liability company Print Name: Title: BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by Q physical presence or Q online notarization this day of , 2024, by , as of BB 1 DEVELOPMENT, LLC, a Delaware limited 13 4882-5453-9770, v. 1 999 liability company, who is Q personally known to me or Q produced identification. (SEAL) My Commission Expires: WITNESSES: (signature of witness) (printed name of witness) (address of witness) (signature of witness) (printed name of witness) (address of witness) Notary Public, State of Name of Notary Typed, Printed or Stamped BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Print Name: Title: as 14 4882-5453-9770, v. 1 1 000 STATE OF FLORIDA COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me byo physical presence oro online notarization this day of , 2024, by , as _ of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, known to me or o produced as identification. (SEAL) My Commission Expires: Notary Public, State of Florida who is o personally Name of Notary Typed, Printed or Stamped 15 4882-5453-9770, v. 1 1001 EXHIBIT "A" PROJECT SITE PLAN 16 4859-2920-1899, v. 1 1 002 Iftb i t A N a - o TTlIe 4 �. r. .. , BOYNTON BEACH BLVD e .... .. ...� IM k f / INS/" r / / , J /H I 111111D 11 1 i4 W'L i/ I.. /Y d �� 1 Y i I J 5 QI I I ��/jj el � j/ J �Jxld R I/ di /�l�It I lf fixf I I , / ,rrrr Oh I fj WI I Jlif E OCEAN AVE G/i/ 1� �. nt d G 6 P G, W d "u1 IY N A 4F ___ T d" __ . 1 /Y), _ 9 1 xx mi r, u.r •�wWm aura ✓W I.... . L' .... ..... m .. ,. a�.. r if w 1tl " T T. n ... �%( .,.� ��� ............ ........:. .. .. .. 111 ���>/; In/i i - r/ Nal r (A m Z 6 6 0 0 _ -- m C.11`777 D 771 BIM VILLAGES AT EAST OCEAN RLC NORTH PARCEL f ® 40.5 E.00EAN AVENUE BOYWON BEACH FL 33435 `11T11cm BIMVILLAGESAT EAST OCEAN RLC NORTH PARCEL 405 E.00EAN AVENUE . . ... I u BOYNTON BEACH FL 33435 1004 EXHIBIT "B" PROPOSAL 17 4859-2920-1899, v. 1 1005 Ex'Fbit FB Iewater =tents March 13, 2024 Boynton Beach Community Redevelopment Agency Timothy Tack, Acting Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: BB North LLC Tax Increment Revenue Financing Agreement Please accept this letter as BB North LLC's ("BB North") application for a Tax Increment Revenue Financing Agreement ("TIRFA"). BB North is the owner of +/-3.37 acres located at 405 E Ocean Avenue in the city of Boynton Beach, Florida. BB North purchased the property in May of 2022 from the previous owner who had obtained site plan approval for a mixed-use project with 336 residential units, retail on the ground floor and a structured parking garage in 2017. BB North worked within the confines of the city code to make various changes to the site plan through a minor modification (as modified the "Project'). BB North was able to increase the amount of open space, increasing the size of various plazas and a linear park along the railroad right of way. The Project now includes 668 total parking spaces, approximately 8,000 sq ft of retail and restaurant space, two plazas and a linear park along the railroad right of way that acts as a crucial pedestrian connection between Boynton Beach Blvd. and Ocean Avenue. After listening to the concern of residents and city commissioners, BB north is also dedicating 120 parking spaces on the first floors of the garage for public use, helping to alleviate the lack of parking spaces in the city's downtown. The Project will provide substantial economic benefits to the City of Boynton Beach including $31,000,000 in CRA TIF revenues measured through FY 2041, averaging $1,850,000 annually, supporting 1,600 temporary construction jobs spread out over a period of 24-26 months for general contractor, sub- contractors, and professional service vendors, supporting 175 permanent jobs after project completion, including apartment management, building maintenance, parking management and restaurant employment. Other benefits include non -ad valorem revenue for the City and County, including $1,300,000 for a one-time City building permit fees, $2,900,000 for one-time County impact fees, and $1,375,000 annual city revenues for utility and franchise fees. Intangible revenue producing benefits include the attraction of people to the Project and its parks, including the innovative linear dog walking park along the edge of the FEC railway, and the 120 public parking spaces in the Project for visitors and those wishing to attend events in the downtown and those seeking Boynton Beach's excellent existing and future dining facilities in the area. Public Open Spaces The Project consists of 21,890 square feet of open space which has been thoughtfully designed to activate all sides of the Project. On Boynton Beach Blvd there is a colonnade with a cafe space with outdoor seating. On 3rd avenue there is a public plaza located at the center of the project with lush landscaping and benches. Ocean Avenue features the largest plaza with restaurant space wrapping it on 3 sides, beautiful trellises for pedestrian shading, lush landscaping and seating for various restaurants. Along the railroad right of way the Project incorporates a linear park with a meandering path amongst lush landscaping. Boynton Beach Blvd is currently a dead zone for pedestrian activity and the linear park should help bring pedestrian traffic to Boynton Beach Blvd and vice versa. In addition to the Project's existing open space, an affiliate of BB North purchased a dilapidated building on the corner of Ocean Avenue and 3rd street that had accumulated various violations and was an eyesore for city residents. That building has been demolished and BB North's affiliate will be incorporating it into 1006 II��lilk�li� I ewat er =tents the project by building a large public plaza with mature trees and space for a rotating kinetic sculpture exhibit for the city's sculptures. Another affiliate of BB North's, BB South, LLC, would also agree to donate the building located at 306 SE 15Y Ave. to the City, CRA or other nonprofit entity of the city or CRA's choice (the "Recipient") provided the Recipient relocates the building, at its expense, to another parcel and such donation does not delay construction of the Project and occurs within 6 months of the approval of this request. Parking BB North has met with various stakeholders and a consistent message has been the need for public parking. Currently there are very few parking spaces in the city's downtown making it difficult for existing businesses to attract customers and hindering the area's potential. BB North diligently studied the parking garage and during the minor modification process was able to add more spaces. The garage currently has 668 spaces, 39 more than is required by code. Furthermore, John Donaldson, a professional traffic engineer, conducted a traffic study for the project and determined that due to its downtown location, walkability and mix of uses, only 459 spaces would be needed to serve the residential portion of the project. Per the city's code, 59 spaces are required for the commercial portions of the project, leaving 150 spaces more than what is required by the project from a practical standpoint. Instead of having many spaces sit empty and to help alleviate the downtown parking situation, BB North is proposing to provide 120 public parking spaces within the Project's garage. The 120 public parking spaces provide a value to the city of $6,600,000 based on the city's TIF agreement with Affiliated Residential for the project at 115 N Federal Highway. BB North or its successors or assigns would be responsible for managing the spaces and would retain any revenue from parking meters to help cover maintenance and management. Retail To help activate Boynton Beach Blvd., BB North will be providing approximately 1,000 square feet plus outdoor seating for a neighborhood coffee shop. BB North will provide this space at 50% of the market price, plus NNN expenses, to a local coffee shop operator for a period of 15 years. This coffee shop will also have access to the inside of the building through one of the Project's lobbies helping to give the coffee shop a built-in clientele of residents. This is in addition to the retail being provided on Ocean Ave which is expected to be leased to multiple restaurants and will help draw more foot traffic to the area. Enhanced Infrastructure As part of the Project BB North will upgrade city infrastructure above the level required by code including roadway improvements to Boynton Beach Blvd., 3rd St and Ocean Avenue, drainage improvements on 3rd street, replacement of a 6" watermain on Boynton Beach Blvd with a 12" watermain and an extension of the watermain on Ocean Avenue. The costs associated with this infrastructure work are $794,773 and are detailed in the attached cost estimate provided by Ballbe & Associates. Summary Multifamily projects are currently facing various headwinds making it very difficult to pencil out a deal. Construction costs have increased over 50% from pre-covid levels, insurance costs have almost doubled, impact fees have drastically increased, and operating expenses continue to rise. On top of this, the federal funds rate has gone up from .05% in April 2022 to 5.33% in January 2024 and banks, if they are lending at all, are requiring substantially more equity. 11 1007 I,I� li,lr� Ieva ter tent s The Project is currently on its second round of permitting and is the furthest along of any major development in Boynton Beach. We are literally on the final stretch, but we cannot get there without the City's partnership. We are asking that the city provide us with $12,500,000 to bridge the gap and help us break ground on this great project which we hope will help kick off the revitalization of Ocean Avenue. BB North's project provides the following public benefits: - 120 Public Parking Spaces $6,600,000 - Public Open Spaces $1,930,000 - Corner parcel plaza/park $1,150,000 - Coffee shop subsidy $225,000 - Enhanced Infrastructure $794,773 - Total Value of Public Benefits $10,699,773 - Future CRA Annual Tax Revenues $31,000,000 - Total Benefits to CRA/City $41,699,733 Total TIRFA Request $12,500,000 BB North has not sought any other incentives, dedications or land from the CRA or the City and, provided the TIRFA is approved, is ready, willing, and able to execute the Project as soon as the city issues the building permit. Thank you for your consideration. Sincerely, Manny Mato Principal of Edgewater Capital Investments 11 1008 Ixl�lil�li� I IIINIh� Jh 1011^ � 0101010101 IIO�DiIdIUo I��II� IIIIIIII�l14ti� N���lflMEMIZZIMEM DATE: February 20, 2024 PROJECT NAME: PROJECT NUMBER: THE VILLAGES AT EAST OCEAN (NORTH PARCEL) 202122 ENGINEER'S COST ESTIMATE FOR THE FOLLOWING PUBLIC IMPROVEMENTS: #2 Public access pedestrian path adjacent to railroad from Ocean Ave. to Boynton Beach Blvd. #4 Right-of-way improvements to N.E. 3rd Street, including roadway, sidewalks, light poles, landscaping, drainage, water and sewer from Boynton Beach Boulevard south to Ocean Avenue #5 Replace 6" DIP water main on E. Boynton Beach Blvd with a 12" C-900 PVC water main #6 Line existing 12" gravity sewer main on N.E. 3rd Street which is vetrified clay pipe (VCP) #7 Extend section of water main on Oceant Avenue along the the east property line of the Villages South ITEM NO. DESCRIPTION QUANTITY UNIT UNIT PRICE AMOUNT #2 Pedestrian Path: #2 Clearing and grubbing 1 AC $10,000 $10,000 #2 Cut and fill earthwork 1,000 C.Y. $15 $15,000 #2 12" Stabilized subgrade 420 S.Y. $5 $2,100 #2 2" Gravel 1 C.Y. $1,500 $1,500 Sub -total #2 $28,600 #4 Roadway N.E. 3rd Street: Demolition 1 L.S. $75,000 $75,000 12" Stabilized subgrade LBR40 1,400 S.Y. $5 $7,000 10" Limerock base LBR 100 1,150 S.Y. $15 $17,250 2" Asphalt SP -9.5 1,150 S.Y. $20 $23,000 Mill existing asphalt (1" avg. thickness) 1,150 S.Y. $3 $3,450 Resurface asphalt SP -9.5 (1" avg. thichness) 1,150 S.Y. $10 $11,500 Valley gutter 460 L.F. $18 $8,280 Type " F" curb and gutter 135 L.F. $18 $2,430 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $10,000 $10,000 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 1009 #4 #4 #4 IIf� li It�li � If; IIINIh� 1011^ � 0101010101 IIO�DiIdIUo I��II� IIIIIIII�l14ti� N���tt1MEMIZZIMEM Roadwav Bovnton Beach Blvd: Demolition 1 L.S. $10,000 $10,000 Mill existing asphalt (1" avg. thickness) 475 S.Y. $3 $1,425 Resurface asphalt SP -9.5 (1" avg. thichness) 475 S.Y. $10 $4,750 Type " F' curb and gutter 345 L.F. $18 $6,210 ADA Handicap ramps 1 EA. $800 $800 Pavement markings and signage 1 L.S. $2,500 $2,500 Roadway Ocean Avenue: Demolition 1 L.S. $15,000 $15,000 12" Stabilized subgrade LBR40 275 S.Y. $5 $1,375 10" Limerock base LBR 100 175 S.Y. $15 $2,625 Pavers for parking 175 S.Y. $90 $15,750 Mill existing asphalt (1" avg, thickness) 700 S.Y. $3 $2,100 Resurface asphalt SP -9.5 (1" avg. thichness) 700 S.Y. $10 $7,000 Valley gutter 295 L.F. $18 $5,310 Type " F' curb and gutter 435 L.F. $18 $7,830 ADA Handicap ramps 2 EA. $800 $1,600 Pavement markings and signage 1 L.S. $5,000 $5,000 Sub -total Roadway #4 $248,785 Drainage N.E. 3rd Street Type "C" Inlet 4 EA. $4,000 $16,000 Type "D" Inlet 1 EA. $6,000 $6,000 6' Dia. Manhole 5 EA. $7,000 $35,000 Construct 5' Dia. Manhole over ex. Drainage 1 EA. $10,000 $10,000 18" R.C.P. 160 L.F. $40 $6,400 Exfiltration trench 480 L.F. $150 $72,000 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 1010 Ixl�lil��liQ: I IIINI�, �� m�� 1011^ � 0101010101 IIO�DiIdIUi� I��II� IIIIIIII�l14ti� N����F�BECISDZIMEM ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 1011 Drainage Boynton Beach Blvd: Remove and replace inlet top 1 L.S. $3,500 $3,500 Sub -total Drainage #4 $148,900 #5 Replace water main Boynton Beach Blvd: Remove ex. 6" water main 325 L.F. $20 $6,500 Install 12" PVC water main 325 L.F. $130 $42,250 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #5 $98,750 #6 Line existing sewer main N.E. 3rd Street: 825 L.F. $150 $123,750 #7 Extend water main Ocean Avenue and South Parcel 8" Tapping Sleve 2 EA. $15,000 $30,000 Install 12" PVC water main 450 L.F. $110 $49,500 Pavement restoration 1 EA. $50,000 $50,000 Sub -total Water #7 $129,500 Sub -Total Amount = $555,785 Testing Geotech 3% $16,674 Survey Layout and Asbuilts 5% $27,789 Design / Permitting /Inspections / Final Certification 15% $83,368 Mobilization 5% $27,789 Maintenance of Traffic MOT 5% $27,789 Contingencies 10% $55,579 TOTAL AMOUNT = $794,773 ballbe associates, inc. 3564 n. ocean boulevard, fort lauderdale, florida 33308 • P-954-491-7811 1011 EXHIBIT "C" LEGAL DESCRIPTION OF PROPERTY 18 4859-2920-1899, v. 1 1012 ��i o EI Ili LEGAL DESCRIPTION PARCEL A Lot 2, Block 2, of Town of Boynton, according to the plat thereof recorded in Plat Book i_ i't�,t?,r� 23 of the public records of Palm Beach County, Florida, together with that part of the North one- half of the 20 foot alley lying South thereof abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book ! W1118 of the public records of Palm Beach Cormty, Florida. PARCEL B Lots 3 and 4, Block 2, of Town of Boynton, according to the plat thereof recorded in Plat Book 1 [' „s -_ of the public records of Palm Beach County, Florida, together with that part of the North one-half of the 20 foot alley lying Sollth thereof abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book _��) ")_=E'a , ,'s of the public records of Palm Beach County, Florida. PARCEL C Lots 5 and 6, Block 2, of Town of Boynton, according to the plat thereof recorded in Plat Book of the public records of Palm Beach County, Florida, together with that part of the North one-half of the 20 foot alley lying South thereof abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book _ ) :_.�' ► 1088 of the public records of Palm Beach County, Florida. PARCEL D Lot 7, Block 2, of Town of Boynton, according to the plat thereof recorded in Plat Book 1. P - ii -<-�.? of the public records of Palm Beach County, Florida, together with that part of the North one- half of the 20 foot alley lying South thereof abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book 3-02,Q j,_' i 1 +) °, of the public records of Palm Beach County, Florida. LESS those lands conveyed to the State of Florida, for the use and benefit of the State Road Department of 1013 Florida, by the Special Warranty Deed recorded in O.R. Book 13:'_!__ 11,ige_1_. of the public records of Palm Beach County, Florida. PARCEL E Lots 8, 9 and 10, Block 2, of Town of Boynton, according to the plat thereof recorded in Plat Book .I . 1'.i,,'—',J, of the public records of Palm Beach County, Florida, together with that part of the South one-half of the 20 foot alley lying North of said Lots 8, 9 and 10, and together with that part of the North one-half of N.E. 1 st Avenne lying South of said Lots 8, 9 and 10, all abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book I08'S of the public records of Palm Beach County, Florida. PARCEL F Lots 11, 12 and 13, Block 2, of Town of Boynton, according to the plat thereof recorded in Plat Book Pa 1 1-, of the public records of Palm Beach County, Florida, together with that part of the South one-half of the 20 foot alley lying North of said Lots 11, 12 and 13, and together with that part of the North one- half of N.E. 1 st Avenue lying South of said Lots 11, 12 and 13, all abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book .10' 1) P�i,7. 10,'),)' of the public records of Palm Beach County, Florida. PARCEL G Lots 2 and 3, Block 5, of Town of Boynton, according to the plat thereof recorded in Plat Book I of the public records of Palm Beach County, Florida, together with that part of the North one-half of the 20 foot alley lying South of said Lots 2 and 3, and together with that part of the South one-half of N.E. 1 st Avenue lying North of said Lots 2 and 3, all abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book ���' 108'8 of the public records of Palm Beach County, -------------- Florida. 1014 �III�I III III �� 11�°1°u PARCEL H Lots 4, 5 and 6, Block 5, of Town of Boynton, according to the plat thereof recorded in Plat Book 1. of the public records of Palm Beach Corulty, Florida, together with that part of the North one-half of the 20 foot alley lying South of said Lots 4, 5 and 6, and together with that part of the South one-half of N.E. 1 st Avenue lying North of said Lots 4, 5 and 6, all abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book ')Q"9 0(')8 of the public records of Palm Beach County, Florida. DEEP The East 30 feet of Lot 9 and Lots 10 and 11, Block 5, of Town of Boynton, according to the plat thereof recorded in Plat Book 'E'<< : ', of the public records of Palm Beach County, Florida, together with that part of the South one-half of the 20 foot alley lying North of said East 30 feet of Lot 9 and Lots 10 and 1 1 abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida, recorded in O.R. Book M'>1' I�_ 08 of the public records of Palm Beach County, Florida. PARCEL[ Lots 8 and 9, LESS the East 30 feet, Block 5, Town of Boynton, according to the plat thereof on file in the office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 'a;°:_.'._�, together with that part of the South one-half of the 20 foot alley lying North of said Lots 8 and 9, less the East 30 feet, abandoned by Ordinance No. 17-026 of the City of Boynton Beach, Florida recorded in O.R. Book 1088 of the public records Palm Beach County, Florida. 1015 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 OLD BUSINESS AGENDA ITEM 14.0 SUBJECT: Circuit Transit Inc. 2nd Quarterly Report for Service Dated July 1, 2024 - September 30, 2024 SUMMARY: On January 18, 2024, the CRA Board approved the contract with Circuit Inc. for the CRA pilot ride share program which will provide all -electric on -demand transportation services (see Attachments I - II). The Scope of Work of the Agreement with Circuit Inc. is summarized below (see Attachment III): • on -demand ride share service with the exception of fixed routes for special events • initial 6 -month contract with the option to renew 6 months • include the use of two GEM cars and two EV sedans • provide service from 10 AM - 8 PM (Sunday -Thursday) and 10 AM - 10 PM (Friday and Saturday) • report back to the Board quarterly once the contract begins Following the Board's approval at the January 18th meeting, the CRA and City of Boynton Beach entered into an Interlocal Agreement (ILA) which was approved at their February 13, 2024 and March 5, 2024 meetings respectively (see Attachment IV). The ILA is in place in order to provide dedicated parking locations, electrical service for the charging, ride share service to the Ocean Front Beach Park and potential fixed route ride share service for City Events. The ILA also serves as the tool to allow the City to fund any service outside of the CRA boundaries and allow reimbursement of EV charging costs. On March 23, 2024, at the CRA's Spring Market event, the rideshare service launched as the Coastal Cruiser. At the September 10, 2024 meeting, the CRA Board approved the 6 -month contract renewal extending service to March 2025 (see Attachment V). Since the contract renewal, CRA staff met with Circuit to review the option to extend services to the south end of the Federal Highway District beyond SW 23rd Avenue. Service to the south end of the CRA boundary from SW 23rd to Gulfstream launched on October 30, 2024. Starting at $1 per rider, Zone 1 riders can now enjoy convenient service to key commercial and residential destinations such as: Walmart, Jaycee Park, Seabourn Cove, Waterside, Mirabella Villas, and The Atrium Plaza. Per the contract, Circuit is required to report back to the Board quarterly once service begins. 1016 This agenda item will review the second quarter data for service between July 1, 2024 - September 2024. A Circuit representative will be in an attendance to present the report (see Attachment VI). FISCAL IMPACT: FY 2023-2024 Budget, Project Fund, Line Item 02-58500-470, $400,000 for Circuit Contract CRA BOARD OPTIONS: To be determined based on Board discussion. ATTACHMENTS: Description • Attachment I - January 18, 2024 CRA Board Meeting Minutes • Attachment II - CRA/Circuit Executed Contract • Attachment III - Exhibit A: Scope of Work • Attachment IV - CRA/City Executed Interlocal Agreement • Attachment V - Contract Renewal • Attachment VI - Circuit Quarterly Report #2 1017 Meeting Minutes CRA Board Meeting Boynton Beach, FL January 18, 2024 Board Member Kelley moved to table Item 13F until the next meeting. Board Member Hay seconded the motion. The motion passed unanimously. G. Discussion and Consideration of a Contract with Circuit Transit Inc. for the BBCRA Pilot Ride Share Program Mr. Tack gave an overview of the Contract with Circuit Transit Inc. for the CRA Pilot Ride Share Program. He commented that at the November Board meeting, the Board gave Staff permission to move forward with negotiations with Circuit. Board Member Hay inquired, if needed, how long would it take to get another vehicle. Mr. Bagley, Circuit Transit Inc., replied the time it would take to add an additional vehicle, depends on the type of vehicle. He commented that if it was a sedan, it would be a few weeks, if it was a Gem vehicle, it has a longer order time. He stated that the sedans are going to be the better fit and offer the most flexibility. Board Member Hay asked who is responsible for the vehicles when they are parked overnight. Mr. Tack said that the CRA will be responsible, and the CRA is working with the City to provide four parking spaces in the current City parking lot on the corner of East Boynton Beach Boulevard and Seacrest Boulevard. He stated that Circuit would be responsible for liability since the vehicles and equipment belong to them. Board Member Hay inquired about special events and who is responsible for paying the overtime. Mr. Tack stated that the way the contract is written, it would not be considered overtime, there would be additional staffing and there is a rate within the contract that would provide the hourly rate structure. Vice Chair Turkin opened public comments. No virtual comments. Vice Chair Turkin closed public comments. Motion: Board Member Hay moved to approve the agreement with Circuit Transit, Inc. for the CRA Pilot Ride Share Program as presented and authorize the Board Chair to execute, subject to final legal review. Board Member Kelley seconded the motion with discussion. Board Member Kelley inquired what happens at the end of the six-month agreement. A 1018 Meeting Minutes CRA Board Meeting Boynton Beach, FL January 18, 2024 Janice Rustin, Counsel, replied that at the end of the six months, the contract will automatically be renewed for another six months. 14. New Business A. Discussion and Consideration of a Request for Proposals for Property Appraisal Services (Moved to February) B. Discussion and Consideration of Purchase of 1111 S. Federal Highway Mr. Tack gave an overview of the property located at 1111 S. Federal Highway. He said that the CRA Staff actively pursues the purchase of properties within the CRA District in order to spur redevelopment opportunities in accordance with the CRA Plan. He stated that 1111 S. Federal is a vacant lot, approximately .35 acres, which is currently zoned as C3 Community Commercial. He stated that the future development would be a potential mixed use under the Mixed Use Medium Future Land Use Classification. He commented that the development potential would allow mixed use development with a maximum density of 40 to 50 units per acre, and maximum height of 65 to 75 feet. Board Member Kelley stated that this is prime property with Federal Highway access and proximity to other properties owed by the CRA, and this an opportunity to capture property that has potential. Board Member Hay stated that it is a good deal and he is in favor of the purchase. Vice Mayor Turkin stated that he agrees with his colleagues this is a great opportunity. Vice Chair Turkin opened public comments. Blair Lee, the Broker for the property, stated that he had conferred with his client who owns the property at 1111 S. Federal Highway. He commented that they discussed a price of somewhere between the list price and $850,000. He noted that the purchase price came in at $891,000. He stated that the owner has continued to get the approvals on the square footage with a site plan, and the owner would like the Board to consider paying the appraised value. No virtual comments. Vice Chair Turkin closed public comment. Motion: Board Member Kelley moved to approve the purchase of the vacant lot located at 1111 S. Federal Highway in the amount of $850,000 and authorize the Board Chair to execute a Purchase and Sale agreement subject to final legal review. Board Member Hay seconded the motion with discussion. The motion passed unanimously. Board Member Hay inquired if there was anything currently planned for the site. FA 1019 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY AGREEMENT FOR ON -DEMAND TRANSPORTATION SERVICES This Agreement for On -Demand Transportation Services (hereinafter "Agreement") is made by and between CIRCUIT TRANSIT INC., ("Contractor") a Florida corporation organized and existing under the laws of the State of Florida having its principal office at 501 East Las Olas, Suite 300, Fort Lauderdale, FL 33301, including its Affiliates (collectively, the "Contractor" or "Company") and BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (the "Client" or "CRA" ) a community redevelopment agency organized and existing under the laws of the State of Florida having its principal office 100 E. Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, (hereinafter the "CRA'') (collectively the "Parties"). WHEREAS, the CRA is in need of on -demand transportation ("Services"); and WHEREAS, Circuit entered into an agreement with the City of Hollywood in response to Request to Proposal No. RFP -045 -23 -SK, effective July 1, 2023 to provide on -demand transportation services for a term of one (1) year, with the option to renew for three (3) one-year periods; and WHEREAS. the CRA desires to obtain the Services from Circuit on same the terms, conditions, and pricing provided under REP -045 -23 -SK, subject to the terms and conditions of this Agreement and the City of Boynton Beach Procurement Policy; and WHEREAS, Circuit agrees to extend the terms, conditions, and pricing provided under RFP -045 -23 -SK to the CRA, subject to the terms and conditions of this Agreement; and WHEREAS, the Services are required for a proper municipal purpose and is in the interest of the public; and WHEREAS, the Services will further the Community Redevelopment Plan. 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) Incorporation. The recitals above and all other information above are hereby incorporated herein as if fully set forth. 2) Description of the Services. Contractor will perform its obligations as described in Exhibit A: Scope of Services, which is hereby incorporated as if fully set forth herein. 3) Term. The Contractor shall perform the Services for six (6) months ("Initial Tenn"), with option to renew for 6 months ("Renewal Term"). Services shall start within thirty (30) days of the effective date of this Agreement or upon the CRA's execution of an interlocal agreement with the City of Boynton Beach for services, whichever is later. A copy of the executed Page 1 of 10 4875-9566-4284, v. 2 1020 interlocal agreement shall be provided to Circuit. The service start date may be extended by mutual agreement of the Parties. 4) Compensation. The CRA shall pay the Contractor an amount not to exceed Four Hundred Thousand dollars ($400,000.00) (hereinafter, "Compensation") for the performance of the Services for the Initial Term and Renewal Term of this agreement, which sum shall be paid in accordance with the Pricing Schedule attached as Exhibit B. The Compensation is all inclusive for the services provided and shall include the cost of the vehicles, vehicle wraps, including the art work installation and removal of the wraps, W-2 Drivers, management fees, driver training, insurance, vehicle maintenance, cell phones, hosting services for the mobile application and related usage fees, web fees, and basic marketing materials. Contractor shall be responsible for all costs related to the operation and maintaining the vehicles, including cost of installation of the vehicle charging equipment and the costs for electrical service required for vehicle charging. Notwithstanding the above, in the event that the CRA does not renew this Agreement after the Initial Term, the CRA shall reimburse Contractor the costs associated with modifying the existing electrical service to accommodate new charging equipment, upon receipt of proper invoice . The CRA shall not be responsible for the payment of any additional fees not otherwise stated herein, unless the parties enter into a written amendment to this Agreement which is approved by both parties. 5) Method of Payment of Compensation. Circuit shall submit a monthly detailed invoice to the CRA. Project Manager shall determine the format of the invoice and the information that must be provided. Payment of Compensation (or any part thereof) shall be made within 45 days of receipt of a proper invoice, in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. Any amounts not timely paid by CRA shall bear interest from 30 days after the due date at the rate of 1 percent per month on the unpaid balance. All Payments shall be in the form of a CRA check made payable to the Contractor, or as indicated above. No Payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by the Contractor, either wholly or in part, and no Payment shall be construed to be an acceptance of or to relieve the Contractor of liability for the faulty or incomplete rendition of the Services. 6) Propriety. Contractor understands that at all times during its performance of Services, Contractor, Contractor's employees and subcontractors shall conduct itself at all times with due regard to public conventions and morals, and shall refrain from making statements or presenting material that contains vulgar, obscene, profane, or otherwise objectionable language that, as detennined in the sole discretion of the CRA, material and substantially interferes with the functions and reasonable business operations of the CRA. 7) Termination for Convenience. The CRA reserves the right to terminate this Agreement for any reason and without cause with sixty (60) days written notice during the Renewal Term only. In the event of termination, Contractor shall be entitled to payment for services rendered through the date of termination. 8) Termination for Cause; Default. The CRA reserves the right to terminate this Agreement, in part or in whole, in the event the Contractor fails to perform in accordance with the terms and conditions stated herein by providing written notice of such failure or default and by Page 2 of 10 4875-9566-4284, v. 2 1021 specifying a reasonable time period within which the Contractor must cure any such failure to perform or default. If the Contractor fails to cure the default within the time specified, the CRA may then terminate the Agreement by providing written notice to the Contractor. Notwithstanding anything to the contrary in this Agreement, if the CRA. determinates that termination is necessary to protect public health, safety or welfare, the CRA may terminate the Agreement upon providing such written notice that the CRA deems appropriate under the circumstances, including immediate termination. In the event of immediate termination, the Contractor shall be entitled to payment for seven (7) days of services plus payment for services rendered under this Agreement through the date of the notice of immediate termination. 9) Termination for Bankruptcy. The CRA shall have the right to terminate this Agreement by providing written notice to the Contractor in the event: i) Contractor enters into receivership or is subject of a voluntary or involuntary bankruptcy proceeding; or ii) a substantial part of the Contractor's property becomes subject to nay levy, seizure, assignment, or sale for or by any creditor or government agency. 10) Waiver. The CRA shall not be responsible for any property or other damages or personal injury sustained by the Contractor from any cause whatsoever related to the Services whether such damage or injury occurs before, during, or after the actual performance of the Services. The Contractor 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 the Contractor. 11) Indemnification. The Contractor 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, 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 of the Contractor or the performance of this Agreement by Contractor or Contractor's employees, agents, partners, principals, or subcontractors. This paragraph shall not be construed to require Contractor to indemnify the CRA for 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. 12) Limitation of liability. To the extent permitted by law, the CRA's liability for all matters that occur as a result of, arise out of, or are otherwise related to this Agreement, including negligent, grossly negligent, or willful misconduct or omission, shall be limited to the amount of Compensation, less amounts that have already been paid, or the direct out-of-pocket damages actually incurred, whichever is less. Neither Party shall not be liable to the other party for special, indirect, incidental or consequential damages. Each Parry hereby disclaims such damages to the full extent such may be disclaimed, except in the case of fraud, gross negligence or willful misconduct of the responsible Party. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA , including those set forth in Section 768.28, Florida Statutes. Page 3 of 10 4875-9566-4284, v. 2 1022 13) No Transfer. The Contractor shall not subcontract, assign, or otherwise transfer this Agreement to any individual, group, agency, government, non-profit or profit corporation, or other entity without prior, written permission from the CRA. 14) Insurance. The Contractor shall obtain all insurance required by the CRA and provide proof thereof at least 10 days prior to the start of the Services, and include for the following insurance amounts: Commercial General Liability: $1,000,000 per occurrence/$2 million in the aggregate for bodily injury, personal injury and property damage Automobile Liability: $1,000,000 combined single limit for bodily injury and property damage, including hired owned and non -owned auto coverages Workers Compensation In the amounts required under Florida Statutes Cyber Liability: $1,000,000 coverage Umbrella/Excess Liability insurance $5,000,000 coverage The Insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from, or arising out of the Services or this Agreement. Contractor shall not commence services under the terms of this agreement until a Certification of Insurance ("COI") has been received by the CRA. The CRA is to be included as "Additional Insured" with respect to liability arising out of services performed by the Contractor by or on behalf of the CRA or acts or omissions of the Contractor in connection with providing Services pursuant to this Agreement. The Certificate must include the following as additional insured parties: Boynton Beach Community redevelopment Agency 100 E Ocean Avenue, 4t" Floor Boynton Beach, Florida 33435 The City of Boynton Beach 100 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 15) Tax Forms. The Contractor's individual members, including the Contractor's agents and employees, shall provide the CRA with completed W-9 forms in order receive Payment. The CRA shall provide the Contractor with an IRS Fonn 1099 where required under law. The Contractor further acknowledges that the CRA is neither paying Social Security benefits nor withholding taxes from the Contractor's compensation for the Services. The Contractor Page 4 of 10 4875-9566-4284, v. 2 1023 assumes all liability and responsibility for payment of the Contractor's (and the Contractor's individual members) own FICA and Social Security benefits and all taxes resulting from this Agreement. 16) Funding. This Agreement is expressly conditioned upon the availability of funds lawfully appropriated and available for the purposes set out herein as determined in the sole discretion of the CRA. In the event funds to finance this Agreement become unavailable, the CRA may terminate this Agreement upon no less than twenty-four (24) hours' notice to Contractor. The CRA shall be the sole and final authority as to the availability of funds. The CRA shall pay Contractor for goods received or services rendered prior to the date of termination. 17) No Discrimination. The Contractor shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, familial status, gender identity, gender expression, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 18) Independent Contractor; No Partnership, Etc. The Contractor 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 the Contractor is an independent contractor(s) and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance of Services; and that Contractor is an independent contractor and not an employee of the CRA for all purposes including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance Law.. The Contractor will exercise its own judgment in matters of safety for itself, those affected by the Services, and attendees of the Event. 19) Promotional Materials. The Contractor agrees that the CRA may photograph and/or record video and audio of the Services, and that such photographs and recordings may be (i) used for the purposes of promotion of the CRA, or undertakings by the CRA; (ii) transmitted live or by recording on local television and radio channels; and (iii) used in materials intended for public display or distribution to the public, including but not limited to print advertisements, billboards, street and light pole banners, websites affiliated with the CRA, and social media affiliated with the CRA. The Contractor waives and assigns to the CRA all copyrights under the Copyright Act of 1976, 17 U.S.C. 101, et seq., and all other rights in recorded, photographed, or transmitted versions of the Services. The CRA shall attribute the Services to the Contractor. 20) No Infringement. The Contractor represents that in performing the Services under this Agreement, the Contractor will not infringe on the property right, copyright, patent right or any other right of anyone else; and if any suit is brought or a claim made by anyone that anything in conjunction with the ownership or the presentation of said Contractor or appearance as part of the Services is an infringement on the property right, copyright, patent right, or other rights, the Contractor will indemnify the CRA against any and all loss, Page 5 of 10 4875-9566-4284, v. 2 1024 damages, costs, attorney fees or other loss whatsoever. The Contractor shall not use the CRA 's logos, or marks without the CRA's prior written approval. 21) 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. 22) 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. 23) Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 24) Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Paha Beach County, Florida, for all purposes, to which the parties expressly agree and submit. BY ENTERING INTO THIS CONTRACT, CONTRACTOR AND CRA HEREBY EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO THIS CONTRACT. CONTRACTOR SHALL NOT BRING ANY COURT ACTION AGAINST CRA EITHER IN EQUITY OR IN LAW, AND CONTRACTOR EXPRESSLY WAIVES ITS RIGHT TO INSTITUTE LITIGATION AGAINST CRA FOR ANY MATTER ARISING UNDER THE TERMS OF THIS CONTRACT, UNTIL AFTER THE PROJECT HAS BEEN COMPLETED AND ACCEPTED BY CRA. 25) Severability. If any part of this Agreement shall be declared unlawful or invalid, the remainder of the Agreement will continue to be binding upon the parties. To that end, this Agreement is declared severable. 26) Force Majeure. Neither party shall be deemed to be in breach of this Agreement if either party is prevented from performing any obligations required of it by reason of boycotts, shortages of materials, labor disputes, embargoes, acts of God, epidemic, pandemic, acts of Page 6 of 10 4875-9566-4284, v. 2 1025 public enemy, acts of superior governmental authority, floods, riots, foreign or civil wars, rebellion, terrorism, sabotage by third parties, or any other similar circumstances for which it is not reasonably responsible and which are not within its control. Each party take all reasonable steps to prevent, reduce, mitigate, and remedy the effects of the Force Majeure event as soon as possible if within its control. The CRA shall not be obligated to pay Contractor Compensation under this Agreement to the extent that a Force Majeure prevents or delays Contract from performing Services. 27) Voluntary Waiver of Provisions. The failure of either Party to enforce any of its rights hereunder or at law will not be deemed a waiver or a continuing waiver or any of its rights or remedies against the other Party, unless such failure or waiver is expressly set forth and acknowledged in writing. The CRA may, in its sole and absolute discretion, waive any requirement of the Contractor contained in this Agreement. The Contractor may waive any requirements of the CRA contained in this Agreement. 28) Contractor -owned records. Except as provided in Chapter 119, Florida Statutes, all records created and compiled by Contractor in completing the Services are owned by Contractor and include, but are not limited to, written reports, studies, drawings, blueprints, photographs, negatives of photographs, computer printouts, graphs, charts, plans, contract documents, specifications, all ridership data, information generated on the Contractor's proprietary mobile applications and all other similarly recorded data. 29) Public Records. The CRA is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: a. Keep and maintain public records required by the CRA to perform the Services described 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 Chapter 119, Florida Statutes, or as otherwise provided by law. c. Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the Contractor does not transfer the records to the CRA. Upon completion of the Agreement, transfer, at no cost, to the CRA all public records in possession of the Contractor or keep and maintain public records required by the CRA to perform the service. If the Contractor transfers all public records to the CRA upon completion of the Agreement, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Agreement, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be Page 7 of 10 4875-9566-4284, v. 2 1026 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. The Contractor also understands that CRA may disclose any document in connection with performance of the Services or this Agreement, so long as the document is not exempt or confidential and exempt from public records requirements. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 737-3256; 100 E. Ocean Ave., 411 Floor, Boynton Beach, , � ,.. i.......:.....l.o . FL 33435• or "4�talT l�lttm 30) Agent. If this Agreement is signed by the Contractor's agent, the agent warrants that he/she is duly authorized to act on behalf of the Contractor, that he/she is authorized to enter into this Agreement, and that the agent and Contractor are jointly and severally liable for any breach of this Agreement. 31) Notice and Contact. The parties shall use the contact information below for coordinating delivery of the Services. Whenever either Party desires to give notice to the other, such notice must be in writing and sent by United States mail, return receipt requested, courier, evidenced by a delivery receipt, or by overnight express delivery service, evidenced by a delivery receipt, addressed to the Party for whom it is intended at the place last specified; and the place for giving of notice shall remain until it shall have been changed by written notice in compliance with the provisions of this paragraph. For the present, the Parties designate the following as the respective places for giving of notice: Contact Person for the Contractor Circuit Transit Inc. Jason Mirras 501 East Las Olas Suite 300 Fort Lauderdale, FL 33301 With a copy to: Circuit Transit Inc. P.O. Box 2173 Amagansett, NY 11930 Attention : James Mirras Contact Person for the CRA (hereinafter "Program Coordinator"): Name: Timothy Tack Address: 100 E. Ocean Avenue. 4th Floor, Boynton Beach, FL 33435 Page 8of10 4875-9566-4284, v. 2 1027 Email Address: TackT@bbfl.us. Telephone Number: (561) 600-9091 With a copy to: Kathryn Rossmell, Esq. Lewis, Longman, & Walker P.A. 360 S. Rosemary Avenue, Suite 1 100 West Palm Beach, FL 33401 32) Attorneys' Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, each party shall be responsible for its own attorneys' fees and costs. 33) Compliance with Laws. In the performance of the Services under this Agreement, the Contractor shall comply in all material respects with all applicable federal and state laws and regulations and all applicable Palm Beach County, City of Boynton Beach, and CRA ordinances and regulations, including applicable ethics and procurement requirements. 34) Effective Date and Termination. This Agreement will become effective at the date and time that the last party signs this Agreement (`Effective Date"). Unless earlier terminated pursuant to this Agreement, this Agreement will automatically terminate after the performance of the Services and final Payment by the CRA. Nothing in this paragraph shall be construed so as to affect the CRA's right to cancel or postpone the Services pursuant to this Agreement. 35) Modification. This Agreement will not be modified or amended except by the express written agreement of the Parties, signed by a duly authorized representative for each Party. Any other attempt to modify or amend this Agreement will be null and void and may not be relied upon by either Party. 36) Survival. The provisions of this Agreement regarding promotional rights, infringement, indemnity, waiver, limitation of liability, insurance, agents, and cancellation shall survive the expiration or termination of this Agreement and remain in full force and effect. 37) Electronic Signatures. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. 38) Non -Scrutinized Company. Contractor hereby certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the CRA determines that this certification is falsified or contains false statements, or that Contractor is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the execution of the Agreement, the CRA may terminate the Agreement. 39) Agreement Non -Exclusive. Contractor shall be free to contract for similar services to be performed for other entities or persons while under contract with the CRA. The provision of Page 9 of 10 4875-9566-4284, v. 2 1028 services provided for herein is non-exclusive. The CRA in its sole and absolute discretion may retain additional entities or persons to perform the same or similar work. 40) E -Verify. Contractor warrants for itself and its subcontractors that Contractor and all subcontractors are in compliance with all federal immigration laws and regulations that relate to their employees. The Contractor agrees and acknowledges that the CRA is a public employer that is subject to the E -verify requirements as set forth in Section 448.095, Florida Statutes, and that the provisions of F.S. Sec. 448.095 apply to this Agreement. Notwithstanding any other provisions in this Agreement, if the CRA has a good faith belief that Contractor has knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this Agreement, the CRA shall terminate the Agreement. If the CRA that has a good faith belief that a subcontractor knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this Agreement, the CRA shall promptly notify Contractor and order Contractor to immediately terminate the contract with the subcontractor. Contractor shall be liable for any additional costs incurred by the CRA as a result of the termination of a contract based on Contractor's failure to comply with E -verify requirements referenced herein. 41) Conflict of Interest. Circuit represents that it has no interest and will not acquire any interest, direct or indirect, that would conflict with the performance of the services to be rendered under this Agreement. IN WITNESS WEEREOF, the parties hereto have caused this Agreement to be executed on the- day heday and year written below. By: Au epresentative r Contractor Print Name:.. � , _ ye, -11 Witness:... Witness Name: �°....m B � Y: Authorized tative for CRA Print Name:/ mm'.-_ _ .m i _ . " ._._ ....__ m.„_.....,........._........_ Witness:.. _.. ;���...... ..... . _m..._ Witness Name: I f, 1'e"i t & Page 10 of 10 Date: t .. Z.Y............_. _,.,.,.. Haze: Date: Date:,, R 4875-95664294, v. 2 1029 EXHIBIT A: SCOPE OF WORK Section 1: Summary of Services Circuit shall develop, implement and manage a Micro -Transit "On Demand" service (the "Service") within a geo-fenced coverage area described in Exhibit A-1. The Service will have the ability to be on demand and may include supplementary service for special events as specified in this Scope of Work. The Service will serve visitors, residents, and workers by providing a convenient, efficient mobility option to circulate primarily throughout the Boynton Beach CRA boundaries and provide transportation to Ocean Front Beach Park. The Service to the Beach shall be subject to CRA's execution of an interlocal agreement with the City of Boynton Beach for the provision of services to Ocean Front Beach Park. The Service shall: A. Operate a 6 -month on -demand pilot test in two zones (Zone 1 and Zone 2) covering approximately 1.6 square miles of coverage area as illustrated in Exhibit C ("Service Area"). Zone 1 is located within the boundaries of the CRA. Zone 2 provides service to Ocean Front Beach Park, which is located outside the boundaries of the CRA. B. Supplement any part of the service with a fixed route for special events and if deemed necessary through data and public needs. C. Demonstrate the ability to scale up and down the fleet of vehicles and deploy them to various locations based on monthly, weekly, daily, and hourly fluctuations in demand in order to achieve a desired level of service. D. Operate vehicles that meet the Federal Motor Vehicle Safety Standards and Regulations. E. Provide a safe and pleasing passenger experience with capable, qualified and courteous drivers. F. Feature a mobile application downloadable from both the Apple Store and Google Play Store which will have the ability to charge a fee for service via a secured credit card payment system. G. Provide a dedicated phone line so that users can call and request assistance. H. Service will be operational within 30 days of the effective date of this Agreement or upon the CRA's execution of an interlocal agreement with the City of Boynton Beach for services, whichever is later. The date of operation may be extended by mutual agreement of the parties if necessary to accommodate installation of infrastructure as required by Section 4 this agreement. I. Service shall be periodically adjusted based upon needs identified during the term of the Agreement and the availability of funds. Section 2: Mobile Application Circuit shall provide a mobile application which provides for the following: A. Allows riders to request pick up and drop off locations within the Service Area. B. Allows the user to connect from Zone I and Zone 2. C. At no cost to the CRA, Circuit shall maintain updates to the application, which shall be compatible with smart phones and other mobile devices. D. Provides for the ability to charge a fee per rider and issue discounts via promo -codes. E. Provides users with approximate time until pick up. F. Allows users to rate drivers and provide feedback. G. Features a Google Maps based map (or equivalent) that identifies the boundaries of the Service Area. H. After a ride request has been accepted by a driver, depicts the real-time location of vehicles on a map of the Service Area. 1. Ability to track party and usage data. 4853-3349-4940. v. 6 1030 Section 3: Marketing and Branding A. In coordination with the CRA, Circuit shall develop and implement a branding strategy, which shall incorporate the logo and name of the CRA and the City of Boynton Beach. Circuit shall not implement any branding strategy without prior written approval from the CRA. Any changes to the branding strategy must be approved in writing by the CRA prior to implementation. B. Circuit shall develop and implement a marketing program to promote awareness of the program. The CRA shall have the right to request changes to the marketing program. C. The CRA retains the right to review marketing materials prior to use and to request changes or withdrawal of any marketing materials. Section 4: Vehicles and Infrastructure Circuit shall procure, license, operate and maintain vehicles and related infrastructure including charging stations used in the service in accordance with applicable laws and regulations with the following requirements. A. Fleet Size. Unless the parties agree otherwise, Circuit will acquire and operate at its own expense no fewer than two (2) GEM vehicles (inclusive of one (1) ADA accessible GEM vehicle) and two (2) EV Sedans as part of this Service. "The parties agree that the hourly rate for the EV Sedans will be the same as the GEM vehicles for the Initial Term and Renewal Term of the Agreement. Circuit shall maintain and operate vehicles to satisfy the minimum levels of service and ADA accessibility requirements. B. Specifications. All vehicles will: i. Comply with all applicable laws and regulations. ii. Be fully electric. iii. Meet all safety standards established by applicable law or regulation. iv. Feature luggage carrying capacity. C. Branding. The branding strategy will be applied to all vehicles as follows: i. At all times during operation of any vehicles pursuant to this Agreement, Circuit may apply, but is not limited to, branding to all wheels, hoods, front panels, coping, roof and rear fenders, unless otherwise prohibited by the CRA. ii. Circuit shall develop a default vehicle wrap to be used when no paying advertiser has been identified for any vehicle or vehicles for a period of 7 days or longer unless otherwise approved by the CRA. iii. Exterior and interior advertising will not interfere with the placement or visibility of any branding required by this Agreement, unless otherwise approved by the CRA. D. Licensing. Circuit shall obtain and maintain proper licensing and registration of all vehicles at all times. E. Parking and charging stations. The CRA shall provide four (4) parking spaces that will be reserved exclusively for Circuit's use, which Circuit may use for charging, parking, and storing the vehicles during times of non -operation. The location of the spaces will be as stated in the Interlocal agreement between the CRA and the City. Circuit shall be permitted to install Level 2 EV charging stations and signage at the three (3) of the reserved parking spaces. Circuit shall be solely responsible for the cast of signage, charging equipment, and electrical services required for charging vehicles. The CRA shall ensure that electrical service is available at the reserved spaces. Upon termination of the Agreement, Circuit shall restore the reserved parking spaces to their original condition. F. Maintenance and replacement. 4853-3349-4940, v. 6 1031 i. At Circuit's sole cost, Circuit shall maintain the interior and exterior of all vehicles in good working order, in accordance with all applicable laws and regulations. ii. Circuit shall ensure that all vehicles will be free of graffiti, vandalism, defacement and other damage to the satisfaction of the CRA. iii. Circuit shall replace any vehicle at its sole cost when the vehicle cannot be maintained in good working order, in accordance with applicable laws and regulations, or it is no longer able to be maintained in accordance with the requirements of this Agreement. iv. Circuit shall use its best efforts to restore or replace non -operational vehicles to operation within three (3) calendar days from the date of any incident requiring the vehicle to be removed from operation. Circuit shall provide verbal and written notice to the CRA of any delay in restoring or replacing a non -operational vehicle that extends beyond three (3) calendar days from the date of malfunction. If the CRA determines that any such delay is due to Circuit's lack of diligence, the CRA will have the right to pursue any remedy provided for in this Agreement, or at law or equity. Section 5: Staffing A. General. Circuit shall provide sufficient staffing to maintain levels of service required by this Agreement. All persons providing services pursuant to this Agreement will be employees, contractors or consultants hired by the Circuit. Circuit is solely responsible for all staffing decisions made pursuant to this Contract. B. Drivers. Circuit shall obtain complete background checks on all drivers, including driving records, criminal checks and employment references, conduct initial drug testing, and provide a training program for newly hired drivers. Circuit shall not hire any convicted felon or any person who has been convicted or pled guilty to driving under the influence of drugs or alcohol as a misdemeanor in any state. Circuit shall not hire a driver with more than three (3) infractions relating to driving a motorized vehicle within the previous 24 months. Circuit to review each driver's driving and criminal records at least annually. C. Circuit shall provide its employees with a living wage and tips. Section 6: Attaining and Maintaining Levels of Service (LOS) A. General. Circuit shall provide an LOS that meets customer demands at all times of Service operations. B. Service Level review. Circuit and the CRA shall meet at least quarterly to review LOS and determine if any adjustments are necessary. Any agreed upon adjustments will be made in writing. C. The CRA designates Timothy Tack as the Project Manager and will provide written notification to Circuit of any changes to the Project Manager. The Project Manager shall be Circuit's principal point of contact regarding any matters relating to this Agreement. The Project Manager shall provide all general direction to Circuit regarding performance and provide guidance regarding the CRA' s goals and policies. The Project Manager is authorized to waive or modify any material changes to this Scope of Work changes so long as the changes do not increase Compensation paid to Circuit. Except as provided herein, any modifications to the Scope of Services that increase the Compensation paid to Circuit must be agreed by the parties by written amendment to the Agreement. D. Circuit designates Jason Bagley as Circuit's Representative for this Agreement. Circuit will provide written notice to the CRA should there be a subsequent Representative change. Circuit's Representative has full right, power and authority to act for Circuit on all matters arising under or relating to this Agreement. E. Special events. CRA may request additional vehicles for special events. Such request shall be made at least thirty (30) days prior to the special event and may include a request the establishment 4853-3349-4940, v. 6 1032 of a fixed route for existing vehicles and/or a request additional vehicles, subject to availability. For additional vehicles provided for special events, CRA agrees to pay the regular service hourly rate per vehicle of $34.97 plus the actual cost to transport the vehicle(s) to the requested location, which will be agreed to by the parties in writing, prior to transportation. Section 7. Trip Sharing A. Drivers shall be permitted to transport more than one (1) party but no more than five (5) parties in GEM vehicles and four (4) parties in the E -Sedan under the following conditions: i. The vehicle must be equipped with individual seatbelts for the driver and each rider. ii. All passengers must use seatbelts at all times. iii. The total number of passengers, including the driver does not exceed the vehicle's legal capacity. Section 8: Operational Requirements A. Circuit and all its employees, officers, managers, staff, subcontractors and subconsultants shall comply with all applicable local, state and federal laws and regulations while performing work pursuant to this Agreement including but not limited to all laws and regulations regarding the safe operation of vehicles. B. Circuit shall prohibit drivers from texting or using smartphones, or other mobile device, eating, drinking, wearing headphones, and engaging in any activity that may cause the driver to become distracted while driving the vehicle. Parties acknowledge and agree that (i) drivers will only be permitted to wear Bluetooth enabled device or similar technology to provide service provided by this Contract in accordance with all laws governing such devices; and (ii) drivers may use smart phones mounted to the dashboard or windshield of the vehicles only in accordance with all laws governing such devices. C. Circuit must obtain all permits and approvals required in the ordinary course of business for the safe and legal operation of the Service, including without limitation, permits or approvals from the Florida Department of Highway Safety and Motor Vehicles, . Circuit is responsible for obtaining any permits and approvals required by the State of Florida for operation of the Service. D. Circuit to require all persons using the Service to comply with applicable local, state and federal laws and regulations relating to the use of seatbelts and alcohol consumption in vehicles. E. Circuit and its drivers are permitted to refuse service when, in the driver's opinion, a passenger poses a threat to himself or herself, other passengers, the driver, the vehicle or other vehicles or persons. F. Circuit is permitted to establish reasonable restrictions on the provision of services to non -service animals. G. All Circuit drivers shall wear proper identification and a uniform. H. The CRA reserves the right to request immediate dismissal of any Circuit employees who fail to comply with the requirements of this Agreement. Relief personnel should be readily available during the term of this Agreement. Section 9: Operating Hours Each vehicle shall be available for an anticipated sixty (60) hours each week ("Vehicle Hours") . The cost per vehicle shall be based on the rates described in the Pricing Schedule attached as Exhibit B. The Vehicle Hours shall occur within the following schedule: 4853-3349-4940, v. 6 1033 Daa�. Start time�.�.....� End...time ..�..�.�........ ..a.� ...�.� .a.. Mon .......�..100...a ....�...� 0 ....�__�.�.�.�.�.�.__ ..... _..._. 8:00 pm Tues 10:00 am 8:00 pm Weds...��...................................10:00.�.�a�o�.o..�o� 8:00wp........._. Thurs.... 10:0.0...am.�.�.....�..�.�..........���... 8:00 p .................................... ......... ... ........... Fri ........... � ...................................................................................�����������..w�a..��...._....._�� 10:00 am 10:00 pm �� Sat .................................. ..... .10:00 ......................................... am ...� 10:00 pm Sun...w...............................a...........�O...OO..�a.......�.�.�.�.�.�.�.�.�.�.�..,.�. Sun � 8.......... .�.....�.�.�.�.�.�.. CRA Project Manager shall have the discretion to reduce or increase the number of Vehicle Hours and/or determine the hours of operation based on level of demand as determined by monthly data collection and consideration of holidays or other special events so long as the total Vehicle Hours for each month does not exceed the CRA's annual budget for the Service. Section 10: Levels of Service Reporting A. Circuit shall provide the CRA with monthly reports describing the level of service for each zone. Upon request, Circuit will provide the CRA with weekly level of service reports for each zone. B. Monthly data reports shall include: i. Number of parties on a daily, weekly and monthly basis ii. Number of paying customers iii. Gross/Net revenue collected for fare revenue credits which distinguishes between fare revenue collected for Zone 1 trips and fare revenue collected for Zone 2 trips. iv. Number of vehicles not in operation on a daily, weekly and monthly basis v. Average wait time from request through the mobile app until arrival by assigned driver on a daily, weekly and monthly basis. vi. Average trip duration on a daily, weekly and monthly basis. vii. Pick-up and drop off location for each trip. viii. Average number of passengers per party per trip. ix. Average number of parties per trip. x. Number of passenger complaints received and resolution of the complaints on a daily, weekly and monthly basis. C. Circuit shall present a report to the CRA Board on a quarterly basis summarizing the data provided in the monthly reports, the collected fare revenue, and the advertising revenue generated. D. In the event Circuit does not provide a required report(s), the CRA reserves the right to withhold payment until the required report is received. To the extent that the CRA requires additional information related to the above reporting requirement, Circuit shall provide the information to the CRA. Section 11: Advertisement Sales Circuit shall sell space on the exterior or interior of the vehicles for the display of commercial advertising. Net Advertising Revenue, defined below, that is generated by Circuit in connection with the sales of commercial advertising shall be divided equally between Circuit and the CRA. Net Advertising Revenue means the gross advertising revenue received less all costs and expenses, including, but not limited to 4853-3349-4940, v. 6 1034 advertisement design, production costs, installation and removal costs and customary commissions paid to media sales representatives, incurred by Circuit in connection with providing the advertisement sales. Circuit shall provide an accounting of all advertising revenue with its Level of Service monthly report as required in Section 9, which shall include the gross revenue, costs and expenses Circuit shall provide to CRA a breakdown of the Net Advertising Revenue each month, which shall include the gross revenue plus costs and expenses incurred in connection with providing advertising sales Section 12. Advertising Guidelines A. In its agreements with its advertising contractors, Circuit shall reserve the right to reject any advertisement, commercial or noncommercial. B. Circuit shall determine the methods, details, and means for performing the Advertising Sales Services, subject to the CRA's consent which shall not be unreasonably withheld. C. All advertising and promotional materials, including, without limitation, any vehicle "wraps" (collectively "Advertising") must conform to the following criteria: i. Defamatoa ay'r Advertising.. No Advertising will be permitted that falsely disparages any person, product, or company, or that is likely to damage the reputation of any person, product, or company. ii. Advertising_Condoni,pg; CriminalConduct. No Advertising will be permitted that is likely to incite or produce imminent unlawful activity. iii. Obscene Advertisin „. No Advertising shall display any statement, word, character, or illustration of an indecent or obscene nature, as defined by F.S. Chapter 847, as may be amended from time to time. iv. False Advertising. No Advertising shall displace false or misleading information, intended to mislead the public as to anything sold, any services to be performed or information disseminated. v. Tobacco Firearms.and, Cammabis,. No Advertising shall display any statement that promotes the sale of tobacco or tobacco products, electronic cigarettes, firearms, or medical marijuana treatment centers or delivery devices in accordance with Florida law. vi. Eaistini� Laws. All Advertising must conform to all applicable federal, state, and local statutes, laws, ordinances, rules and regulations. D. The CRA shall request removal of any advertising, commercial or noncommercial, that does not confonn to this policy. Such demand will be in writing and will state reasonable grounds for the request. Circuit will consider and act promptly upon the request in accordance with this policy. Section 13: Ridership Fares A. Circuit shall collect ridership fares for the services, as follows: 4853-3349-4940, v. 6 1035 IF 3 i. For rides that begin and terminate within Zone 1: $1.00 for each rider. ii. For rides that begin or terminate in Zone 2: $2:00 for each rider. If the rider is part of a group, $2.00 for the initial rider and $1.00 for each additional rider within the group. Circuit shall credit the CRA * s monthly invoice for each Zone with 100% of the Net Fare Revenue, defined below, that is generated and collected from ridership fares, Net Fare Revenue means all gross ridership revenue that is collected from the passengers for the services less revenue collection costs and expenses, including but not limited to sales taxes or other taxes imposed by law, credit card processing fees and other billing related charging by third parties imposing similar processing charges. Circuit will be responsible for documenting all costs and expenses and related charges associated with the Net Fare Revenue calculations. 4853-3349-4940, v. 6 1036 Exhibit A- I Service Area The Circuit Service Area for City of Boynton Beach CRA that is active in the Ride Circuit app and on the Circuit website is as follows: Zone 1: Area shaded blue Zone 2: Area shaded green 4854-7888-5014, v. 2 1037 Exhibit B: Pricing Schedule 12 orna --k W, OIA a 00 a, w w N fAI a NJ 6 ours hr Mnn4r 261 261 261 261 261 M 261 261 2`� 261 261 lo w 2 4 2— �GEM EV— 9 0 0 2 0 A t a 6 a A4M15rs------- ------------------------------ -- EM Ve6MeSeMce Hours 211.0 1614 2614 26110 161.0 261.0 26va lolo 261" 761, 261 261,0 2610 261,0 261.0 2610 201.0 20.0 201.0 2610 261.0 261, H— 0.0 ol. 0.0 olo 4.0 00010 010 OA 60 0.0 DI Iden Servk4lbun.. . ............... .. 5210 5210 " ' $21.0 l 20 5220 532.0 522.0 52LO '22, 3497 $ -7 -7 .97 34.97 34,97 $ 'IV s 3617 Ask $ 34.97 5 010 /ADA5tanNry OEM/Servir4 Ebur 9r 30.91 30.97 $ 34.82 $ 30.97 $ 30.91 $ — 38.93 31.97 31.47 $ 34.43 $ 3097 .17 — 7 ........... 7 7 .wk................:...... ................... . I So" I P—... / W.h s LODO s 1.000 $ LOW 5 .000 5 lao S L" 1038 EXHIBIT A: SCOPE OF WORK Section 1: Summary of Services Circuit shall develop, implement and manage a Micro -Transit "On Demand" service (the "Service") within a geo-fenced coverage area described in Exhibit A-1. The Service will have the ability to be on demand and may include supplementary service for special events as specified in this Scope of Work. The Service will serve visitors, residents, and workers by providing a convenient, efficient mobility option to circulate primarily throughout the Boynton Beach CRA boundaries and provide transportation to Ocean Front Beach Park. The Service to the Beach shall be subject to CRA's execution of an interlocal agreement with the City of Boynton Beach for the provision of services to Ocean Front Beach Park. The Service shall: A. Operate a 6 -month on -demand pilot test in two zones (Zone 1 and Zone 2) covering approximately 1.6 square miles of coverage area as illustrated in Exhibit C ("Service Area"). Zone 1 is located within the boundaries of the CRA. Zone 2 provides service to Ocean Front Beach Park, which is located outside the boundaries of the CRA. B. Supplement any part of the service with a fixed route for special events and if deemed necessary through data and public needs. C. Demonstrate the ability to scale up and down the fleet of vehicles and deploy them to various locations based on monthly, weekly, daily, and hourly fluctuations in demand in order to achieve a desired level of service. D. Operate vehicles that meet the Federal Motor Vehicle Safety Standards and Regulations. E. Provide a safe and pleasing passenger experience with capable, qualified and courteous drivers. F. Feature a mobile application downloadable from both the Apple Store and Google Play Store which will have the ability to charge a fee for service via a secured credit card payment system. G. Provide a dedicated phone line so that users can call and request assistance. H. Service will be operational within 30 days of the effective date of this Agreement or upon the CRA's execution of an interlocal agreement with the City of Boynton Beach for services, whichever is later. The date of operation may be extended by mutual agreement of the parties if necessary to accommodate installation of infrastructure as required by Section 4 this agreement. I. Service shall be periodically adjusted based upon needs identified during the term of the Agreement and the availability of funds. Section 2: Mobile Application Circuit shall provide a mobile application which provides for the following: A. Allows riders to request pick up and drop off locations within the Service Area. B. Allows the user to connect from Zone 1 and Zone 2. C. At no cost to the CRA, Circuit shall maintain updates to the application, which shall be compatible with smart phones and other mobile devices. D. Provides for the ability to charge a fee per rider and issue discounts via promo -codes. E. Provides users with approximate time until pick up. F. Allows users to rate drivers and provide feedback. G. Features a Google Maps based map (or equivalent) that identifies the boundaries of the Service Area. H. After a ride request has been accepted by a driver, depicts the real-time location of vehicles on a map of the Service Area. I. Ability to track party and usage data. 4853-3349-4940, v. 6 1039 Section 3: Marketing and Branding A. In coordination with the CRA, Circuit shall develop and implement a branding strategy, which shall incorporate the logo and name of the CRA and the City of Boynton Beach. Circuit shall not implement any branding strategy without prior written approval from the CRA. Any changes to the branding strategy must be approved in writing by the CRA prior to implementation. B. Circuit shall develop and implement a marketing program to promote awareness of the program. The CRA shall have the right to request changes to the marketing program. C. The CRA retains the right to review marketing materials prior to use and to request changes or withdrawal of any marketing materials. Section 4: Vehicles and Infrastructure Circuit shall procure, license, operate and maintain vehicles and related infrastructure including charging stations used in the service in accordance with applicable laws and regulations with the following requirements. A. Fleet Size. Unless the parties agree otherwise, Circuit will acquire and operate at its own expense no fewer than two (2) GEM vehicles (inclusive of one (1) ADA accessible GEM vehicle) and two (2) EV Sedans as part of this Service. The parties agree that the hourly rate for the EV Sedans will be the same as the GEM vehicles for the Initial Term and Renewal Term of the Agreement. Circuit shall maintain and operate vehicles to satisfy the minimum levels of service and ADA accessibility requirements. B. Specifications. All vehicles will: i. Comply with all applicable laws and regulations. ii. Be fully electric. iii. Meet all safety standards established by applicable law or regulation. iv. Feature luggage carrying capacity. C. Branding. The branding strategy will be applied to all vehicles as follows: i. At all times during operation of any vehicles pursuant to this Agreement, Circuit may apply, but is not limited to, branding to all wheels, hoods, front panels, coping, roof and rear fenders, unless otherwise prohibited by the CRA. ii. Circuit shall develop a default vehicle wrap to be used when no paying advertiser has been identified for any vehicle or vehicles for a period of 7 days or longer unless otherwise approved by the CRA. iii. Exterior and interior advertising will not interfere with the placement or visibility of any branding required by this Agreement, unless otherwise approved by the CRA. D. Licensing. Circuit shall obtain and maintain proper licensing and registration of all vehicles at all times. E. Parking and charging stations. The CRA shall provide four (4) parking spaces that will be reserved exclusively for Circuit's use, which Circuit may use for charging, parking, and storing the vehicles during times of non -operation. The location of the spaces will be as stated in the Interlocal agreement between the CRA and the City. Circuit shall be permitted to install Level 2 EV charging stations and signage at the three (3) of the reserved parking spaces. Circuit shall be solely responsible for the cost of signage, charging equipment, and electrical services required for charging vehicles. The CRA shall ensure that electrical service is available at the reserved spaces. Upon termination of the Agreement, Circuit shall restore the reserved parking spaces to their original condition. F. Maintenance and replacement. 4853-3349-4940, v. 6 1040 i. At Circuit's sole cost, Circuit shall maintain the interior and exterior of all vehicles in good working order, in accordance with all applicable laws and regulations. ii. Circuit shall ensure that all vehicles will be free of graffiti, vandalism, defacement and other damage to the satisfaction of the CRA. iii. Circuit shall replace any vehicle at its sole cost when the vehicle cannot be maintained in good working order, in accordance with applicable laws and regulations, or it is no longer able to be maintained in accordance with the requirements of this Agreement. iv. Circuit shall use its best efforts to restore or replace non -operational vehicles to operation within three (3) calendar days from the date of any incident requiring the vehicle to be removed from operation. Circuit shall provide verbal and written notice to the CRA of any delay in restoring or replacing a non -operational vehicle that extends beyond three (3) calendar days from the date of malfunction. If the CRA determines that any such delay is due to Circuit's lack of diligence, the CRA will have the right to pursue any remedy provided for in this Agreement, or at law or equity. Section 5: Staffing A. General. Circuit shall provide sufficient staffing to maintain levels of service required by this Agreement. All persons providing services pursuant to this Agreement will be employees, contractors or consultants hired by the Circuit. Circuit is solely responsible for all staffing decisions made pursuant to this Contract. B. Drivers. Circuit shall obtain complete background checks on all drivers, including driving records, criminal checks and employment references, conduct initial drug testing, and provide a training program for newly hired drivers. Circuit shall not hire any convicted felon or any person who has been convicted or pled guilty to driving under the influence of drugs or alcohol as a misdemeanor in any state. Circuit shall not hire a driver with more than three (3) infractions relating to driving a motorized vehicle within the previous 24 months. Circuit to review each driver's driving and criminal records at least annually. C. Circuit shall provide its employees with a living wage and tips. Section 6: Attaining and Maintaining Levels of Service (LOS) A. General. Circuit shall provide an LOS that meets customer demands at all times of Service operations. B. Service Level review. Circuit and the CRA shall meet at least quarterly to review LOS and determine if any adjustments are necessary. Any agreed upon adjustments will be made in writing. C. The CRA designates Timothy Tack as the Project Manager and will provide written notification to Circuit of any changes to the Project Manager. The Project Manager shall be Circuit's principal point of contact regarding any matters relating to this Agreement. The Project Manager shall provide all general direction to Circuit regarding performance and provide guidance regarding the CRA' s goals and policies. The Project Manager is authorized to waive or modify any material changes to this Scope of Work changes so long as the changes do not increase Compensation paid to Circuit. Except as provided herein, any modifications to the Scope of Services that increase the Compensation paid to Circuit must be agreed by the parties by written amendment to the Agreement. D. Circuit designates Jason Bagley as Circuit's Representative for this Agreement. Circuit will provide written notice to the CRA should there be a subsequent Representative change. Circuit's Representative has full right, power and authority to act for Circuit on all matters arising under or relating to this Agreement. E. Special events. CRA may request additional vehicles for special events. Such request shall be made at least thirty (30) days prior to the special event and may include a request the establishment 4853-3349-4940, v. 6 1041 of a fixed route for existing vehicles and/or a request additional vehicles, subject to availability. For additional vehicles provided for special events, CRA agrees to pay the regular service hourly rate per vehicle of $34.97 plus the actual cost to transport the vehicle(s) to the requested location, which will be agreed to by the parties in writing, prior to transportation. Section 7. Trip Sharing A. Drivers shall be permitted to transport more than one (1) party but no more than five (5) parties in GEM vehicles and four (4) parties in the E -Sedan under the following conditions: i. The vehicle must be equipped with individual seatbelts for the driver and each rider. ii. All passengers must use seatbelts at all times. iii. The total number of passengers, including the driver does not exceed the vehicle's legal capacity. Section 8: Operational Requirements A. Circuit and all its employees, officers, managers, staff, subcontractors and subconsultants shall comply with all applicable local, state and federal laws and regulations while performing work pursuant to this Agreement including but not limited to all laws and regulations regarding the safe operation of vehicles. B. Circuit shall prohibit drivers from texting or using smartphones, or other mobile device, eating, drinking, wearing headphones, and engaging in any activity that may cause the driver to become distracted while driving the vehicle. Parties acknowledge and agree that (i) drivers will only be permitted to wear Bluetooth enabled device or similar technology to provide service provided by this Contract in accordance with all laws governing such devices; and (ii) drivers may use smart phones mounted to the dashboard or windshield of the vehicles only in accordance with all laws governing such devices. C. Circuit must obtain all permits and approvals required in the ordinary course of business for the safe and legal operation of the Service, including without limitation, permits or approvals from the Florida Department of Highway Safety and Motor Vehicles, . Circuit is responsible for obtaining any permits and approvals required by the State of Florida for operation of the Service. D. Circuit to require all persons using the Service to comply with applicable local, state and federal laws and regulations relating to the use of seatbelts and alcohol consumption in vehicles. E. Circuit and its drivers are permitted to refuse service when, in the driver's opinion, a passenger poses a threat to himself or herself, other passengers, the driver, the vehicle or other vehicles or persons. F. Circuit is permitted to establish reasonable restrictions on the provision of services to non -service animals. G. All Circuit drivers shall wear proper identification and a uniform. H. The CRA reserves the right to request immediate dismissal of any Circuit employees who fail to comply with the requirements of this Agreement. Relief personnel should be readily available during the term of this Agreement. Section 9: Operating Hours Each vehicle shall be available for an anticipated sixty (60) hours each week ("Vehicle Hours") . The cost per vehicle shall be based on the rates described in the Pricing Schedule attached as Exhibit B. The Vehicle Hours shall occur within the following schedule: 4853-3349-4940, v. 6 1042 Day Start time End time ............................................................................................................................................................................................................................... Mon 10:00 am 8:00 pm ............................................................................................................................................................................................................................... Tues 10:00 am 8:00 pm Weds 10:00 am 8:00 pm ............................................................................................................................................................................................................................... Turs 10:00 am 8:00 pm Fri 10:00 am 10:00 pm Sat 10:00 am 10:00 pm Sun 10:00 am 8:00 pm CRA Project Manager shall have the discretion to reduce or increase the number of Vehicle Hours and/or determine the hours of operation based on level of demand as determined by monthly data collection and consideration of holidays or other special events so long as the total Vehicle Hours for each month does not exceed the CRA's annual budget for the Service. Section 10: Levels of Service Reporting A. Circuit shall provide the CRA with monthly reports describing the level of service for each zone. Upon request, Circuit will provide the CRA with weekly level of service reports for each zone. B. Monthly data reports shall include: i. Number of parties on a daily, weekly and monthly basis ii. Number of paying customers iii. Gross/Net revenue collected for fare revenue credits which distinguishes between fare revenue collected for Zone 1 trips and fare revenue collected for Zone 2 trips. iv. Number of vehicles not in operation on a daily, weekly and monthly basis v. Average wait time from request through the mobile app until arrival by assigned driver on a daily, weekly and monthly basis. vi. Average trip duration on a daily, weekly and monthly basis. vii. Pick-up and drop off location for each trip. viii. Average number of passengers per party per trip. ix. Average number of parties per trip. x. Number of passenger complaints received and resolution of the complaints on a daily, weekly and monthly basis. C. Circuit shall present a report to the CRA Board on a quarterly basis summarizing the data provided in the monthly reports, the collected fare revenue, and the advertising revenue generated. D. In the event Circuit does not provide a required report(s), the CRA reserves the right to withhold payment until the required report is received. To the extent that the CRA requires additional information related to the above reporting requirement, Circuit shall provide the information to the CRA. Section 11: Advertisement Sales Circuit shall sell space on the exterior or interior of the vehicles for the display of commercial advertising. Net Advertising Revenue, defined below, that is generated by Circuit in connection with the sales of commercial advertising shall be divided equally between Circuit and the CRA. Net Advertising Revenue means the gross advertising revenue received less all costs and expenses, including, but not limited to 4853-3349-4940, v. 6 1043 advertisement design, production costs, installation and removal costs and customary commissions paid to media sales representatives, incurred by Circuit in connection with providing the advertisement sales. Circuit shall provide an accounting of all advertising revenue with its Level of Service monthly report as required in Section 9, which shall include the gross revenue, costs and expenses Circuit shall provide to CRA a breakdown of the Net Advertising Revenue each month, which shall include the gross revenue plus costs and expenses incurred in connection with providing advertising sales Section 12. Advertising Guidelines A. In its agreements with its advertising contractors, Circuit shall reserve the right to reject any advertisement, commercial or noncommercial. B. Circuit shall determine the methods, details, and means for performing the Advertising Sales Services, subject to the CRA's consent which shall not be unreasonably withheld. C. All advertising and promotional materials, including, without limitation, any vehicle "wraps" (collectively "Advertising") must conform to the following criteria: i. Defamatory Advertising. No Advertising will be permitted that falsely disparages any person, product, or company, or that is likely to damage the reputation of any person, product, or company. ii. Advertising Condoning Criminal Conduct. No Advertising will be permitted that is likely to incite or produce imminent unlawful activity. iii. Obscene Advertising. No Advertising shall display any statement, word, character, or illustration of an indecent or obscene nature, as defined by F.S. Chapter 847, as may be amended from time to time. iv. False Advertising. No Advertising shall displace false or misleading information, intended to mislead the public as to anything sold, any services to be performed or information disseminated. v. Tobacco, Firearms, and Cannabis. No Advertising shall display any statement that promotes the sale of tobacco or tobacco products, electronic cigarettes, firearms, or medical marijuana treatment centers or delivery devices in accordance with Florida law. vi. Existing aws. All Advertising must conform to all applicable federal, state, and local statutes, laws, ordinances, rules and regulations. D. The CRA shall request removal of any advertising, commercial or noncommercial, that does not conform to this policy. Such demand will be in writing and will state reasonable grounds for the request. Circuit will consider and act promptly upon the request in accordance with this policy. Section 13: Ridership Fares A. Circuit shall collect ridership fares for the services, as follows: 4853-3349-4940, v. 6 1044 I: 14 i. For rides that begin and terminate within Zone 1: $1.00 for each rider. ii. For rides that begin or terminate in Zone 2: $2:00 for each rider. If the rider is part of a group, $2.00 for the initial rider and $1.00 for each additional rider within the group. Circuit shall credit the CRA's monthly invoice for each Zone with 100% of the Net Fare Revenue, defined below, that is generated and collected from ridership fares. Net Fare Revenue means all gross ridership revenue that is collected from the passengers for the services less revenue collection costs and expenses, including but not limited to sales taxes or other taxes imposed by law, credit card processing fees and other billing related charging by third parties imposing similar processing charges. Circuit will be responsible for documenting all costs and expenses and related charges associated with the Net Fare Revenue calculations. 4853-3349-4940, v. 6 1045 0 RESOLU"FION NO. R24-041 2 A RESOLUTION OF THE CITY OF BOYNTON BEA(,.'[[, 3 FI.,0RIDA, APPROVING AND AuTIIORIZINGTIIE MAN'ORTO 4 SIGN THE; INTERLOCAI., AGREEMENT BETWEEN THE CITY 5 OF BOYNTON BEACH AND THE BOYNTON BE 6 COMMUNITY REDEVELOPMENT AGENCY REGARDING 7 CIRCIJIT TRANSIT INC., FOR Tim BBC RA PI1.,OT RIDE 8 SHARE PROGRAM; AND PROVIDING AN EFFECTIVE DATE. 9 WHEREAS, on January 18. 2024, the CRA Board approved a contract with Circuit 10 Transit, Inc., for the (.7RA pilot ride -share prograrn, which will provide all -electric on -&-nand 11 transportation scrviccs-, and 12 WHEREAS, the City and RA desire to provide ann additional route from the CRA 13 district to Ocean f"ront Beach Park, aloe g with four dedicated parking stalls in the north parking 14 lot at the corner ot'Seacrest Blvd, and Boynton Beach Blvd,, which will include three Level 2 15 EV charging stations adjacent to the existing electrical service; and 16 WHEREAS, in order to provide dedicated parking locations, electrical service for the 17 charging, ride share service to the Ocean Front Beach Park. and potential fixed route ride share 18 service fine- City Events, an Interlocal Agreement is N(JUired to fund any' service outside of the 19 CRA bOUndariesand allow rcirnburscruent (.)I'EV charging costs; and 20 WHEREAS, the (. I ity Commission of the City of'Boynton Bcach, Florida, upon the 21 rccorruncridation of'staff, deems it to be in the best interests ofthe City residents to approve and 22 authorize the Mayor to sign the Interlocal Agreement between the City of'Boynton Beach and 23 the Boynton Beach (70111111LInity Rcdcveloptncnt Agency regarding Ci)-CUit"Transit Inc., for the 24 BBCRA Pilot Ride Share program. 25 NOW, THEREFORE, BE IT RESOLVED BY "THE. CITY (."ONIMISSION OF 26 THE CITY OF BOYNTON BEACH, FLORIDA,TIIAT: 27 Section 1. Each Whereas clause Set forth above is true an(] COrrectand incorporated 28 herein by this ref'ercrtce. 29 Section 2. The ity Corni-russion of the City of Boynton f3cach, f, lorida, clues 30 hereby approve and authorize the Mayor to sign the liitcj-l(.)cal Agreement between the City of 31 Boynton Beacli and the Boynton Beach Community Redevelopment Agcncy regarding Circuit S: CC W11C4 `AGEN DA 2024,03 05'_2,024 CC R24-041 Agenda It cm 1227 2023 ILA CitY.CRACircuit 'I nutsit Ydot Ride"Share Progrant Docx 1046 32 Transit Inc., Im the BBCRA pilot Ride Share 11'rograrn. A copy ofthe Interlocal Agreement is 33 attached hereto and incorporated herein as f,"Ahibit "A." 34 Section 3. That this Resolution shall becomc effective immediately Upon passage. PASSED AND ADOPTED this 5th (Jay ot'March 2024. Lyffam m (Corporate Seat) CITY OF BOYN'FONBEACII, 11-ORIDA NT'S NO Mayor- ---- - I"y Penserga Vice Mayor--- ThornasTurkin 'onimissionet- Angela (71112 Connnissioner - Woodrow L flay (.lornmissioncr --- Aimcc Kelley MEMUM VOTE 11serga yor APPROVFD ASTO FORM: juak Shawna G. I City Attorney S: C( W11 ("CAGFNDA 202403-05-2024 CC R24-041 Agc"mfiJ hem 1227-2023 11 A City CRA Circuit Transit Pilot Ride SINue PrograntDocx 1047 A THIS AGREEMENT ("Agreement") is made this_dayof 2024, by and between the CITY OF BOYNTON BEACH, a Florida municipal corporation, (hereinafter referred to as "City"), and the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic, duly created and operated pursuant to Chapter 163, Florida Statutes (hereinafter referred to as the "1313CRA")."The City and BBCRA may be referred to herein individually as a "party" and collectively as the "parties." WITNESSETH: WHEREAS, the BBCRA has elected to enter into an agreement with Circuit Transit, Inc, ("Circuit"), a copy of which is attached hereto as Exhibit A ("Circuit Agreement"); and WHEREAS, the Circuit Agreernent provides that Circuit shall provide on demand transportation services (the "Services") as part of a pilot program for the BBCRA; and WHEREAS, the BBCIA shall only provide funding for the Services within the 1313CRA's boundaries; and WHEREAS, the City desires to participate in the pilot program, fund Services outside of the BBCRA's bOUndaries, and otherwise contribute to the pilot program as described in this Agreement; and WHEREAS, to that end, the area in which Services will be provided has been divided into Zone 1 and Zone 2, which are depicted on Exhibit B attached hereto, which is hereby incorporated herein„ and WHEREAS, Zone 1 is within the BBCRA's boundaries; and WHEREAS, Zone 2 is outside the BBCRA's boundaries; and WHEREAS, the 1313CRA desires to enable the City to pailicipate in the pilot program, fund Services outside of the Hf Cf~ boundaries, and otherwise contribute to the piUl program as 4859.3315-2162, v, I 1048 described in this Agreernent" and WHEREAS, the BBCRA has required that Circuit include the City as an additional insured pursuant to the Circuit Agreement; and WHEREAS, the 2016 Coilty Redevelopment Pian ("CRA Plan") calls for the BBCRA to provide for conriectivity between the diistricts, address public parking shortfalls, and p�rovide for additional pub4c waterfront access; and WHEREAS, the Services shall be In furtherance of: these goais and principles of the CRA plan; and WHEREAS, the City and the BBCFRA find that this Agreement serves a municipal and public purpose, and is consistent with and in furtherance of the Corrununity Redevelopment Plan NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the parties agree as follows: 1. Recitations. The recitations set forth above are hereby incorporated herein. li 1 1 P I M I I!! I! I I R I I! Bill F Ili I! I I V I I "III! I I! Ili Ili 1111111 1111; ii a definition in this Agreement and a definition in the Circuit Agreement, the terms in this MITI! Will Will I Ii iiiiiiI11!111111 I I III 1 0 i M-3 within 15 days of the receiving an invoice from Circuit. iii!llllllll!1!1! I'M! KIM Ili 1049 • r • �i Ill IIIIIIIIII II�!11 M -17.111111M "-#=- collected from Zone 2 trips and the number of Zone 2 trips. ��I III WIN IMP Will F I TEMPI I I N #MA I I I I III I I 1111 1111 111 1111 1 A. For ordinary services, the costs of the Services in Zone 2 shall be calculated by multiplying the total invoice amount by the percentage of rides starting or ending within Zone 2, then subtracting from that resulting number fifty percent of the Net Fare Revenue generated from rides starting or ending within Zone 2. For clarity, the calculation above may also be represented as follows: [(total invoice amount) x (percentage of rides starting or ending within Zone 2)] — [.5 x ilet Fare Revenue generated from rides starting or ending within Zone 2] = Amount of City Payment Due. M114 1 1 1 11 1 111! �� M312111230 1:111111 EM M =- iiiiiiiiiiI I• TIMII I H ! III liq III 1 11 111 X �11!q;II11glog � J�� •MZ= I�,MIIWIMIIMIM iffiffilliffifflifflEEM E M M 3 U -M-1 SO 4859-3315-2162, v, 1 1050 shall have 10 days to submit the complete written request; otherwise such written request shall be ineligible for payment, c. Promotions. In the event the City requests a pricing discount ("Sales Promotion") on certain Services, the City shall make payment to the BBCRA for difference in revenue to the BBCRA as a result of the Sales Promotion, 4 Coordination. The parties agree to the following concerning coordination related to this Agreement, a, Between the City and BBCRA. Coordination between the City and BBCRA shall occur as followsn i. The City shall designate a single point of contact ("City Project Manager") for coordination with the BBCRA concerning this Agreement. The City may modify the person acting as the City Project Manager upon written notice to the BBCRA. At present, the City designates Gail Mootz, who can be reached at moot zg@bbfl,us and 561-742-6223, The BBCRA shall copy Jonele Luma at LumaJ@bbfl.us on all correspondence concerning invoices and Payments due, ii. The BBCRA shall designate a single point of contact ("BBCRA Project Manager") for coordination with the City concerning this Agreement, The BBCRA may modify the person acting as the BBCRA Project Manager upon written notice to the City. At present, the BBCRA designates Timothy Tack, who can be reached at tackt@bbfl.us and (561)600-9091, with a copy of all emails to be directed to Bonnie Nicklien at nicklienb@bbfl.us. b. With Circuit. The parties agree the BBCRA shall be the sole point of contact with Circuit. In the event the City desires to request Special Event Services, the City Project Manager S.1- ZY"VANT imJ44-4 the BBCRA and Circuit of the time, date, total vehicle hours, vehicle types, and any other information necessary to analyze such request, Any request is for Special Event Services 4859-3315-2162, v. I 1051 must be made at least 30 days prior to the date of the applicable special event. If the City desires to coordinate with Circuit on any other matter, the City shall submit a written request to the BBCRA Project Manager containing sufficient information to analyze such request for consistency with the Circuit Agreement. So long as a written request from the City is consistent with the terms of the Circuit Agreement, the BBCRA shall coordinate with Circuit concerning the request within 5 business days of receiving such request and shall endeavor to arrange a meeting between the, City, BBCRA, and Circuit. The City shall supply additional information as requested by the BBCRA as may be necessary, in the opinion of the BBCRA, to analyze the City's request and coordinate with Circuit concerning the same, 5. Parking Spaces. The parties agree that Circuit may use the Parking Spaces (defined below) for storing and charging the vehicles that provide the Services. a. Location. The City agrees to designate the parking spaces identified in Exhibit C (the "Parking Spaces") for the sole use of Circuit. The location of the Parking Spaces may be moved from time to time upon the written consent of the BBCRA Project Manager and the City Project Manager, However, in the event the City requests the Parking Spaces be moved, the City and BBCRA share evenly share the costs of moving any charging infrastructure and signage. The parties agree to make best efforts to avoid relocating the Parking Spaces during the term of the Agreement. b, Signage, Charging Infrastructure, Electricity. The City consents to the placement of signage and electric charging infrastructure at the Parking Spaces, which shall be installed at no cost to the City. The City confirms that sufficient power can be supplied to the Parking Spaces to charge four Circuit vehicles simultaneously. The City shall invoice the CRA for the electricity used by the Parking Spaces. The BBCRA Project Manager and City Project Manager may agree to incorporate the electricity invoice into the payment described in Paragraph 3 of this Agreement. 4859-3315-2162, v. 1 1052 c. Enforcement. The City agrees to assist in enforcement of parking restrictions to ensure the Parking Spaces are used exclusively by Circuit vehicles, as may be required from time to time. 6. Relationship to the Circuit Agreement. The parties agree that the City shall only be responsible for providing payment to the BBCRA and that BBCRA shall be responsible for administering the Circuit Agreement. The parties agree that the BBCRA has sole and absolute discretion concerning the Circuit Agreement, and nothing in this Agreement confers the rights or obligations of the BBCRA within the Circuit Agreement to the City. Nonetheless, the CRA will endeavor to coordinate with the City concerning the termination of the Circuit Agreement and the amount and timing of Services prior to terminating the Service Agreement or implementing Service changes. The BBCRA will not terminate services to Zone 2 without the prior written consent of the City, 7Marketing and Promotion. Marketing and promotional efforts concerning the Services shall occur as follows: a. Inclusion of City Logo. The BBCRA shall include the City's logo on marketing and advertising pursuant to the Circuit Agreement ("Promotional Materials") at no cost to the City. The City shall provide its preferred logo to the BBC RA for use in Promotional Materials. The BBCRA Project Manager shall provide any draft Promotional Materials with the City logo to the City Project Manager no less than five business days prior to the use of such Promotional Materials for approval; provided however that if the BBCRA Project Manager does not receive a response within five business days such Promotional Materials shall be deemed approved by the City. b. Promotional Efforts by the City. The City shall promote the Services using Promotional Materials provided by the BBCRA in the manner described in Exhibit D. 8. Notice and Contact. All notices and requests concerning this Agreement shall be delivered via email to the City Project Manager or the BBCRA Project Manager, as applicable, which 1053 email delivery shall be deemed "written" or "in writing" for purposes of this, Agreement, Notices concerning default or termination, or requests for modifications to this Agreement shall also be delivered by email and by writing sent by one of (1) United States mail, return receipt requested, (2) courier, evidenced by a delivery receipt, or (3) by overnight express delivery service, evidenced by a delivery receipt, which notice or request shall be addressed to the person designated by each party for receipt of legal notice. At present, the parties designate the following for receipt of legal notice: If to the BBCRA: Kathryn Rossmell Lewis, Longman & Walker, PA 360 S. Rosemary Avenue Suite 1100 West Palm Beach, FL 33401 If to the City: Shawna Lamb City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 9. Term. This Agreement shall become valid and commence upon execution by the last party to this Agreement ("Effective Date"). This Agreement shall be in effect from the Effective Date and unless earlier terminated pursuant to the terms of this Agreement, shall automatically terminate upon the termination of the Circuit Agreement, or 1 year from the Effective Date of this Agreement, whichever is earlier. 10. Public Records. The City and the CRA each shall maintain their own records and documents associated with this Agreement in accordance with the requirements set forth in Chapter 119, Florida Statutes. All such records shall be adequate to justify all charges, expenses, and costs incurred in accordance with generally accepted accounting principles. Each party shall have access to the other party's books, records and documents as required in this Agreement for the purpose of inspection or audit during normal business hours during the term of this Agreement and at least one year after the termination of the Agreement. 1054 11, Filing, The City shall file this Agreement pursuant to the requirements of Section 163.01 (11 of the Florida Statutes 12. Sovereign Immunity. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the BBC RA or the City as set forth in Section 768.28, Florida Statutes, 13, Default. If either party defaults by failing to perform or observe any of the material terms and conditions of this Agreement for a period of 10 calendar days after receipt of written notice of such default from the other party, the party giving notice of default may terminate this Agreement through written notice to the other party. Failure of any party to exercise its right in the event of any default by the other party shall not constitute a waiver of such rights, No party shall be deemed to have waived any rights related to the other party's failure to perform unless such waiver is in writing and executed by both parties. Such waiver shall be limited to the terms specifically contained therein. This section shall be without prejudice to the rights of any party to seek a legal remedy for any breach of the other party as may be available to it in law or equity. Notwithstanding the foregoing, in the event of a default by the either party, the exclusive remedy for such default shall be monetary, limited to actual damages incurred, and shall not exceed the amount actually paid to Circuit pursuant to the Circuit Agreement, 14 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. 15, Severability. The validity of any portion, article, paragraph, provision, clause, or any portion E 1055 thereof of this Agreement shali have no force and effect upon the validity of any other part of portion hereof. To that end, this Agreement is declared severable. 16. No Third Party Beneficiaries. No provision of this Agreement 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 Agreement, including but not limited to any citizen or employees of the City or the BBCRA. 17, No Assignment. The Parties may not transfer or assign this Agreement in whole or in part, without prior written consent of the other, which may be granted or withheld at the other party's absolute discretion. 18, Governing Law; Venue. This Agreement shall be governed by and in accordance with the Laws of Florida. The venue for any action arising from this Agreement shall be in Palm Beach County, Florida. 19. Survival. The provisions of this Agreement regarding termination and records shall survive the expiration or termination of this Agreement and remain in full force and effect. 20. Time is of the Essence. The parties acknowledge that time is of the essence in the performance of the provisions in this Agreement. 21 . 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 docurnent shall be deemed an original document for all purposes hereunder. 22, Interpretation; Independent Advice, This 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 4859-3315-2162, v, I 1056 prepared by counsel for one of the parties, The parties declare that the terms of this Agreement have been read and are fully understood. The parties understand that this is a binding legal document, and each party is advised to seek independent legal advice in connection with the matters referenced herein. (Oz" -V le v, IN WITNESS WHEREOF, the parties hereto have caused thisTefminatian� Agreement to 111'snililliprinsill iiiiiiiiiiiiii•�i•-• Agency ATTEST: a By: Prir Titl( M By: CRA Aftorne City of Boynton Beach, Flo ATTESBy: i-(Nl E ..0 .1-itl VAII 1 41 04 Chat APPROV�FICIENCY: AS TO FORM LEGAL Q'it Attorney 4859,3315.-2162, v. I 1057 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY AGREEMENT FOR ON -DEMAND TRANSPORTATION SERVICES This Agreement for On -Demand transportation Services (hereinafter "Agreement*) is made by and between CIRCUIT TRANSIT INC., , ("Contractor") a Florida corporation organized and existing under the laws of the State offlorida having its principal office at 501 East Las Olas, Suite 300, Fort, Lauderdale, Ft. 33301, including its Affiliates (collectively, the "Contractor" or "Company") and BOYNTON REACH COMMUNITY REDEVELOPMENT AGENCY (the "Client" or "CRA") a community redevelopment agency organized and existing under the laws of the State cal" lorida having its principal office 100 E Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, (hereinafter the "CRA") (collectively the "Parties"). WHEREAS, the CRA is in need of'on-demand transportation ("Services"); and WHEREAS, Circuit entered into an agreement with the City of HollyWood in response to Request to Proposal No. RFI' -045 -23 -SK, effective July 1, 2023 to provide ran -demand transportation services for a terin of'orae (1) year, with the option to renew for three (3) one-year periods; and WHEREAS, the CRA desires to obtain the Services from Circuit on same the terms. conditions., and pricing provided under Rf,P-045-23-SK, subject to the terms and conditions of this Agreement and the City of Boynton Beach Procurement Policy; and WHEREAS, Circuit agrees to extend the terms, conditions, and pricing provided under RI"1-1-045-23-SK to the CRA, subject to the terms and conditions ofthis Agreement; and WHEREAS, the Services are 7required [or a proper municipal purpose and is it) the interest of the public; and WHEREAS, the Services will further the Community Redevelopment Plan. 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) Incorporation, 'J"he recitals above and all other information above are hereby incorporated herein as if fully set forth, 2) Description of the Services, Contractor will perform its obligations as described in Exhibit A: Scope of" Services, which is hereby incorporated as if fully set forth herein. 3) Term. The Contractor shall perform the Services for six (6) months ("Initial Term"), with option to renew for 6 months ("Renewal Term"). Services shall start within thirty (30) days of the effective date of this Agreement or upon the CRA's execution ofan interlocal agreement with the City of' Boynton Beach for services, whichever is later. A copy of the executed Page 1 of 10 4875-9566-4284, v. 2 1058 interlocal agreement shall be provided to Circuit. The service start date may be extended by mutual agreement of the Partics, 4) Compensation. The CRA shall pay the Contractor an amount not to exceed Four Hundred Thousand dollars ($400,000,00) (hereinaller, "Compensation") for the perf'ormance of the Services for the Initial T'errn and Renewal Term of this agreement, which sum shall be paid in accordance with the Pricing Schedule attached as Exhibit f3. he Compensation is all inclusive for the services provided and shall include the cost of the vehicles, vehicle wraps, including the art work installation and removal of the wraps,. W-2 Drivers, management lees, driver training, insurance, vehicle maintenance, cell phones, hosting services for the mobile application and related usage fees,. web fees, and basic marketing materials. Contractor shall be responsible for all costs related to the operation and maintaining the vehicles, including cost of installation of the vehicle charging eqUipment and the costs for electrical service required .for vehicle charging. Notwithstanding the above, in the event that the CR.A does not renew this Agreement after the Initial Term, the CRA shall reirnburse Contractor the costs associated with modifying the existing electrical service to accommodate new charging equipment, upon receipt of proper invoice The CRA shall not be responsible for the payment of any additional fees not otherwise stated herein, unless the parties enter into a written amendment to this Agreement which is approved by both parties. 5) Method of Payment of Compensation. Circuit shall submit a monthly detailed invoice to the CRA. Project Manager shall determine the format of the invoice and the information that 1-flust be provided. payment of Compensation (or any part thereof) shall be made within 45 days of' receipt of a proper invoice, in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., florid Statutes, Any amounts not timely paid by CRA shall bear interest frorn 30 days after the due date at the rate of" I percent per month on the unpaid balance. All Payments shall be, in the form of a CRA check made payable to the Contractor, or as indicated above, No Payment made under this Agreement shall be conclusive evidence of the perforniance of this Agreement by the Contractor, either wholly or in part, and no Payment shall be construed to be an acceptance of or to relieve the Contractor of liability for the faulty or incomplete rendition of the Services. 6) Propriety. Contractor understands that at all times during its performance of Services, Contractor, Contractor's employees and subcontractors shall conduct itself at all times with due regard to public conventions and morals, and shall refrain from making statements or presenting material that, contains vulgar, obscene, profane, or otherwise objectionable language that, as determined in the sole discretion of the CRA, material and substantially interferes with the functions and reasonable business operations of the CRA. 7) Termination for Convenience. The CRA reserves the right to terminate this Agreement for any reason and without cause with sixty (60) days written notice during the Renewal Term only. In the event of termination, Contractor shall be entitled to payment for services rendered through the date of termination. 8) Termination for Cause; Default, The CRA reserves the right to terminate this Agreement, in part or in whole, in the event the Contractor fails to perform in accordance with the term, and conditions stated herein by providing written notice of such failure or default and by Page 2 of" 1(I 4875-9566-4284, v. 2 1059 specifying a reasonable time period within which the Contractor must cure any such failure to perfortil, or default. If the Contractor fails to cure the default within the time specified, tile CRA may then terminate the Agreement by providing written notice to the Contractor. Notwithstanding anything to the contrary in this Agreement, if the (IRA determinates that ter nination is necessary to protect public health,, sat'ety or welfare, the CRA may tenninate the Agreement UpOrl providing such written notice that the CRA deems appropriate under the circumstances, including immediate termination. In tile event of immediate termination, tile Contractor shall be entitled to payment for seven (7) days of services plus payment for services rendered under this Agreement through tile date ofthe notice of immediate termination. 9) Termination for Bankruptcy. The CRA shall have the right to terminate this Agreement by providing written notice to tile. Contractor in the event: i) Contractor enters into receivership or is subicct of a voluntary or involuntary bankruptcy proceeding; or ii) a substantial part of the Contractor's property becomes subJect for nay levy, seizure, assignment, or sale for or by any creditor or government agency, 10) Waiver. The CIO- shall not be responsible for any property or other damages or personal injury sustained by the Contractor from arry cause whatsoever related to the Services whether such damage or injury occurs before, during, or after, the actual performance of the Services, "I" he Contractor hereby forever waives, discharges, and releases the CRA, its agents, and its employees, to the Fullest extent the law allows, from any liability fur any damage or injury sustained by the Contractor, f ) Indemnification. 'Fhe Contractor shall indemnify, save, and hold harmless the CR.A., its agents, and its employees front any liability, claim, demand., suit, loss, cost, expense or damage which niay 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 h1jury, 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 tile faulty equipment of the Contractor or tile performance of' this Agreement by Contractor or Contractor's employees, agents, partners, principals, or subcontractors. This paragraph shall not be construed to require Contractor tca indemnify the CRA for 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 ornissions of that party and its officers, employees and agents. 12) Limitation of liability. To the extent permitted by law, the CRA's liability for all matters that occur as a result of, arise out of', or are otherwise related to this Agreement, including negligent, grossly negligent, or willful misconduct or omission, shall be limited to the amount of Compensation, less amounts that have already been paid, or the direct out-of-pocket damages actually incurred, whichever is less. Neither Party shall not be liable to the other party for special, indirect, incidental or consequential damages. Each Party hereby disclaims such damages to the full extent such may be disclaimed, except in the case of fraud, gross negligence or willful JniSCO1ldLlCt Ofthe responsible Party. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the including these set forth in Section 768.28, Florida Statutes. Page 3 of' 10 4875-9566-4284, %r. 2 1060 13) No Transfer. The Contractor shall not subcontract, assign, or otherwise transfer this Agrecifient to any individual, group, agency, government, non-profit or profit coiT)oration, or other entity without prior, written permission from the CRA. 14) Insurance. "Che Contractor shall obtain all insurance required by the CRA and provide proof' thereof:' at least 10 days prior to the staff of' the Services, and include for the following insurance amounts: Commercial General Liability: $1,(. 00,000 per occurrence/$2 million in the aggregate for bodily inJury, personal injury and property damage Automobile Liability: $1,000,000 combined single limit for bodily injury and property damage, including hired owned and non -owned auto coverages Workers Compensation In file amounts required under Florida Statutes Cyber Liability: $1 000,000 coverage Urnbrella/Excess Liability insurance $5,000,000 coverage The Insurance must remain in force for so long as is necessary to cover any occurrence relating to, resulting from, or arising out of the Services or this Agreernent. Contractor shall not commence services under the terms of this agreement until a Certification of Insurance ("COl") has been received by the CRA. The CRA is to be included as "Additional Insured" with respect to liability arising out of'services performed by the Contractor by or on behalf of the CRA or acts or ornissions of the Contractor in connection with providing Services pursuant, to this Agreement, The Certificate must include the following as additional insured parties: Boynton Beach Community Redevelopment Agency 100 E Ocean Avenue, 41h Floor Boynton Beach, Florida 33435 The City of Boynton Beach 100 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 15) Tax Forms. 'rhe Contractor's individual members, including the Contractor's agents and employees, shall provide file (-.'I ,A with completed W-9 forms in order receive Payment, The CRA shall provide the Contractor with an IRS Fonri 1099 where required under law. The Contractor further acknowledges that the CRA is neither paying Social Security benefits nor withholding taxes from the Contractor's compensation for file Services, Tile Contractor 4875-9566-4284, v. 2 1061 assumes all liability and responsibility for payment of the Contractor's (and the Conti -actor's individual arembers) own FICA and Social Security benefits and all taxes resulting from this Agreement, 16) Funding. This Agreement is expressly conditioned upon the availability of funds lawfully appropriated and available for the purposes, set out herein as determined in the sole discretion of the CRA. In tire event, funds to finance this Agreement become unavailable, the CRA may terminate this Agreement upon no less than twenty -lour (24) hours' notice to Contractor. Die CRA shall be the sole and final authority as to the availability of funds. The CRA shall pay Contractor for goods received or services rendered prior to the date of termination. 17) No Disci-imination. The Contractor shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital status, familial status, gender identity, gender expression, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 18) Independent Contractor; No Partnership, Etc. The Contractor 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 the Contractor is an independent contractor(s) and that no ernployer/ernployee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance of Services; and that Contractor is an independent contractor and not an employee of the CRA for all purposes including but not limited to, the application of the Fair Labor Standards Act inininiurn wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance Law,. The Contractor will exercise its own ~judgment in matters of safety for itself, those affected by the Services, and attendees of the Event. 19) Promotional Materials. The Contractor agrees that the CRA may photograph and/or record video and audio of the Services, and that, such photographs and recordings may be (i) used for the purposes of promotion of` the: CRA, or undertakings by the CRA; (ii) transmitted live or by recording oil local television and radio channels; and (iii) used in materials intended f'or public display or distribution to the public, including but not limited to print advertisements, billboards, street and lightt pole banners, websites affiliated with the CRA, and social media affiliated with the CRA. The Contractor waives and assigns to the CRA all copyrights under the Copyright Act of 1976, 17 U .S.0 101, et seq., and all other rights in recorded, photographed, or transmitted versions of the Services. The CRA shall attribute the Services to the Contractor, 20) No Infringement, The Contractor represents that in perfOrIning, the Services under this Agreement, the Contractor will not infringe, on the property right, copyright, patent right or any other right of anyone else; and if any suit is brought or a claim made by anyone that anything in conjunction with the ownership or the presentation of said Cbritractor or appearance as part of the Services is an infringement on the property right, copyright, patent right, or other rights, the Contractor will indetnnify the CRA against any and all loss, 4875-9566-4284, v, 2 1062 damages, costs, attorney fees or other loss whatsoever. The Contractor shall riot use the CRA's logos., or marks without the CRA's prior written approval. 21) Entire Agreement. This Agreement represent,,, 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. 22) Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required, each ot'which shall be deemed an original, but all ol'which together shall constitute one and the sat -tie instrument. The executed signature page(s) from each original may be Jc,,)ined 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 facsiruile or pdf' flocratdocurnent sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 23) Agreement Deemed to he Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less fiavorably 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 ofthis Agreement fairly and reasonably in accordance with the purpose of this Agreernent, 24) Governing Law, Jurisdiction, and Ven tie. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and Jurisdiction shall be Palm Beach County, Florida, for all purposes, to which the parties expressly agree and submit. BY ENTERING INTO THIS CONTRACT, CONTRACTOR AND CRA HE'REBY EXPRESSL,Y WAIVF:?ANY RIGHTS F"ITHER PARTY MAY HAVE TO A "TRIAL BY JURY OF ANY CIVII., LITIGA'FION RJ-.,,I.,A'I,'ED TO TI -11S CONTRACT. CONTRACTOR SHALL NOT BRING ANY COUR`F ACTION AGAINSTCRA EITHER IN EQUITY OR IN LAW, AND CONTRACTOR EXPRESSI..,Y WAIVES ITS RIGTHT TO INSTITUTE LITIGATION AGAINST CRA FOR ANY MATTER ARISING UNDER THETER,MS OF THIS C( N'FRACT', UNTIL, AFTER THE PROJECTHAS BEEN COMPLETED AND ACCEPTED BY CRA, 25) Severability. It any part of' this Agreement shall be declared unlawful or invalid, the remainder of the Agreement will continue to be binding upon the parties. To that end, this Agreement is declared severable. 26) Force Majeure. Neither party shall be deemed to be in breach of this Agreement if either party is prevented from performing any obligations required of it by reason of boycotts, shortages of materials, labor disputes, embargoes, acts of (Jod, epidemic, pandemic, acts of 4875-9566-4284, v. 2 1063 public enemy, acts Of'superior governmental authority, floods, riots, foreign or civil wars, rebellion, terrorism, sabotage by third pat -ties, or arty other similar circumstances for which it is riot reasonably responsible and which are riot within its control. Each party take all reasonable steps to prevent, reduce, mitigate, and remedy the effects of the Force Majeure event as soon as possible if' within its control. The CRA shall riot be obligated to pay Contractor Compensation under this Agreement to the extent that a Force Moijeure prevents or delays Contract from performing Services. 27) Voluntary Waiver of Provisions. The failure of either Party to enforce any of its rights hereunder or at law will not be deemed a waiver or a continuing waiver or any of its rights or remedies against the other Party, unless such failure or waiver is expressly set forth and acknowledged in writing. The CRA may, it) its sole and absolute discretion, waive any requirement of the Contractor contained in this Agreerrient. The Contractor may waive any requirements of the CRA contained in this Agreement. 28) ("ontractor-owned records. 1"'Xcept as provided in ("hapter 119, TMridt,7S'talutes, all records created and compiled by Contractor in completing the Services are owned by Contractor and include, but are not limited to, written reports, Studies, drawings, blueprints, photographs, negatives of photographs, computer printouts, graphs, charts, plans, contract documents, specifications, all ridership data, information generated on the Contractor's proprietary mobile applications and all other similarly recorded data. 29) Public Records. The CRA is a public agency subject to Chapter 119, Florida Statutes. 'The Contractor shall comply with Florida's Public Records Law, Specifically, the Contractor shall: Keep and maintain public records required by the CRA to perform the Services described in this Agreernent, b. Upon request front 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 Chapter 119., Florida Statutes, or as otherwise provided by law, c. Ensure that public records that are exempt or confidential and exempt from public record requirernents are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement it' the Contractor does riot transfer the records to the CRA. Upon completion of' the Agreement, transfer, at no cost, to the CRA all public records in possession of the Contractor or keep and maintain public records required by the CRA to per the service. Iffhe Contractor transfers all public records to the CRA upon completion of the Agreement, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Agreement, the Contractor shall meet all applicable requireftlentS for retaining public records. All records stored electronically must be Page 7 ofl 0 4875-9566-4284, v, 2 1064 provided to the CRA, upon request from the CRA's Custodian of'public records, in a format that is compatible with the information technology systerns of the CRA. flie Contractor also understands that CRA may disclose any document in connection with perfon,nance of the Services or this Agreement, so long as the docurnent is not exerript or confidential and exempt fironi public records reqUirenients, IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 11.9, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 737-3256; 100 E. Ocean Ave., 41' Floor, Boynton Beach, FI, 33435; or "I ,30) Agent. If this Agreement is signed by the Contractor's agent, the agent warrants that he/she is duly authorized to act on behalfof the Contractor, that lie/she is authorized to enter into this Agreement, and that the agent and. Contractor are jointly and severally liable for any breach of this Agreement:, 31) Notice and Contact. The parties shall use the contact infion-nation below for coordinating delivery of the Set ices, Whenever either Party desires to give notice to the other, such notice MLISt be in writing and sent by United States mail, return receipt requested, courier, evidenced by a delivery receipt, or by overnight express delivery service, evidenced by a delivery receipt, addressed to the Party for whom it is intended at the place last specified; and the place for giving of notice shall remain until it shall have been changed by written notice in compliance with the provisions of this paragraph. For the present, the Parties designate the following as the respective places for giving of notice: Contact Person for the Contractor Circuit Transit Inc, Jason Mirras 501 East Las 0]as Suite 300 Fort Lauderdale, Fl. 33301 Circuit 'transit Inc. P.O. Box 2173 Arriagansett, NY 11930 Attention : James Mirras Contact person for the CRA (hereinafter "Program Coordinator") - Name: finiothy Tack Address: 100 F. Ocean Avenue, 4th, I-'Iooi-, Boynton Beach, R, 33435 Page 8 (410 4875-9566-4284, v, 2 1065 snail Address: Tack'T(cObbffus. Telephone Number: (561) 600-9091 With a copy to: Kathryn Rossmell, Esq. Lewis, Longman, & Walker P.A. 360 S. Rosemary Avenue, Suite I 100 West Patin Beach, Fl, 33401 32) Attorneys' Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of" chis Agreement, each party shall be responsible for its own attorneys' fees and COSM 33) Compliance with Laws. In the performance of the Services under this Agreement, the Contractor shall comply in all material respects with all applicable federal and state laws and regulations and all applicable Patin Beach County, City of Boynton Beach, and CRA ordinances and regulations, including applicable ethics and procurement requirements. 34) Effective Date and Termination. '11is Agreement will become effective at the date and time that the last party signs this Agreement ("Effective Date"). Unless earlier terminated pursuant to this Agreement, this Agreement will autornatically terminate after the performance of the Services and final Payment by the CRA. Nothing in this paragraph shall be construed so as to affect the C' 's right to cancel or postpone the Services pursuant to this Agreement. 35) Modification. This Agreement will not be modified or amended except by the express written agreement of the Parties, signed by a duly authorized representative for each Party. Any other attempt to modify or amend this Agreement will be null and void and may not be relied upon by either Party. 36) Survival. The provisions ofthis Agreernent regarding promotional rights, infringement, indemnity, waiver, limitation of liability, insurance, agents, and cancellation shall survive the expiration or termination of this Agreement and remain in fill] force and effect. 37) Electronic Signatures. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. 38) Non -Scrutinized Company. Contractor hereby certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the CRA determines that this certification is falsified or contains false statements, or that Contractor is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the execution of the Agreement, the CRA may terminate, the Agreement. 39) Agreement Non -Exclusive. Contractor shall be free to contract for similar services to be performed for other entities or persons while under contract with the CRA. The provision of Page 9 of 10 4875-9506-4284, v. 2 1066 services provided for herein is non-exclusive, The CRA in its sole and absolute discretion may retain additional entities or persons to perfbrm the same or similar work. 41) Conffict of Intemst. Circuit represents that it has no interest and will not acquire any interest, direct or indirect, that would conflict with the performance of the services to be rendered under this Agreement, IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year written below. x. By: An epresentative r Contractor Print Name: Witness: Witness Name: �' �0"EA By: 4, Authorized prb7sentative for CRA Print Name:/ " 7-' Witness: Witness Name, 4875-95664284, v. 2 Date: Date: Date: / 7­;�- Date:,, 1067 EXI 11BITA: SCOPE OF WORK Section 1: Summary of Services Circuit shall develop, implement and manage a Micro -Transit "On Demand" service (the "Service") within a geo-fenced coverage area described in Exhibit A- I . The Service will have the ability to be on demand and may include supplementary service for special events as specified in this Scope of Work, The Service will serve visitors, residents, and workers by providing a convenient, efflicient mobility option to circulate primarily throughout the Boynton Beach CRA boundaries and provide transportation to Ocean Front Beach Park. The Service to the Beach shall be subject to CRA's execution of an interlocal agreement with the City of Boynton Beach for the provision of services to Ocean Front Beach Park. The Service shall: A. Operate a 6-inonth on -demand pilot test in two zones (Zone I and Zone, 2) covering approximately 1 .6 square miles of coverage area as illustrated in Exhibit C ("Service Area"). Zone I is located within the boundaries of` the CRA. Zone 2 provides service to Ocean Front Beach Park, which is located outside the boundaries of the CRA. 13. Supplement any part of the service with a fixed route for special events and if deemed necessary through data and public needs. C. Demonstrate the ability to scale up and down the fleet of` vehicles and deploy them to various locations based on monthly, weekly. daily, and hourly fluctuations in demand in order to achieve a desired level of service. 11 Operate vehicles that meet the Federal Motor Vehicle Safety Standards and Regulations, E. Provide a safe, and pleasing passenger experience with capable, qualified and courteous drivers. F, Feature a mobile application downloadable from both the Apple Store and Google ["lay Store which will have the ability to charge as fee for service via a secured credit earl payment system. GProvide a dedicated phone line so that users can call and request assistance. 11. Service will be operational within 30 days of the effective (late of this Agreement or upon the CRA's execution of air interlocal agreement with the City of Boynton Beach Im services, whichever is later, The date of'operation may be extended by Mutual agreement of the parties if necessary to accommodate installation of infrastruct Lire as required by Section 4 this agreement. L Service shall be periodically adjusted based upon needs identified during the term ofthe Agreement and the availability of funds. Section 2: Mobile Application Circuit shall provide a mobile application which provides for the following; A. Allows riders to request pick tip and drop off locations within the Service Area, B. Allows the user to cortnect from Zone I and Zone 2, C. At no cost to the CRA, Circuit shall maintain updates to the application, whiclishall be compatible with smart phones and other mobile devices, DProvides for the ability to charge a fee per rider and issue discounts via pron-io-aides. E" provides users with approximate time until pick tip, F. Allows users to rate drivers and provide feedback. U Features a Google Maps based map (or equivalent) that identifies the boundaries of the Service Area, 11 After a ride request has been accepted by as driver, depicts the real time location of vehicles on a snap of the Service Area, 1, Ability to track party and usage data. 0353NETWI� 1068 Section 3: Marketing and Branding A. In coordination with the CRA, Circuit shall develop and implement a branding strategy, which shall incorporate the logo and narne of the CRA and the City ofBoynton Beach. Circuit shall not implement any branding strategy without prior written approval from the CRA. Any changes to the branding strategy must be approved in writing by the CRA prior to implementation, 13. Circuit shall develop and implement a marketing program to promote awareness of the prograrn. The CR A shall have the right to request changes to the marketing program. CThe CRA retains tire right to review marketing materials prior to use and to request changes or withdrawal ofany marketing materials. Section 4: Vehicles and Infrastructure Circuit shall procure, license, operate and maintain vehicles and related infrastructure including charging stations used in the service in accordance with applicable laws and regulations with the following requirements. A , Fleet Siz*, Unless the parties agree otherwise, Circuit will acquire, and operate at its own expense rio fewer than two (2) GEM vehicles (inclusive of one (I) ADA accessible GEM vehicle) anti two (2) EV Sedans as part of this Service. The parties agree that the hourly rate for the EV Sedans will be the sarne as the OEM vehicles for the Initial Term and Renewa I Terni of the Agreern ent. Circuit shall maintain and operate vehicles to satisfy the minutruin levels of service and ADA accessibility requirements, B. Specifications. All vehicles will: I, Comply with all applicable laws and regulations, ii. Be fully electric. iii. Meet all safety standards established by applicable law or regulation. iv. Feature luggage carrying capacity. C, Branding. The branding strategy will be applied to all vehicles as follows: i. At 0 times during operation of any vehicles pursuant to this Agreement, Circuit may apply, but is not limited to, branding to all wheels, hoods, front panels, coping, roof and rear fenders, unless otherwise prohibited by the CRA. ii. Circuit shall develop a default vehicle wrap to be Used \,\,rhen no paying advertiser has been identified for any vehicle or vehicles for a period of 7 days or longer unless otherwise approved by the CRA. iii. Exterior and interior advertising will not inteilere with the placement or visibility of any branding required by this Agreement, unless otherwise approved by the CRA, D. Licensing. Circuit shall obtain and maintain proper licensing and registration of all vehicles at all times. E. Parking and charging stations. The CR.A shall provide four (4) parking spaces that will be reserved exclusively ft)r Circuit's use, which Circuit may Use for charging, parking, and storing the vehicles during times of non -operation. The location of' the spaces will be as stated in the Interlocal agreerrient between the CRA arid the City, Circuit Shall be permitted to install Level 2 EV charging stations and signage at the three (3) ofthe reserved parking spaces. Circuit shall be solely responsible for the cost of'signage, charging equipment, and electrical services required for charging vehicles, The CRA shall C11SUre that electrical service is available at the reserved spaces. Upon termination of the Agreement, Circuit shall restore tire reserved parking spaces to their original condition. F. Maintenance and replacement. mms� 1069 i, At Circuit's sole cost, Circuit shall maintain tire interior and exterior rad` ail vehicles in good working order, in accordance with all applicable laws and regulations. ii, Circuit shall ensure that all vehicles will be free of graffiti, vandalism, defacement and other, darnage to tire, satisfaction of the CRA, iii, Circuit shall replace any vehicle at its sole cost when the vehicle cannot be maintained in good working order, in accordance with applicable laws and regulations, or it is no longer able to be maintained in accordance with the requirements ofthis Agreement. iv. Circuit shall use its best efforts to restore or replace non -operational vehicles to operation within three (3) calendar days froin the date of any incident requiring the vehicle to be removed frorn operation, Circuit shall provide verbal and written notice, to the CRA of any delay in restoring or replacing a non -operational vehicle that extends beyond three (3) calendar (lays from the date of" malfunction. If the CRA detennines that any such delay is due to Circuit's lack of diligence, the CRA will have the right tO pursue any' remedy provided for in this Agreentent, or at law or equity. Section 5: Staffing A. General. Circuit shall provide sufficient staffing to maintain levels of. service required by this Agreement, All persons providing services pursuant to this Agreement will be employees, contractors or consultants hired by the Circuit. Circuit is solely responsible for all staffing decisions made pursuant to this Contract. B. Drivers. Circuit shall obtain complete back(round checks on all drivers, including driving records, criminal checks and employment references, conduct initial drug testing, and provide as training program for newly hired drivers. Circuit shall not hire any convicted felon or any person who has been convicted or pled guilty to driving under the influence of drugs, or alcohol as a misdemeanor in any state. C ircuit shall not line a driver with more than three (3) infractions relating, to driving a motorized vehicle within the previous 24 months. Circuit to review each driver's driving and criminal records at least annually, Circuit shall provide its employees with as living wage and tips. Section 6: Attaining and Maintaining Levels of'Service (LOS) A. General, Circuit shall provide air LOS that meets customer deniands at. all times of Service operations. BService Level review, Circuit and the CRA shall rneet at least quarterly to review LOS and deterrnine if any actiustments are necessary. Any agreed upon ad.justments will be made in writing. C. The CRA designates Thnothy Tack as the Project Manager and will provide written notification to Circuit of"any changes to the Project Manager. rhe ProJect Marrager shall be Circuit's principal point ofcontact regarding any matters relating to this Agreement. 'rhe Project Manager shall provide all general direction to Circuit regarding perf'ormance and provide guidance regarding the CRA' s goals and policies. The Project Manager is authorized to waive or modify any material changes to this Scope of Work changes so long as the changes do not increase Compensation paid to Circuit. Except as provided herein, any modifications to the Scope of Services that increase the Compensation paid to Circuit must be agreed by the parties by written amendment to the Agreerrient. D. Circuit designates Jason Bagley as Circuit's Representative for this, Agreement. Circuit will provide written notice tck the CRA should there be a subsequent Represernative change. Circuit's Representative has full right, power and authority to act for Circuit on all malters arising under or, relating to this Agreement. E, SpecW events. CRA may request additional vehicles for special events. Such request shall he made at least thitly (30) days prior to the special event and may include as request the establishment 1070 of a fixed route for, existing vehicles arid/or as request additional vehicles, subject to avaihibility. For additional vehicles provided for special events., CRA agrees to pay, tire regular service hourly rate per vehicle of 4.97 plus the actual cost to transport the vehicle(s) to tire requested location, which will be agreed to by the, parties in writing, prior, to transportation. Section 7. Trip Sharing A. Drivers shall be permitted to trairsporl more than one (1) part), bla no more than five (5) parties in GEM vehicles and four (4) parties in the E -Sedan under the fbIlowing conditions: i, 'I lie vehicle must be equipped with individual seatbelts for the driver arid cacti rider. iL All passengers must use seatbelts at all times. iii. The total number ol"passengers, including the driver does not exceed the vehicle's legal capacity'. Section 8: Operational Requirements A, Circuit and all its einployees, officers, managers, staff, subcontractors and subconsultants shall Comply with all applicable local, state and federal laws arid regulations while perftinning work pursuant to this Agreement ioClUditig but riot limited to all laws and regulations regarding the safe operation cif` vehicles. B. Circuit shall prohibit drivers firom testing OY' using smartph ones, or other mobile device, eating, drinking, wearing headphones, and engaging in any activity that may cause the driver to become distracted while driving the vehicle., Parties acknowledge and agree that (i) drivers will only be permitted to wear Bluetooth enabled device or similar technology it) provide service provided by this Contract in accordance with all laws governing such devices; arid (ii) drivers may use smart ph(ines mounted to the dashboard or windshield of the vehicles only in accordance with all laws governing such devices, C Circuit must obtain all permits and approvals required in fire ordinary course of business lot- the safe, and legal ofteration of the Service,, including without limitation, permits or approvals from the Florida Department offlighway Safety and Motor Vehicles, . Circuit is responsible for obtaining any permits and approvals required by the State of'Florida for operation of the Service, D, Circuit to require all persons using the Service to comply with applicable local, state and federal laws and regulations relating to the use of scathelts and alcohol consumption in vehicles, E Circuit and its drivers are permitted to refuse service when, in the driver's opinion, a passenger poses a threat to himself or herself, other passciigers, the driver, the vehicle or other vehicles or personsa F. Circuit is permitted to establish reasonable restrictions on the provision of services to non -service animals. 6, All Circuit drivers shall wear proper identification and a uniform. K The CRA reserves the right to request immediate dismissal of any Circuit emprloyees who fail to comply with the requirements of this Agreement. Relief' personnel should be readily available during the terra of this Agreement. Section 9: Operating Hours Each vehicle shall be available for an anticipated sixty (60) hours each week ("Vehicle Hours") . The cost per vehicle shall be based on the rates described in the Pricing Schedule attached as Exhibit B. The Vehicle Hours shall occur within the following schedule: MHEIFM� 1071 Day Start time End time Cvlora 10 00 arra 8:00 Pill Tues 10: 00 ant 8:00 PTTI eds 10:00 arta 8:00 pin .. . ]'burs ........ .. ... 10:00 am 8:00 prn Fri 10:00 arn 10:00 pni dart 10:00 am 10 M pill San 10:00 am 8:00 pin CRA Project Manager shall have the discretion to reduce or increwse the number of'Vehicle Hours and/or determine the hours of operation based on level of demand as determined by monthly data collection and eons ideration of holidays or other special events so to as the total Vehicle Hours for each month does not exceed the CRA's annual budget for the Service, Section 10: Levels of Service Reporting A. Circuit shall provide the CPA with moriffily reports describing the level of service Im each zone, Upon request, Circuit will provide the CRA with weekly level of` service reports for each zone. B. Monthly data reporls shall include: i � Number of'parties on a daily, weekly and monthly basis ii. Number of paying custorners iii. Gross/Net revenue collected for fare revenue credits which distinguishes between fare revenue collected for Zone I trips and fare revenue collected for Zone 2 trips. iv, Number ol"vehicles not in operation on a daily, weekly and monthly basis v, Average wait fline frorn request through the mobile app until arrival by assigned driver on a daily, weekly and monthly basis. vi, Average trip duration on as daily, weekly and monthly basis. vii. Pick -Up and drop off` location for each trip. viii. Average number of'passengers per party per trip. ix. Average number of parties per trip. x. Number of passenger complaints received and resolution of the complaints (xi a daily, weekly and monthly basis. G CifCUit shall present a report to the CRA Board on a quarterly basis surnm art zing the data provided in the monthly reports, the collected fare revenue, and the advertising revenue generated, R In the event Circuit does not provide a required report(s), the C1 A reserves the right to withhold payment until the required report is received. To the extent that the CRA requires additional inforination related to the above reporting requirement, Circuit shall provide the information to the CRA. Section 11: Advertisement Sales Circuit shall sell space on the exterior or interior ofthe vehicles for the display of commercial advertising, Net Advertising Revenue, defined below, that is generated by Circuit in connection with the sales of commercial advertising shall be divided equally between Circuit and the CRA, Net Advertising Revenue ineans the gross advertising revenue receive(] less all costs and expenses, including, but not limited to 1072 advertisement design., produclion costs, installation and removal costs and customary commissions paid to media sales representatives, incurred by Circuit in connection with providing the advertisement sales. Circuit shall provide an accounting of all advertising revenue with its Level of Service monthly report as required in Section 9, which shall include the gross revenue, costs and expenses Circuit shall provide to CRA as breakdown of the Net Advertising Revenue each mouth, which shall include the gross revenue plus costs and expenses incurred in connection wid'i providing advertising sales Section 12. Advertising Guidelines A. In its agTeernents with its advertising contractors, Circuit shall reserve the right to rpject any adverfisernent,, commercial or nonMrnlercial. B, Circuit shall determine the methods, details, and means for PCH61111ing the Advertising Sales Services, subject to the CRA's consent which shall not be unreasonably withheld, C. All advertising and promotional materials, including, without limitation, any vehicle "wraps" (collectively "Advertising") must conform to the following criteria: De ', ma o Advert sin No Advertising Nvill be permitted that falsely disparages ally 111- A 11-�-M advert.... .... i sin person, product, or company, or that is likely to damage the reputation of any person, product, or company. ii. Advert.j.'sin . ..Condonins, Criminal (',onduct. No Advertising will be permitted that is likely to incite or produce imminent unlawftit activity, iii. Obscene Acivertisin . No Advertising shall display any statement, word, character, or ������.,,-���—',",� W illustration of an indecent or obscene nature, as defined by l�,".S, (7hapter 847, as may be arnended from titne to firne. iv, False Advertisilig. No Advertising shall displace false or misleading inforination, intended to mislead the public as to anything sold, any services to be performed or inforuration disseminated. Tobacco Firearms. and Cannabis. No Adveilising shall display any statement that promotes the sale of tobacco or tobacco products, electronic cigarettes, firearms, or rnedical marijuana treatment centers or delivery devices in accordance with Florida law. vi. Existip& L#Ws, All Advertising most conforryi to all applicable federal, state, and local statutes, laws, ordinances, rules and regulations. 1). The CRA shall request removal of any advertising, conanercial or noncommercial, that does not conforni to this policy. Such demand will be in writing and will state reasonable grounds for the request. Circuit Will consider' and act promptly upon the request in accordance with this policy, Section 13: Ridership Fares A. Circuit shall collect ridership fares for the services, as follows: 1073 am i, For rides that begin and terminate. within Zone 1: $1,00 for each rider. ii. For rides that begin or terminate in Zone 2: $2:00 for each rider. If the rider is part of' a group, $2.00 fear the initial rider arid $1.00 for each additional rider within the group, Circuit shall credit the CRAnionthly invoice for each Zone with 100% of the Net Fare Revcime, defined below, that: is generated and collected from ridership fares. Net Fare Revenue rneans all gross ridership revenue that is collected from the passengers for the services less revenue collection coasts and expenses, including but not limited tet sales taxes or other taxes imposed by law, credit card processing fees and other billing related charging by third parties imposing similar processing charges. Circuit will be responsible for documenting all costs and expenses arid related charges associated with the Net Fare Revenue calculations, 48531349-4940, V 6 1074 E,'xlubit A-1 Service Area The Circuit Service Area for City of Boynton Beach CRA ffint is active in the Ride Circuit app and on the (Ircuit website is as follows: Zone 1: Area shaded hime Zone 2: Area shaded green 1075 Exhibit B.- Pricing SchedUle ba ft, —� W, % 4, a AIN 91 WW, "1 0 :. 'M KI ID6� A� 26, Sk it: 9 .11, 16,1 M.d M 10,11 All. M4 luk NCO M. M30 86r.W HALM m0 Aw m 0 Mo X" Iw 0. 1 U1, a* 'ILO S211.0 4 10 ".1 s 34V s m VP w4v 1-1-dh WWI wf� mv& siv 3 oil 6 Nil s SW ¢ MAI LOX b LAW t LM s LM 18XX b LW s IAW s Lm & LM I LW s IAW s Im 1076 $W M - INE' Is q/1 Plaku of BOny raw, of 1077 1078 11121i 11 lillillPlillill iiiiiiii III Ill I i 111121111 Ill I Ill I I ill y 1111111 1 1111111111 111 lil i I Jill 1079 i A r August 29, 2024 Jason Bagley Circuit Transportation, Inc. 501 East Las Olas Suite 300 Fort Lauderdale, FL 33301 Re: Notice of Renewal 100 E. Ocean Avenue, 4' Fk'Or Bovnton Beach, FL 33435 Offlcei 561-737-3256 Fax: 561-737-3258 www.boyntonbeachcra.com fh - MINEWORM ����II I Agreement for On -Demand Transportation Services On January 18, 2024, the Board of the Boynton Beach Community Redevelopment Agency ('BSCRA") approved the Agreement for On -Demand Transportation Services with Circuit Transit, Inc. ("Agreement"). Pursuant to Section 3, the term of the Agreement is for six (6) months with the option to renew for six (6) months, with services to begin upon approval of an interlocal agreement between the City of Boynton Beach and the BBCRA. The Interlocal Agreement Between the City of Boynton Beach and the Boynton Beach Boynton Beach Community Redevelopment Agency For Funding an On -Demand Transportation Services Pilot Program (`Interlocal Agreement") was approved by the Boynton Beach City Commission on March 5, 2024 (See City Resolution R24-041). The BBCRA desires to exercise its option to renew the Agreement for On -Demand Transportation Services with Circuit Transit, Inc. for six months, from September 6, 2024 through March 5, 2025, at the same prices, terms and conditions as set forth in the Agreement, subject to your execution of an Anti -Human Trafficking Affidavit, attached hereto, as required by Section 767.06(13), Florida Statutes, (2024). Please sign and date below to indicate your acceptance of the renewal of the Agreement through March 5, 2025. Sincerely, Timothy hack Assistant Director, Boynton Beach Community Redevelopment Agency 1080 COWUNHY IVmmmllmmV mm m� ACCEPTED BY BOYNTON BEACH COMMUNITY RE .1- LOPMENT AGENCY: 71 ignatur 100 E. Ooean Avenue, 4' Floor Bovntan Beach. FL 33435 on= 561-737-3256 Aw r 561-737-32W www,boynton beachcra.com ACCEPTED BY CIRCUIT TRANSIT INC: SiWnur���� 1081 R ul cz0 V) I SO a vi CL M �IIL... ul .... . 41 ....... 7 ®I ... cd (av aj 73 La 0 Ef1 ® � L.: .... umuuuuuu�° � CA CZ ca ®.o % V :2 4... LU -0 ,':; • Gi. U UN co OU ". ..� I I In ff7 11J0 > C, 0 -Y (2 0 ifi 'E t� E -C -j? om - 9 4d cn J u u 0 CL D- 41 o u . . . . . . . . . . . . . . . m > S, qu D 0 .9 (Ij T D m 0CL a '-' 0 2 E 0 0 1A o Z, 0 D W 4 1 C, M LLJ0 2 Q z -C 0 0 mum 0). z . x ro E ar 0tJ u U) co, 2 Cdr mm t 1.0 �L� c 3, 00 0au o (D o 02 UL J- --I .-1 o 0. 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Heart of Boynton Shops - Commercial Update: At the September 10, 2024 meeting, the Board received a project update from Centennial Management Corporation (CMC). A CMC representative shared that the commercial construction would begin in October (see Attachment IV). CMC had previously provided the commercial tenants an email on July 12, 2024, that they anticipated construction to begin early August 2024 (see Attachment V). Staff met with CMC on Tuesday, October 15, 2024, to discuss the current status and concern for delays of the commercial spaces (see Attachment VI). Six of the eight commercial spaces are building permit ready, but have not received a construction contract with the final cost estimate from CMC. Two of the units were permit approved in February 2024 with the remaining four receiving permit approval by June 2024. Additionally, Staff was advised that previous cost estimates were not based on the final building permit plans and would need to be priced by the respective subcontractors. Staff shared a list of possible subcontractors to assist CMC in pricing the tenant buildouts (see Attachment VII). On October 25, 2024, CMC received a request from the restaurant tenant in Unit 104 to be released of the lease due to the delays. The tenant sent another email on November 4, 2024, and November 12, 2024, requesting a response from CMC (see Attachment Vlll). On October 28, 2024, November 4, 2024, and November 8, 2024, staff requested an update from CMC for the status of Heart of Boynton Shops regarding construction contracts and construction commencement (see Attachment IX). On November 12, 2024, staff met with representatives from CMC and the attached meeting notes were taken (see Attachment X). CMC committed to providing final cost estimates for units 102, 105, 107 and 108 by November 19, 2024. The most recent email communication from CMC to the tenants regarding an update on the 1099 project is the Attachment V email dated July 12, 2024. Staff has received phone calls from tenants who are concerned about the continuous delays and lack of responsiveness from CMC. Two tenants have voiced concerned on the interest payments they are making for loans they have in place to fund the construction. Staff is concerned that further delays will result in additional tenants wanting to terminate their lease. 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: To be determined based on Board discussion. ATTACHMENTS: Description • Attachment I - MLK Jr Blvd Project Site Plan - North • Attachment II - MLK Jr Blvd Project Site Plan - South • Attachment III - MLK Jr. Blvd. Mixed Use Development Project Renderings • Attachment IV - September 2024 Board Meeting Minutes • Attachment V - August Construction Commencement Email • Attachment VI - Heart of Boynton Shops Status • Attachment VII - List of Subcontractors • Attachment VIII - Unit 104 Cancellation of Lease • Attachment IX - Requests for Updates • Attachment X - November 12, 2024 Meeting Notes 1100 �.9u D2u.Illd uv a ip d!�,o�M3H �d"�ilw�O z ? o �2 a c - — — — ------------------------------------- ❑ U 1 a f f pfw ......... .... 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Information Only A. Semi -Annual Progress Report for the Purchase and Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Village Apartments (December 2023 - May 2024) B. Semi -Annual Progress Report for the Development Agreement with Wells Landing Apartments, LLC d/b/a Heart of Boynton Shops (March - August 2024) Paul Bilton stated that they received the final certificate of occupancy in July for all units. He noted that they are moving forward with completing the commercial portion with construction starting in October. Board Member Hay asked what was the delay in commercial construction. Mr. Bilton replied that units 102, 107, and 108 are ready to start construction in October. He stated that units 104 and 105 are restaurants and there has been changes in tenants and in the design. He noted that they are diligently moving forward with these units. Board Member Hay commented that he hopes that is the case and that he will be checking in with Staff on a regular basis. 9. Announcements and Awards A. 2024 Florida Festivals & Events Association SUNsational Awards Mercedes Coppin, Business Development and Promotions Manager, stated that the CRA was awarded eight awards from the Florida Festivals and Events Association for marketing and business promotional activations during the past year. She noted that first place awards were received for the Enchanted Market at Pirate Fest Photo Area/Selfie Station and the Holiday Boat Parade Promotional Mailer and T -Shirt, second place awards were received for the Night Market Event photo and the Spring Market Promotional or recap video. She also noted that third place awards were received for Enchanted Market at Pirate Fest Event photo and the Night Market Billboard signage. 10. Public Comments The public comment section of the meeting is for public comment on items on the consent agenda or items that are not on the agenda. For items on the agenda, the public will be given an opportunity to comment at the time each item is considered. Each speaker will be given a total of three (3) minutes to comment; however, the Board retains i `PT -1 From: Paul Bilton To: aillionandco(clamail.com; amilhomme[alagapehealthwellness.com; iohnkaforwardleadersarouo cam; pat iw izzacaamaiLcom Cc: Tack. Timothy; Nicklien. Bonnie; Jorge Leon; Lewis Swezy Subject: RE: Heart of Boynton Shops Update Date: Friday, July 12, 2024 12:14:13 PM Attachments: imaae001.ona imaae002.ona imaae003.ona imaae004.ona imaae005.ona imaae006.ona imaae007.ona imaae008.ioa This Message Is From an External Sender This message came from outside your organization. Good Afternoon! We are excited to see the commercial space being officially leased up, and we would like to give you an update. We anticipate starting the build -out for permitted units in early August. The construction contract language is being finalized and will be ready along with the schedule of values shortly. We look forward to continue to work with you to make this happen. Regards, Paul Bilton Centennial Management Corp 7735 NW 146 Street, Suite 306 Miami Lakes, FL 33016 786-399-4210 From: Nicklien, Bonnie <NicklienB@bbfl.us> Sent: Wednesday, July 10, 2024 12:27 PM To: Jorge Leon <jleon@centennialmgt.com>; Paul Bilton <PBilton@centennialmgt.com> Cc: Tack, Timothy <TackT@bbfl.us> Subject: Heart of Boynton Shops Update Hi Jorge, Per your request — here is the contact information for all of the tenants who have approved permits and are waiting CMC's next steps: N:arnk, flicaklia, o !crud � vid Pry' n( dri.:1 �(rpd irl I'+ hick ( nf"Innn if? h/ Ii)01 Ocl 4ur`?hie/lid ::r'i l� ':�;;h1, I IorkI'u 33d d 1127 137 NE 10th Avenue, Unit Sylvia Gillian Gillion & Co. Inc. gillionandco(pmail.com 107 561-414-8892 Agape Health & Wellness 137 NE 10th Avenue, Unit Agathe Milhomme amilhomme.(cr7aaapehealthwellness.com LLC 102 786-356-9915 Forward Leaders Group 137 NE 10th Avenue, Unit John LeJeune LLC, d/b/a Eat Dope Io�(�forwardleadersgroup.com Vegan 105 561-827-8520 137 NE 10th Avenue, Unit Jude Vaillant Potiwa Pizza LLC potiwa izza ail.com 104 786-487-7227 _r�m N:arnk, flicaklia, o !crud � vid Pry' n( dri.:1 �(rpd irl I'+ hick ( nf"Innn if? h/ Ii)01 Ocl 4ur`?hie/lid ::r'i l� ':�;;h1, I IorkI'u 33d d 1127 America's Gateway to the Gulfstream Name he ahised Wt MWOMs a 13ri!iiad pluWkurecouls lalAij, aml aH corresponiilenciim b!v urme via ernaH urmaljW Ilbe subjectto WWwler l:loHda Imm, ernaH ad& inses are pubMc reaWs, Therefore, lipur ernafl communkath!m aml hour ernafl mw: idressinaly� Ilii, sub�ect to Illrm. blk: ds,i:Wosuri�!! 1128 Unit Business Name Permitting Status 101 Premier Medical Center of Boynton Beach Review Cycle denied on 5/17/24 Unresponsive since 4/29/24 102 Agape Health & Wellness LLC Permit approved on 2/28/24 103 JB Dental Care LLC Finalizing Desgin Plans 104 Potiwa Pizza LLC Permit approved on 6/10/24 105 Eat Dope Vegan Permit approved on 6/13/24 106 The Law Office of Diane Andre Permit approved on 4/22/24 107 Gillion & CO. Permit approved on 5/21/24 108 City of Boynton Beach Permit approved on 2/28/24 1129 From: Tack, Timothy To: Nicklien, Bonnie Subject: FW: Potential MEP contractors for the HOB pricing Date: Monday, October 28, 2024 11:25:00 AM Attachments: iniacie617076.pna imacie534478.pna iniacie424414.Dna iniaae505886.Dna iniacie931134.Dna imaae636797.pna fyi Thanks, l i� i wI kv,, I P F 100 i Occan Boi v'Won Bench, � loi k"'I � `,I 1'�I httPs://v/\Atw, boyn Lori beachcra.corn M America's Gateway to the Gulfstream be �Idvised fliat ��Iqwkla [ms a bri!mel �R&Hc riecords 41,Nl, and all corriesporidence [o rne id!,�) emaH innay Ilbe SUbject toclisclosure Unii�ier I'Iorida 4vt, ii:1m:RH add ril,lss�il,ls are Iltublic urieiimr�iiJs® III herefore, 1!�10W em::iH CCIrTInIUVIk:aflon anii1,1111ciur emaH address nia,,V sub�ect ijtbhc ifl!sch.1siare From: Tack, Timothy Sent: Monday, October 28, 2024 11:24 AM To: Jorge Leon <jleon@centennialmgt.com> Cc: Paul Bilton <PBilton@centennialmgt.com>; Lewis Swezy <LSwezy@centennialmgt.com> Subject: Potential MEP contractors for the HOB pricing Jorge, Below are some possible contractor's for the buildouts. 1130 Electrical o Palm Beach Electric o AJI Electric o Copperhead electric Plumbing o Rapid Plumbing o Buckeye Plumbing o ECM Mechanical o Cousins Air c Astro Air o ECM Thanks, 1131 From: Lucika Suarez To: Paul Bilton; Lewis Swezv Cc: Pot"iwa Pizza; Nicklien, Bonnie; Penserga, Tv; Tack. Timothy Subject: Cancellation of Lease Date: Friday, October 25, 2024 12:53:45 PM This Message Is From an External Sender This message came from outside your organization. I hope you are doing well. I wanted to ask you what's the process of Jude being released from the lease with you, Centennial Management. Legally, you are in breach of contract because the commencement date has passed and the unit has not been conveyed to Potiwa Pizza, the tenant. I'm prepared to send over a cancellation of contract if that's all it takes. Please advise. Best Regards, Lucika Lambert Suarez Florida Licensed Realtor # SL3477196 Ph: 561-336-1292 Don't judge each day by the harvest you reap, but by the seeds you plant. -Robert L. Stevenson 1132 From: Lucika Suarez To: Paul Bilton; Lewis Swezv Cc: Pot"iwa Pizza; Nicklien, Bonnie; Penseraa. Tv; Tack, Timothy Subject: Re: Cancellation of Lease Date: Monday, November 04, 2024 3:49:35 PM This Message Is From an External Sender This message came from outside your organization. Good afternoon Paul and Lewis, I hope this message finds you well. I am following up on the email sent on October 25 regarding the lease agreement with Potiwa Pizza. Could you please clarify the next steps required to formally terminate the lease agreement? Additionally, we would like to request reimbursement not only of the security deposit but also of all expenses incurred in preparing to open the restaurant, as the project ultimately did not proceed. We are committed to resolving this matter amicably but will consider legal options if necessary. Your guidance on how best to proceed would be greatly appreciated. Thank you for your attention to this matter. On Fri, Oct 25, 2024 at 12:53 PM Lucika Suarez <lucikasuarez5&gmail.com> wrote: I hope you are doing well. I wanted to ask you what's the process of Jude being released from the lease with you, Centennial Management. Legally, you are in breach of contract because the commencement date has passed and the unit has not been conveyed to Potiwa Pizza, the tenant. I'm prepared to send over a cancellation of contract if that's all it takes. Please advise. Best Regards, Lucika Lambert Suarez Florida Licensed Realtor # SL3477196 Ph: 561-336-1292 Don't judge each day by the harvest you reap, but by the seeds you plant. -Robert L. Stevenson Best Regards, Lucika Lambert Suarez Florida Licensed Realtor # SL3477196 Ph: 561-336-1292 Don't judge each day by the harvest you reap, but by the seeds you plant. -Robert L. Stevenson 1133 From: Lucika Suarez To: Paul Bilton Cc: potiwagizza(@amail.com; Tack. Timothy; Nicklien, Bonnie; Lewis Swezv; Jorge Leon Subject: Re: HOB Unit 104 Potiwa Date: Tuesday, November 12, 2024 11:03:29 AM Attachments: imaae001.12na imaQe002.DnQ imaae003.12no imaQe004.Dna image005.12no imaQe006.Dna image007.12na imaae008.ioa This Message Is From an External Sender This message came from outside your organization. Hi Paul„ I hope you're well. I wanted to follow up on my previous email and see if you had a chance to review it. Please let me know if there's an update on the matter. Thank you, and I look forward to hearing from you. On Thu, Nov 7, 2024 at 9:49 AM Lucika Suarez <lucikasuarez5&gmaii.com> wrote: Good Morning Paul, I hope this message finds you well. I understand that Jude recently spoke with Sweezy during a visit to the HOB project site to check its progress. However, before moving forward, we have a few important concerns. First, if we decide to proceed, we would need to amend the lease to include performance clauses that ensure delays are minimized and communication consistently meets professional standards. Second, could you confirm whether RS Construction has completed their portion of the work, specifically the cement flooring, ADA -compliant restrooms, plumbing, and electrical installations? Additionally, please review and respond to our previous email regarding the lease agreement. Once these matters are addressed, we can better assess whether Potiwa is prepared to move forward with this project. Thank you, and we look forward to your response. On Tue, Nov 5, 2024 at 7:58 AM Paul Bilton <PBilton cnre centennialmgt.com> wrote: Good morning Jude, It was nice talking to you about your plans the other day. Considering that you are using a GC other than RS Construction and have a permit, you may schedule your construction start now. Prior to actual commencement we do need a pre -construction meeting with your GC to 1134 coordinate logistics and make sure all required documentation /eginsurance, NOC\ is in place. | look forward to hearing from you. =1 11100 ff*m From: Nick|ien, Bonnie Sent: Monday, October 28'202411:O3AM To: Paul Bi|ton LevvisSwezy ; Jorge Leon Cc: Tack, Timothy Subject: FW: Cancellation of Lease Morning Paul, As discussed this morning, please let us know once you speak with Potiwa Pizza and what the decision isregarding the Unit 1O4lease. Thank you, Bonnie -4r'1pr"0v,➢81 'cad it C,or'IprYdu, i0 "c,�Je,vclop1„ncni. W0 L, d'"d'dmm"^an A e Bn,yrl on Be I”"h, Fld.rr` ck:,,V 31435 ( us I I�( h�ttps://vn/vnrw.boynLoribeachcra.com WE= America's Gateway to the Gulfstream llul ase be i)&iiiliiseiii'thlat 1�'1ariiiiia has a IOW"wlWad IpWibiilic reoi��iirds 4wu, and all corr o,!opi'��)IIIdeniil�;uh..i to InI'Ype 1II14res:a:l s,i ui bra:ubjost.�IL.� I10ui CSsl.")rsmw Ussrr, IIIIsi smia ooii�, esul:sll„iµ e.so.are sublls ^iIiR,cioss . II ierii:::!foroii lIIlow iiir erlli,tail cot'Ir'lllllr:�.:lllmid"o°ut"i:: ni n:rid ilp�n, err'llln:l address n"mo)y Ill be stA big. ct to Illsri lig° d i s'q 1 ici s �ire From: Lucika Suarez <lucikasuarez5(@gmail.com> Sent: Friday, October 25, 2024 12:53 PM To: Paul Bilton <PBilton(b�centennialmgt.com>; Lewis Swezy <LSwezyC@centennialmgt.com> Cc: Pot'iwa Pizza <potiwapizza Pgmail.com>; Nicklien, Bonnie <NicklienBPbbfl.us>; Penserga, Ty <PensergaTi@bbfl.us>; Tack, Timothy <TackT(@bbfl.us> Subject: Cancellation of Lease This Message Is From an External Sender This message came from outside your organization. 1136 I hope you are doing well. I wanted to ask you what's the process of Jude being released from the lease with you, Centennial Management. Legally, you are in breach of contract because the commencement date has passed and the unit has not been conveyed to Potiwa Pizza, the tenant. I'm prepared to send over a cancellation of contract if that's all it takes. Please advise. Best Regards, Lucika Lambert Suarez Florida Licensed Realtor # SL3477196 Ph: 561-336-1292 Don't judge each day by the harvest you reap, but by the seeds you plant. -Robert L. Stevenson Best Regards, Lucika Lambert Suarez Florida Licensed Realtor # SL3477196 Ph: 561-336-1292 Don't judge each day by the harvest you reap, but by the seeds you plant. -Robert L. Stevenson Best Regards, Lucika Lambert Suarez Florida Licensed Realtor # SL3477196 Ph: 561-336-1292 Don't judge each day by the harvest you reap, but by the seeds you plant. -Robert L. Stevenson 1137 From: Nicklien, Bonnie To: Jorge Leon; Tack, Timothy Cc: Lewis Swezy; Paul Bilton Subject: RE: CORDOVA ESTATES - BIDS Date: Monday, October 28, 2024 11:06:00 AM Hi Jorge, Any updates on the final bids ready for construction contracts for Unit 102, 105, 107, and 108? It would be helpful to have the final bids for 104 (Potiwa) and 106 (Diane Andre) since they are permit ready as well even though there may be a tenant change for Unit 104. Thank you, Bonnie From: Jorge Leon <jleon@centennialmgt.com> Sent: Wednesday, October 16, 2024 5:58 PM To: Tack, Timothy <TackT@bbfl.us>, Nicklien, Bonnie <NicklienB@bbfl.us> Cc: Lewis Swezy <LSwezy@centennialmgt.com>; Paul Bilton <PBilton@centennialmgt.com>; Jorge Leon <jleon@centennialmgt.com> Subject: CORDOVA ESTATES - BIDS This Message Is From an External Sender This message came from outside your organization. Good Afternoon, Below is the analysis of the difference in price for unit 102 & 108 Unit 102 Attached find the complete analysis of the difference pf each category : 1. Cabinet & Quartz Tops not in original Bid a difference of $ 6,000.00 2. Glass Window not in original Bid a difference of $ 525.00 3. Plumbing difference is $ 6,000.00 based on a bid by Alpadex Plumbing a local Plumber. The original bid from Ridgeway was for a single bathroom and was based on doing all units at the same time. Ridgeway is no longer interested in doing the work because this is too small of a job. 1138 Unit 108 The estimate for unit 108 was done based on a proposed plan and a there was note on bid That stated that final estimate upon final drawing and final scope of work . Below is analysis of cost difference: 1. The drywall was a total mistake because of the number of linear feet of wall and the height increased that price. 2. The doors & hardware per final plan are stain grade doors at a higher cost. 3. Paint increase due to the staining of the doors and the extra labor. 4. Additional cost on the storefront door & side panels based door spec on plans. S. We increase the allowance of the tile per the final plans tile spec. 6. Bathroom Tile walls was added to the final plan not on original. 7. Appliance where added to the plans not on original estimate. 8. Contingency was added to cover any missing items not clear on plans 9. Plumbing ,Electrical & Mechanical estimate was calculated based on sq. cost Because final MEP plans not available . Our plumbing price were based on Black minority Plumber it seems high and will get two more bids. If you have any questions please contact us. Thanks, Jorge Leon 1139 From: Tack, Timothy To: Jorge Leon Cc: Paul Bilton; Lewis Swezv; Nicklien, Bonnie Subject: RE: Potential MEP contractors for the HOB pricing Date: Monday, November 04, 2024 11:34:16 AM Attachments: image001.12ng imaQe002.r)na image003.12ng imaQe004.r)na image005.12ng imaQe006.ona image383633.12ng image919134.ona image684860.12ng imaae899064.ona image611515.1ng imaae785332.ona Jorge, The CRA and tenants need a status on the costs. We are getting a lot of pressure to start construction. We lost a tenant and others are paying interest on loans, which may translate into more tenants backing out. I am very hesitant to keep pushing to fully lease up all the spaces if we can't precede with buildouts in a timely fashion. Thanks, H nrno lry.I h i, P t. rI::g',I,np cm Fi_,i? m,+::efminlRl.,@f1R p' Re.,' i / I00 L Ocemi '°n ,ilirmlonR':e ich, L lolpo'Io 1,43,1;i, " ' l V";v9,. o "-)01-).. l.ahttps:HvvVrvAr.boy nton beach cra.corn a I �� Ifll miVl� America's Gateway to the Gulfstream IIeasl be mdi4sed 11lm :mt Ill it lmmairrl Illmas a broad i3i,fllAfi: 1mu. u:°1)rds111 1,N1„ and H illil m1°u?spl.mnlfu. vice ::rm uine lda i. n1:3il � �ml be b�iect to disclose re„ LIIner is illmid m ia,lo1', m2m1, H dii.lrie! ses 11muIlp :' nu'bii1: ril: cq°,11°mis, i hl: r efore ^! mm`1M:1 ,iio1 r e rrr°1M ill com11 rilcatma�n and ',1v()W' 1u?nmaii add1°ess 1mr.1a,0, be :s1.111hject bul�!)II13t,lbiic1lfisq!1�irr!!ue1.11re From: Jorge Leon <jleon@centennialmgt.com> 1140 Sent: Tuesday, October 2V,20242:249M To: Tack, Timothy <TackT4bbfl.us> Cc: Pou|BU\on com>; Lewis Svvezv com> Subject: RE: Potential MEP contractors for the HOB pricing This Message UsFrom anExternal Sender This message came from outside your organization. Thank You for your help || From: Tack, Timothy Sent: Monday, October 28, 2024 11:24 AM To: Jorge Leon Cc: Paul Qi|ton >; Lewis Svvezy Subject: Potential MEP contractors for the HOB pricing Below are some possible contractor's for the buildouts. Electrical * Palm Beach Electric * AJ| Electric * Copperhead electric Plumbing u Rapid Plumbing o Buckeye Plumbing • ECM Mechanical * Cousins Air p Astro Air * ECM TimothvTack,PE Assi�an�Dinec��r 8oyntonBeachCommunityRedeve|oprnentA8ency IN L Occan Ave. Boy%)n Bcadt MY& 33435 0,.bi.t.p.a.:/.L\A—/\—At\—At—b--o-yrvtoribeac—icra.corn I. . . .......... M America's Gateway to the Gulfstream Rease be adwised that Florida has a bmwd pWMic III oi!orii!ls �ai,At, �md 0 licoro„esponden�ii'!!!!!�in',�!! to nvil! emaH awy be ouNed to Wouire IJnder WmG emeH addresses public ii,�i.�!�:ords. III hierefore, "IfOUr email ii!!x)n ii iwnh��zitkiin and 111four email addmss ixiaijj� be �;ubjeq�lto p iblic disck�iistiii-e 1142 From: Tack, Timothy To: Jorge Leon Cc: Paul Bilton; Lewis Swezv; Nicklien, Bonnie Subject: RE: Potential MEP contractors for the HOB pricing Date: Friday, November 08, 2024 4:46:02 PM Attachments: image001.12ng imaQe002.r)na image003.12ng imaQe004.r)na image005.12ng imaQe006.ona image530628.12ng image872067.ona image225933.12ng imaae696588.ona image345197.12ng imaae321894.ona Importance: High Jorge, I have been notified we are possibly losing two more tenants due to the lack of responsiveness by Centennial and RS construction. We last spoke 24 days ago and I haven't seen any progress. This is not acceptable and needs to be resolved immediately. Thanks, l i � ncfl h y� ..i.. d, ! , P t' . "as JSv ,"mL Dirre,mR;,o: poy mk,m p Bch Rcdeium�otam' raen+gewwa;,,, 18"°0l . d ce iqI l;le lch, L Io" klo : ""I 'V.) j kicl � i d��°�k��Ld l.i.a � � j https://v/\nrw.boyntonbeachcra.com America's Gateway to the Gulfstream III lease be adldu...wJ tlmat FIw..mrk:!la has a brll�.med Illrm.wblww., urecords Illw�Ar„, and all cill!!!)rrill:,:�spormtier,ulcc 1I1[�urw ulsmc i�fia eurm°ma'il urwmaiV loile subject to a]mrs[a ureulJVwrder III�Iorida law, lliu!wrrmaH adiiil:irll�:ssr slim:mw all, Ilpt.wl��N Ilrll1ll:,�ords. III l�v2irwlfi3rs^m''!I,II'�mw r r11rafl cil',mrnrrmw.mrmicafl 1yot.�lll” illll�rrkafl 'ii:'W�Jdrm! ss, Illr"m«!r'Ilt be rt.flrli,�ect tmo 13tw�°m . bhc ri k� ii�mW.Ullll ill''" M ' � rm e �iil�m rill �'; '!I. 1143 From: Tack, Timothy Sent: Monday, November 4,2O2411:34AM To: Jorge Leon <j|eon@centennia|m8t.com> Nick|ien, Bonnie<Nick|ienB@bbMus> Subject: RE: Potential M EP contractors for the HOB pricing The CRA and tenants need a status on the costs. VVeare getting a lot ofpressure tustart construction. We lost tenant and others are paying interest on loans, which may translate into more tenants backing out. |anovery hesitant tokeep pushing tofully lease upall the spaces ifvve can't precede with bui|douts in a timely fashion. From: Jorge Leon Sent: Tuesday, October 2E\ZU242:24PM To: Tack, Tlmothy Cc: Paul Bi|ton ��LevvisSvvezy�Subject: RE: Potential M EP contractors for the HOB pricing This Message UsFrom mmExternal Sender This message came from outside your organization. Thank You for your help || From: Tack, Timothy Sent: Monday, October 28, 2024 11:24 AM To: Jorge Leon Cc: Paul Bi|ton LewisSubject: Potential MEP contractors for the HOB pricing Below are some possible contractor's for the buildouts. Electrical * Palm Beach Electric * AJ| Electric • Copperhead electric Plumbing o Rapid Plumbing o Buckeye Plumbing o ECM Mechanical o Cousins Air o Astro Air o ECM Thanks, Nin io is l sw° k, i::r.F tm;w'pt°ion Beach Co mmd,. Jwl 'Iy IB;O i Ocean Roivnh:';�n i"'�e..Id::h, ala`M.l 3. 1�35 htI.P ..',JLnrvvw b—oyriLonbeachcra.corn America's Gateway to the Gulfstream 111iRase be ai.�[wmse(.] Umat FIorida [tas a Illrrm.mad Ilfrm.ihlic rauq���ori�i��irlalw,W and aH��rm�::mm�m°am���������Ptr�am���ia^a��i�����"�ol����ip to mr�v�ilIE! Wil�izi emmml nizr,V be rm.mllljpil] :ft to nder III orida [aw,11, i!maH aiJdresses wri,11 Ilpublic uri..m°mmrds. '..'.0 '.0 . �, .'....u, y i�. r �����m . I�.,,i �. „. ° your '....m �. i�. , µ,lil.::!s .. .ail ^: s ^ . ..t ..I . �.„ . isc s . ���n� T�m�m�mm�m�mmm��� �i�.�mm.�mm em�n����w�mm� i�.��u�mm"mmm�mmm�.murmlii�w��:°�m��mtmemm� ����mmm�m.� ymm�m��mm m�nmawN aii�.�m�.�m i���������r m"rma� Illrw�� ..�m.mC�emw���. to ��mmm���mlll��mm�.�� m�.�m.w���m.���mm.���ir�mmm� 1145 Tack, Timothy From: Paul Bilton <PBilton@centennialmgt.com> Sent: Thursday, November 14, 2024 4:17 PM To: Utterback, Theresa; Jorge Leon; Tack, Timothy Cc: Lewis Swezy; Nicklien, Bonnie; Kathryn Rossmell Subject: RE: 11.12.24 Meeting - Tenant Build -Out Status HOB Commercial Spaces This Message Is From an External Sender This message came from outside your organization. rr'11111111lilirillill ill ��. • ='AaW41TOM. RUN t Miami Lakes, FL 1 786-399-4210 From: Utterback, Theresa <UtterbackT@bbfl.us> Sent: Tuesday, November 12, 2024 4:56 PM To: Paul Bilton <PBilton@centennialmgt.com>; Jorge Leon <jleon@centennialmgt.com>; Tack, Timothy <TackT@bbfl.us> Cc: Lewis Swezy <LSwezy@centennialmgt.com>; Nicklien, Bonnie <NicklienB@bbfl.us>; Kathryn Rossmell <krossmel I @ I Iw-law.com> Subject: 11.12.24 Meeting - Tenant Build -Out Status HOB Commercial Spaces Hello Gentlemen, Per the meeting today please see the list of actions below that were discussed. If you have any additions/deletions/corrections, please reply all to this email. • CMC to send an email to all commercial tenants regarding the status of their project Will do shortly • Unit 101— CMC to email tenant a final email notice that the project is terminated email sent • Unit 102 — CMC will have contract/pricing completed by Friday -11/15/24 It may be Monday which is why I have not yet sent out the update email • Unit 103 — Dentist office, CMC has a lease, tenant needs to submit plans for the space • Unit 104 — Tenant is moving forward with its own contractor; CMC/CRA need to confirm how the tenant will be reimbursed for the CRA contribution of approx. $51,000+/- for floor/MEP I called and texted Jude today • Unit 105 — CMC will have contract/pricing completed by Tuesday -11/19 /24 • Unit 106 — Plans are permitted per old design; the plans will be recycled for the new tenant (law firm) and will be sent to bid — there is currently no lease Tenant has the lease under review. • Unit 107 - CMC will have contract/pricing completed by Friday -11/15/24 It may be Monday which is why I have not yet sent out the update email • Unit 108 — CMC to confirm bullet proof wall goes through to lobby (includes the conference room) CMC will have contract/pricing completed by Tuesday -11/19 /24 1146 Thank you, Theresa I here "Utterback Development SeNces Nh3nager, 3oVnton Beach O:nnrmmity FAndevelopment Agevy, 300 E, New Ame, Il3o,!,uM�m Be��ich, 33415 k. 5&1 600 9094 � 5&1 1371 1��38 hi, Utterbackf@bbMus I Qj hUps://�Aiww.boyntonbeachcra.com America's Gateway to the Gulfstream FlIllease be ad,luked that Ilodda has ;a brioad public records law, and A corresponderu�ii:r to iiite'llidla emaH irria,1111, be stflbject to d4domwo Wrier III Wqxida Wmq emaH addresses are�3ubllc IVrecli!)rli!h;. en,iiail and 111l14m,ir erraH address arriallf Ill e sub,ject tis, 114nt. fii: 1147 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 OLD BUSINESS AGENDA ITEM 14.E SUBJECT: Continued Discussion and Consideration of Temporary Use Agreement with OHLA USA, Inc. for the Use of CRA Properties as a Construction Staging Area for the Boynton Beach Complete Street Project SUMMARY: The BBCRA owns the properties located at 219 & 225 West Boynton Beach Boulevard and 212 & 222 NW 3rd Court (Attachment 1). CRA staff was recently contacted by the contractor, OHLA USA, Inc. (OHLA), for the Boynton Beach Boulevard Complete Street Project to use these CRA properties as a staging area for various equipment and material storage. OHLA has agreed upon completion of construction to clean up the lot by removing invasive tree species, disposal of existing pavement/concrete, site clearing/grading and placement of sod. It is anticipated that construction will be complete in late 2025. On July 9, 2024, the CRA Board approved the Temporary Use Agreement (Attachment 11). The following term is currently outstanding per the approved agreement: • Perimeter Fencing with Screening ¶10. On September 10, 2024, OHLA requested relief by the CRA Board from the term that requires Perimeter Fencing with screening. Given that OHLA is already actively working and disturbing the area while modifying Boynton Beach Blvd from NW 3rd Street to Federal Hwy, OHLA does not believe there is a need to construct a temporary fence. FISCAL IMPACT: N/A CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Boynton Beach Boulevard District CRA BOARD OPTIONS: To be determined by the CRA Board ATTACHMENTS: Description 1148 Attachment I - Location Map Attachment II - Temporary Use Agreement for Construction Staging FINAL Attachment III - OHLA Request 1149 O LO r r BOYNTCYN BEACki COMMIL) Y A-EDEVELOPM. NTAGEfVUY TEMPORARY USE AGREEMENT This Temporary Use Agreement ("Agreement") is made by and between the Boynton Beach Con unity Redevelopment Agency, a public agency created pursuant to Chapter 163, Part 111, Florida Statutes, located at 100 E. Ocean Avenue, 4'h Floor, Boynton Beach, Florida 33435 (the "1313C12A") and 01 -ILA USA, Inc., a Foreign Profit Corporation whose principle office is located at 9675 NW H 7"' Avenue, Suite 108, Miami, FL 33178 ("Permittee"). The BBCRA and Permittee may be described individually as a "party" or collectively as the "parties." WHEREAS, BBCRA is the owner of certain real properties in the City of Boynton Beach, Palm Beach County, Florida, (the "Properties"), as described in Exhibit "A," which is attached hereto and hereby incorporated herein; and WHEREAS, Permittee has requested the use of the Properties in order to establish a parking, staging, and storage of materials, on a temporary basis, for the FDOT SR 804 (Boynton Beach Blvd.; From NW 3 d St. to US I (Federal Hwy) project (the "Project"), which is further described in Exhibit 11B," which is attached hereto and hereby incorporated herein; and WHEREAS, Permittee has requested the use of the Properties and has provided a site layout for the property which is attached as Exhibit "C," and hereby incorporated herein; and WHEREAS, BBCRA is willing to allow the Permittee to use the Properties in accordance with the terms of this Agreement; and WHEREAS, the BBCRA finds the Project would further the goals of the 2016 Boynton Beach Community Redevelopment Plan; NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10,00) and other good and valuable consideration, the sufficiency of which both parties hereby acknowledge, BBCRA hereby grants to the Permittee and the Permittee hereby accepts the use of the Properties upon the following terms and conditions: 1) Incorporation. The recitals above and all other in -fon -nation above are hereby incorporated herein as if fully set forth. 2) Effective Date and Termination. This Agreement becomes effective at the date and time the last party executes this Agreement (the "Effective Date"). This Agreement will automatically terminate on 10/01/2025, unless earlier terminated in accordance with the terms of` this Agreement. The BBCRA may terminate this Agreement at any time by providing 90 days written notice to the Permittee. The time period beginning on the Effective Date and ending upon the termination of the Agreement shall be referred to as the Agree mentTer m. 3) Use of Properties; Limitations. BBCRA will allow Permittee to use the Properties for parking, staging, and material storage purposes associated with the FDOT SR 804 (Boynton Beach Blvd.; From NW 3" St. to US I (Federal Hwy) Prqject. Permittee may use the Properties only for such other 1151 purposes explicitly permitted by this Agreement (such as altering the Properties), or approved in writing by the BBCRA. Permittee will ensure the Properties are used only for parking, staging, and material storage purposes associated with the Project, and will ensure that only Permittee's employees and Permittee's subcontractors working on the Project use the Properties. Permittee may not list the Properties, or any portion of the Properties, as Permittee's business address for any reason whatsoever. Pernittee's obligations under this Agreement concerning indemnification, waiver, insurance, attorneys' fees and costs, discrimination, public records, hazardous materials and waste, and compliance with governmental regulations remain regardless of whether Permittee uses the Properties in a manner that complies with the terms and provisions of this Agreement. 4) Term of Use. Permittee may use the Properties commencing on the day after the Effective Date (the "Commencement Date"). Permittee will surrender the Properties to the BBCRA in compliance with the requirements of this Agreement no later than 11:59 pm on October 1, 2025, or within 7 days of termination of this Agreement, whichever occurs first. 5) Compensation. As compensation for use of the Properties, Permittee will pay BBCRA a total of $10.00, and other good and valuable consideration. Permittee shall deliver the $10.00 to the BBCRA within 7 days of the Effective Date in a form acceptable to the BBCRA. 6) Default. The failure of Permittee to comply with the terms or provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Permittee fails to cure the default within seven (7) days of written notice from the BBCRA, the BBCRA may terminate this Agreement and is not required to refund any compensation or other consideration provided in exchange for Permittee's use of the Properties. 7) Corporate Standing. Prior to using the Properties, Permittee will provide evidence of its corporate good standing to the BBCRA. 8) Acceptance of Properties. Permittee certifies that it has inspected the Properties and accepts the Properties "as is" for use in the Properties' existing condition as of the Effective Date of this Agreement. Permittee shall prepare a preconstruction video of the Properties and provide it to the BBCRA prior to using the Properties. 9) Alterations to the Properties. The Permittee shall not make or permit any improvements, additions, modifications or alterations whatsoever to the Properties, without first receiving written approval of the BBCRA Executive Director. Alterations may include the following, where both parties agree such alteration is needed, and where such alteration occurs in accordance with the requirements of the BBCRA and the City of Boynton Beach: a. Construct a temporary construction entrance containing a 4" compacted aggregate to stabilize the existing entrance/exit surface if there is no entrance; and/or, b. Transition ramps to allow ingress/egress from the Properties where there are no access drive -ways; and/or, c. Additional grass seeding or alternative material for stabilization purposes. Page 2 of 15 1152 10) Silt & Perimeter Fencing. Within 14 days of the Effective Date, Permittee will install silt and perimeter fencing around the perimeter of the Properties. After such fencing is installed, all parking will occur within the fenced area only. No further written approval is required to undertake the obligations described in this section. 11) Waste or Nuisance. The Permittee shall not commit or allow to be committed any waste upon the Properties or any nuisance or other act or thing which may result in damage or depreciation of value of the Properties or which may affect BBCRA's fee interest in the Properties. 12) Hazardous Materials and Waste. The Permittee shall not store, contain or dispose of any hazardous materials or waste of any kind on the Properties. Permittee shall ensure that any vehicles parked or stored on the Properties are in acceptable working condition and do not contain leaks that would result in the contamination of the Properties. If any contamination of the Properties occurs as a result of the Permittee's use of the Properties, Permittee, at its sole expense, will be responsible for and will conduct any and all necessary studies and remediation to clean-up the Properties. 13) Compliance with Governmental Regulations. The Permittee shall, at the Permittee's sole cost and expense, comply with all ordinances, laws, statutes and regulations promulgated by any and all county, municipal, state, federal and other applicable governmental authorities, including the BBCRA, now in force, or which may hereafter be in force, pertaining to the Permittee or its use of the Properties. 14) Maintenance of the Properties. During the Agreement Term, Permittee will keep the Properties in good repair and will keep the Properties free from debris, refuse, and rubbish. 15) Surrender of the Properties. No later than 7 days after the termination of this Agreement, or October 01, 2025, whichever is sooner, Permittee shall surrender the Properties to BBCRA. Prior to surrendering the Properties.. Permittee, at its sole cost and expense, shall: a. Remove all of its personal property from the Properties; b. Remove all trash, rubbish, debris, and equipment, and any temporary improvements from the Properties; and c. Scope of work as described in attached Exhibit "B" for the agreed upon improvements of the property. 16) Costs of Improper Surrender. If the Pennittee fails to remove any of the personal property from the Properties, upon expiration of the Agreement Term, BBCRA may remove said personal property from the Properties for which the cost the Permittee shall be responsible and shall pay promptly upon demand. If the Properties are not returned in the same condition the Properties were in as of the Commencement Date of this Agreement, with the addition of the required grassing, the BBCRA will notify Permittee of any damage to the Properties and Permittee shall pay to the BBCRA all expenses incurred by the BBCRA in repairing and replacing any damage to the Properties. 17) Liability Insurance. The Permittee shall, during the entire Agreement Term, keep in full force and effect General Liability Insurance in an amount not less than one million dollars ($1,000,000.00) per occurrence combined single limit bodily injury and property damage liability. The insurance must Page 3 of 15 1153 remain in force for so long as is necessary to cover any occurrence relating to, resulting from, or arising out of this Agreement and Permittee's use of the Properties. All insurance policies shall name the BBCRA as Additional Insured. Such insurance shall be obtained from an insurance company licensed to do business in the State of Florida, and is subject to approval by the BBCRA. A Certificate of Insurance evidencing such insurance coverage shall be provided to the BBCRA prior to the Commencement Date, and the Certificate of Insurance must indicate that the insurance provider will give at least thirty (30) days prior notice of cancellation or adverse material change in coverage. The General Liability Policy shall include the following coverage for Properties: Operations, Contractual Liability, and Broad Form Property Damage Liability coverage. In no event shall the limits of said insurance policies be considered as limiting the liability of the Permittee under this Agreement. In the event that the Permittee shall fail to obtain or maintain in full force and effect any insurance coverage required to be obtained by the Permittee under this Agreement, BBCRA may procure same from such insurance carriers as BBCRA may deem proper, and the Permittee shall pay, upon demand of the BBCRA, any and all premiums, costs, charges and expenses incurred or expended by BBCRA in obtaining such insurance. Notwithstanding the foregoing sentence, the Permittee shall nevertheless hold BBCRA harmless from any loss or damage incurred or suffered by BBCRA from the Permittee's failure to maintain such insurance. 18) Indemnification. The Permittee shall indemnify, save and hold harmless the BBCRA, its officers, employees, and representatives from and against any and all claims, suits, actions, damages and/or causes of action arising for any personal injury, loss of life and/or damage to property sustained in or about the Properties by reason or as a result of this Agreement or use of the Properties by the Permittee, its agents, employees, licensees, invitees, and members of the public generally, and from and against any orders, judgments and/or decrees which may be entered thereon, and from and against all costs, attorney fees (including those at the appellate level), expenses and liabilities incurred in and about the defense of any such claim. In the event BBCRA, its officers, employees, or representatives shall be made a party to any litigation commenced against the Permittee or by the Permittee against any third party, then the Permittee shall protect and hold BBCRA harmless and pay all costs and attorneys' fees incurred by BBCRA in connection with such litigation, and any appeals thereof. Nothing contained herein shall be construed as a waiver of sovereign immunity enjoyed by the BBCRA, as provided in Florida Statutes 768.28 as amended, or any other law providing limitations on claims. Permittee shall indemnify, defend, save, and hold BBCRA harmless from any and all penalties, fines, costs, expenses, suits, claims or damages resulting from the Permittee's failure to perform its obligations in this Agreement, including attorney's fees and costs, which specifically includes fees and costs incurred at the trial and appellate levels. 19) Waiver. The BBCRA will not be responsible for any property damages or personal injury sustained by the Permittee, Permittee's employees, or Permittee's subcontractors from any cause whatsoever related to the Permittee's use of the Properties, whether such damage or injury occurs before, during, or after the use of the Properties. Permittee hereby forever waives, discharges, and releases the BBCRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by the Permittee, its employees or subcontractors. This waiver, Page 4 of 15 1154 discharge, and release specifically includes negligence by the BBCRA, its agents, or its employees, to the fullest extent the law allows. 20) 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. 21) Notice; Writing Required. Whenever either party desires to give notice to the other party, such notice must be in writing and sent by United States mail, return receipt requested, courier, evidenced by a delivery receipt, or by overnight express delivery service, evidenced by a delivery receipt, addressed to the Party for whom it is intended at the place last specified; and the place for giving of notice shall remain until it shall have been changed by written notice in compliance with the provisions of this section. Any consents, approvals and permissions by BBCRA shall be effective and valid only if in writing and if it meets the requirements for delivery of notices. For the present, the parties designate the following addresses to receive notices, consents, approvals, and permissions: (a) If to BBCRA, at: Timothy Tack, Acting Executive Director Boynton Beach CRA 100 E. Ocean Avenue, 4'" Floor Boynton Beach, FL 33435 Telephone No. (561) 737-3256 with a copy to: Kathryn Rossmell, Esquire Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue, Suite 1100 West Palm Beach, Florida 33401 Telephone No. (561) 640-0820 (b) If to Pennittee, at: Name: Kristian Navarro Address: 9675 NW 117"' Avenue, Suite 108 Miami, Florida 33178 Telephone No.: (305) 588-3103 22) Time of Essence. Time is of the essence with respect to the performance of every provision of this Agreement in which time of perfonnance is a factor. 23) No Transfer. The Permittee will not subcontract, assign, or otherwise transfer this Agreement to any individual, group, agency, government, non-profit or profit corporation, or other entity. Page 5 of 15 1155 24) No Discrimination. The Permittee shall not discriminate against any person on the basis of race, color, religion, ancestry, national origin, age, sex, marital statutes, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement or the Permittee's use of the Properties. 25) No Partnership, Etc. Nothing contained in this Agreement shall be deemed or construed as creating a partnership, joint venture, principal-agent, or employee relationship. 26) Health and Safety. The Permittee will take the proper safety and health precautions to protect its employees and subcontractors that use the Properties, the BBCRA, the public, and the property and products of others. Permittee will be responsible for all darnage to persons and/or property that occur as a result of the Permittee's negligence or misconduct. The Permittee will exercise its own judgment in matters of safety for its employees and subcontractors that use the Properties. 27) 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. 28) Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 29) Waiver of Jury Trial. The parties waive the right to trial by jury for any matters arising out of, relating to, or resulting from this Agreement or the performance of this Agreement. BY ENTERING INTO THIS AGREEMENT, PERMITTEE AND BBCRA HEREBY EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO THIS AGREEMENT. IF A PARTY FAILS TO WITHDRAW A REQUEST FOR A JURY TRIAL IN A LAWSUIT ARISING OUT OF THIS CONTRACT AFTER A WRITTEN NOTICE OF VIOLATION OF THIS PARAGRAPH, THE PARTY MAKING THE REQUEST FOR JURY TRIAL SHALL BE LIABLE FOR THE REASONABLY ATTORNEYS' FEES AND COSTS OF THE OTHER PARTY IN CONTESTING THE REQUEST FOR A JURY TRIAL, AND SUCH AMOUNTS SHALL BE AWARDED BY THE COURT IN ADJUDICATING THE MOTION. 30) Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be in the Fifteenth Judicial Circuit in and for Palm Beach County, Florida, or, if in federal court, in the Page 6 of 15 1156 United States District Court for the Southern District of Florida, for all purposes, to which the parties expressly agree and submit. 31) Independent Advice. The parties declare that the terms of this Agreement have been read and are fully understood. The parties understand that this is a binding legal document, and each party is advised to seek independent legal advice in connection with the matters referenced herein. 32) Severability. If any term of this Agreement, or the application thereof to any person or circumstance, shall to any extent be invalid or unenforceable, the remainder of this Agreement, or the application of such term to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term of this Agreement, shall be valid and enforceable to the fullest extent permitted by law. 33) Voluntary Waiver of Provisions. The BBCRA may, in its sole and absolute discretion, waive any requirement of Permittee contained in this Agreement. Such waiver shall only be effective if contained in a writing that meets all the delivery requirements of providing notice under this Agreement, shall waive only those items explicitly identified in the written notice as being waived, and shall not be deemed a continuing waiver unless the written notice explicitly states that the waiver is continuing waiver. 34) Public Records. The BBCRA is a public agency subject to Chapter 119, Florida Statutes. Permittee shall comply with Florida's Public Records Law. Specifically, the Permittee shall: a. Keep and maintain public records required by the BBCRA to perform as described in this Agreement. b. Upon request from the BBCRA's custodian of public records, provide the BBCRA 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 Chapter 119, Florida Statutes, or as otherwise provided by law. c. Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by law for the duration of the Agreement Term and following completion of the Agreement if the Permittee does not transfer the records to the BBCRA. d. Upon completion of the Agreement, transfer, at no cost, to the BBCRA all public records in possession of the Permittee or keep and maintain public records required by the BBCRA to perform the service. If the Permittee transfers all public records to the BBCRA upon completion of the Agreement, the Permittee shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Permittee keeps and maintains public records upon completion of the Agreement, the Permittee shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the BBCRA, upon request from the BBCRA's custodian of public records, in a format that is compatible with the information technology systems of the BBCRA. Page 7 of 15 1157 IF THE PERMITTEE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE PERMITTEE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 737-3256; 100 E. Ocean Avenue, 4" Floor, Boynton Beach, FL 33435; or 1ad„)1,,; Permittee also understands that BBCRA may disclose any document in connection with the Permittee or the Permittee's use of the Properties pursuant to this Agreement, so long as the document is not exempt or confidential and exempt from public records requirements. 35) Authorized Signatory. Permittee's signatory to this Agreement warrants that he or she is duly authorized to enter into this Agreement on behalf of Permittee, to obligate Permittee, and to otherwise act on Permittee's behalf as required to execute and perform under this Agreement. 36) Survival. The provisions of this Agreement regarding indemnification, waiver, public records, legal expenses, jury trials, and insurance shall survive terinination of this Agreement and remain in full force and effect. 37) Non -Scrutinizing Company. Permittee hereby certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida Statutes, and is not engaged in a boycott of Israel. If the BBCRA determines that this certification is falsified or contains false statements, or that Permittee is placed Scrutinized Companies that Boycott Israel List or engages in a boycott of Israel after the execution of the Agreement, the BBCRA may terminate the Agreement. 38) E -Verify. Permittee warrants for itself and its subcontractors that Permittee and all subcontractors are in compliance with all federal immigration laws and regulations that relate to their employees. The Permittee agrees and acknowledges that the BBCRA is a public employer that is subject to the E -Verify requirements as set forth in Section 448.095, Florida Statutes, and that the provisions of F.S. Sec. 448.095 apply to this Agreement. Notwithstanding any other provisions in this Agreement, if the BBCRA has a good faith belief that Permittee has knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this contract, the BBCRA shall terminate the contract. If the BBCRA that has a good faith belief that a subcontractor knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this Contract, the BBCRA shall promptly notify Contractor and order Contractor to immediately terminate the contract with the subcontractor. Contractor shall be liable for any additional costs incurred by the BBCRA as a result of the termination of a contract based on Contractor's failure to comply with E -Verify requirements referenced herein. 39) Electronic Signatures. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. Page 8 of 15 1158 INJT CESS WHEREOF, the parties hereto have duly executed this Agreement as of the day of and year written below. ATTEST: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me this day of2024, -�Jc agency by Ty Penserga, Chair of the Boynton Beach Community development Agency, a ppu created pursuant to Chapter 163, Part 111, Florida Statutes produced Approved as to form, B Y'. Print: 0 5".6 ^ej Boynton Beach Community Redevelopment Agency Counsel is personally known to me or has type of identific4tipp.) as identification. Public — State of Florida Page 9 of 15 THE MUTTERWK W COMMINION 0 NH 2212e$ NO WWA twy 6. 2= 1159 1160 ATTEST: STATE OF FLORIDA COUNTY OF PALM BEACH OHLA USA, Inc. Digitally signed by Donald Donald Hickey HDate: 2024.07.10 11:35:15 kk-e,v . . . ..... Print Name: Donald Hickey Title: Executive Vice President Date: The foregoing instrument was acknowledged before me this 1041V'day of 2024, by ---D0rYi WAC -k -as -ec. V l{name of officer or agent, title of C.i< officer or agent), of Inc. , a Florida corporation, on behalf of the company. He/She ispmaa��� e or has produced _a ',", . (type of identification) as identification. Wo t' f Florida Page 10 of 15 SARAH! B RODRIGUEZ Notary Public - State of Florida Commission # HH 193640 My Comm. Expires Nov 1, 2025 Bonded through National Notary Assn. Page 10 of 15 EXHIBIT "A" • 212 NW 3rd Court, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1180 Lots 118 and 119 Block A, Boynton Hills, in accordance with the plat thereof on file in the Office of the Circuit Court Palm Beach County, Florida in Plat Book 4, Page 51. + 222 NW 3rd Court, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1160 Lots 116 and 117 Block A, Boynton Hills, according to the Plat thereof, as recorded in Plat Book 4, Page 51, of the Public Records of Palm Beach County, Florida. • 219 West Boynton Beach Boulevard, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1120 Lot 112 and the East 25 feet of Lot 113, Block A, Boynton Hills, Less the Southerly 10 feet thereof, according to the map or plat thereof as recorded in Plat Book 4, Page 51, Public Records of Palm Beach County, Florida. + 225 West Boynton Beach Boulevard, Boynton Beach, FL 33435 PNC 08-43-45-21-07-001-1131 The West 25 feet of Lot 113 and all of the Lots 114 and 115, Block A, of BOYNTON HILLS, (Less South 10 Feet State Road 804 R/W, recorded in Official Record Book 1313, Page 128) according to the Plat thereof as recorded in Plat Book 4, Page(s) 51, of the Public Records of PALM BEACH County, Florida. Page 11 of 15 1162 AERIAL MAP OF OVERALL SITE Page 12 of 15 1163 EXHIBIT "B" SCOPE OF WORK Pennittee i s to perform the following described work, on the property located at: • 219 West Boynton Beach Boulevard - PCN 08-43-45-21-07-001-1120 • 225 West Boynton Beach Boulevard - PCN 08-43-45-21-07-001-1131 • 222 NW 3`d Court - PCN 08-43-45-21-07-001-1160 + 212 NW 3 d Court - PCN 08-43-45-21-07-001-1180 Provide DOT approved staging area site plan Provide pre -construction video of properly including adjacent sidewalks and roads C_1 Installation of 6' temporary fencing and screening around perimeter of properly Installation of silt fencing Remove all asphalt Remove concrete driveways on NW 3'd Court Remove all bushes and hedges per site map Remove two stand-alone tree stumps extending more than 12" above ground Remove Tree #1-Melaleuca (uprooting sidewalk) Remove Tree #2-Schefflera (uprooting sidewalk) Remove Tree #3-Melaleuca (uprooting sidewalk) Remove Tree #4-Tree/Stump Remove chain link fence -only the portion of the fence determined to be on Owner's property Remove group of tree stumps/roots along with concrete block & slab se corner of property Clearing and grubbing of entire site Rough grade lots resulting in a smooth transition from one end of property to the other; ready for sod Remove and/or replace sidewalk on NW 3rd Court, as determined by City Sod all lots with Bahia Remove portion of retaining wall & steps and grade per site map, on Boynton Beach Blvd. Remove 2 curb cuts and aprons per site map, on Boynton Beach Blvd. Page 13 of 15 1164 Page 14 of 15 1165 EXHIBIT "C" PROPOSED SITE LAYOUT Page 15 of 15 1166 Tack, Timothy From: Daniel Curiel <Daniel.Curiel@ohla-usa.com> Sent: Tuesday, September 10, 2024 10:08 AM To: Tack, Timothy Cc: Steve Jacobs; Mike Dempsey; Utterback, Theresa; Kristian Navarro; Michael Schawe Subject: RE: [External]RE: [External]212-225 W. Boynton Beach Blvd. Staging Area This Message Is From an External Sender This message came from outside your organization. Good morning Tim, As discussed in our previous conversation, we would like to propose to the board the possibility of not installing the fence. As you can see, we have already placed a silt fence around the staging area, which effectively prevents sediment from washing away and helps define the limits of the area. Additionally, the materials and equipment are well -organized and securely staged, and we do not foresee any risk of theft with the current setup. Given that we are already actively working and disturbing the area while modifying Boynton Beach Blvd from NW 4th Street to Federal Hwy, we don't believe there is a need to construct a temporary fence. Let us know if we can discuss this with the board and thank you for your cooperation. Regarding the vegetation we are going to take care of this. Thank you, Daniel Curiel Project Engineer 14005 NW 186th Street Hialeah, FL, 33018 C:978-397-8541 faniel.,_Caa.riel@ohla.:::usa_.cnrm. I tnr�nnnr:®_hla:::u_sa.,carm OHLA USA, Inc. I OHLA Building, Inc. I Community Asphalt Corp. Judlau Contracting, Inc. I OHLA Systems & Electric, LLC From: Tack, Timothy <TackT@bbfl.us> Sent: Tuesday, September 10, 2024 9:40 AM To: Daniel Curiel <Daniel.Curiel@ohla-usa.com> Cc: Steve Jacobs <steve.jacobs@ohla-usa.com>; Mike Dempsey <mike.dempsey@ohla-usa.com>; Utterback, Theresa <UtterbackT@bbfl.us>; Kristian Navarro <kristian.navarro@ohla-usa.com>; Michael Schawe <MSchawe@hbcengineeringco.com> Subject: [External]RE: [External]212-225 W. Boynton Beach Blvd. Staging Area 1167 Daniel, The perimeter fence with screening was to be installed by 7/24/24. OHLA is not in compliance with the temporary use agreement. Provide an update and tentative schedule of when the below highlighted items will be addressed by end of business 9/13/24. Additionally, the vegetation overgrowth from the edge of pavement needs to be addressed. The CRA is committed to the successful completion of this project and your assistance in this matter is greatly appreciated. Respectfully, la L.II''''''. 3o,vntond Beach d'.f::n"Innnurft°iai bDO :'. Oq I'ii in A'u�I'e �� 3�o'^(rffitl!m Berm Ii„ I"Ion" da 563 600 909:1. i a a q i����x:w������'q.a.�is https:Hw�/v\At.boyntonlbeachcra.com ��K� � p.://w�nr\nr.boyntonlbeachcra.com America's Gateway to the Gulfstream 1311ilmse be adv sed that I°Iorida III°:as a broad p Ubl ril!�i:�orii�ls 41v„ and all corU°I.!s, 3ii!)::iieUr::e tl) Usml,i °'Idlia emaH in,iizilll(' Ilbui!Wnl iiject til 111 diS IOSLUllra. III.VUIider III Iorida Ia''ryrt,W v'""UU'lllaH rIIdUlril"sli:!r aril'?!' PUwUll"@IUU': req:oriiills I Uil?rU.Iil'Dirlr' !'IfOUwUIIr it°"nUa it U::TUU'III"Umlll.��"UUU°U°UiUU": n w'�Ilnll:l''iiv(:III I r"'UnaII UPrr1U"'il�.,'�1': nU�iaiV I'�:IV�ili'iP! rU,ip'''w°�t�'i:a I�r'rWbllc; �II'���I11'!'UU::I�a"rurie From: Tack, Timothy Sent: Friday, August 23, 2024 10:39 AM To: Daniel Curiel <Daniel.Curiel@ohla-usa.com> Cc: Steve Jacobs <steve.jacobs@ohla-usa.com>; Hill, Vicki <HiIIV@bbfl.us>; Mike Dempsey <mike.dempsey@ohla- usa.com>; Utterback, Theresa <UtterbackT@bbfl.us>; Kristian Navarro <kristian.navarro@ohla-usa.com> Subject: FW: [External]212-225 W. Boynton Beach Blvd. Staging Area All, The Perimeter fencing was supposed to be installed as of 7/24/24 in accordance with the agreement. Please provide an update by End of Day on the following per the executed agreement: 0 $10.00 fee per ¶5 1168 • Perimeter Fencing ¶10 Thanks, From: Tack, Timothy Sent: Monday, July 29, 2024 4:25 PM To: Kristian Navarro <kri.st.i_an.nav iruo ohla..usa.co n>; Daniel Curiel <,Daniel a oo Cc: Steve Jacobs <steve 1 nobs ralhlla Asa corn>; Hill, Vicki <11-- iiIIIIV lbbfll ups>; Mike Dempsey <rr7ii e.d_ern_ps y CIh,lla- s lm>; Utterback, Theresa <U.ttcrbackT. .l�.l�.�ll... s> Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area All, Please provide an update on the following per the executed agreement: • $10.00 fee per ¶5 • Certificate of Good Standing (for corporation) per ¶7 Preconstruction video per ¶8 COI per ¶17 Thanks, From: Utterback, Theresa <llo IVc.U::_Ib_V.._vas> Sent: Wednesday, July 24, 2024 9:23 AM To: Kristian Navarro <kri_s.t.i_a.n..rnava_oaoo_ _ohl_a...u_sa_:cra.rn>; Daniel Curiel <,DaE,_oel..._ uu_oo�I.. �I�V_a.:::u_sa..._�eainm.> Cc: Tack, Timothy <]]:a lel InffVa s>; Steve Jacobs <stere.Q2.5 2q!tt . __p tiVa::aasaa oro>; Hill, Vicki <IIN VIII/ I ffV us>; Mike Dempsey <nik .......ennp5Y ...!.a::usa.coln> .......... : .................................... Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Hi, I'm still waiting on the COI? Can you please provide this as soon as possible. Thank you. Theresa Vher eau Il,, tt abzicd,, p nea�ineh3 rmEi nR Sf:::,n4ces 1v/i:3n ger I3c),Vrnton Bcach Cbm n"W11IIIIt1/ w ..� w"d9^IYn r'rr4 R8u ++wii F ^i�r 31100 !!'. �I l3o�jrrb)n Beach, 3343115 5,61 600-d u09 G r:d 1 5 p..,utterbac U':Db' ill us https://nnrww.boyntonbeachcra.com 1169 America's Gateway to the Gulfstream I .m�,,. iii p..m i m. �. � � ..u, ..� �. has , p �, i � i �L.m i„ I u � p p p p V III Im�.��,:..ml�. Illr:�.w,ImJl��m,.m:...�.�� t�lul��:�� III W:�.,wrm��i���: Illn,,rl�� ��.: Illnrl�:ud Illr:��:bl::�., ul I�,����wru.��l��� Illa�l��l�,„ �uul"m�J �ullllll I�.��I��rr<�!��ul�.�:nbonu..:��:� t�l��l ul"mle�l l�o:a i2!n4u1 ulalIif Ilre sm.,:llr„iect tiIl�.,m �.flsi..Io:ir:..,m IL..,Vnd<: III Io:uldaII4IN,W IL.,ulwl abdrlle,sso..m nrll2. Illr�Ilu�ibI:Ic ul IIe,Icrdsm III III"���..�rIL.,.I�.��:��,w �u�:�.��mu,��:r II�.m�"�:uIIII co:nul::nulcnt�:o:m arid yw :r rnali6iiE!:sub„ieVt: till�) public IIHSV'n":IOSUriili From: Utterback, Theresa Sent: Wednesday, July 17, 2024 2:27 PM To: Kristian Navarro <kristian.navarro ohla-usa.com> Cc: Tack, Timothy <]r ckT( s>; Steve Jacobs <steve. q!�q!�s. V ::a us a o >; Hill, Vicki <,11ffl!/o Q.bb.D us:s>; Daniel Curiel <DanieLC uri - 'o l_ usa_ p.irn>; Mike Dempsey <irnil p...dern seyC p.lhlla us .._ m> Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Importance: High Hi Kristian, The most important thing I need at this time is the COI since work has already begun on the property. COI naming the following as additional insureds: The City of Boynton Beach 100 E. Ocean Avenue Boynton Beach, FL 33435 and Boynton Beach CRA 100 E. Ocean Avenue, 4t” Floor Boynton Beach, FL 33435 Please get this to me as soon as possible. Thanks so much, Theresa From: Utterback, Theresa Sent: Wednesday, July 17, 2024 10:02 AM To: Daniel Curiel >; Mike Dempsey <rniike.Bern.p _y .,_>; Kristian Navarro , : __ <Il.iriistliai.n navarroa _ IhII - s rn> ............................................. .......................... Cc: Tack, Timothy <;:a (@ Iblbll .bus>; Steve Jacobs <stv.jjs._II:.0 us_.np.inm>; Hill, Vicki <,1..fliill[V[II Lus> 1170 Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Importance: High Good Morning, Following up? Thank you, Theresa From: Utterback, Theresa Sent: Friday, July 12, 2024 4:13 PM To: Daniel Curiel <I[ anieJ..Cel.n0@) I V.a.:..�!.sa.... qmo>; Mike Dempsey < �.l ... .rrr s .y. lhll .. s .. um>; Kristian Navarro <Iku ustuan.inavarroolhlla-usa.com> ............................................................................................................................................... Cc: Tack, Timothy <k1aVs>; Steve Jacobs <sty...(as.tx_V.a..:..sa.:am.>; Hill, Vicki <,p]uV.OlC?.ffVs> Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area Importance: High Good Afternoon, I am in receipt of the executed contract, thank you. Pursuant to the agreement, I need the following items from your team: • $10.00 fee per ¶5 • Certificate of Good Standing (for corporation) per ¶7 • Preconstruction video per ¶8 • CO1 per 117 Please provide the referenced items above as soon as possible. Per our conversation yesterday, we agreed that you may begin using the property because we understand the urgency. Per 110, silt fencing is required to be installed no later than July 24, 14 days from the effective date of the contract (Effective date is 7/10/24). The perimeter fence will require a permit. Please submit your permit application for the perimeter fencing to the City by July 24 and provide us with proof of permit submission. Attached is the most current survey along with a Land Survey Affidavit which will need to be submitted along with your permit application. If you have any questions, please feel free to call our office. Have a nice weekend. Theresa From: Daniel Curiel <[ of lla a�ri V gl _V� u..s�a_..c.2 m.> Sent: Wednesday, July 10, 2024 12:43 PM To: Utterback, Theresa < 9 . o r kU: « kr .80ous>; Mike Dempsey < 'uk . r..... ODa::ps qu�ro>; Kristian Navarro <k.rusluan.-..n ro gDrDa:: usa com> ............................................................................ ........ Cc: Tack, Timothy <ak1V:s>; Steve Jacobs <srrre.Q[msV :.au_sa_.cq_> Subject: RE: [External]212-225 W. Boynton Beach Blvd. Staging Area This Message Is From an External Sender This message came from outside your organization. Good afternoon Theresa, We are glad that the CRA Board has approved. Please see the attached Temporary Use Agreement executed and notarized. Thank you, Daniel Curiel Project Engineer 14005 NW 186th Street Hialeah, FL, 33018 C:978-397-8541 Daniel.:_Cua.riel.�Johla.:::usa_.corm. I vuveyr.:o_hla:::ia_sa..ccrnn CHLA USA, Inc. I CHLA Building, Inc. I Community Asphalt Corp. Judlau Contracting, Inc. I CHLA Systems & Electric, LLC From: Utterback, Theresa <Ut.teo-back.'i:.0 . It V.o_ .s> Sent: Wednesday, July 10, 2024 9:48 AM To: Daniel Curiel <,oiV:uriVDV-uasaoa polo>; Mike Dempsey <'ursya�[rV:.spu1a>; Kristian Navarro <k.rustuanolnavarro oNa Iusa com> ............................................................................ ......... Cc: Tack, Timothy <k1pVs> Subject: [External]212-225 W. Boynton Beach Blvd. Staging Area Good Morning, The CRA Board approved and executed the Temporary Use Agreement for the properties located at 212-225 W. Boynton Beach Blvd. Attached is the agreement as signed by the Chair. Please have the agreement executed/notarized and returned to me for our files. Once the agreement is fully executed, we can go over any questions you may have in order to begin utilizing the site. Thank you, Theresa i hee ray a Vtti!:: a ii�ack: De,,Ooprn n Ser,1,1ces P11,4ariager I L d;Jyn t � m Beach d .o I""II"V k""V""V N.. rfl ty Aiiigb"71 tl: i i 1172 II� A,,/e!., ar'"�nmt n Bea , 33,135 Ptqq9,1'1 11 � 7 3 .l "TI 58 u:_:utt erNracU �Dbbfl.rus - https://www.boyntoinbeachcira.com � ru America's Gateway to the Gulfstream 1111eiIshIPe ndiJse�'� �� �' I��� �i�� �����LU�"II°!II�ill�wWa'v4w Inl :111 cn n ll..0 N o n d n'"l r e t lli rni!r''i ii rn.nn�a�U' subject i nwt to �fiir?'ridot.UIrul . 11,J11nder 1 10 U:] 1&vv, enrai: addresses aUr"�''i4: jj� iblk::; W"d-q' xir�ii:l!w. � h,12i, e'l,i;)re, UIIII" i'h'' rrullfil ilziV�0''n"tmunic at':ionl i:Inill;l'iI�ijq:mi'.: n , m m ^IV( be mmUlb,je� t to pubhcII'fi;"''ridost,Vr~;u' From: Utterback, Theresa Sent: Wednesday, July 3, 2024 5:37 PM To: Daniel Curiel <[ _ml_i V..._ u _ri V.. _ I V_ ..: _sa..._ I�ro.>; Mike Dempsey <o y�V«_._ erre. s y Z�oNa-usa.com>; Kristian Navarro <krustuanonavarro aU7_a-u.usa.com> ............................................................................. .......................... Cc: P. E. Timothy T. Tack (kl._kr6Vas) <Taavl�.U..krkrVouus> Subject: FW: Tuesday, July 9, 2024 CRA Board Meeting - Agenda and Packet and Meeting Links Good Afternoon OHLA team, The CRA Board meeting agenda has been published and is attached for your convenience. Your item is 15. New Business C. It may also be retrieved from our website, see link below: htt s: www.bo n'tonbeachcra.com about-bbcra meeton - e'ndas manatee bbcra board-meeton - e'ndas p................................................................................................................................................................................................................/.............................................................................................................................................................................................................................................................................. munutes We encourage personal presence at the meeting if you have a specific agenda item that you are a part of. However, I think it would be sufficient if someone from your team attended the meeting virtually to answer any questions the Board may have. In order to view and/or participate in the meeting virtually, please see the links below: • To LIVESTREAM the Tuesday, July 9, 2024, Boynton Beach Community Redevelopment Agency (BBCRA) Board Meeting at 6:00 PM EDT click the following link:Ih.��p.a..................................... you�tulbe„coirn/Iliive/dii5g�lf.:)I Aellw • To PARTICIPATE (i.e. public comment) in the meeting, please use this link: Ih.�Lp, ,;,//c IIIllin ju;ud,iio/I If �6 024 If you have any questions, please feel free to call me. I will be in the office on Friday and next week. Have a wonderful/safe 4t” of July, Theresa 1173 1174 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 OLD BUSINESS AGENDA ITEM 14.F SUBJECT: Discussion and Consideration of the Boynton Beach Faith Based CDC's Second Request for Extension of Time to the Purchase and Development Agreement for the Property located at 402 NW 12th Avenue SUMMARY: The CRA and the Faith Based Community Development Corp. (CDC) entered into a Purchase and Development for the construction of a three bedroom, two bath single family home at 402- 404 NW 12th Avenue (see Attachment 1). A building permit for the construction of the home was obtained by the CDC on November 21, 2023. On May 14, 2024, the CRA Board approved the CDC's request for a one-year extension from the issuance of the permit in order to obtain a temporary or permanent Certificate of Occupancy (CO) no later than November 21, 2024 (see Attachment II & III). The CDC will not be able to meet the November 21, 2024, deadline due to extenuating circumstances. They have requested an additional one-year extension in order to obtain a CO (see Attachment IV). If approved, the CO would be required no later than November 21, 2025. A draft Second Amendment to the Purchase and Development Agreement, for the extension of time, has been provided by legal counsel and is attached for review (Attachment V). FISCAL IMPACT: N/A CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: 1. Approve the Second Amendment to the Purchase and Development Agreement between the BBCRA and the CDC for an extension of time in which to receive a temporary or permanent Certificate of Occupancy on or before November 21, 2025, and allow Board Chair to execute the Second Amendment. 2. Do not approve the Second Amendment to the Purchase and Development Agreement between the BBCRA and the CDC for an extension of time in which to receive a temporary or 1175 permanent Certificate of Occupancy on or before November 21, 2025. 3. Alternative direction as determined by the CRA Board. /_11aV_C9:IJil=I'k&'5 Description • Attachment I - Location Map • Attachment II - 05-14-2024 Minutes - Approval of Extension for CO for 402-404 NW 12 Ave • Attachment III - First Amendment to P&D - 402-404 NW 12th Ave • Attachment IV - BBFBCDC Extension Request - 402-404 NW 12th Ave • Attachment V - Second Amendment to the P&D-402 404 NW 12th Avenue 1176 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 14, 2024 Theresa Utterback, Development Services Manager, stated that the CRA was pursuing this property already and that the appraisal was $560,000. Chair Penserga asked how long ago the appraisal was done. Ms. Utterback responded that the appraisal was done recently, the original appraisal was done about a year ago and was appraised at $530,000. Chair Penserga asked if the owners are willing to entertain another value. Ms. Utterback stated that they have not spoken to the owners yet. Chair Penserga commented that the Board is taking a shot in the dark to offer some number. Ms. Utterback said that there is a long history with this property, and it has been on and off the market for years. She said that there have been many discussions with the owner wanting to sell the property. She said that with the different Boards it has never worked out. She said to submit an offer based on the Board's decision and then wait to see what the realtor comes back with from the owner. There was a consensus to have Staff bring this back at the next meeting for further discussion and consideration. Chair Penserga asked the Board for their thoughts on 1320 S Federal Highway that is listed for $2.75 million dollars. There was a consensus to not to pursue the property located at 1320 S Federal Highway„ 14. Old Business A. Dt scuss�oa°u and Cons det .ntinn of the Boynton Beach Initis Based CD 's Request tol. nteinsi n of Tl nc to the i ns d.iase acid Deveiopninnt Ageerrent for the Proper ies iocated at 402 and 404 NW 1 2th Avenue Mr. Tack noted that in May of 2022, the CRA Board approved the Boynton Beach Faith Based Community Development Corporation's (CDC) Letter of Intent for the two vacant lots, 402 & 404 NW 12th Avenue, in the amount of $60,000 and the Agreement was entered into by both parties in July of 2022. He said that in accordance with paragraph 18.d. of the Purchase and Development Agreement, the CDC was to obtain a temporary or the final Certificate of Occupancy (CO) as of May 21, 2024. He said that they have now submitted a request for a six- month extension. There was consensus to approve a six-month extension to the Purchase and Development Agreement for the properties located at 402 and 404 NW 12 Avenue. Chair Penserga opened Public Comments. No one came forward. Chair Penserga closed Public Comments. Motion: 5 1178 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 14, 2024 Vice Chair Kelley moved to Approve the First Amendment to the Purchase and Development Agreement between the BBCRA and the CDC for a six-month extension of time in which to receive a temporary or permanent Certificate of Occupancy which would be on or before November 21, 2024, and allow the Board Chair to execute the First Amendment after review for legal sufficiency. Board Member Hay seconded the motion. The motion passed unanimously. B. Disck:,tss01'u �:Il id Consudeiiafloirof flie Subniittais frcu n iiheIlii eegiiu w lr If il Pro :n) pais fo° i. Property Ii)II::)ir a all Sea:vices Mr. Tack stated that on February 13, 2024, the Board approved a Request for Proposals (RFP) for Property Appraisal Services from qualified firms to perform residential and non-residential appraisals for the acquisition and disposal of properties within the CRA boundaries. He stated that the CRA received six responses and that the responses were reviewed by Staff for sufficiency. He noted that Staff has determined that Anderson Carr was responsive and adhered to all aspects of the RFP. He stated that Callaway & Price and Cushman & Wakefield, were non- responsive and did not adhere to the RFP requirements. He said that both Parrish & Edwards and Vance Real Estate were responsive, but added conditions on the pricing. He said that Walter Duke & Partners provided a range for pricing on non-residential properties and did not provide documented experience in a redevelopment area within Palm Beach County. Additionally, they do not perform residential appraisals. He stated that per the RFP, the Board may select up to five firms. Chair Penserga stated that if the respondents did not follow directions they should be deemed non-responsive. He noted that the CRA has worked with Anderson Carr and Vance Real Estate in the past and they comply with the RFP. He inquired if there was a particular number on how many firms Staff wanted to have on retainer. Mr. Tack replied that there is no particular number and that this was supposed to aid in the response time in having appraisals performed. He said that there is a need for quick turnaround time on residential appraisals. He commented that it is at the discretion of the Board on the number for appraisers to be used. He noted that there is no guarantee of work and that Staff would try to distribute the services equally amongst the appraisers that are selected. Chair Penserga commented that Anderson Carr and Vance Real Estate are the obvious choice, he asked the Board if they would like three appraisers. Board Member Hay stated that he would like to have Parrish & Edwards as the third appraiser. He noted that Anderson's prices are greater than the max of Vance's range. Mr. Tack stated that CRA would enter into an Agreement with all three and then as needed there would be a rotation. Vice Chair Kelley inquired would there be an issue with the conditions that Parrish & Edwards put on their appraisal cost. Mr. Tack commented that he does not see an issue with the conditions. He said that each property is going to have its own set of challenges. Board Member Turkin agreed with Board Member Hay that a third appraiser is necessary. He n 1179 FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT This First Amendment to the Purchase and Development Agreement ("First Amendment") is hereby entered into by and between the Boynton Beach Community Redevelopment Agency a public agency created pursuantto Chapter 163, Part fit, of the Florida Statutes ("SELLER") and BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION, or its affiliated assignee (hereinafter "PURCHASER"). Individually, the SELLER or PURCHASER may be referred to herein as a "party" and collectively may be referred to herein as the "Parties." . WHEREAS, the parties previously entered into a Purchase and Development Agreement dated July 13, 2022 (the "Agreement'); and WHEREAS, the parties desire to amend paragraph 18. d. of the Purchase and Development Agreement for an extension of time in which to obtain a temporary or permanent Certificate of Occupancy; and NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficlencyof which both parties hereby acknowledge,. the parties agree as follows: 1. incorporation. The above recitals are hereby incorporated herein as if fully set forth. Amendment Style. Amendments to the Agreement are shown as follows: additions are shown in bold format; deletions are shown in striketh rough format. 3. Amendment to Paragraph 18 of the Agreement. Paragraph 18 of the Agreement shall be amended as follows. DEVELOPMENT TIMELINE. The following events must be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Elements"). , a. Submission of application to the City for site plan approval within N A (--J days following receipt of a b. Achievement of site plan approval from the City by _.NLA... C. Submission of construction documents to the City for a building permit within six (6) months of closing. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. Upon City issuance of the building permit a copy will be provided to SELLER. d. Temporary or permanent certificate of occupancy to be provided within done year following building permit issuance. 4. General. 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 parties. This First Amendment may be executed in a number of counterparts, 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. 1180 IN WITNESS WHEREOF, the Parties have executed this First Amendment as of the latest of the dates indicated below. BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION By: Printed Name: Keturah Joseph Title: 41'C 16)11-e 041 -- Date: WITN 7 X -- "-d Printed Name: �-)'v BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: .5 -// i el, 1w, e WITNESS: Printed Name:v,,hf ?WE ESS: WITNESS: . . . ........ Pr n d Name: PrintedName: Approved as to form and legal sufficiency: CRA Attorney 1181 Our Partners Thank you for meeting with me regarding the above -referenced vacant lot. This letter is rBE� to formally request an extension of twelve months to obtain the temporary/permanent CaYIVT01 1C�N certificate of occupancy for a single-family house on the lot for sale to a low -to -mode rate - E A C H income (LMI) household. The Boynton Beach Faith -Based CDC is dedicated to providing rayCyr«ru' homeownership opportunities for LMI families in Boynton Beach, and we appreciate your support. 11 0 0I Boynton Beach Faith -Based Community Development Corporation, Inc. Board of Directors: slab. We've reinstated our contract with the general contractor and are working on Alexander Edmonds, September 26, 2024 President renewing the building permit and addressing any code changes. The lot has been mowed Carlene Elliott, and will be maintained regularly. Vice President Margaret Johnson, Theresa Utterback Secretary Development Services Manager Cheryl Banks, Boynton Beach Community Redevelopment Agency Treasurer 100 E. Ocean Avenue Courtney Cain Frances Francis Boynton Beach, FL 33435 Karen Jacobs Hubert McIntosh Request for a 12 -Month Extension to Complete Construction on Lot 402-404 NW Yvonne Odom 12`h Avenue for Boynton Beach Faith Based Community Development Corporation. Alrleter Pace ' Chris Plummer, Dear Ms. Utterback: Inter® Executive Director Our Partners Thank you for meeting with me regarding the above -referenced vacant lot. This letter is rBE� to formally request an extension of twelve months to obtain the temporary/permanent CaYIVT01 1C�N certificate of occupancy for a single-family house on the lot for sale to a low -to -mode rate - E A C H income (LMI) household. The Boynton Beach Faith -Based CDC is dedicated to providing rayCyr«ru' homeownership opportunities for LMI families in Boynton Beach, and we appreciate your support. 11 0 0I We experienced some delays but have begun construction, completing the foundation m` , y slab. We've reinstated our contract with the general contractor and are working on �9I'do -h -,"y renewing the building permit and addressing any code changes. The lot has been mowed -r off f ,"b and will be maintained regularly. 2W We are finalizing construction financing from our line of credit and project a six-month construction period. We have also begun outreach to potential buyers. 1600 N. Federal Hwy. 12 Post Office Box 337 We look forward to continuing our collaboration. Please let me know if you need any Boynton Beach, FL 33435 other information. Phone: 561-752-0303 Fax: 561-244-5046 Sincerely, www.boyntonbeachcdc.org ' Chris Plummer Interim Executive Director chris.plummer@askdevsol.com 561-310-1739 1182 SECOND AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT This Second Amendment to the Purchase and Development Agreement ("Second Amendment") is hereby entered into by and between the Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes ("SELLER"), and BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION, or its affiliated assignee (hereinafter "PURCHASER"). Individually, the SELLER or PURCHASER may be referred to herein as a "party," and collectively may be referred to herein as the "Parties." WHEREAS, on July 13, 2022, the Parties entered into a Purchase and Development Agreement (the "Agreement"); and WHEREAS, on June 10, 2024, the Parties entered into a First Amendment to the Agreement, extending the timeframe required to obtain a temporary or permanent certificate of occupancy to one (1) year following building permit issuance; and WHEREAS, the Parties desire to further amend paragraph 18(d) of the Agreement to extend the timeframe required to obtain a temporary or permanent Certificate of Occupancy to two (2) years following building permit issuance; and 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: 1. Incorporation. The above recitals are hereby incorporated herein as if fully set forth. 2. Amendment Style. Amendments to the Agreement are shown as follows: additions are shown in bold format; deletions are shown in strikethrough format. 3. Amendment to Paragraph 18(d) of the Agreement. Paragraph 18(d) of the Agreement shall be amended as follows: 18. DEVELOPMENT TIMELINE. The following events must be documented in writing and provided to the SELLER upon completion of each action (collectively the "Project Elements"). d) Temporary or permanent certificate of occupancy to be provided within E)Ae-yeaF two (2) years following building permit issuance. 4. General. Except as expressly set forth in this Second Amendment, the Agreement is unmodified and remains in full force and effect, and is hereby ratified and confirmed by the Parties. This Second Amendment may be executed in a number of counterparts, 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 Second Amendment, this Second Amendment shall control. 4894-9150-5126, v. 1 , 1183 IN WITNESS WHEREOF, the Parties have executed this Second Amendment as of the latest of the dates indicated below. BOYNTON BEACH FAITH BASED COMMUNITY DEVELOPMENT CORPORATION By: Printed Name: Title: Date: WITNESS: Printed Name: WITNESS: Printed Name: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Printed Name: Ty Penserga Title: Chair Date: WITNESS: Printed Name: WITNESS: Printed Name: Approved as to form and legal sufficiency: CRA Attorney 4894-9150-5126, v. 1 , 1184 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 OLD BUSINESS AGENDA ITEM 14.G SUBJECT: Discussion and Consideration of the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton Beach CRA and the City of Boynton Beach for Funding Construction and Professional Services SUMMARY: Following the FY 2023-2024 Budget approval in September 2023, the CRA and City entered into an Interlocal Agreement (ILA) to provide CRA funding for design activities, materials and equipment, and installation costs associated with the physical improvements for specific projects as outlined in the CRA's Project Fund (see Attachment 1). The ILA was approved by the City and CRA at their respective meetings on November 7, 2023, and November 13, 2023. The ILA details the responsibilities of the City and CRA, the procedures for reimbursement funding to the City, and the reporting requirements by the City to ensure compliance with the Plan and Florida Statutes. As an overview, the City will be responsible for overseeing the projects, coordinating with the contractor(s) and other entities as necessary for the completion of the projects. Additionally, the City will also be responsible for the maintenance of the improvements as a result of the project, along with contracting with other entities as necessary to comply with applicable codes. During the FY 2024-2025 budgeting process, CRA and City staff met on July 23, 2024, to discuss an updated project list which was reviewed by the CRA Board during the budget planning at their August 13, 2024 Board meeting. Per Paragraph 4 of the ILA, Exhibit A shall be updated at least annually. At the October 15, 2024 meeting, the City Commission approved R24-251 adopting Exhibit A (see Attachment 11). Staff recommends the approval and adoption of Exhibit A (see Attachment III). FISCAL IMPACT: FY 2023-2024 Budget, Project Fund, Line Item 02-58200-406, $575,000 FY 2024-2025 Budget, Project Fund, Line Item 02-58200-406, $1,950,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan 1185 CRA BOARD OPTIONS: Approve the Adoption of "Exhibit A" to the Interlocal Agreement between the Boynton Beach CRA and the City of Boynton Beach for the Interlocal Agreement for Funding Construction and Professional Services. ATTACHMENTS: Description • Attachment I - R23-161 - ILA for Funding Construction and Professional Services • Attachment II - R24-251 City Commission Adoption • Attachment III - FY 2024-2025 Exhibit A 1186 1 RESOLUTION R23-161 2 3 4 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, 5 APPROVING AND AUTHORIZING THE MAYOR TO SIGN AN INTERLOCAL 6 AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE 7 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR 8 FUNDING CONSTRUCTION AND PROFESSIONAL SERVICES; AND 9 PROVIDING AN EFFECTIVE DATE. 10 11 WHEREAS, The City will be performing construction projects within the Community 12 Redevelopment Area (CRA) to reduce slum, blight, and enhance the redevelopment properties; 13 and 14 WHEREAS, The CRA will provide the funding for the projects and will provide annual 15 updates; and 16 WHEREAS, The agreement will serve as a municipal and public purpose and be 17 consistent with the 2016 CRA plan and requirements of Chapter 163, Florida Statutes; and 18 WHEREAS, the City Commission of the City of Boynton Beach upon recommendation of 19 staff, deems it to be in the best interest of the citizens and residents of the City of Boynton Beach 20 to approve and authorize the Mayor to sign an Interlocal Agreement between the City of 21 Boynton Beach and the Boynton Beach Community Redevelopment Agency for funding 22 Construction and Professional Services. 23 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF 24 BOYNTON BEACH, FLORIDA, THAT: 25 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 26 being true and correct and are hereby made a specific part of this Resolution upon adoption 27 hereof. 28 Section,,,,, Z. The City Commission of the City of Boynton Beach hereby approves and 29 authorizes the Mayor to sign an Interlocal Agreement between the City of Boynton Beach and 30 the Boynton Beach Community Redevelopment Agency for funding Construction and 31 Professional Services. A copy of the Interlocal Agreement is attached hereto and made a part 32 hereof by reference as Exhibit "A." 33 Section 3,,. That this Resolution shall become effective immediately upon passage. C:\Users\SwansonL\AppData\Local\Microsoft\WindowsUNetCache\Content.Outlook\VNl9SRIB\ILA with CRA for Construction and Professional Services - Reso.docx 1187 34 PASSED AND ADOPTED this 7th day of November, 2023. 35 CITY OF BOYNTON BEACH, FLORIDA 36 37 38 Mayor — Ty Penserga 39 40 Vice Mayor — Thomas Turkin 41 42 Commissioner — Angela Cruz 43 44 Commissioner — Woodrow L. Hay 45 46 Commissioner — Aimee Kelley 47 48 49 ATT.w 50°mm 51 ...... µ �/� . , 52 Maylee )eN: ,ryas, MPA, A '°MC 53 City Cle 54 55 �. 'I" 56 (Corporate Seal) �'�',�����° 57 . It, 58 59 60 61" Ty Peng Mav� VOTE YES NO APPROVED AS TO FORM: " Shawna G. Lamb City Attorney C:\Users\SwansonL\AppData\Local\Microsoft\Windows\INetCache\Content.Outlook\VN19SR1B\ILA with CRA for Construction and Professional Services - Reso.docx 1188 INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR FUNDING CONSTRUCTION/PROFESSIONAL SERVICES THIS AGREEMENT is made this ""_day of ax'2023, by and between the CITY OF BOYNTON BEACH, a Florida municipal corporation (hereinafter referred to as "CITY"), and the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic, duly created and operated pursuant to Chapter 163, Florida Statutes (hereinafter referred to as the "BBCRA"). WITNESSETH: WHEREAS, the CITY will be performing various construction projects located in the Community Redevelopment Area as shown in Exhibit "A" (collectively, the "Projects" and each individually a "Project"); and WHEREAS, the Projects provide improvements to the Community Redevelopment Area ("CRA Area") that are anticipated to reduce slum and blight and enhance the redevelopment potential of properties within the CRA Area; and WHEREAS, the BBCRA is providing funding for the Projects in the amounts identified in Exhibit "A;" and WHEREAS, the parties anticipate updating Exhibit "A" on at least an annual basis; and WHEREAS, the CITY and the BBCRA find that this Agreement serves a municipal and public purpose and is consistent with and in furtherance of the 2016 Boynton Beach Community Redevelopment Plan ("Plan") and the requirements of Chapter 163, Florida Statutes; NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the sufficiency of which both parties hereby acknowledge, the parties hereby agree as follows: 1. Incorporation. The recitations set forth above are hereby incorporated herein. 1 of 8 4891-6338-4455, v. 3 1189 2. Funding. The BBCRA shall provide funding to the CITY for the Projects included in Exhibit "A." The amount of funding for each Project shall not exceed the amount listed for each Project included in Exhibit "A." Such payment shall be made to the CITY for physical improvements as part of the Projects, consistent with the terms of this Agreement, to be used for reimbursement of certain eligible costs. The BBCRA shall make payments to the CITY upon receipt of a complete written request from the CITY for payment, which request shall comply with all requirements of this Agreement. Funding described in Exhibit A may not be transferred between Projects without the express consent of the BBCRA. 3. Limitations on Use of Funding. Funding for the Projects included in Exhibit "A" shall be used for actual planning, design, and construction costs, as well as other costs directly related to the Projects construction, including, but not limited to, testing, inspection, and utility relocation costs (collectively, "eligible expenses"). This provision does not preclude the BBCRA from performing the referenced tasks for Projects included in Exhibit "A" if mutually agreed upon by the CITY and 4. Annual Update to Exhibit "A." Exhibit "A" to this Agreement may be updated at any time by the mutual consent of both parties and shall be updated at least annually in a form mutually consented to by both parties. At such time as each party adopts an identical Exhibit "A" in a duly noticed public meeting, this Agreement shall be deemed amended such that the most recently adopted Exhibit "A" replaces the prior version of the Exhibit "A" in this Agreement without further action by the parties. Except as expressly stated in this paragraph, all modifications to the Agreement shall be in accordance with Paragraph 11 -Entire Agreement. 5. Reimbursement Request. The CITY shall provide a complete written request 2 of 8 4891-6338-4455, v. 3 1190 for reimbursement of eligible expenses ("Reimbursement Request") to the BBCRA no later than 180 days after payment by the CITY of funds for which it is seeking reimbursement, and in no case later than 180 days after the Project achieves final completion. For purposes of this Agreement, final completion shall be deemed achieved upon issuance of a Certificate of Completion or the equivalent. The request shall include the following information: i. The amount of reimbursement requested; ii. A summary of the Project improvements for which the CITY seeks reimbursement; iii. A statement that the Project is in compliance with the Plan and Florida Statutes, that the funding will be used only for reimbursement of eligible expenses that are consistent with the BBCRA's requirements and restrictions pursuant to Florida law, and evidence supporting the statement, iv. Copies of all invoices, receipts, and any other documentation necessary to evidence the amount and purpose for each payment made by the CITY for the Project for which the CITY is seeking reimbursement; and V. For any Reimbursement Request submitted after final completion, a fully executed Certificate of Completion or equivalent. a. The CRA shall remit funding in the amount requested, consistent with this Agreement, to the CITY within thirty (30) days of receipt of a complete Reimbursement Request from the CITY that meets the requirements of 3 of 8 4891-6338-4455, v. 3 1191 this Agreement. b. If the CITY fails to submit a Reimbursement Request within 180 days after the Project achieves final completion, the CITY will no longer be eligible to receive any reimbursement, and this Agreement shall terminate with respect to that Project. If the CITY submits a Reimbursement Request that the BBCRA deems incomplete, the BBCRA shall notify the CITY in writing. The BBCRA may ask for additional documentation that could reasonably be used to evaluate or support the Reimbursement Request, The CITY shall have 30 days from receipt of the notice to provide the necessary documentation to complete the Reimbursement Request. If the CITY fails to provide the documentation required by the BBCRA within 30 days, the CITY shall only be eligible for the portion of the Reimbursement Request, if any, that the BBCRA deems complete and eligible. The BBCRA will not reimburse the CITY for any portion of the request the BBCRA deems ineligible for reimbursement. 6. Limitation of Responsibility. The Parties agree that the BBCRA shall only be responsible for providing reimbursement to the CITY for eligible expenses for the Project after receiving a complete Reimbursement Request that meets the requirements of this Agreement and shall not otherwise be responsible for effectuating the Project. 7. Change Orders. The CITY shall provide a written request to the BBCRA for approval of any change order that will result in a request for an increase in the funding for a Project to be provided by the BBCRA. The CITY shall submit the written request to the BBCRA prior to the CITY's approval of the change order or execution of any work covered 4 of 8 4891-6338-4455, v. 3 1192 by the change order. Failure to obtain the BBCRA's approval of the funding for the change order shall be a basis for the BBCRA to deny additional funding to the CITY for the Project identified in the change order. The CITY and the BBCRA agree and acknowledge that the approval of a change order does not require an amendment to this Agreement so long as the total amount of funding identified in Exhibit "A" is not exceeded. 8. Term. The term of this Agreement shall commence upon execution by both parties, and this Agreement shall continue until either party delivers written notice to the other party of its intent to terminate this Agreement or 60 days after the CITY receives the final invoice from the contractor or professional for the last of the Projects included in Exhibit "A." Notwithstanding the foregoing, once the CITY has executed a contract with a contractor or professional for a particular Project, the BBCRA shall not be allowed to withdraw its funding for that particular Project for the amount identified in Exhibit "A." If the CITY terminates this Agreement, the CITY shall refund to the BBCRA any funding that was provided to the CITY but was not paid to the contractor or professional for the Project as of the date of determination. If the total funds the CITY requires to complete a particular Project, as identified in Exhibit "A," are less than the amount paid by the BBCRA to the CITY for a particular Project, the CITY shall refund to the BBCRA any and all funds provided to the CITY that exceed the amount the CITY paid to the contractor or professional for the particular Project. 9. Reporting Requirement. Once the BBCRA provides any funding for any of the Projects identified in Exhibit "A," the CITY shall provide the BBCRA with monthly reports detailing the progress of such Projects, including, but not limited to, the contract amount, the amount of funds paid to the contractor or professional, the status of the Project, and the total of any change orders related to the Project. 10. Publicity. The CITY shall ensure that all publicity, public relations, 5of8 4891-6338-4455, v. 3 1193 advertisements, and signs related to the CITY's involvement in a Project also recognize the BBCRA for the support of all activities conducted with the funds provided by the BBCRA. The use of the BBCRA logo is permissible, but all materials using the BBCRA logo must be approved by the BBCRA Executive Director or his or her designee prior to use. Upon request by the BBCRA, CITY shall provide proof of the use of the BBCRA logo as required by this paragraph. The BBCRA may also produce and utilize publicity, public relations, advertisements, and signs to indicate its involvement with a Project. 11, Entire Agreement. No prior or present agreements or representations with regard to any subject matter contained within this Agreement shall be binding on any party unless included expressly in this Agreement. Any modification to this Agreement shall be in writing and executed by the parties. 12. Severability. The validity of any portion, article, paragraph, provision, clause, or any portion thereof of this Agreement shall have no force and effect upon the validity of any other part of portion hereof. To that end, this Agreement is declared severable. 13. No Third -Party Beneficiaries. No provision of this Agreement 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 Agreement, including but not limited to any citizen or employees of the CITY or the BBCRA. 14. No Assignment. The Parties may not transfer or assign this Agreement in whole or in part without prior written consent of the other, which may be granted or withheld at such Parties' absolute discretion. 15. Indemnification. The CITY shall indemnify, save, and hold harmless the BBCRA, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense or damage that may be asserted, claimed, or recovered against or from the BBCRA, 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 6of8 4891-6338-4455, v. 3 1194 of, arises out of, or is otherwise related to the negligent or wrongful conduct of persons or the faulty equipment (including equipment installation and removal) associated with the Project. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the BBCRA or the CITY as set forth in section 768.28, Florida Statutes. This paragraph shall not be construed to require the CITY to indemnify the BBCRA for BBCRA's own negligence or intentional acts of the BBCRA, its agents, or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers, employees, and agents. 16. Public Records. The CITY and the BBCRA each shall maintain their own records and documents associated with this Agreement in accordance with the requirements set forth in Chapter 119, Florida Statutes. All such records shall be adequate to justify all charges, expenses, and costs incurred in accordance with generally accepted accounting principles. Each Party shall have access to the other Party's books, records, and documents as required in this Agreement for the purpose of inspection or audit during normal business hours during the term of this Agreement and at least one year after the termination of the Agreement. 17. Filing. The CITY shall file this Interlocal Agreement pursuant to the requirements of section 163.01 (11), Florida Statutes. 18. Governing Law; Venue. This Agreement shall be governed by and in accordance with the Laws of Florida. The venue for any action arising from this Agreement shall be in Palm Beach County, Florida. 19. This Agreement shall not be valid until signed by the Mayor, the Board Chair of the BBCRA, and the City Clerk. The Effective Date shall be the date the last of the Mayor or Board Chair signs this Agreement. 7 of 8 4891-6338-4455, v. 3 1195 IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed on the day and year first above written. ATTEST: CITY OF BOYNTON BEACH, FLORIDA City Cie k or Approved as to Form: � � ��y � � t �� AT'F�% 1920 W� _..... ......__....w. _._ NMNNNNµ Shawna G. Lamb, City Attorney ATTEST: ........... ........ Witness I HEREBY CERTIFY THAT I HAVE APPROVED THIS AGREEMENT AS TO FORM: BL Attorney BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, FLORIDA 8of8 4891-6338-4455, v. 3 1196 EXHIBIT "A" Fiscal Year 2023-2024 Projects 1197 11 12 13 14 15 16 17 is 19 20 21 22 23 N W 11 32 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTO BEACH, FLORIDA, APPROVING THE UPDATED EXHIBIT A TO T INTERLOCAL AGREEMENT FOR FUNDING CONSTRUCTION AN PROFESSIONAL SERVICES WITH THE CITY OF BOYNTON BEAC COMMUNITY REDEVELOPMENT AGENCY; AND FOR ALL OTH PURPOSES. WHEREAS, the City and the City of Boynton Beach Community Redevelopment Agency ("CRA") entered into an Interlocal Agreement for Funding Construction and Professional Services, approved by Resolution No, R23-161 or) November 7, 2023; and WHEREAS, pursuant to section 4 of the Interlocal Agreement, Exhibit A to the interlocal Agreement may be updated at any time by the mutual consent of both parties and shall be updated at least annually in form mutually consented to by both par -ties. At such tinne as each party adopts an identical Exhibit A in a duly noticed public meeting, the Agreement shall be deemed amended such that the most recently adopted Exhibit A replaces the prior version of Exhibit A of the Agreement without further action by the parties,- and WHEREAS, the City Commission, upon t[ie reco in mend atio n of staff, has deemed it in the best interests of the city's citizens and residents to approve the updated Exhibit A to the Interlocal Agreement for Funding Construction and Professional Services with the City of Boynton Beach Community Redevelopment Agency, SECTION -1, The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption. SECTION 2. The City Commission of the City of Boynton each, Florida, does hereby approve the updated Exhibit A to the Interlocal Agreement for Funding Construction and Professional Services with the City of Boynton Beach Community Redevelopment Agency, in form and substance similar to that attached as "Exhibit A." 1198 33 SECTION 3. The Interlocal Agreement with the updated Exhibit A shall be retained by 34 the City Clerk as a public record of the City. A copy of the Interlocal Agreement with the updated 35 Exhibit A shall be provided to the CRA. 36 SECTION 4. This Resolution shall take effect in accordance with law. 37 A 38 PASSED AND ADOPTED this.... ........... day 2024 ATT Maylee e J 6< City Cie k (Corporate Seal) AWM Vice Mayor --Aimee Kelley Commissioner - Angela Cruz Commissioner - Woodrow Commissioner - Thornas Turkin "01 Sv'AL 111(,,OFZpclRATED' 192-0 d /e4 mm rga or YES NO APPROVED AS TO FORM: ............ ...... Shawna G. Lamb City Attorney city Project # Project Name BBCRA Funding I MLK Jr. Boulevard Streetscape Improvements— -$250,000 (design) $550,000 (construction) 2 US 1 Beautification Project Design $100,000 3 Pence Park Design & Permit $400,000 4 Harvey Oyer Park Pier Survey & Design $100,000 5 Senior Center Design $100,000 6 Jaycee Park Design $100,000 7 Centennial Park Improvement Designs $500,000 8 Cottage District Road Improvements Design $200,000 9 Ocean Avenue Bridge $225,000 1200 EXHIBIT "A" Fiscal Year 2024-2025 Projects City Project # Project Name BBCRA Funding 1 MLK Jr. Boulevard Streetscape Improvements $250,000 (design) $550,000 (construction) 2 US 1 Beautification Project Design $100,000 3 Pence Park Design & Permit $400,000 4 Harvey Oyer Park Pier Survey & Design $100,000 5 Senior Center Design $100,000 6 Jaycee Park Design $100,000 7 Centennial Park Improvement Designs $500,000 8 Cottage District Road Improvements Design $200,000 9 Ocean Avenue Bridge $225,000 1201 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 OLD BUSINESS AGENDA ITEM 14.1-11 SUBJECT: Continued Discussion and Consideration of Search for the New Executive Director - Revised 11/15/2024 SUMMARY: On November 13, 2023, the CRA Board directed staff to advertise the Executive Director position (see Attachment 1). The position was advertised on Linkedln, Florida Redevelopment Association (FRA), Indeed and the BBCRA website. At the December 12, 2023 meeting, the Board approved the following process, which has been previously utilized by the City of Boynton Beach to fill vacant positions (see Attachment 11): • Once the advertisement is closed, staff will review each resume. • Staff will compile a binder for each Board Member that will contain a minimum qualification form (see Attachment III) and the resume for each candidate. • At the next scheduled meeting, the CRA Board will collectively select which candidates are to be interviewed, and staff will schedule interviews with each Board Member separately. • After the interviews, the CRA Board will discuss the candidates at a special or regular CRA Board Meeting and select the successful candidate, if any. • If a successful candidate is chosen, the Board may direct staff to enter into contract negotiations with the successful candidate. The position was previously advertised in November 2023 and May 2024 without successful placement. At the August 13, 2024 meeting, the CRA Board directed staff to re -advertise the position and research options for executive search firms. In August 2024, the CRA Executive Director position was re -advertised on the City, CRA, FRA, and International Economic Development Council (IEDC) websites and closed on September 30, 2024. A total of 66 candidates have responded to the advertisement. FISCAL IMPACT: FY 2024-2025 General Fund Budget, Executive Department; Line Item #01-51230-100 CRA BOARD OPTIONS: To be determined by the CRA Board. 1202 ATTACHMENTS: Description Attachment I - BBCRA Executive Job Posting Attachment II - Executive Staff Hiring Process Attachment III - Minimum Qualifications Checklist 1203 ',, BOYNTO oioomoi """"R �aEA�i uYNH"YII':IL.OV':'IAII II'q.. I AGENCY BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY TITLE: EXECUTIVE DIRECTOR REPORTS TO: BBCRA BOARD SALARY RANGE DEPENDING ON QUALIFICATIONS: $140,000 - $210,000 GENERAL DUTIES: Position manages the day-to-day operations, for the Boynton Beach Community Redevelopment Agency (BBCRA). The Executive Director is a highly responsible position that oversees a wide variety of redevelopment and economic development activities that include fiscal operations, policy making, capital project administration, BBCRA program management, redevelopment plan implementation, property acquisition, business incentives, new business development, business attraction and retention, special business promotion activities as well as the management and maintenance of BBCRA- owned properties. The Position serves as a liaison to businesses and property owners with the overall goal of enhancing the physical and economic character of the districts. Advanced professional work is focused on revitalization and community enhancement within the BBCRA Districts through redevelopment, capital improvement, and branding. EXAMPLES OF ESSENTIAL DUTIES: The examples as listed below are descriptions of essential functions and are not necessarily all inclusive. The omission of an essential function of work does not preclude the BBCRA Board from assigning duties not listed herein. Assigned duties, which are essential function of work not listed herein, are permissible if such functions are a logical assignment to the position. • Carries out the policies established by the five -member BBCRA Board which oversees the redevelopment of the six BBCRA Districts. • Oversees the day-to-day agency operations. • Provides oversight and management of Federal/State Grant programs designed to assist with redevelopment goals within the BBCRA area. • Provides comprehensive knowledge of redevelopment programs and their financing. • Develops potential incentive packages, provides market assessments/impacts, and monitors development trends. 1204 • Writes developer requests for proposals for the purpose of disposing of BBCRA land for redevelopment. • Evaluates and drafts recommended updates and amendments to the BBCRA Plan. • Attend training sessions and conferences pertaining to BBCRA operations. • Prepares and manages annual BBCRA budget and compliance monitoring with F.S. Chapter 163 Part III • Assists with the development of capital projects included in the 2016 Boynton Beach CRA Redevelopment Plan; tracks the economic impact of those projects on Redevelopment activities City-wide. • Makes public presentations to the BBCRA Board, City Commission and other public/private organizations regarding BBCRA redevelopment, BBCRA business, initiatives, and focus. • Acts as a technical advisor to the Community Redevelopment Agency Board (City Commission) and BBCRA Advisory Board. • Prepares and manages BBCRA budget; identifies and accesses funding sources; maintains relationships with funding sources; administers contractual agreements with other governmental agencies. • Oversees the management and administration of capital projects within the BBCRA districts. • Promotes and disseminates information about BBCRA activities to stakeholders through media, print and social media; attends and conducts various meeting and presentations. • Negotiates and administers contracts, incentives, developer agreements, and projects; administers same. • Assist private developers and business owners with: site planning, zoning, platting, variances, incentives, and other regulatory issues associated with redevelopment and economic development in the BBCRA. • Attends monthly BBCRA Board meetings and City commission meetings in order to keep abreast of activities and programs, and to provide information and/or answer questions as necessary. • Represents the BBCRA at community meetings regarding BBCRA matters within the scope of the BBCRA activities. • Oversees hiring of BBCRA employees, consultants, and experts as provided for in • the annual budget • Supervises BBCRA employees, consultants, and special projects. • Other duties as assigned. KNOWLEDGE, SKILLS AND ABILITIES: • Knowledge of public and private financing and various debt financing mechanisms. • Knowledge of professional services contracting, bidding procedures, and contract administration. • Knowledge of the principles of budget administration and financial forecasting. • Knowledge of business correspondence and report writing. • Knowledge of the basic functions of Community Redevelopment Agencies. 1205 • Knowledge and experience with Public -Private Partnership developer negotiations and agreements. • Knowledge of the principles, techniques and objectives of a Community Development Block Grant program and HUD housing programs. • Knowledge of economic development trends and techniques and the functions, operations and relationships among local, state, and federal agencies related to redevelopment and housing policies. • Ability to communicate clearly and concisely, orally and in writing. • Ability to effectively analyze issues and problems and identify optimum solutions. • Ability to plan, organize, and implement duties and responsibilities defined by desired outcomes and objectives. • Ability to gain cooperation through discussions and persuasion. • Ability to use good conflict resolution skills. • Ability to manage complex problems with multiple stakeholders. • Ability to interpret and apply the principles, practices, and procedures specified in Florida redevelopment law. • Ability to interpret and apply applicable Federal, State, and local laws, rules, and regulations related to redevelopment programs. • Ability to use Windows-based word processing, electronic mail, spreadsheet, and database software. • An understanding of business attraction including lease negotiations in real estate. • Ability to take the initiative to complete the duties of the position without the need of direct supervision. • Ability to establish and maintain effective working relationships. • Ability to serve the public and fellow employees with honesty and integrity in full accord with the letter and spirit of all City ethics and conflicts of interest policies. A strong understanding of ethical behavior is required. • Ability to establish and maintain effective working relationships with the general public, co-workers, City officials and members of diverse cultural and linguistic backgrounds regardless of race, religion, age, sex, disability or political affiliation. • Ability to maintain regular and punctual attendance. MINIMUM QUALIFICATIONS: Bachelor's degree from an accredited college or university with a major in business, urban planning, finance, construction management or related field and/or have a minimum of five (5) years' experience in the public/private sector in a progressive city in real estate development, planning, project management, economic development and/or any equivalent combination of training and experience. Master's degree preferred. Affiliations or membership with trade associations exemplifying additional education is a plus, such as Florida Planning Association, Urban Land Institute, Florida Redevelopment Association, International Council of Shopping Centers, NAIOP, IEDC, or other related associations. Professional certifications are a plus. A comparable amount of training and experience may be substituted for the minimum qualifications. 1206 PHYSICAL REQUIREMENTS: Must have the use of sensory skills in order to effectively communicate and interact with other employees and the public through the use of the telephone and personal contact as normally defined by the ability to see, read, talk, hear, handle or feel objects and controls. Physical capability to effectively use and operate various items of office related equipment, such as, but not limited to a, personal computer, calculator, copier, and fax machine. SPECIAL REQUIREMENTS Possession of a valid, appropriate driver's license and an acceptable driving record. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. Please email all resumes to Vicki Hill, Finance Director Ihiilllly I..11.f�l,.us ����m�............................. 1207 Hill, Vicki Fnonw; 0eCus1e TenniUe Sent: Tuesday, November 21, 2023 12:49 PM To: Hill, Vicki Cc: Jenkins, ]obona;Tack, Timothy Subject: RE: Hiring Process for Executive Staff Hey Vicki, I go through each Resume to ensure they meet the minimum qualifications. Once that is complete I create a binder for each Commissioner with the candidates that are moving forward — include their app|icationandmesunme—Atabforeachcandidate. Once the Commission go through the candidates they advise which candidates they want to interview. Once that is completed you schedule interviews'with each Commissioner (separately) — Dadena can help you with their schedule. After they interview the candidates the Commission will discuss the candidates at Commission and who their top choice is. Once that is done then an employment letter will be generated for the chosen candidate. Let me know if you need anything else. @ TenniUe DeCoste K4.S,CLRP' Supreme Court Certified Mediator Director, Human Resources and Risk Management Human Resources and Risk Management Mailing Address: P.D.Box 31O | Boynton Beach, Florida 33425 Physical Address: 1@OE. Ocean Ave. | Boynton Beach, Florida 33435 t 561'742-6277 1 561-836-0815 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 a&,fress may be subject to public disclosure. From: Hill, Vicki <Hi|k/@bbfl.us> Sent: Tuesday, November 31,2O2312:33PK4 To: DeCoste,TenmiUe<DeCosteT@hbU.us^ Cc: Jenkins, ]obara^1enkins]@bbfl.us>;Tack, Timothy «TackT@bbU.us> Subject: Hiring Process for Executive Staff Good afternoon Tennillel What process do you normally use for the Commission when hiring executive staff? We are currently receiving resumes for the CRA Executive Director and need to mirror your process. Thanks! Vicki Hill Finance Director vq� 100 E. Ocean Ave. Boynton Beach, Florida 33435 561-600-9092 J@ .561-737-3258 HiIIV@bbfl.us httPS://www.boyntonbeachcra.com U F111 America's Gateway to the Guffstrearn 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. 1209 MINIMUM QUALIFICATIONS - EXECUTIVE DIRECTOR POSITION Candidate Name: Bachelor's degree from an accredited college or university Business Urban Planning Finance Construction Management Or Related Field Minimum of five (5) years' experience in the public/private sector in a progressive city Real estate development Planning Project Management Economic Development And/or any equivalent combination of training and experience Master's Degree Preferred Affiliations or membership with trade associations exemplifying additional education is a plus Florida Planning Association Urban Land Institute Florida Redevelopment Association International Council of Shopping Centers NAIOP IEDC Or other related associations Professional Certifications 1210 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.A SUBJECT: Discussion and Consideration of Executive Recruitment Firms for Executive Director Candidates SUMMARY: On September 10, 2024, the CRA Board directed staff to research Executive Recruitment Firms as an option for securing a viable candidate for the CRA Executive Director position. Staff solicited proposals for Executive Recruitment Firms and four out of five responded (see Attachments I-IV). A summary of the proposals are provided below. VENDOR PROPOSAL LOW RANGE ($140,000) HIGH RANGE ($210,000) Manpower 9/10/2024 $21,000 $31,500 Alpha 1 Staffing 9/11/2024 $22,200 $38,300 Prime Headhunting & Recruiting, Inc. 9/10/2024 $40,000 $40,000 Robert Half 9/11/2024 $40,000 $57,500 Career Developers Inc. N/A N/A N/A FISCAL IMPACT: FY 2024-2025 General Fund Budget, Executive Department; Line Item #01-51230-100 CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Request for Proposal from Alpha 1 Staffing • Attachment II - Request for Proposal from Manpower • Attachment III - Request for Proposal from Prime Headhunting & Recruiting, Inc. • Attachment IV - Request for Proposal from Robert Half 1211 ALPHA1STAFFING+ SEARCH FIRM soft ift we I• olutions Request>piSearch Boynton Beach Community Redevelopment Agenq iCRA) Executive Director 1212 A L P H A 1 srAFRN � SEARCH FIRM I MM Alpha1 Staffing Search Firm is thrilled to be part of the bidding process to offer exceptional recruitment services to the Boynton Beach Community Redevelopment Agency (BBCRA). Our mission is simple: to deliver top-notch customer service that exceeds expectations every step of the way. At the core of our business are our values: People, Passion, and Professionalism. Integrity is our guiding principle, and since our inception, we've been committed to providing high-quality staffing solutions for a variety of projects. From large-scale, long-term technical endeavors to short-term assignments, our diverse experience speaks for itself. We're not just in the business of filling positions - we're passionate about connecting talented individuals with exciting opportunities. With a national network of professionals spanning various industries, from corporate support to healthcare, we pride ourselves on our ability to match client needs with candidate strengths. Our reputation speaks volumes: an 8 -hour perfect match guarantee, a 16 -year track record of success, and a client -centric approach that has earned us trust nationwide. Moreover, we're dedicated to fostering diversity and inclusion in the workplace, partnering with companies that share our commitment to creating supportive environments for all. At Alpha1 Staffing Search Firm, PEOPLE are our priority. Whether it's in our careers, businesses, or everyday lives, serving, assisting, and developing people is at the heart of everything we do. That's why we're proud members of esteemed organizations like the American Staffing Association and various chambers of commerce. Our journey began humbly in 2007, weathering economic storms with sheer determination. Today, we stand as the largest female and minority-owned/operated employer in Miami -Dade County, with a workforce spanning thousands across Florida and neighboring states. With nearly two decades of experience under our belt, we've partnered with myriad municipalities state- wide. We're fully committed to meeting the requirements of the RFP and look forward to providing the (BBCRA) with top -tier recruitment services that promote productivity, efficiency, and exceptional value. Thank you for this opportunity to collaborate. We're excited about the prospect of working together and delivering outstanding results. Garrie Harris CEO, Alphal Staffing + Search Firm, LLC Gharris@ Atphalstaffing.com 954.604.2228 Request for Proposal - Executive Search for the (BBCRA) Executive Di 1213 (roo ALPHA 1 STAFHNG SEARCH HRM Main Office/ Servicing Location 3350 SW 148th Ave #110 Miramar, FL 33027 305.620.3633 Request for Proposal - Executive Search for the (BBCRA) Executive Di 1214 An organization is only as strong as its employees. Our goal is to ensure that our team is staffed with the right professionals to properly serve our customers. To do this, we hired for fit, expertise, ability and commitment to service. Our 16 -year history in the staffing industry is evident of our ability to hire and cultivate the best staff. Additionally, our team attends regular trainings, industry conferences, and accesses various educational resources to remain abreast of best practices and labor conditions. Garrie Harris, the dynamic CEO of Alpha1 Staffing, has been at the helm of our operations for over 16 years, demonstrating unparalleled leadership and dedication. Under her visionary guidance, Alpha1 Staffing has successfully managed over $100M in municipal and federal staffing contracts, showcasing our ability to handle large-scale projects with precision and excellence. Garrie's strategic leadership has been instrumental in defining the direction and vision of Alpha1 Staffing. Her expertise in managing substantial staffing projects and government contracts ensures that we consistently meet and exceed client expectations. She excels in building and maintaining robust client relationships, which are the cornerstone of our success. Moreover, Garrie's meticulous attention to compliance guarantees that all contractual obligations are met with the highest standards of integrity and professionalism. Her oversight of the RFP process, from initiation to final approval, ensures that Alpha1 Staffing remains competitive and efficient in securing vital contracts. Through her unwavering commitment and exceptional leadership, Garrie Harris continues to drive Alpha1 Staffing forward, delivering outstanding service to our clients and fostering a culture of excellence within the business. Cory Kingcade exemplifies strategic leadership in overseeing our sales and operational functions. With extensive experience in managing large-scale staffing operations and contracts, Cory has been pivotal in driving our business forward. His development and implementation of innovative sales strategies have significantly contributed to Alpha1 Staffing's growth, ensuring that we remain competitive and effective in the marketplace. Cory provides invaluable guidance and support to both the sales and operations teams, fostering a collaborative environment that prioritizes excellence and client satisfaction. Request for Proposal - Executive Search for the (BBCRA) Executive Dir 12 15 Cory's commitment to continuous improvement has led to the enhancement of processes and strategies, boosting productivity and profitability across the organization. His leadership not only drives business growth but also strengthens the foundation of Alpha1 Staffing, positioning us for sustained success in the ever -evolving staffing industry. Lauren Kingcade, the Director of Marketing and Talent Acquisition at Alpha1 Staffing, is a master at developing and implementing comprehensive recruitment strategies. Her deep understanding of various marketing channels allows her to attract top talent effectively, ensuring that Alpha1 Staffing remains a leader in the industry. With a keen focus on promoting employer branding, Lauren excels at attracting diverse candidates, enhancing the inclusivity and strength of our workforce. Her utilization of data -driven insights optimizes our recruitment efforts, ensuring we consistently secure the best candidates for our clients. Lauren's collaboration with the CEO and senior team members ensures that talent acquisition is closely aligned with the overall business objectives of Alpha1 Staffing. Her strategic approach not only bolsters our recruitment capabilities but also contributes to the long-term success and growth of our organization. Nakia Koonce Gilbert offers a wealth of expertise in managing complex staffing projects and high-volume recruitment. Her in-depth knowledge of industry trends and best practices ensures that Alpha1 Staffing stays ahead in the competitive landscape. Nakia excels at establishing and nurturing relationships with key clients and stakeholders, providing strategic guidance on talent acquisition and workforce planning. Her approach involves conducting thorough candidate sourcing, screening, and interviews, meticulously evaluating candidate qualifications to match them with client requirements. Throughout the hiring process, Nakia offers personalized guidance and support to candidates, building a strong network of qualified talent. Her collaborative efforts with clients to understand their staffing needs result in the delivery of highly suitable candidates, ensuring satisfaction and success for all parties involved. Nakia's dedication and strategic insights make her an invaluable asset to Alpha1 Staffing. 1216 Request for Proposal - Executive Search for the (BBCRA) Executive Dir.,- k1m TIL =7 Tiffany Parks is exceptional at managing payroll processes and ensuring accuracy. Her familiarity with government payroll regulations and compliance requirements guarantees that our operations adhere to the highest standards. Tiffany's experience in handling large volumes of payroll for temporary staff showcases her capability in managing complex and high -demand environments. She excels in streamlining payroll operations, enhancing both efficiency and timeliness. Through her collaboration with HR and finance teams, Tiffany ensures seamless payroll operations, fostering a cohesive and efficient workflow within Alphal Staffing. Her dedication and expertise play a crucial role in maintaining the reliability and accuracy of our payroll services. Lisa Smith has extensive expertise in both HR and payroll management. She plays a pivotal role in assisting the Payroll Manager with overseeing payroll processes, ensuring precision and efficiency. Her hands-on experience with payroll software and systems enables her to proficiently handle payroll inquiries and resolve any issues that may arise. Lisa is diligent in maintaining accurate payroll records and documentation, collaborating closely with the Payroll Manager to ensure timely and accurate payroll processing. Her proficiency extends beyond payroll, as she is deeply involved in HR duties, ensuring compliance with all relevant regulations and effectively managing conflict resolution. In addition to her payroll responsibilities, Lisa provides strategic guidance on talent acquisition and workforce planning. She excels in establishing and nurturing relationships with key clients and stakeholders, conducting candidate sourcing, screening, and interviews. Request for Proposal - Executive Search for the (BBCRA) Executive Dire 1217 ir 1771TIMn 1172771 Government entities rely Cphal Staffing for their contingent workforce needs. We've established a 16 -year track record of on-time and on -budget delivery, and our clients trust our expertise to navigate complex, high volume, multi -location, contingent staffing projects. Our commitment to excellence in customer service sets us apart, and our 8 -hour perfect match guarantee ensures that you receive the right personnel with the right skills for your specific requirements. Whether it's temporary, permanent, or specialized staffing, Alpha15taffing is dedicated to providing tailored solutions that meet the multifaceted needs of our esteemed government clients. Family , and we have a deep understanding of teamwork and the critical role each individual plays in the success of a project. We're committed to thorough and compassionate execution of every deployment. City of Miramar, City of Hollywood, City of Lauderhill, Lee County, and more - our team has collaborated and serviced several large, multi-year municipal contracts throughout Florida and neighboring states. More than 10,000 employees have been placed by using our temporary and direct hire services since 2007. We have provided our employment services to several (past 8t current) governmental and private agencies from 2010 -present. Please see our capability statement enclosed for a full list of past projects detailing our relevant experience. . s . 1218 Request for Proposal - Executive Search for the (BBCRA) Executive Director caf =7-=1717 71"= MUMMT-M We understand the importance of swift yet thorough temporary placements. Our optimized process balances speed with quality, ensuring highly qualified candidates and faster time -to -fill. 1219 Request for Proposal - Executive Search for the (BBCRA) Executive Directs® a =7-=11717 71"= Proven SuccessStaffing's Success in Filling ` Assistant Challenge:Director - Engineering Role for the City of Boynton Beach The City of Boynton Beach faced a critical vacancy in the Assistant Utilities Director - Engineering role, which had remained unfilled for over a year. This vacancy posed significant challenges to the city's infrastructure management and service delivery. Solution: Alpha 1 Staffing was tasked with identifying and recruiting a highly qualified candidate to fill this crucial position. Our team of experienced recruiters leveraged their deep understanding of the local job market and extensive network within the engineering and utilities sectors. Results: Through a meticulous search process, Alpha 1 Staffing successfully filled the Assistant Utilities Director - Engineering role within six weeks. The new hire possessed a strong track record in managing complex utility infrastructure projects, implementing innovative solutions, and overseeing engineering teams. Key Achievements: • Rapid Recruitment: Alpha 1 Staffing efficiently identified and presented qualified candidates to the City of Boynton Beach, ensuring a swift turnaround time. • Candidate Quality: The selected candidate demonstrated exceptional technical expertise, leadership skills, and a strong alignment with the city's goals and values. • Successful Integration: The new hire quickly integrated into the existing team and began making significant contributions to the city's utilities department. Impact: By filling the Assistant Utilities Director - Engineering role, Alpha 1 Staffing helped the City of Boynton Beach address critical infrastructure challenges and improve service delivery to its residents. The new hire's expertise and leadership have been instrumental in advancing the city's utilities infrastructure and ensuring its long-term sustainability. 1220 Request for Proposal - Executive Search for the (BBCRA) Executive Director L77 a=77 MMV-7 711771 Alphal Staffing Search Firm, r in providingcomprehensive talentl sixteen years. We specialize in executive search, human resources, and payroll management, serving government agencies and private sector clients nationwide. As a female, minority-owned and operated company based in Miami -Dade County, Alpha1 is proud to be the largest employer of its kind in the region. Our commitment to excellence, integrity, and innovative solutions positions us as a premier staffing partner for public and private sector organizations alike. Our success stems from our in-depth understanding of the public sector. We recognize public agencies' complexities and challenges, from regulatory constraints to budgetary concerns. This understanding allows us to offer innovative yet practical, results -driven solutions. We take pride in being more than just a staffing firm—we are a strategic partner, sharing our client's goals to help them achieve their organizational vision through People, Passion, and Professionalism. Comprehensive is Alpha1 Staffing offers a broad range of services designed to meet your organization's unique needs. These include: • Executive Search and Recruitment • Corporate Strategy and Workforce Planning • Training and Professional Development • Organizational and Workforce Management Our consultative approach ensures that each service is customized to address your specific challenges and objectives. Whether identifying essential leadership, developing human resources strategies, or addressing temporary staffing needs, Alpha1 Staffing delivers tailored solutions to help your organization excel. Alpha1 Staffing excels in the public sector, deeply understanding government operations and regulatory compliance. We combine this expertise with private sector flexibility and innovation, offering comprehensive staffing strategies to meet the needs of public agencies. With over 200 government and public sector clients across the U.S., Alpha1 has become a trusted partner for organizations seeking to balance efficiency with regulatory requirements. Our public sector knowledge allows us to work effectively with agencies like the Boynton Beach Community Redevelopment Agency (BBCRA). 1221 Request for Proposal - Executive Search for the (BBCRA) Executive Directu' L77 a=77 MMV-7 711771 U f i We are well -versed in the specific demands of redevelopment projects, economic development initiatives, and community enhancement efforts—all crucial for the BBCRA Executive Director role. Executive Search for Boynton Beach Community Redevelopment Agency (BBCRA)'s Alpha1 Staffing is honored to lead the Boynton Beach Community Redevelopment Agency (BBCRA) executive search to find a qualified Executive Director. This key leadership role is essential for managing the BBCRA's diverse operations and overseeing redevelopment, economic growth, and community revitalization efforts. Position ite: Executive Director Reports• r BBCRA Board • Salary Range: $140,000 $210,000 (dependent on qualifications) General Duties: The Executive Director will manage the daily operations of the Boynton Beach Community Redevelopment Agency (BBCRA) and oversee a range of redevelopment and economic development initiatives, including: • Fiscal operations, policymaking, and capital project management. • BBCRA program implementation, property acquisition, business incentives, and new business development. Business attraction, retention efforts, and special business promotion activities. • Manage and maintain BBCRA-owned properties to enhance the economic and physical character of the BBCRA Districts. Acting as a liaison to businesses and property owners, working toward revitalizing and enhancing the BBCRA Districts through targeted redevelopment initiatives, capital improvements, and branding efforts. • Foster economic revitalization and community development within the BBCRA Districts. • Oversee the management and fiscal operations of BBCRA programs and projects. • Lead efforts to attract, retain, and promote businesses, driving economic growth and sustainability in the area. • Coordinate acquiring, developing, and maintaining properties within the BBCRA Districts. • Act as a strategic partner in branding and marketing initiatives to promote the BBCRA District as an ideal location for businesses and residents. • This role is critical for ensuring that the BBCRA's mission of revitalizing the community and fostering economic development is successfully implemented through effective leadership and collaboration with key stakeholders. • Alpha1 Staffing's Executive Search Process • Alpha1 Staffing has developed a comprehensive executive search process to ensure that the most qualified candidates are presented for the Executive Director role. Our recruitment process includes: Request for Proposal - Executive Search for the (BBCRA) Executive Di 1222 L77 a=77 MMV-7 711771 U f i w 1. Candidate identification through outreach to professionals with experience in economic development, public administration, and community revitalization. 2, Vetting and verifying all candidates meet the BBCRA's qualifications and cultural fit requirements. 3. Credential checks and background verification to guarantee candidates' qualifications align with the position's needs. 4. Client collaboration: We work closely with the BBCRA Board to provide regular updates and maintain transparency throughout the recruitment process. • Garrie Harris, Project Manager, will oversee the search to ensure it meets BBCRA's expectations. • Nakia Koonce -Gilbert, Senior Executive Recruiter, will lead the candidate identification and evaluation process. • Lauren Kingcade will assist as an additional resource throughout the recruitment process. Fee Structure Our retained search fee for the Executive Director role is structured as follows: 1. Stage 1: A fee of $10,000 is invoiced upon commencement of the assignment. 2. Stage 2: A results -based fee of 23% of the candidate's agreed first-year salary, minus the Stage 1 fee, is invoiced on the successful candidate's start date. 3. Should BBCRA hire additional candidates from Alpha1 Staffing's search, they will be charged 23% of the candidate's agreed first-year salary. III 111 Request for Proposal - Executive Search for the (BBCRA) Executive Di 1223 L77 a=77 MMF-7 711771 U f i Proposed Recruitment l Alpha1 Staffing will follow a detailed and structured schedule to ensure timely delivery of qualified candidates for the Executive Director role: • Week 1-2: Alpha1 Staffing will initiate the search process by reviewing the job description and holding a briefing with the hiring manager. Research will commence, and we will begin developing a list of potential candidates. • Week 3-4: We will continue candidate research and refine our list of potential candidates for further vetting. • Week 5-6: Alpha1 will begin conducting interviews with the most promising candidates and provide BBCRA with an initial list of top candidates. • Week 7-8: We will complete candidate outreach and present the final shortlist to the City of Boynton Beach. During this period, we will also coordinate interviews and assist with the selection and appointment of the Executive Director. Client tis i At Alpha1 Staffing, client satisfaction is at the heart of everything we do. We take great pride in our 4.6/5 average client satisfaction rating. Every engagement concludes with a client satisfaction survey, and the feedback is used to continuously improve our performance. We are committed to delivering the highest quality of service to ensure the success of your organization. Request for Proposal - Executive Search for the (BBCRA) Executive Di 1224 L77 a=77 MMV-7 711771 Finding the right talent for your city requires more than just resumes and interviews. That's why we leverage the power of Avionte, our cutting-edge Applicant Tracking System (ATS) powered by Artificial Intelligence (AI). This innovative technology streamlines the recruitment process and ensures a higher quality of candidates for your municipal positions. The Power of AI -Driven Matching: Avionte utilizes sophisticated Al algorithms to analyze job descriptions and candidate resumes. This intelligent system goes beyond simple keyword searches. It delves deeper, meticulously evaluating the context and intent behind keywords, ensuring a more accurate skills assessment. Beyond Keywords: Skills -Based i : Imagine a system that can not only identify resumes containing relevant keywords but also score each candidate based on their demonstrated skills and experience. That's the power of Avionte. It assigns a weighted score to each candidate, highlighting those who possess the specific skillsets most relevant to your city's needs. Benefits for the CityBeach: Reduced Time it : By efficiently filtering through a pool of applicants and prioritizing the most qualified candidates, Avionte can significantly reduce the time it takes to fill critical positions within your city departments. • Improved i Quality: The AI -powered scoring system ensures a higher caliber of candidates are presented for your review. This means less time spent sifting through irrelevant applications and more time focusing on top talent. • Reduced Bias: Al algorithms can help mitigate unconscious bias in the recruitment process. By focusing on objective skills and experience, Avionte ensures a fair and meritocratic approach to candidate selection. Winning i i , Human ExpertiseTechnology: While Avionte plays a vital role in identifying strong candidates, we understand that the human touch remains essential. Our dedicated talent consultants leverage their expertise and industry knowledge to interpret the Al data and present you with a curated shortlist of the best possible matches for your city's needs. Request for Proposal - Executive Search for the (BBCRA) Executive Dire 1225 PERMANENT PLACEMENT AGREEMENT Manpower & Boynton Beach Community Redevelopment Agency Manpower ("Manpower") and Boynton Beach Community Redevelopment Agency ("Client"), in consideration of the mutual covenants contained herein, agree to the terms and conditions set forth in this Permanent Placement Agreement (the "Agreement"). This Agreement is only valid with respect to services provided by the Manpower branch location set forth in the signature block below, and is effective as of the latter of the two dates set forth below the parties' signatures (Effective date), 1. Term and Termination. This Agreement shall be for a term of one (1) year from the Effective Date and may be renewed upon the prior written consent of the parties. Either party may terminate this Agreement at any time upon thirty (30) days' prior written notice to the other party at the address set forth herein. Client shall remain liable to Manpower for all fees and expenses due under this Agreement for any candidate referred to Client, its affiliates, parents or subsidiaries, prior to termination, and shall pay such amounts immediately upon receipt of invoice from Manpower. 2. Services. Manpower shall recruit and refer to Client candidates for permanent placement by providing resumes or candidate profiles. All decisions concerning offers of employment are to be made by Client according to Client's business needs and other lawful criteria. Manpower is committed to equal employment opportunity and, as such, does not discriminate in referrals, and does not consent to discrimination by its clients, against any candidate on the basis of age, race, color, religion, disability, sex, national origin, veteran status or any other protected characteristic. Client agrees to indemnify and hold Manpower and its employees, directors, officers, subsidiaries and representatives harmless against any and all claims, loses and liabilities that arise from any hiring decision made by Client hereunder. 3. Fees and Payment. Client agrees to pay a fee if Client hires or retains a candidate, in any capacity, referred by Manpower within one (1) year after that candidate was presented to Client, regardless of whether Client learned of or could have learned of the candidate through other means. As follows is the fee payable, which is a fixed percentage of Compensation* paid by Client: Annualized Compensation Placement Fee $140,000 - $210,000 Reduced direct hire rate: 15% *Compensation includes base gross salary, gross compensation for services, fees, wages, guaranteed and/or anticipated bonus and commission earnings, to be made to the candidate during the first twelve (12) months of employment. If Manpower refers a candidate to Client that Client has interviewed (within the last six (6) months) or has scheduled an interview, Client will not owe Manpower a fee if Client hires the candidate. Client shall provide Manpower with documentation, upon request, sufficient to establish that the interview has been held or scheduled. Client agrees to notify Manpower immediately of any offer to hire a candidate along with the date of the candidate's acceptance and the details of the candidate's Compensation. Fees are to be paid by Client within ten (10) days of the invoice date. 4. Confidentiality. Client agrees to keep all candidate referrals, including without limitation any information on a candidate's identification, strictly confidential. If Client refers a candidate presented by Manpower to a third party within twelve (12) months of the referral, and the third party hires the candidate, in any capacity, Client agrees to pay Manpower a fee in accordance with the terms herein. If the compensation of the candidate is not known, Client agrees to pay the minimum level of compensation for the hired position based on any information provided by Client and/or comparable salaries in the market for such positions. 5. Guarantee. Except for a Client -initiated reduction in workforce, elimination of the position or insufficient work for candidate, if a candidate hired by Client is no longer employed by Client sixty (60) days after candidate's start date with Client, and provided that Client has paid all invoices associated with such candidate, Manpower will, on a one-time basis, use its best efforts to replace the candidate at no additional cost. Should Manpower be unable to identify a replacement candidate within (the agreed upon period of 1226 time), Manpower will refund to client on a pro -rated basis (based on the time the candidate has worked in the position) the fee paid by the client.: 0-30 Days — 75%; 31-60 days — 50% Manpower warrants, to the best of its knowledge, that all candidate information presented is accurate; however, Manpower shall not be required to perform an independent investigation of the accuracy of any information provided by a candidate, including educational background, work experience, immigration status and contractual obligations to prior employers. Although Manpower may perform reference checks upon the request and at the Client's expense, such reference checks only provide answers to specific questions asked, and they are not intended to be an exhaustive check of employment, education and other background information. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, MANPOWER EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATION OF ANY KIND OR NATURE WITH RESPECT TO THE SERVICES PROVIDED UNDER THIS AGREEMENT, WHETHER EXPRESS OR IMPLIED. 6. Limitation on Liability. NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, REGARDLESS OF HOW CHARACTERIZED AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHICH ARISE FROM THE PERFORMANCE OF THIS AGREEMENT OR IN CONNECTION WITH THIS AGREEMENT, AND REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE). 7. Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter hereof. No provision of this Agreement may be amended or waived unless such amendment or waiver is agreed to in writing and signed by both parties. 8. Choice of Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to any conflicts of law principles thereof. IN WITNESS WHEREOF, this Agreement has been duly executed by authorized signatories of Manpower and Client as of the Effective Date. Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave. I Boynton Beach, Florida 33435 Signature Printed Name / Title Date MANPOWER Ayoe,ea CampkIl Signature Angela Campbell Printed Name / Business Development Manager Boynton Beach / Boca Raton Branch Location 9.10.2024 Date R10.1.10 2 1227 PIHIR Prime Headhunting & Recruiting, Inc. iomi �uumipl p mmoo0lip gNmumipl m i uu un!tuop0j�miii � unmuNli➢m mu iI�. �umupipiomiwp. ,mm�mmi0 ��tt 0�m��p uumip w�ovop 0u�u'..� vmmp@. �uomllouomiuu�� �� IP�� �� ��li � ������' S ��������� S �W� �� , �`yl� ,, 111�ppl�l�I���1�kq �I ,��y �� ''pp�IYlu II "�,`„�q''M,,� ,�Q ��1�I\V"'�V, �W ^�,�\�r,0 Vu ��,w1Y`�� Q Q,'���1�g�";�,i���110VmoN"`��IINuu1M �INu u�Ul *�IllwN�'III� Illltl 41u��mlm�° �IIIIIIIIII lu,om°' V��li� "'�II@;Womuu I'111Iul00, '�I ll�uui�"II� tI���III� "'�1411�mmumm Ill�umuwiiiP �INI m�� "'��IIIIIIIII IMS ��9 "'�I�Ipm �N III � ,II "��IIINuu0l0 I�lmnvmu" AW uNu You ii Ihe righ"tpeople I We gettheiiriii IIIit iresUlts Prime Headhunting & Recruiting, Inc. 1501 Belvedere Rd., Suite 500, West Palm Beach, FL 33406 T: 800-722-9214 W: www.goprimehr.com Palm Beach County Vendor ID:VS0000018491 DUNS: 117771441 FIN: 85-3699729 1228 PIHIR >l l"'' C I" "Xi I' 1�����I' II: ° IIIA � V���:l1l ;" �IIII ��� ��II����.R� � �� �����: , �l,.31�II: `:����� `.�' I��:�II: ��.1°°°°°uuu�" �.��I��:� 111 ���� l��[t, ������:����� �� .�� ������ A Ciu ty of.Boyinton Beach TABLE OF CONTENTS COVERLETTER......................................................................................................................2 BACKGROUND AND QUALIFICATIONS.......................................................................3 CODEOF ETHICS...................................................................................................................4 METHODOLOGY AND APPROACH................................................................................5 SCOPEOF THE PROJECT.....................................................................................................6 PROPOSED TIME FRAME...................................................................................................10 COSTPROPOSAL..................................................................................................................11 GUARANTEE..........................................................................................................................12 Prime Headhunting & Recruiting, Inc. Page 1 1 229 (800)722-9214 P I H 11 R September 10, 2024 VIA EMAIL Vicki Curfman Administrative Assistant Boynton Beach Community Redevelopment Agency City of Boynton Beach- Community Redevelopment Agency 100 E. Ocean Ave. Boynton Beach, FL, 33435 Dear Ms. Vicki Curfman: Thank you for the opportunity to submit a proposal to assist the City of Boynton Beach with their recruitment efforts. We are always dedicated, regardless of the level of position, to finding and presenting qualified candidates. Prime Headhunting & Recruiting, Inc., is pleased to present this proposal. Enclosed is our proposal which outlines how we would partner with your organization to recruit the best individuals. It describes the steps we will take to accomplish the recruitment and provide qualified individuals. We have conducted countless executive searches which has made Prime Headhunting & Recruiting, Inc., an expert in identifying, targeting, recruiting, and successfully placing candidates. Including women and minority candidates in a vast amount of our recruitments. Our firm has a large pool of resources at our fingertips in order to attract the best candidates, per opportunity. Prime Headhunting & Recruiting, Inc., is committed to providing the highest level of service to our partners. We take this seriously and have built our reputation on providing services of the highest quality. We highly value our partnerships and we consider ourselves to be an extension of our clients. Prime Headhunting & Recruiting recognizes the City of Boynton Beach's dedication and pride in their community as "America's Gateway to the Gulfstream" and we would be honored to assist the BBCRA's mission to guide redevelopment activities along the eastern edge of the City. In our efforts, we commit to ensure that each and every candidate presented for consideration will also align themselves with the your organization's mission and contribute positively to the vision of your community. We will be happy to answer any additional questions you may have. We look forward to working with you on this very important project. Sincerely, 4&r/ Alexa Sardinas, CSC President Vendor ID:VS0000018491 DUNS: 117771441 EIN: 85-3699729 Prime Headhunting & Recruiting, Inc. Page 2 1230 (800)722-9214 11 IN C, d ill" IIIIIIIII d P1111111 D h U P �.. V .F . � .ul'+ a .,iu IIIIIIIIII ' Prime Headhunting & Recruiting, Inc., is a national executive search firm specializing in the recruitment of C -Suite level executives and professional -level positions. We are one of the leading recruitment firms and we are recognized throughout the industry for the level of commitment we bring to the recruitment process, our exceptionally high ratio of successful, long-term introductions, and our innovative approach to addressing the needs of both our clients and our candidates. Our industry expertise is matched by our unparalleled customer service and our ability to analyze client needs, create a tailored recruiting strategy, and fulfilling vacancies with the right people. Our in-depth process involves sourcing, screening, and qualifying the top talent in order to make successful placements. All searches carried out by Prime Headhunting & Recruiting, Inc., are performed according to the highest standards of professionalism and confidentiality. Confidential information divulged to us, in many cases, is vital to our ability to locate the best possible candidate; we respect this information and conversely request that you treat any candidate or general information provided by us with the same level of confidentiality. Prime Headhunting & Recruiting, Inc., is an approved vendor through Palm Beach County with an active status - Vendor Code : VS0000018491 We are certified by the State of Florida as an official (WBE) Woman Business Enterprise or a women -owned business. We are proud to be recognized by the State of Florida as a business that is owned, managed, and controlled by a woman. To l�:�, 3 lII le 1 iu 4;^sii1 s o 9C IVB �a ul ° hili v ul ii ui ni P i,,011ah aNN' (liura1III C,III III *\\1ll,111c"dIII1,�Jisi ii,i(' wSs 1. Tax Incentives This is the greatest benefit. We all want to lower costs without jeopardizing quality. Working with a certified minority or women -owned business can do just that. The state and federal governments offer tax incentives to companies that do business with certified minority and women -owned businesses. They are also programs that reduce tax liabilities for projects funded with federal, state grants, or loans when the supplier is a women -owned business. In certain states, additional tax incentives may also be available. When you partner with Prime Headhunting & Recruiting, we provide all the necessary certification documentation needed for your tax filing purposes. 2. Increase ROI and Lower the Cost of Procurement A recent study shows that working with a certified business can increase profitability with as much as 145% return on investment, offering competitive advantages for procurement organizations. In conclusion, the research determined that procurement organizations who work with a diverse supplier base also had lower overall operating costs and spent 30% less on their buying operations. 3. Increase Supply Channels By partnering with minority and women -owned certified businesses you increase your sources for goods and services permitting you greater opportunities to analyze options that best fit your organization's needs. Prime Headhunting & Recruiting, Inc. Page 3 1231 (800)722-9214 PIHIR Prime Headhunting & Recruiting is a proud member of the NALSC (National Association of Legal Search Consultants) and adheres to their Code of Ethics. The organization is committed to upholding the highest ethical standards by requiring adherence of its members to the NALSC Code of Ethics®. Relations With Employers Information provided to employers shall be the most accurate information known to the search firm. No search firm shall withhold candidate information which the employer would reasonably consider essential to its hiring decision. Candidates shall be submitted only (i) with prior authorization of the employer or (ii) where the search firm, based on previous direct communication with the employer, reasonably believes the employer would accept the submission. Confidential information relating to the employer shall be treated accordingly. No search firm shall solicit any attorney from the office of an employer in which it has made a placement for a six-month period following that placement, unless the search firm reasonably believes such a restriction is not required by the employer. No search firm shall solicit a candidate it has placed while that candidate remains with the employer that paid the recruiting fee. Relations With Candidates Information provided to candidates shall be the most accurate information known to the search firm. No search firm shall withhold employer information, which a candidate would reasonably consider essential to his or her hiring decision, subject to the search firm's duties to the employer. Candidates shall be submitted to employers only with the candidates' express prior consent. A search firm shall treat as confidential all information supplied to it in confidence by a candidate, subject to the search fn -m's duties to the employer. Search firms shall make all submissions which have been authorized by the candidate and shall inform the candidate of the results of those submissions in a timely manner. No search firm shall attempt to exert undue influence on the candidate. ARTIC1...,E 111 Relations Among Members Members of this Association shall relate to each other in a professional and ethical manner consistent with the goals of this Association. Except for fee -sharing agreements between search (inns, no member shall make payments of any kind to gain business referrals or to induce others into a relationship as a client or candidate. Members are strongly encouraged to bring to the attention of the Association any violation of this Code. Members shall not commence lawsuits against other members, but shall arbitrate any Business Dispute or Business Disputes (as defined in the by-laws of the Association) with other members arising out of their activities in the legal search profession in accordance with the by-laws of the Association. ARTICLE IV General No search firm shall make false or deceptive claims in any advertising, promotion or public relations materials. No member shall discriminate in the provision of its services on the basis of race, creed, color, national origin, religion, sex, marital status, handicap, age or any other legally proscribed criteria. Complaints under this Code shall be in writing, signed by the initiating party and filed with the President of the Association. Members shall cooperate with the Association's investigation of alleged violations of this Code and shall abide by its decisions. Sanctions for violation of this Code, which include censure, suspension and expulsion from the Association, as well as procedures for hearings and appeals, are provided for in the Association's Bylaws. This Code neither supersedes nor replaces the requirements of local, state, or federal laws. Prime Headhunting & Recruiting, Inc. Page 4 1232 (800)722-9214 A-1 ill . up�lppppl �i Many of our clients continue to use our services because of our forward -thinking, engaged communication, contemporary approach, and our commitment to excellence. Our modern philosophy ensures thorough, thoughtful and strategic sourcing, evaluation, selection, and vetting of candidates. We are responsible for ensuring compliance, adherence to and maintaining all documentation throughout the process. Our comprehensive candidate submission profiles contain the recruiter's write-up (an original composed summary) and the candidate's resume. This will ensure the hiring manager has a clear understanding of who the candidate is, as well as their professional background and qualification. Our effort will include a variety of activities designed to build the best available candidate pool. In coordination with the City of Boynton Beach, Prime Headhunting & Recruiting, Inc., will: ■ Passive candidate outreach - we will email invitations to targeted individuals in comparable organizations at the appropriate level. ■ Advertisements - we will place advertisements on the appropriate on-line job boards. ■ Source/Identify prospects; ■ Verify credentials; ■ Provide each potential candidate with access to the full scope of the organization, and all of the pertinent position details; ■ Capture interested candidates in our recruitment project database; ■ Provide the City of Boynton Beach representative's with data to tell the full story of each presented applicant. Prime Headhunting & Recruiting, Inc., will advise the City of Boynton Beach on the qualifications of the candidates, develop a short list of qualified candidates recommended for final interviews. We will provide a written summary report from our interview process with the candidate(s) describing the overall candidate and the qualifications of those recommended for interview. Once the short list is presented, the City of Boynton Beach will advise on who will move forward in the process and interview with their hiring manager. We will plan, arrange, and manage all interviews in coordination with the City of Boynton Beach. A recruiting specialist will identify and evaluate the top qualified candidates. Once identified, the specialist will ensure they are properly vetted and verified. 2. A senior recruiter will review the identified talent and confirm they are indeed a match, per opportunity. 3. Lastly, the President of the organization will then review the selected candidates to affirm our sourcing and screening methods have been successful which will solidify our rigorous process to ensure the right placement. Prime Headhunting & Recruiting, Inc. Page 5 1233 (800)722-9214 ME IIIIIIIIIIIII '�Il�liw, � O,, meE 0dWF µ d llC ^ x ec t,,it i r (,.' D i rec() r BOYNT014 Salary Range: )pjuJpuiJg�M DEPENDING ON QUALIFICATIONS: OPAMUIIIF ii��° i��' i�. ��.� �°AGEI10( $140,000 - $210,000 Annually TITLE: EXECUTIVE DIRECTOR REPORTS TO: BBCRA BOARD SALARY RANGE DEPENDING ON QUALIFICATIONS: $140,000 - $210,000 Annually GENERAL DUTIES: Position manages the day-to-day operations, for the Boynton Beach Community Redevelopment Agency (BBCRA). The Executive Director is a highly responsible position that oversees a wide variety of redevelopment and economic development activities that include fiscal operations, policy making, capital project administration, BBCRA program management, redevelopment plan implementation, property acquisition, business incentives, new business development, business attraction and retention, special business promotion activities as well as the management and maintenance of BBCRA-owned properties. The Position serves as a liaison to businesses and property owners with the overall goal of enhancing the physical and economic character of the districts. Advanced professional work is focused on revitalization and community enhancement within the BBCRA Districts through redevelopment, capital improvement, and branding. EXAMPLES OF ESSENTIAL DUTIES: The examples as listed below are descriptions of essential functions and are not necessarily all inclusive. The omission of an essential function of work does not preclude the BBCRA Board from assigning duties not listed herein. Assigned duties, which are essential function of work not listed herein, are permissible if such functions are a logical assignment to the position. • Carries out the policies established by the five -member BBCRA Board which oversees the redevelopment of the six BBCRA Districts. Oversees the day-to-day agency operations. Provides oversight and management of Federal/State Grant programs designed to assist with redevelopment goals within the BBCRA area. Provides comprehensive knowledge of redevelopment programs and their financing. • Develops potential incentive packages, provides market assessments/impacts, and monitors development trends. • Writes developer requests for proposals for the purpose of disposing of BBCRA land for redevelopment. Evaluates and drafts recommended updates and amendments to the BBCRA Plan. Attend training sessions and conferences pertaining to BBCRA operations. • Prepares and manages annual BBCRA budget and compliance monitoring with F.S. Chapter 163 Part III (cont.) Prime Headhunting & Recruiting, Inc. Page 6 1234 (800)722-9214 • Assists with the development of capital projects included in the 2016 Boynton Beach CRA Redevelopment Plan; tracks the economic impact of those projects on Redevelopment activities City-wide. • Makes public presentations to the BBCRA Board, City Commission and other public/private organizations regarding BBCRA redevelopment, BBCRA business, initiatives, and focus. • Acts as a technical advisor to the Community Redevelopment Agency Board (City Commission) and BBCRA Advisory Board. • Prepares and manages BBCRA budget; identifies and accesses funding sources; maintains relationships with funding sources; administers contractual agreements with other governmental agencies. • Oversees the management and administration of capital projects within the BBCRA districts. • Promotes and disseminates information about BBCRA activities to stakeholders through media, print and social media; attends and conducts various meeting and presentations. • Negotiates and administers contracts, incentives, developer agreements, and projects; administers same. • Assist private developers and business owners with: site planning, zoning, platting, variances, incentives, and other regulatory issues associated with redevelopment and economic development in the BBCRA. • Attends monthly BBCRA Board meetings and City commission meetings in order to keep abreast of activities and programs, and to provide information and/or answer questions as necessary. • Represents the BBCRA at community meetings regarding BBCRA matters within the scope of the BBCRA activities. • Oversees hiring of BBCRA employees, consultants, and experts as provided for in • the annual budget • Supervises BBCRA employees, consultants, and special projects. • Other duties as assigned. • Ability to gain cooperation through discussions and persuasion. • Ability to use good conflict resolution skills. • Ability to manage complex problems with multiple stakeholders. • Ability to interpret and apply the principles, practices, and procedures specified in Florida redevelopment law. • Ability to interpret and apply applicable Federal, State, and local laws, rules, and regulations related to redevelopment programs. • Ability to use Windows-based word processing, electronic mail, spreadsheet, and database software. • An understanding of business attraction including lease negotiations in real estate. • Ability to take the initiative to complete the duties of the position without the need of direct supervision. • Ability to establish and maintain effective working relationships. • Ability to serve the public and fellow employees with honesty and integrity in full accord with the letter and spirit of all City ethics and conflicts of interest policies. A strong understanding of ethical behavior is required. • Ability to establish and maintain effective working relationships with the general public, co-workers, City officials and members of diverse cultural and linguistic backgrounds regardless of race, religion, age, sex, disability or political affiliation. • Ability to maintain regular and punctual attendance. KNOWLEDGE, SKILLS AND ABILITIES: • Knowledge of public and private financing and various debt financing mechanisms. • Knowledge of professional services contracting, bidding procedures, and contract administration. • Knowledge of the principles of budget administration and financial forecasting. • Knowledge of business correspondence and report writing. • Knowledge of the basic functions of Community Redevelopment Agencies. (cont.) Prime Headhunting & Recruiting, Inc. Page 7 1235 (800) 722-9214 • Knowledge and experience with Public -Private Partnership developer negotiations and agreements. • Knowledge of the principles, techniques and objectives of a Community Development Block Grant program and HUD housing programs. • Knowledge of economic development trends and techniques and the functions, operations and relationships among local, state, and federal agencies related to redevelopment and housing policies. • Ability to communicate clearly and concisely, orally and in writing. • Ability to effectively analyze issues and problems and identify optimum solutions. • Ability to plan, organize, and implement duties and responsibilities defined by desired outcomes and objectives. • Ability to gain cooperation through discussions and persuasion. • Ability to use good conflict resolution skills. • Ability to manage complex problems with multiple stakeholders. • Ability to interpret and apply the principles, practices, and procedures specified in Florida redevelopment law. • Ability to interpret and apply applicable Federal, State, and local laws, rules, and regulations related to redevelopment programs. • Ability to use Windows-based word processing, electronic mail, spreadsheet, and database software. • An understanding of business attraction including lease negotiations in real estate. • Ability to take the initiative to complete the duties of the position without the need of direct supervision. • Ability to establish and maintain effective working relationships. • Ability to serve the public and fellow employees with honesty and integrity in full accord with the letter and spirit of all City ethics and conflicts of interest policies. A strong understanding of ethical behavior is required. • Ability to establish and maintain effective working relationships with the general public, co-workers, City officials and members of diverse cultural and linguistic backgrounds regardless of race, religion, age, sex, disability or political affiliation. • Ability to maintain regular and punctual attendance. MINIMUM QUALIFICATIONS: Bachelor's degree from an accredited college or university with a major in business, urban planning, finance, construction management or related field and/or have a minimum of five (5) years' experience in the public/ private sector in a progressive city in real estate development, planning, project management, economic development and/or any equivalent combination of training and experience. Master's degree preferred. Affiliations or membership with trade associations exemplifying additional education is a plus, such as Florida Planning Association, Urban Land Institute, Florida Redevelopment Association, International Council of Shopping Centers, NAIOP, IEDC, or other related associations. Professional certifications are a plus. A comparable amount of training and experience may be substituted for the minimum qualifications. PHYSICAL REQUIREMENTS: Must have the use of sensory skills in order to effectively communicate and interact with other employees and the public through the use of the telephone and personal contact as normally defined by the ability to see, read, talk, hear, handle or feel objects and controls. Physical capability to effectively use and operate various items of office related equipment, such as, but not limited to a, personal computer, calculator, copier, and fax machine. (cont.) Prime Headhunting & Recruiting, Inc. Page 8 1236 (800) 722-9214 SPECIAL REQUIREMENTS: Possession of a valid, appropriate driver's license and an acceptable driving record. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. Prime Headhunting & Recruiting, Inc. Page 9 1237 (800)722-9214 E114 °"4i ...._ lug Our initial search and identification of prospective candidates is usually completed within one to six weeks. Our screening/interview process, leading to the presentation of a candidate short list, is also usually completed within one to six weeks. As such, most searches are completed within two to eight weeks. Final selection however, is dependent on both the clients and the candidate's availability for interview and the client's internal interview and decision-making process. The following is a typical schedule to conduct a thorough recruitment. However, we would be pleased to modify this to meet your needs: IIIb jl Clete4l ` Fill ni c" I lll,l i� . Tl �imun gym, f� ��* � 1(���✓ � IV�rv'iry' ��I��� Beach- ''�� iIIIP1' �! l'1t � ttt'' °� �,��' n P1 11111' IIE :1.: 111l1hi''Veeks I i.hri�ilamt:oa u�1t :1,: Initial client meeting; intake and advertise. Aggressive recruiting, vetting, preliminary interviews, presenting qualified candidates as we recruit, and scheduling selected candidates to interview with client. P VIIII "i E 1: thA"ce ks 5 i lll[U'11�1l1:il[lgh 81111,i: Second client check point; to evaluate our recruitment efforts and ensure we are presenting the ideal talent. Aggressive recruiting, vetting, preliminary interviews, presenting qualifies candidates as we recruit, and scheduling selected candidates to interview with client. Second round of interviews with the client. " 1111 sl", °'I� � i uh1� , .h ri�iim:tf , Illi 2: Third round of interviews with the client. Final selection of the top candidate. Finalize and complete any required professional reference and/or background checks as requested by the BBCRA for the final selected candidate. PI Lili,SE 1,1,: '''liiu''Ve'e'k IIII 3: Present offer letter to selected candidate and assist with all on -boarding needs, per clients' direction. Prime Headhunting & Recruiting, Inc. Page 10 1238 (800)722-9214 ME ` IV. b.E "T2. YA..1LL.�1. • ED SEARCH A. Ll. When partnering with us on a retained search capacity, consider us an extension of your organization actively headhunting candidates, per opportunity. Our retained search provides you with the highest level of urgency and commitment. This option provides thorough individualized recruiting for each position along with a team of dedicated recruiters actively engaged on your account. The fee for the entire search will be a flat -rate fee of $40,000.00 due and will be split into four even payments of $10,000.00 each. The total fee due for the project will be split into four payments made to Prime Headhunting & Recruiting, Inc. The first payment will be calculated as one fourth of the total fee. The second payment will be calculated as an additional fourth of the total fee. The third payment will be calculated as an additional fourth of the total fee. The final payment will be calculated as the remaining fourth of the total fee. FEE SCHEDUL,E Executive Director BBCRA. Position 11111111L,, "sp Our first of four fee payments becomes due when the contract is executed (day I from execution of contract). IIla'iuu:se 1 luu��u„��i,�uuuu �uul �illuu ^ $ 10,000 1:0 III 1111.AIIID 1Our second of four fee payments becomes due upon the completion of Phase 1: Week 4 (day 29 from execution of contract; the first day of Week 5). Phas! pa.'I�u 1111 10iirlM du c �'���I1:111111 1.0 111 1: .I Our third of four fee payments becomes due upon the completion of Phase 2: Week 7 (day 57 from execution of contract; the first day of Week 8). ha se 1 puui!u�ine111, duu(11 51.1:1,01111.011 II I, ,,%, IS 4: Our fourth and final fee payment becomes due upon the completion of Phase 3: Week 12 (day 85 from execution of contract; the first day of Week 13) or upon a candidate's acceptance of an offer of employment (whichever comes first). lIhase 4 pau111�iii'viciit duv �S Io,,000mo Prime Headhunting & Recruiting, Inc. Page 11 1239 (800)722-9214 PIHIR Prime Headhunting & Recruiting, Inc., is dedicated to providing premier services, as well as substantial guarantees of services rendered. We are committed to presenting only the most qualified candidates who not only meet all the necessary core requirements and qualifications but are also a cultural fit for the City of Boynton Beach. We proactively recruit for each search until a successful candidate is placed. Therefore, we promise to present a range of candidates to the City of Boynton Beach that includes only those individuals who have passed through our thorough screening process and have been identified as potential ideal matches for the position requirements. Should the City of Boynton Beach's Recruitment Team disapprove of all final candidates and/or should none of the final candidates be presented with an offer, we will work to find a new collective of candidates to present. In addition, we promise to conduct a one-time additional executive search to find a replacement should any of the placed applicants leave the position or be terminated from employment within 4 months (120 days) of hire due to performance issues. In either case, as described above, we will identify a replacement at no additional cost to you. Oil '�1111111�ii "I D, E P111111i ITA' We understand that confidentiality is of the utmost importance when it comes to all things hiring -related. We also understand the potential sensitivity of job applicants' information, especially when they are currently still employed and don't want their employer to learn about their job search activities, or cases where job applicants potentially know each other. We will never share candidate information or application documents with any third parties. We will only contact job candidates' current employers with their expressed permission (which we typically require during the final stage of our due diligence). Prime Headhunting & Recruiting, Inc. 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LL 0 6 E t _0 -0 0- 0 a) U) 0) m a) (D M r- - -iz: - 0 M a) a) > 0 c: CD m a) 5 C 0) M 0- M .0 C: MEm M L- co 0 -0 a) 3: E L 70 70 0) C: L) c: E co < x 0 0 a C: U) a) > a) .2 cu c: 0m<0 — :3 0 a) 0 m 0 . 0 M s c 0 (n -0 QC a) 0) (n 0 0 —W cn U- 0 a) o 0 a) 0) 0 -0 U) —0 0) M 0 - M -W><Owm>� 0 0 C6 �M- -0 Co Mn E V) -0 CD 00 0 0 (D 0 a) cy- < — m > _0 X p 0 (D- (10 - -0 C: (D > 0- c :t2 (3) O aL - -0 Z6 o c 0 -0 cl) Co , , P 0) (1) > 0 ' -C = - a) co a) co 0 CL —i (n 0 0 a (D 3:E m U E U) z a) 0- 0 — cn 9: _0 0 0 > o c Z u a) — M > (D 0 0 -0> 0 ca E (D m CY) s a) 0 o w o C cn n rn 0 xC M 0 (D — 0- 0 m C:3 0) X-- m CL 0 C 2 E 0) 0 m 0 m -0 '— 70 0 n �g — > (D -0 > mU o C: a) E 4) - (n IN :- 0 = a 0 6 (n = 0 C: d — 0 - C: T) cn. 0 .— 0 - - x 0 ca . .2 03) a) a) :6 c w 0 U) m m 0 (D (0 C) 0 M > > 0 cf) 0 a) U) -0 U) (0 a) CD c 0 C) M co > (D (D (D U) (n >, LL') a) -M M — C: = U) a) 0 U) E 5 = (D E —0 a) D 0 0 E a) ff -a 0 0 c E R -6 U) 0 a) m m 0 m 0 -a a) 0)= 2 a) 0 = 0 U) — o 2 �5 -E u- --.) — = > Adr I I 0 'E C(D /) m IL 0- IL 4) 0 (D E 'E E (D U) A�M W, Im %4- C) 4-J 0 w I September 11, 2024 Contact Name Title Client Name Address Address Dear Name: Thank you for retaining the Executive Search Practice Group of Robert Half International Inc. ("RH"), to assist you in identifying and selecting candidates for the position of Executive Director for Client Nanie (the "Search Project"). We are confident that you will benefit from the integrity and thoroughness of our work, and we are excited about working with you on this Search Project. Our Responsibilities Upon your acceptance of the terms outlined below, we will work with you to create a Position Profile that will summarize information about your organization, the position and its role in the organization, and the profile of your ideal candidate. This Position Profile is intended to document our mutual understanding of your needs for this Search Project and may be revised as the Search Project progresses. That document will be the basis for discussions with potential candidates about the Search Project. We will communicate with you regularly and provide Search Project status updates throughout the course of this engagement as we jointly work toward your final candidate choice. You will receive a candidate summary for each candidate we present to you, and we will coordinate the schedule(s) of the interview(s) when necessary. After the interview(s), we will give candidate feedback to you and your stakeholders regarding the results of the interview(s) and our suggested next steps with each candidate. We will conduct reference checks and document the results in a final Reference Report. Our reference checks consist of asking specific questions of selected references with regard to the facts of the candidate's career history, to the extent such information is available from past employers. To the extent permitted by applicable law, Robert Half will have a third party vendor (i) perform a Social Security Verification and Trace, (ii) confirm any licensure or certification required for the position, to the extent such information may be verified, and (iii) verify the highest degree earned from a U.S. or Canadian college or university as indicated on the professional's resume. If Client requests a copy of the results of the foregoing checks (the "Report"), Client agrees to keep the Report strictly confidential and to use the Report for employment purposes only. Client Responsibilities Your key responsibilities in this process include being timely and responsive in reviewing potential candidates with us, scheduling and interviewing candidates, providing substantive interview feedback, completing such reference checks or background investigations and due diligence as you deem necessary, and keeping us informed of any significant changes that may impact the position. All information from RH in regard to this Search Project must be kept confidential by you, shared only with those who are directly involved, and used solely for purposes of this Search Project in accordance with applicable law. Fees and Expenses Our fee is ordinarily thirty-five (35%) percent of the hired candidate's total first-year compensation; however, for this Search Project, we have reduced our standard fee to twenty-five (25%) percent of the hired candidate's total first-year compensation (e.g., base salary, target bonus, sign -on bonuses, and any other cash components) (the "Fee"). RH requires the payment of an initiall retainer fee for this Search Project. For the Executive Director search, our initial retainer fee will be based on a projected compensation of S 150,000. Thus, our initial retainer fee for this Search Project is $37,500. Additionally, for this Search Project will charge you a flat administrative fee of $5,000. The principal costs that make up these administrative fees include all administrative support, along with verification of candidate education, license(s), and certification(s); and supplemental candidate research costs and any supplemental candidate databases specifically related to your search. C 2624 Robert I Ialf International Ioc. All rights reserved. This material is the conildentia] property of Robert I Ialf International Inc. Copying or reproducing this material is strictly prohibited. All violators shall be prosecuted to the fitllcst extent of the Iain. Robert half international Inc. is an Equal Opportunity Employer 1261 rh 'lei►.. For your convenience, the initial retainer fee and administrative fee will be invoiced in four installments as follows: • Upon the execution of this letter agreement, the first installment of $14,375 will be invoiced ($9.375 first retainer installment, plus $5,000 administrative fee); • Thirty (30) days after your execution of this letter agreement, the second retainer installment of $9,375 will be invoiced; • Sixty (60) days after your execution of this letter agreement, the third retainer installment of $9,375 will be invoiced; and • Upon offer and acceptance of a candidate, the fourth retainer installment of $9,375 will be invoiced. If an individual accepts an offer of employment from you, or if you engage any individual as a consultant or contractor, the entire Fee shall become due and payable immediately regardless of whether you had prior knowledge of such individual or whether such individual was referred to you from another source. When the Search Project is completed, we will reconcile the amount of the Fee actually paid by you and the Fee due to us using the total first-year compensation including salary, target bonus, sign -on bonuses, and any other cash components. We will send you an invoice should the first-year compensation package exceed the projected compensation package used to establish the initial retainer fee. Should the candidate be employed at less than the projected compensation package used to establish the initial retainer fee, the Fee is then equal to the initial retainer fee and is deemed earned. Finally, we will invoice you for any direct expenses not paid by you. These expenses include, but are not limited to, RH consultant and candidate interview and travel -related costs. Payment of our retainer fee, and direct expenses is not contingent upon the placement of one of our candidates with you. Our invoices will include appropriate taxes, if applicable. All invoices are due upon receipt. Additional Search Completion(s) In the event you find more than one candidate from the candidates we have discussed with you in the course of the Search Project to whom you desire to offer employment, a fee of twenty-five (25%) percent of the candidate(s) total first-year compensation including salary, target bonus, sign -on bonuses, and any other components will be invoiced at the time of the individual's acceptance. Any candidate identified by RH during the progress of this Search Project and hired by Client Name, its successor, business unit, subsidiary, or affiliate within twenty-four months of our introduction will be considered an additional search completion. Guarantee If the original executive who RH places with you (the "Original Executive") ceases to be employed by you for any reason except disability, death, reorganization, elimination of position, takeover, or material change in job responsibility, within six (6) months of their written acceptance date, RH will search for a replacement to fill the original position (a "Replacement Executive"). In the event the Replacement Executive's total first-year cash compensation is more than the Original Executive's first-year cash compensation, you agree to pay RH the difference between the Fee paid by you to RH for the Original Executive and the Fee due for the hired Replacement Executive, and you agree to pay any pre -approved expenses incurred by RH in seeking a Replacement Executive. If the hired Replacement Executive's first year cash compensation is less than the Original Executive's fust -year cash compensation, the Replacement Executive's Fee is equal to the Fee paid for the Original Executive and is deemed earned and paid. All references in this paragraph to "total first year cash compensation" shall include total first-year compensation including salary, target bonus, sign -on bonuses, and any other cash components. This guarantee applies only if (i) you have paid the total Fee, administrative fee, and any direct expenses for the initial search as provided in this letter agreement, and (ii) there has been no material change to the original Position Profile. Limitation of Liability Language: Our liability to you, if any, will (in the aggregate for all claims, causes of action or damages regardless of the basis on which you are entitled to claim damages from us including fundamental breach, negligence, misrepresentation, or other contract or tort claim) be limited to any actual direct damages up to an amount equal to the fees actually paid by you to us for the services that are the subject of the claim. Under no circumstances are we liable for any special, incidental, exemplary, indirect, or consequential damages (including, but not limited to, lost business, profits, revenue, goodwill, or anticipated savings), even if informed of the possibility. Project Staffing Victor Neaty will be the lead Senior Managing Director on the Client Name Search Project. Victor has a strong search background and has worked with diverse firms in executing their search and placement needs. Victor will be assisted on this search by the Principals and Associates at RH. 0 2024 Robert Half International Inc. ALL tights reserved This material is the confidential property of Robert Half International Inc. Copying of reproducing this material is strictly prohibited. All violators shall be prosecuted to the fullest extent ofthe law. Robert Half international Inc. is an Equal Opportunity Employer - 1262 Acknowledgement Please indicate your acceptance of these terms and conditions by signing and returning one copy of this letter agreement via email to Victor.Near"d oberthalf com as soon as possible. Please keep a copy for your records. If desired, we will forward an electronic signature version for your review and completion. As soon as we receive this signed letter agreement, your search project will commence. We truly appreciate your confidence in our ability to conduct this important Search Project with you and look forward to working with you. Agreed to this -- day of ----, 2024. Victor Neary of the Executive Search Practice Group of Client Signatory Name of Company Robert Half International Inc. 0 2024 Robert Half International Inc. All rights reserved This material is the confidential property of Robert Half International Inc. Copying of reproducing this material is strictly prohibited. All violators shall be prosecuted to the fullest extent ofthe k— Robert Half international Inc. is an Equal Opportunity Employer - 1263 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.13 SUBJECT: Discussion and Consideration of the Purchase of 225 NE 9th Avenue SUMMARY: CRA Staff has actively been pursuing the purchase of a vacant parcel of land located at 225 NE 9th Avenue (see Attachment 1). The property is adjacent to multiple CRA lots which will be used as part of a City/CRA project to extend NE 2nd Street from E. Martin Luther King, Jr. Blvd. (south) to NE 9th Avenue (see Attachment 11). If acquired, the property would help facilitate drainage issues in the area as part of the NE 2nd Street expansion and the Martin Luther King, Jr. Blvd. Streetscape Project. 225 NE 9th Avenue is located within the Heart of Boynton District (HOB) (see Attachment III). It is approximately 7527.17 square feet (0.1728 acres) and zoned R2 -R2 Duplex, 10 DU/AC. The future land use would be mixed use low (MUL) with a development potential of 20 units per acre with a maximum height of 45'. On May 14, 2024, this property was brought before the CRA Board for consideration. The CRA Board did not approve the purchase of the property based on the asking price of $335,000.00 with an appraised value of $196,000.00 (see Attachments IV, V & VI). The Seller had the property reappraised on September 11, 2024 (see Attachment VII). Based on comparable sales in the Heart of Boynton, the property appraised at $264,000. The Seller has offered the property to the CRA at $300,000 (see Attachment VIII). A comparable worksheet, with key property information, has been provided as Attachment IX. The comparisons include this property, past property offers and current CRA owned properties within HOB. This item is being brought before the 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. FY 2024-2025 Budget, Project Fund, Line Item 02-58200-401 CRA PLAN/PROJECT/PROGRAM: 1264 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: 1. Approve the purchase of 225 NW 9th Avenue in the amount of $300,000.00 and CRA Staff will bring a Purchase and Sale Agreement back to the Board for approval and execution. 2. Do not approve the purchase of 225 NW 9th Avenue. 3. Alternative direction as provided by the CRA Board. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - NE 2nd Street Right of Way Map • Attachment III - Heart of Boynton District • Attachment IV - Seller's Asking Price • Attachment V - Appraisal 225 NE 9 Ave • Attachment VI - 05-14-2024 Minutes-Dis-Approval of purchasing 225 NE 9th Ave • Attachment VII - 225 NE 9th Ave Appraisal -provided by Seller • Attachment VI I I - 9.24.24 Seller's Offer - Sale Price • Attachment IX - HOB Comparables - October 2024 1265 District VIII IIID a ID riVIII IIID g C°""a e ID IIID IIID IIII IIID �� IIID 'iiiii ' IIID 'illll IIII �� �� .......... I '']��ie ii 'ii IIID I05 1268 IIII ui��tui����:�d �ctlii o urs ................................................................... The Heart of Boynton District is a 380 -acre neighborhood developed predominantly with single-family homes. The neighborhood has several parks, two public schools and numerous churches. Unfortunately, it has been the victim of disinvestment over the last 50 years. The two Census blocks of Tract 61 which encompasses this District have the median household income of $20,848, the lowest in the City. To counterthe decline of the neighborhood, in 2001 the CRA and City adopted the Heart of Boynton Community Redevelopment Plan. The Plan was updated in 2014 to reflect the achievements of the original plan and add new projects to reflect the current market conditions. A number of recommendations of the original CRA Plan have been implemented, including: • The demolition of the Cherry Hill public housing project • The redevelopment of the Boynton Terrace site – Ocean Breeze West – into 21 single- family homes Redevelopment of Wilson Park and into Carolyn Sims Community Center • Expansion of the Palmetto Greens Park • Redevelopment of Sara Sims Park – Master Plan created, property acquired • Streetscape Improvements on Seacrest Boulevard • Redevelopment of Martin Luther King, Jr. Boulevard – Property acquired and Family Dollar developed • Development of new housing – 60 new single family homes developed In partnership with nonprofits, the City and CRA. C. Stanley Weaver (C -Canal) canal to the north, 1-95 to the west, N.E. 3rd Avenue to the south and the FEC rail line to the east. The area is within walking distance of the Cultural and Downtown Districts. A major arterial road—Seacrest Boulevard—runs through the neighborhood north/south. Martin Luther King, Jr. Boulevard, once lined with locally -owned businesses, runs east/west. There are two public elementary schools in the neighborhood, Poinciana and Galaxy. Both schools are STEM schools (Science, Technology, Engineering and Math). There are a number of parks and special use areas within the neighborhood, such as, Carolyn Sims Community Center, Galaxy Park and Scrub and Sara Sims Park. The Heart of Boynton District is bounded by the I 06 1269 Figure 57: Heart of Boynton District Location Map I 0 1 1270 IIII'tl'.IIIL�.III�.III�.iii..I!!.9.... �.,III.g.11ll.11ll.paq�..3.mf. The Heart of Boynton area suffers from an aging the neighborhood; clearly, the road is not presently and poorly maintained housing stock. The CRA designed at a neighborhood scale. and City, in partnership with local non -profits, continue to develop single-family homes, but Both Seacrest Boulevard and Martin Luther King, Jr. there is a need for quality affordable multi -family Boulevard have older, ill -maintained power poles with rental housing. The problem is that—given low overhead utilities, causing a "visual blight." median household incomes—it cost more to build even modest apartments than many of the families can afford. This gap will has to be filled through some form of a subsidy. Another major deterrent to private investment is the visible blight and crime. There are still a number of small convenience stores that allow loitering and illegal activities for all to see, discouraging people to buy homes or invest in businesses within the area. The District is comprised of small parcels platted in the 1920's – 1930's, during Florida's land boom. The parcels are owned by many different people making assembly of a developable site very difficult and expensive. Moreover, many owners have an unrealistic sense of the value of their property. Over the years, the neighborhood has lost most ® of their retailers and service providers. There is no full service grocery store and only one take- out restaurant. The majority of commercial use 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 I1 1271 Several factors were considered in determining the land use designations for the Heart of Boynton District. A future commuter rail station for the planned Tri - Rail Coastal Link service, which will serve the South Florida metropolitan region, is planned for downtown at N.E. 4th between Ocean Avenue and Boynton Beach Boulevard. To improve land development patterns in advance of station development, the City adopted a Downtown Transit Oriented Development District (DTOD), covering a'h mile radius around the station's location, including a portion of the Heart of Boynton. The DTOD district regulations support increased intensity of development through a 25% density bonus. A second consideration is the Transportation Concurrency Exception Area (TCEA) which, in addition to the residential exception area applicable east of 1-95, exempts all development from the Palm Beach County traffic concurrency requirements thus allowing denser development. The Plan recommends increasing density within the area where the TCEA and TOD designations overlap. However, because this District is a low - scale neighborhood, no increase in height over 45' is recommended. Historic District. There are a significant number of historic cottages located along both sides of NE 3rd Avenue and the south side of NE 4th Avenue between N. Seacrest Boulevard and NE 1 st Street. In order to protect these cottages while allowing commercial redevelopment of the south side of NE 3rd Avenue, the Plan recommends that: • The historic cottages from the south side of NE 3rd Avenue be relocated to the vacant lots on the north side of NE 3rd Avenue. • On completion of the relocations, a historic district, tentatively called Shepard Funk Addition Historic Cottage District, be created within the block enclosed by N. Seacrest Boulevard, NE 1st Street, NE 3rd Avenue, and NE 4th Avenue. I09 1272 Iii sliiioui�� The Heart of Boynton area will become a model neighborhood, with its unique character and history preserved. The vision includes enriching the original vernacular architecture of the neighborhood, investing in housing and commercial uses, and connecting both through the pedestrian and vehicular networks. ccuii°mur°m°uu. un';atliiouis Stuff cetsca p,g Streetscape enhancements are recommended for the Seacrest Blvd and Martin Luther King Jr. Blvd. The space for these enhancements may be obtained through either right-of-way dedications or public easements. The enhancements should include: • Implement a Complete Streets program for Seacrest Boulevard and ML K Jr. Boulevard to accommodate bike lanes and bike racks, widening of sidewalks, decorative street lights, street furniture, and on -street parking. • Marking of major intersections with materials such as pavers, paint, etc. • Enhanced median landscaping • Bus shelters (will be required as part of new construction) • Additional signalized pedestrian crossings (including mid -block) along Seacrest BoulevardAddition of canopy street trees • Creation of a Pedestrian Zone adjacent to the right-of-ways that is inviting, safe and includes: • Minimum 8' wide clear sidewalk • Decorative light poles at both the vehicular and pedestrian scales • Require installation of canopy trees that provide immediate shading at time of construction • Undergrounding of overhead utilities • Creation of a greenway to connect the greenway proposed along NW 1st Avenue, Sara Sims Park, and Wilson Park per the Connectivity Plan • Creation of an eco -trail to connect the existing scrub and linear parks per the Connectivity Plan I G 1273 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 Govern mental/I nstitutional Below is a table of the proposed land use and zoning designations that will apply within the Federal Highway Corridor District: Table 7: Recommended Future Land Use (FLU) Classifications within the Heart of Boynton District LAND USE DENSITY CORRIESPGNDIIINGZONING DEINSI * MAX CAP HEIGHT Mixed -Use Mediiu m 54 MU -2, MU -3 50 75' Mixed -Use Low 20 MU -1 20 4" IHi h Density Residential 1;5 R4, IPiUD 15 45' Medium Density 11 R, (PUD Residential 11 45' Low Density 75 R -1 -AAA, R -1 -AAD, R -1 -AA, IR -1-A, R-1, Residential PUD 7.5 45' (Local Retail Com mercial n/a C-2, C-, PCD n/a 45' General n/a C-4 Commercial n1a 45' Industrial n/a M-1' n/a 45' PPGI; n1a Public Usage n/a 45' Recreation nJa Recreation n/a 45' Properties located within the TOD may recieve a 25% density bonus I I 2 1275 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.= � wni�w emAuo rrr tiui r WIM.OdOWww�AA�cw,W�laWe a„ w� : eWne 1276 IIII"�'c�°:����„��ui�r�ui°°ur°uucuidatliioui� s ui�llhaui� IIII':fem�'Iii ui • There are three architectural styles of historic structures in the Heart of Boynton: Mission, Frame Vernacular, and Mediterranean Revival. When building in this District, new development shall attempt to utilize one of these architectural styles. • A Historic Cottage District should be considered adjacent to the proposed Cottage District; where feasible, historically contributing cottages in the area shall be relocated in the Historic Cottage District. • Commercial buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall maximize the amount of glazing. • Residential buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall be designed to have pedestrian access from the main road and have front door facing the main road. • All buildings along MLK Jr., Boulevard and/or Seacrest Boulevard shall be set back to allow for a pedestrian zone. • Approximately 75% of the lot frontage must be occupied by structure and be adjacent to the pedestrian zone. • Buildings fronting MLK Jr., Boulevard shall be a maximum of two story and stepped back to continue to the maximum allowed height in the designated Zoning District. • Parking shall be located to the rear or side of the buildings • Curb cuts shall be permitted on Boynton Beach Blvd only when access is not possible from the rear or side. • When adjacent to commercial uses, single-family areas shall be protected through the use of landscape buffers and/or walls as appropriate. ..K, CoMroe ci Ib Model Slock rear Breeze, !East Gc)ttage District— Proposed 1is ork off.age District Figure 64: Heart of Boynton Projects I I 1 1277 Sara Sims Park Expansion Working with residents of the community, the CRAand its consultant created a master plan for the expansion and improvement of Sara Sims Park. The CRA has also purchased seven properties and deeded them to the City in preparation for the eventual expansion of the park. Staff will review the feasibility of converting a portion of Sara Sims Park Master Plan, along the western boundary, from Recreational Land Use to Single Family. This process shall include a public meeting, the Parks and Recreation Board review and recommendation, and City Commision approval. Ocean Breeze East The CRA owns 4.5 acres of vacant land east of Seacrest Boulevard between N.E. 6th and 7th Avenues. The CRA is seeking a private development partner to build a multi -family project on the site. Cottage District The CRA owns approximately 5 acres on the block between N.E. 4th and 5th Avenue. The CRA's goal for this site is to attract a private development partner to build single-family for -sale homes in the style of the surrounding historic cottages. MLK Commercial Leveraging CRA -owned land and economic development grants, the CRA was able to bring a Family Dollar store to the Martin Luther King, Jr. Boulevard corridor in 2015. The CRA owns additional land on the corridor and continues to work with developers to attract new and needed neighborhood retail. MLK Multi Family Utilizing CRA -owned land, the CRA is seeking to attract a private development partner to build a multi- family development along the Martin Luther King, Jr. Boulevard corridor. The development may include commercial uses. Figure 66: Ocean Breeze East Figure 67: Cottage District I I5 1278 Figure 68: Example of a Commercial Project on MLK Jr. Blvd. 1279 Figure 69: Example of Multi Family Project on MLK Jr. Blvd. 1280 OE C> �o Q0 Ir - 6 0 0 Lft C+ CD z u GLCUD C: CU C - Cal z 0 1. 0 0 LL IA !- 0 T- oo C*4 T - m 4-J An C: 0 V 4) 0 — 0 m CL LL U- (D r CL to 'n m E 0" U. 0 0 p- cu >M 0- G) V) CL U. I W LA I- 0 > LA. c C: 0 tN CD m o *p LL > 0 U M ai Ln 4 IA :E 0 cr -Ile to 0 0 > m 0 LL. LL. :c CL u APPRAISAL REPORT VACANT LAND 225 NORTHEAST 9 AVENUE BOYNTON BEACH, FLORIDA 33435 by Vance Real Estate Service 7481 Northwest Fourth Street Plantation, Florida 33317-2204 for Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue Boynton Beach, FL 33435 February 1, 2024 1282 Vance Real Estat,e, Service February 1, 2024 Boynton Beach Community Redevelopment Agency 100 East Ocean Avenue Boynton Beach, FL 33435 RE: Vacant Land, 0.1728 acres, 225 Northeast 9 Avenue, 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 February 1, 2024. 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. This report is for exclusive use of the client and intended user for possible acquisition of the appraised property. 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 HUNDRED NINETY-SIX THOUSAND DOLLARS 196 000 (THIS LETTER MUST REMAINATTACHED TO THE REPORT WITH SIXTY-NINE (69) 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 1283 TABLE OF CONTENTS Pate Number Title Page i Letter of Transmittal ii Table of Contents iii INTRODUCTION 4 Photographs o the Subject Property 5 1-3-5 Mile Location Map 8 1-3-5 Mile Demographic Statistics 9 Summary of Important Facts and Conclusions 11 DESCRIPTIONS ANALYSES & CONCLUSIONS 12 I entity ot Client and Intendeddd User 13 Intended Use 13 Identification of Real Estate Appraised 13 Ownership 13 Property Address 13 Legal Description 13 Real Estate Tax Analysis 14 Market Area Description 15 Land Use & Zoning 21 Site Description 23 Real Property Interest Appraised 24 Appraisal Purpose and Definition of Market Value 24 Effective Dates of the Appraisal and Report 25 Scope of the Work 25 Summary of Information Considered 26 Property History 27 Highest and Best Use 27 SALES COMPARISON APPROACH 30 Land Sales location map 31 Land Sales documentation 32 Land Sales Comparison & Adjustment Chart 39 Valuation by the Sales Comparison Approach 40 FINAL VALUE OPINION 44 Certification and Limiting Conditions 45 ADDENDA 47 Acquiring deed 48 Zoning and land use map 49 Boynton Beach CRA recommended land use map 50 "R-2" zoning information 51 "MU" zoning information 59 USPAP Standards Rule 2-2a 61 Qualifications of the Appraisers 65 1284 INTRODUCTION 1285 Looking North at Appraised Land 225 NE 9th Avenue Boynton Beach, Florida Looking East at NE 9th Avenue Boynton Beach, Florida 1286 Looking West at NE 9th Avenue Boynton Beach, Florida Looking NE at Appraised Land 225 NE 9th Avenue Boynton Beach, Florida 1287 00 w N T- 1-3-5 MILE RADII FROM THE VALUED REAL ESTATE 225 NE 9" AVENUE BOYNTON BEACH, FLORIDA 33435 1289 225 NE 9th Ave, Boynton Beach, Florida, 33435 3 Prepared by Esri 225 NE 9th Ave, Boynton Beach, Florida, 33435 Rings: 1, 3, 5 mile radii 1 mile 3 miles 5 miles Population 2010 Population 14,440 81,384 176,761 2020 Population 17,311 93,554 198,558 2023 Population 18,001 95,673 202,576 2028 Population 19,259 97,042 203,745 2010-2020 Annual Rate 1.83% 1.40% 1.17% 2020-2023 Annual Rate 1.21% 0.69% 0.62% 2023-2028 Annual Rate 1.36% 0.28% 0.12% 2020 Male Population 47.9% 47.6% 47.7% 2020 Female Population 52.1% 52.4% 52.3% 2020 Median Age 43.8 43.7 45.7 2023 Male Population 48.7% 48.0% 48.0% 2023 Female Population 51.3% 52.0% 52.0% 2023 Median Age 43.8 44.4 46.8 In the identified area, the current year population is 202,576. In 2020, the Census count in the area was 198,558. The rate of change since 2020 was 0.62% annually. The five-year projection for the population in the area is 203,745 representing a change of 0.12% annually from 2023 to 2028. Currently, the population is 48.0% male and 52.0% female. Median Apo The median age in this area is 46.8, compared to U.S. median age of 39.1. Race! and Ethnk ty 2023 White Alone 36.6% 51.3% 54.3% 2023 Black Alone 49.9% 28.8% 24.1% 2023 American Indian/Alaska Native Alone 0.3% 0.5% 0.7% 2023 Asian Alone 0.8% 2.2% 2.6% 2023 Pacific Islander Alone 0.0% 0.0% 0.0% 2023 Other Race 4.7% 6.1% 6.9% 2023 TWo or More Races 7.6% 10.9% 11.3% 2023 Hispanic Origin (Any Race) 12.6% 18.2% 20.1% Persons of Hispanic origin represent 20.1% of the population in the identified area compared to 19.4% of the U.S. population. Persons of Hispanic Origin may be of any race. The Diversity Index, which measures the probability that two people from the same area will be from different race/ethnic groups, Is 74.8 In the Identified area, compared to 72.1 for the U.S. as a whole. Households 2023 Wealth Index 68 82 101 2010 Households 5,518 34,638 75,588 2020 Households 6,751 39,625 83,745 2023 Households 7,149 40,954 66,123 2028 Households 7,798 41,895 87,277 2010-2020 Annual Rate 2.04% 1.35% 1.03% 2020-2023 Annual Rate 1.78% 1.02% 0.87% 2023-2028 Annual Rate 1.75% 0.46% 0.27% 2023 Average Household Size 2.47 2.30 2.32 The household count in this area has changed from 83,745 in 2020 to 86,123 in the current year, a change of 0.87% annually. The five-year projection of households is 87,277, a change of 0.27% annually from the current year total. Average household size is currently 2.32, compared to 2.34 in the year 2020. The number of families in the current year is 49,423 in the specified area. Data Note: Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner -occupied housing units. The Gini index measures the extent to which the distribution of income or consumption among individuals or households within an economy deviates from a perfectly equal distribution. A Gini index of 0 represents perfect equality, while an index of 100 implies perfect inequality. Source: U.S. Census Bureau. Esrl forecasts for 2023 and 2029. Esri converted Census 2010 Into 2020 geography and Census 2020 data. January 23, 2024 9 9 1290 225 NE 9th Ave, Boynton Beach, Florida, 33435 3 Prepared by Esri 225 NE 9th Ave, Boynton Beach, Florida, 33435 Rings: 1, 3, 5 mile radii Mortgage Incoma 1 mile 3 miles 5 miles 2023 Percent of Income for Mortgage 39.9% 29.0% 31.7% Median Household Income 2023 Median Household Income $54,474 $63,490 $66,737 2028 Median Household Income $61,308 $74,810 $78,738 2023-2028 Annual Rate 2.39% 3.34% 3.36% Average Household income 2023 Average Household Income $82,874 $92,302 $100,465 2028 Average Household Income $97,344 $108,276 $117,634 2023-2028 Annual Rate 3.27% 3.24% 3.21% Per Capita Income 2023 Per Capita Income $33,457 $39,785 $42,748 2028 Per Capita Income $39,957 $47,050 $50,424 2023-2028 Annual Rate 3.61% 3.41% 3.36% GINI Index 2023 Gini Index 43.4 41.3 41.7 Households by Income Current median household income is $66,737 in the area, compared to $72,603 for all U.S. households. Median household income is projected to be $78,738 in five years, compared to $82,410 for all U.S. households Current average household income is $100,465 in this area, compared to $107,008 for all U.S. households. Average household income is projected to be $117,634 in five years, compared to $122,048 for all U.S. households Current per capita income is $42,748 in the area, compared to the U.S. per be $50,424 in five years, compared to $47,525 for all U.S. households capita income of $41,310. The per capita income is projected to Housing 2023 Housing Affordability Index 61 2010 Total Housing Units 7,333 84 43,830 77 94,133 2010 Owner Occupied Housing Units 3,322 22,514 52,876 2010 Renter Occupied Housing Units 2,196 12,124 22,715 2010 Vacant Housing Units 1,815 9,192 18,545 2020 Total Housing Units 8,293 46,937 100,263 2020 Owner Occupied Housing Units 3,697 23,384 54,821 2020 Renter Occupied Housing Units 3,054 16,241 28,924 2020 Vacant Housing Units 1,546 7,429 16,501 2023 Total Housing Units 8,646 48,011 102,291 2023 Owner Occupied Housing Units 3,554 23,407 55,644 2023 Renter Occupied Housing Units 3,595 17,547 30,479 2023 Vacant Housing Units 1,497 7,057 16,168 2028 Total Housing Units 9,060 48,888 103,480 2028 Owner Occupied Housing Units 3,753 23,829 56,535 2028 Renter Occupied Housing Units 4,D45 18,066 30,742 2028 Vacant Housing Units 1,262 6,993 16,203 Socioeconomic Status Index ' 2023 Socioeconomic Status Index 40.5 45.4 46.4 Currently, 54.4% of the 102,291 housing units in the area are owner occupied; 29.8%, renter occupied; and 15,80/0 are vacant. Currently, in the U.S., 58.5% of the housing units in the area are owner occupied; 31.7% are renter occupied; and 9.8% are vacant. In 2020, there were 100,263 housing units in the area and 16.5% vacant housing units. The annual rate of change in housing units since 2020 is 0.62%. Median home value in the area is $351,521, compared to a median home value of $308,943 for the U.S. In five years, median value is projected to change by 1.47% annually to $378,170. Data Note: Income is expressed in current dollars. Housing Affordability Index and Percent of Income for Mortgage calculations are only available for areas with 50 or more owner -occupied housing units. The Gini index measures the extent to which the distribution of income or consumption among individuals or households within an economy deviates from a perfectly equal distribution. A Gini index of 0 represents perfect equality, while an index of 100 implies perfect inequality. Source: U.S. Census Bureau. Esri forecasts for 2023 and 2028. Esri converted Census 2010 into 2020 geography and Census 2020 data. January 23, 2024 10 10 '1291 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS PROPERTY APPRAISED: Vacant lot 225 Northeast 9 Avenue Boynton Beach, FL 33435 OWNERSHIP: Southwest Jefferson, Inc. 6215 Innes Trace Louisville, KY 40222-6008 LAND AREA: Approximately 7,527 square feet or 0.1728 of an acre. Size is from public records. No sketch of survey is available for review. BUILDING IMPROVEMENTS: No structural improvements on the lot ZONING: "R-2", Single and Two-family Residential District in the city of Boynton Beach LAND USE: McDR, Medium Density Residential CRA DISTRICT: Heart of Boynton APPRAISAL PURPOSE: To develop an opinion of market value INTEREST APPRAISED: Fee simple CURRENT USE: Vacant HIGHEST AND BEST USE: As vacant: Single user residence or two user residence Future: Assemblage with adjacent lots for attached dwellings with a density of up to 20 dwelling units per acre VALUE BY THE SALES COMPARISON APPROACH: 7,527 square feet x $26.00 per square foot (rounded to) _ ONE HUNDRED NINETY-SIX THOUSAND DOLLARS VALUATION DATE: February 1, 2024 Exposure Time: 12 months prior to selling at the appraised value. .Varketing Time: 12 months immediately following the effective date of appraisal during which time the subject property should sell at the appraised value. 11 1292 DESCRIPTIONS, ANALYSES, CONCLUSIONS 12 1293 APPRAISAL REPORT This is an APPRAISAL REPORT that complies with Standard Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice 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 possible acquisition of the appraised property. 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; Owner: Southwest Jefferson, Inc. 6215 Innes Trace Louisville, KY 40222-6008 Property Address: 225 Northeast 9 Avenue Boynton Beach, FL 33435 Legal Description: Lot 166, ARDEN PARK, Plat Book 2, page 96, Palm Beach County, FL Census Tract No. 61 13 1294 APPRAISAL REPORT (continued) Real Estate Tax: Parcel Control Number: 08 43 45 21 18 000 1660 Land Value: $89,468 Improvement Value: -0- Total Value: $89,468 Assessed Value: $25,831 Exemption Amount: -0- 0 - Taxable Taxable Value: $25,831 Ad Valorem Tax: $ 934 Non Ad Valorem Tax: $ -0- 0 - Total Total Tax: $ 934 Real estate tax for 2023 is partially paid, with a balance of $574.05 shown on the Palm Beach County Tax Collector's website. The real estate tax is set up to be paid in installments over the year. There are no outstanding taxes for previous years. 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, the taxable (assessed) value for non - homesteaded properties 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. The 10% per year increase cap accounts for the difference between the Total Value of the appraised property and the Assessed Value. 14 1295 APPRAISAL REPORT 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 depots in downtown Miami, downtown Fort Lauderdale and downtown West Palm Beach. Boca Raton, Aventura, Port of Miami are added to the list. Rail service to Orlando is operating. 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. 15 1296 APPRAISAL REPORT (continued) The immediate subject market area is one of the districts in the CRA known as the Heart of Boynton (HOB), containing 380 acres. This area is the historic, older part of the CRA, with the following boundaries: Boynton Beach Canal (C-16) on the north, Florida East Coast (FEC) Railroad on the east, Interstate 95 on the west, and jagged line a few blocks north of Boynton Beach Boulevard as the south boundary, at about NE 3 Avenue. 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. To the east of the FEC Railroad is U S Highway 1, also known as Federal Highway, the main north -south artery through eastern Palm Beach County and extends along the eastern seaboard of the United States. Heavily trafficked Federal Highway is a catalyst to redevelopment of the general market area, with residential projects planned and completed. 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 will continue to facilitate revitalization of the subject market area. Seacrest Boulevard is a main north -south artery through the City of Boynton Beach and south into Delray Beach. Martin Luther King, Jr. Boulevard is an east -west thoroughfare through the Heart of Boynton. The subject market area is easily accessible by main roads and Interstate 95. Property types in the Heart of Boynton are smaller commercial establishments along the main roads, light industrial close to the FEC Railroad, municipal facilities, single family residential, small multi -family dwellings, a few apartment buildings and places of worship. As mentioned, some structures date back to the 1920's, but most which are still usable were built in the mid -twentieth century. Municipal facilities in the immediate subject market area include parks, two elementary schools and a community center. 16 1297 APPRAISAL REPORT Projects completed in the Heart of Boynton are: • Seacrest Boulevard Streetscape • Carolyn Sims Center • Ocean Breeze West - 21 homes joint venture with Habitat for Humanity • Construction of single family residences on Martin Luther King, Jr. Boulevard and on NW 11 Avenue, west of Seacrest Boulevard Projects in progress are: • Higher density residential buildings and commercial buildings on Martin Luther King, Jr. Boulevard • Redevelopment of the Public Works site • Establishment of mixed use districts of residential and commercial • Expansion of light industrial near the FEC Railroad • Enhancements to Sara Sims Park including landscaping, pavilions, picnic facilities, lighting and security. 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 2023 in the one -mile radius is $54,474, for three miles it is $63,490, and $66,737 for the five mile circle. Median household income for Palm Beach County is $68,900. In the one -mile circle, population is 18,001. In three miles, population increases to 95,673; at five miles, it is 202,576. 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 1.36%, with new multi -family residential complexes being constructed in central Boynton Beach. Annual growth rates in the three and five mile circles are slower at 0.28% and 0.12%. 55% of the housing units are owner occupied, with 30% 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 15%; 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 $351,521 including the highly priced homes fronting the Atlantic Ocean and Intracoastal Waterway, compared to median home value of $308,943 in the United States. 17 1298 APPRAISAL REPORT 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 2022, sales activity and prices recuperated. The upswing in prices is due in part to scarcity of developable land. Properties were back to pre-crash prices and in most cases exceeded that level. The upward trend in real estate prices and volume of sales significantly diminished in the recent past year due to the increase in interest rates and building materials. Sales volume in 2023 was 75% lower than in 2022 across the real estate board. Some new construction projects were halted and some planned did not commence. The subject market area has examples of each case. The life cycle stage of the market area is revitalization, a period of renewal, modernization, and increasing demand. This revitalization is occurring throughout the CRA area and is influencing activity in each district. The catalyst of the revitalization in the Downtown District 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 such as Ocean One at 114 N Federal Highway which was finally approved for 371 apartments, 25,588 square feet of retail, and 450 parking spaces. Davis Camalier sold the site to Hyperion Group for $78.98 per square foot in December, 2021. Another Federal Highway project 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 in May, 2022 for the initial transaction. With the project underway, there was a second sale to another developer and construction has stopped for now. 18 1299 APPRAISAL REPORT 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 purchase by Affiliated Development has not been 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. 150 of the apartments would be for workforce housing units. 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. 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. For several years, the north and south sections of the project have sat vacant. The middle section was improved with a new City Hall, library, park, museum, amphitheatre and fire station. The former school was preserved. In April, 2023, the north and south sections were sold to Boynton Beach Town Center for a price of $44 million or approximately $126 per square foot of land. The master plan for the parcels include: 0 900 residential rental units 0 24,000 square feet of retail space o Parking garage for 2,000 vehicles, with 500 of these spaces for city use In addition to the transfer of the ownership of the land, other agreements and considerations were made such as a 100 year parking lease agreement with the City. The Town Square project completion is the force for other pending mixed-use projects to move forward. 19 1300 APPRAISAL REPORT In the Heart of Boynton CRA district, Ocean Breeze East is completed at 700 North Seacrest Boulevard. The development is an affordable apartment project containing 123 units, retail space, clubhouse and swimming pool. The project came about by the Boynton Beach Community Redevelopment Agency selling the land and the Florida Housing Finance Corporation and TD Bank providing the financing. In the Heart of Boynton CRA district, Heart of Boynton Villages and Shops is under construction fronting the north and south sides of East Martin Luther King, Jr. Boulevard, east of Seacrest Boulevard. There will be 124 residential units, 8,530 square feet of commercial space and 218 surface parking spaces. Part of the land was transferred from the Boynton Beach CRA to Wells Landing Apartments, LLC. Wells Landing purchased four parcels from a private property owner to complete the site for the new project. Funding for the project was awarded to the property owner from the Florida Housing Finance Corporation. This project is anticipated to bring about more development along MLK Boulevard and surrounding avenues. At the southeast corner of Seacrest Boulevard and East Martin Luther King, Jr. Boulevard, the store was purchased and opened as Dollar Tree. A large section of the Cottage District from NE 4 Avenue to NE 5 Avenue, between Seacrest Boulevard and NE 1 Street is planned to be developed by Pulte Homes with workforce housing. Parcel size is 4.6513 acres, comprised of smaller lots acquired over many years to assemble a large tract of land for a transformation of a substantial part of the area. Plans are for 41 for -sale units, consisting of 19 single-family houses and 22 townhouses. 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 immediate subject market area of the Heart of Boynton (HOB) has the components of an appealing neighborhood with schools, parks and recreation. HOB is easily accessible by main roads and Interstate 95. 20 1301 APPRAISAL REPORT Goods and services are nearby on Boynton Beach Boulevard and U S Highway 1. With the involvement of the City of Boynton Beach and the Community Redevelopment Agency, Heart of Boynton Community Redevelopment Plan can continue to succeed in revitalizing the area. The transformation of the area is in progress. Development of real estate takes time and the right market conditions which have been positive. Upward price trend for property in the subject market area should continue as the demand for it is greater than the supply. Platting: The appraised land is one lot in an old plat, recorded prior to the effective date of current zoning regulations. Land Use: Land use is McDR, Medium Density Residential, maximum density 9.58 dwelling units per acre. Zoning: "R-2", Single and Two-family Residential District with the purpose to implement the medium density residential future land use map classification of the comprehensive plan. The intent of the district is to stabilize and protect existing residential neighborhoods with density no greater than 10 dwelling units per acre, and allow limited types of non-residential uses. Minimum lot area is 4,500 square feet per unit for a duplex; minimum lot frontage is 75 feet. There is a provision for a site with two lots platted prior to the enacting of the current zoning regulation to be improved with a duplex. Single family dwellings shall be constructed on lots that are no less than 6,000 square feet with a width of at least 60 feet and follow the building and site regulations of the "R-1 ", Single Family District. 21 1302 APPRAISAL REPORT The appraised land has approximate dimensions of 50 feet x 150 feet = 7,500 square feet (7,527 square feet on the tax roll). The size meets the standard for a single family lot in the "R-1" zoning; however, the width is substandard. Since the lot was platted prior to the current code being in effect, the lot would most likely be able to be developed as a legally non -conforming site; however, city officials make this determination. For the "R-2" district, current required size is 4,500 square feet per unit. The subject lot is less than 9,000 square feet. Again, it may be permitted to be improved with a two -user dwelling; city officials decide the permitted use. Boynton Beach Community Redevelopment plan for the lot is for low density mixed use of a maximum of 20 dwelling units per acre. To achieve this density, parcel size has to be one-half acre or 21,780 square feet. Hence, the lot concerned would have to be assembled with adjacent lots to meet the size standard for a possible land use change. Such a change would have to be initiated by the property owners. In contract to the subject, the land to the west is being improved with Heart of Boynton Villages and Shops, fronting the south side of NE 10 Avenue; its land use is mixed use 50 dwelling units per acre. This land use was changed by the city a while back. 22 1303 APPRAISAL REPORT Site Description: The shape of the site is a rectangular. Approximate dimensions are from public records; size is from the Palm Beach County tax roll. North boundary on adjacent property: 50 feet East boundary on adjacent property: 150 feet S boundary on NE 9 Avenue: 50 feet West boundary on adjacent property: 150 feet Land size is approximately 7,500 square feet (7,527 square feet on the tax roll). Utilities: All utilities are available to the site. Access: The site is accessible via NE 9 Avenue, a two -laved local road. It is one block south of Martin Luther King, Jr. Boulevard (NE 10 Avenue), an east -west thoroughfare through the Heart of Boynton district. NE 9 Avenue intersects with Seacrest Boulevard to the west and North Railroad Avenue to the east. NE 9 Avenue has streetlights, but no sidewalks. Easements: Easements are not noted on the original plat. If they exist, utility easements would be most probably around the perimeter of the lot. Improvement Description: There are no structural improvements on the site. Environmental Assessment: No assessment was available for review. 23 1304 APPRAISAL REPORT 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 of February 1, 2024. 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 as follows. 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 are 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 they consider their own 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 S. 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. 24 1305 APPRAISAL REPORT * 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. Jennin)zs, 518 So.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: February 1, 2024 B) Date of the Report: February 1, 2024 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 visited the property. An 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 land sales. The process included searches and analyses, inspections and confirmations, and final reporting. The appraiser examined several sources of sales data, including multiple listing service, Palm Beach County Property Appraiser's records, the public records, and data from the appraisers' plant. 2-2(a)(rx) Summarize the extent of any significant real property appraisal assistance; The two signatory appraisers are the only people involved in the appraisal process. 25 1306 APPRAISAL REPORT 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 (5) 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 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 I-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; There are no agreements for sale, options or listings as of the effect date of appraisal. 26 1307 APPRAISAL REPORT b) analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal. The last transfer of ownership by a warranty deed was on May 31, 1995 for $3000. A copy of the deed is in the Addenda. There were two transfers between related parties after that. The 1995 sale occurred too far in the past to be of any significance in the current valuation. 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. No personal property is 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 Physically Possible as Vacant The land appraised is a plat lot containing about 7,527 square feet. It fronts a two-laned local avenue one block south of Martin Luther King, Jr. Boulevard, a main neighborhood thoroughfare. The site is accessible via NE 9 Avenue, between Seacrest Boulevard to the west and North Railroad Avenue to the east. The rectangular 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 buildings. However, surrounding properties have been improved with one or two-story building for over 100 years. Physical constraint to develop the site is its size which governs the size and number of the potential improvements that can be placed on it. 27 1308 HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Legally Permissible as Vacant Legal restrictions to the development of the site consist of land use designation, building and zoning codes, platting restrictions and restrictive covenants. Zoning is "R-2", Single and Two-family Residential District. Minimum lot area is 4,500 square feet per unit for a duplex; minimum lot frontage is 75 feet. The subject land size is 7,527 square feet and 50 foot width. For single family use, requirements are lot size of 6,000 square feet and width of 60 feet. An excerpt from Nonconforming Regulations for Lots and Parcels is in the Addenda. Interpretation and enforcement of the zoning code are done by City officials. Nevertheless, it is reasonably probable that the appraised land would be permitted to be improved with a single family residence in keeping with the aim of home ownership in the Heart of Boynton CRA district. If the subject lot were combined with an adjacent lot(s), potentially they could be improved with one or more two-family residences. City officials would determine the density of a permitted residential project on the appraised site. 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. The subject market area has been improved with single-family residences and small multi -family dwellings for almost 100 years. Structures come to the end of their useful lives, improvements are razed and the sites are redeveloped with modern proj ects. There are examples of this cycle throughout the subject market area. Redevelopment projects in the subject vicinity are Ocean Breeze West with 21 homes, Eastview Park by D R Horton, and new houses on West Martin Luther King, Jr. Boulevard. Habitat for Humanity will be constructing single family residences on NW 11 Avenue. Where larger sites can be assembled, higher density multi -family or attached dwellings are being constructed such as Ocean Breeze East and Heart of Boynton Villages and Shops. With a small amount of vacant land remaining in densely populated eastern Palm Beach County, it has to have a higher yield with more dwelling units per acre calling for these attached or multi -family projects. 28 1309 HIGHEST AND BEST USE OF THE PROPERTY AS VACANT Financially feasible use of the appraised land is to assemble it with as many lots as possible and construct an attached or multi -dwelling project that would be permissible in the already in place Land Use of Medium Density Residential, with a density of 9.58 dwelling units per acre or in a future land use category of mixed use low density of 20 dwelling units per acre. The most probable buyer for the site is a local developer familiar with the revitalization that is occurring in the subject market area. Time for development is development is now with renewed interest in the neighborhood and support from the Boynton Beach Community Redevelopment Agency. Maximally Productive as Vacant In summary, the current Highest and Best Use of the property appraised as vacant is for a single user residence or a two -user residence. Such use would be physically possible, probably legally permissible, financially feasible and maximally productive. Future highest and best use is for attached or multi- family residences with greater density. 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. 29 1310 SALES COMPARISON APPROACH LAND VALUATION 30 1311 LA z ZI CT ,I, a 13 w DR z a, i h( -,p clfz 5 AVE SALE 2 J— �U BJEC�,"',,;,,p �:u ISI V,�l SA,LE 3 W I Y'NI AVE 0 ?gnj S A VLL E E 4 S��LE1 31 1312 'WiPAY 'EA EL �J OA 1� j U, LA z ZI CT ,I, a 13 w DR z a, i h( -,p clfz 5 AVE SALE 2 J— �U BJEC�,"',,;,,p �:u ISI V,�l SA,LE 3 W I Y'NI AVE 0 ?gnj S A VLL E E 4 S��LE1 31 1312 AERIAL VIEW OF LAND SALE 5 1084 Highland Road, Unincorporated Palm Beach County, FL 33 1314 VACANT LAND SALES SALE NO. 1 LEGAL DESCRIPTION Lot 484, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 33776, page 1415 , Palm Beach County, FL Public Records. GRANTOR JT and NH Ventures, LLC GRANTEE Vasos Sagrados, LLC DATE OF SALE August 11, 2022 LOCATION 410 NW 13th Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE LAND SIZE UNITS OF COMPARISON PARCEL CONTROL NO. CONDITIONS OF SALE COMMENTS $76,000 2,748 square feet (0.0631 acres) $27.66/square foot of Land 08-43-45-21-14-000-4840 Arm's length cash transaction. Vacant lot sale. 34 1315 VACANT LAND SALES SALE NO. 2 LEGAL DESCRIPTION Lot 420, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 33776, page 1424 , Palm Beach County, FL Public Records. GRANTOR JT and NH Ventures, LLC GRANTEE Vasos Sagrados, LLC DATE OF SALE August 11, 2022 LOCATION 409 NW 12 Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE $76,000 LAND SIZE 2,627 square feet (0.0603 acres) UNITS OF COMPARISON $28.93/square foot of Land PARCEL CONTROL NO. 08-43-45-21-14-000-4200 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 35 1316 VACANT LAND SALES SALE NO. 3 LEGAL DESCRIPTION Lots 467, 468, 469 and 470, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 33942, page 1481 , Palm Beach County, FL Public Records. GRANTOR Freedom, 513 LLC GRANTEE Molinares Home, LLC DATE OF SALE October 31, 2022 LOCATION 502 NW 13th Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE $170,000 LAND SIZE 10,890 square feet (0.25 acres) UNITS OF COMPARISON $15.61/square foot of Land PARCEL CONTROL NO. 08-43-45-21-14-000-4670 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 36 1317 VACANT LAND SALES SALE NO. 4 LEGAL DESCRIPTION The East % of Lot 382, and all of Lot 383, Cherry Hills, Plat Book 4, Page 58, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 34,509, page 115 , Palm Beach County, FL Public Records. GRANTOR Dixieland Ranch, LLC GRANTEE TNR Global, LLC DATE OF SALE August 17, 2023 LOCATION 530 NW 12th Avenue, Boynton Beach, Florida ZONING "R-2" Duplex, 10 DU per Acre (08 Boynton Beach, FL) SALE PRICE $122,000 LAND SIZE 3,920 square feet (0.09 acres) UNITS OF COMPARISON $31.12/square foot of Land PARCEL CONTROL NO. 08-43-45-21-14-000-3821 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 37 1318 VACANT LAND SALES SALE NO. 5 LEGAL DESCRIPTION Lot 45, River Grove, Plat Book 22, Page 8, Public Records of Palm Beach County, Florida. RECORDED O. R. Book 34614, page 1452 , Palm Beach County, FL Public Records. GRANTOR Daniel Tucci-Caselli, a married man, GRANTEE Mathilda Morency, Single Woman, and Mikelson Mon -Premier and Kenya MomPremier, husband and wife right of survivorship. DATE OF SALE October 9, 2023 LOCATION 1084 Highland Road, Unincorporated Palm Beach County, Florida ZONING "R -M" Multi -Family (Medium Density) (00 -Unincorporated) SALE PRICE $100,000 LAND SIZE 4,003 square feet (0.0919 acres) UNITS OF COMPARISON $24.98/square foot of Land PARCEL CONTROL NO. 08-43-45-09-08-000-0450 CONDITIONS OF SALE Arm's length cash transaction. COMMENTS Vacant lot sale. 38 1319 CD N M T- a) N u d LL M O N O m p ti n m m ai ri w c -i vi Y . a0+ S `4 lrr) Vim} ar irq .0 N O O O L z z 3 ar O O O O O r, Lrl Q d O O o o n v~i n n O O Y m 4n v� � a m LA a � z 0 v r a o 0 0 0 0 Z @ 0 0 0 0 Ln a d O I< O r O n O N O O O^ + 0 + O + p + Ln + U N tj). O Q-1 O N O tj). � V). O C L) OJ Q a a a a z J J J J J 0 N N N N K N M W N LALL CO I4 m O M n o . n to of 6N O � z VI N N M I� J N N N M M O O o r1i O r4 O N N N N N N N N m n Q 4 J F v y o L oz w oz O N p Q ¢ u O Q O W U W O 0 N O O p O O d U ID l0 O m J c -I 0 -1 > N m m m m m LL m O O o O C 4 C O V = W W N 1L > 1L > W L N 1L > > a a a u > a L u a L u L L u L L u c m (J a L u z J trf m N N m M m N m m -Loa £ W L m Q '-I ci m N m M m 7 m � co w m m c c N C C c oo O c iy > c V ? p > M > O u N N > 0 0 Ln 0 Ln 0 0 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. h1 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. The appraised property consists of one platted lot at 225 NE 9 Avenue, Boynton Beach, FL. Land size is approximately 7,527 square feet; zoning is "R-2", one or two -user dwelling in the city of Boynton Beach, FL. Highest and best use for the appraised property is a single family dwelling or a duplex. Future use with a land use change, if possible is to assemble it with adjacent lots, is for a residential project with a maximum density of 20 dwelling units per acre. Fee simple interest of the market value of the land is developed in this Sales Comparison Approach. A search was made to find recent sales of sites in the immediate subject market area or in similar areas. A property -by -property search was conducted in the Heart of Boynton CRA district. As mentioned, the volume of sales drastically dropped in 2023; thus, transactions from 2022 had to be considered in this approach to value. In October 2021, the Palm Beach County Housing Authority auctioned approximately 40 lots that it had acquired over the decades. These lots accounted for most of the vacant lots in the Heart of Boynton district. None of auction transactions were cited in this Sales Comparison Approach; however, resales of lots from one private party to another are included due to their constituting most of the sales activity in the subject market area. Land Sales 1, 2, 3 and 4 are such resales. Land Sale 5 is a lot to the north, outside of the subject market area. It demonstrates that the resales are in the range of current transactions for lots that could be improved with one or two -user dwellings in central Palm Beach County. All of the sales were verified through public records and parties familiar with the transactions. Details of the transactions are on the sale sheets and chart. There is one listing for sale in the subject market area of a property with a garage, no house, on it at 137 NE 3 Avenue, Boynton Beach, FL. Asking price is $335,000 with a pending for sale notice on the listing. This listing is mentioned for informational purposes; only closed sales are used in this analysis. (Continued) 40 1321 SALES COMPARISON APPROACH (Continued) The unit of comparison used by buyers and sellers of this type of property is the Sale Price per Square Foot of Land. The range of unit prices of the sales is from $47.48 to $70.53 per square foot, before adjustment. 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. The sales were all conveyances of fee simple interests without leases or easements which were significant enough to affect the price. No adjustment is necessary for this element of comparison. Financing Terms 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. Land Sales 1, 2, 3, 4 and 5 were cash transactions, the typical way of purchasing small tracts of land. 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) 41 1322 SALES COMPARISON APPROACH (Continued) None of the land sales are transactions by lenders after foreclosures of prior mortgages on the properties. Grantees appeared to have purchased the lots for the construction of single -user houses for sale. Notices of commencement for the construction of houses were recorded for Land Sales 1 and 2. Conditions of sale for the transfers were typical for markets in the life stage of revitalization, with no adjustments 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. Two of the sales occurred in 2023, and three in 2022. Some properties have had a significant increase in price during the past few years. Such increases are characteristic of the market due in part to scarcity of properties for sale and lack of land for more building. The high percentage of increase may not be representative of the price trend going forward. For buyers wanting to finance transactions, the rise in interest rates is negatively affecting the prices they can pay. Volume of sales has dropped significantly in 2023 due to the increased interest rates and buyers' unwillingness to pay higher prices. The inflation rate in 2021 was 4.7%; in 2022, it was 8.0%. The rate began in 2023 at 6.4%, moving down to 3.4%, currently. A decrease in the inflation rate will take time to move through the financial channels and become part of the matrix that affects real estate prices. Despite the dearth of 2023 sales and slowing inflation, the change in market conditions is still positive at a moderate 5% annually. Each of the sales is adjusted upward 5% 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. (Continued) 42 1323 SALES COMPARISON APPROACH (Continued) The appraised site and Land Sales 1, 2, 3 and 4 are in the Heart of Boynton CRA district. The lot under appraisement is closer to the new development of Heart of Boynton Villages and Shops; however, there has not been a recent land sale in that vicinity to show if it would have a greater unit sale price than the land sales west of Seacrest Boulevard. The land concerned and all of the land sales are platted. Zoning district for the subject is "R-2", one or two -user dwellings; Land Sales 1, 2, 3 and 4 are in the same zoning district. Land use for all of these parcels is medium density residential. Until the land use is changed, Sales 1-4 have a similar future development potential as the subject. Land Sale 5 is in a similar zoning district as the other sales of residential medium density. Nevertheless, the likelihood of a future land use change is greater for the subject than for the land sales and is considered qualitatively in the final reconciliation. 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 main physical difference among the subject and the sales is size of the parcel. Land Sales 1 and 2 are each one very small lot. No. 3 consists of four contiguous lots, largest site in the data set. Sale 4 consists of 1.5 lots; No. 5 is one lot. The lots in the subject plat are of larger size than in the plats of the sales. The land sales exhibit a typical relationship of smaller sized lots selling for higher unit sale prices because there are fewer square feet over which the price can be distributed for the same land use. The subject's size would put its unit value in the mid-range. There does not appear to be a direct relationship between land size and price per square foot. Each sale parcel meets the size standard in its current zoning district for independent development. Sales 1, 2 and 3, like the subject, are vacant parcels. Sales 4 and 5 have old improvements on them that will be demolished and removed to improve the sites to their highest and best uses. The stage of development for Sales 1 and 4 is superior to the subject and the other sales. Sale 1 was sold with a city approved plan for a project of a three-story office building. No. 4 was sold with a city approved plan for Villages of East Ocean Avenue with 371 apartments and 15,757 square feet of commercial space. The grantee plans to make minor changes to update it to meet current tastes. Reaching this point in the development process takes time and funds to accomplish. Sales 1 and 4 are each adjusted downward 10% for stage of development. The adjustment amounts are shown on the chart. Use For properties to be comparable, they should have similar uses. Highest and best use for the subject is for a one or two -user dwelling. Highest and best use for the land sales is the same. Greater density may come about through the assemblage with adjacent lots and a land use change, but that would take property owner initiative to accomplish. No adjustment is made for this element of comparison. 43 1324 SALES COMPARISON APPROACH (Continued) FINAL VALUE OPINION Following is a summary of the adjusted square foot unit sale prices for the five sales. Sale No. Adjusted Sale Price/ SF 1 $29.73 2 $31.10 3 $16.72 4 $31.90 5 $25.39 The land sales are adjusted for market conditions. The adjusted unit prices reveal the relationship of smaller sized parcels typically have higher unit prices. Following that pattern, the mid-sized subject parcel would have a unit value in the mid-range of the adjusted unit sale prices. Affecting the potential sale price for the subject is its greater probability of a future land use change permitting higher density if assembled with adjacent lots. This possibility moves the unit value of the subject to the upper -middle of the adjusted unit sale price range. Considering the foregoing discussion, the unit value for the subject is $26.00 per square foot. The quantity of the comparable data is sufficient to have an overview of the market for lots in the subject market area and similar areas. 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 February 1, 2024 is: $26.00/sq.ft. of land x 7,527 square feet of land = ONE HUNDRED NINETY-SIX THOUSAND DOLLARS 44 1325 CERTIFICATION I certify that, to the best of my knowledge and belief, the statements contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report and 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 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 January 16, 2024. 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�' February 1, 2024 Jesse B. Vance, Jr., MAI, SRA, ASA Florida State -Certified General Real Estate Appraiser No. RZ-85 February 1, 2024 Claudia Vance, MAI Florida State -Certified General Real Estate Appraiser No. RZ-173 45 1326 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., MAI, SRA, ASA State -Certified General Real Estate Appraiser No. RZ 85 February 1, 2024 Claudia Vance, MAI State -Certified General Real Estate Appraiser No. RZ 173 February 1, 2024 46 1327 ADDENDA 47 1328 Landmark Web Official Records Search EXODWrva _stat Record sad Rearurn 7a Grantom Thi'_ Jastr( -r PrWm d By. Afary K.W- MAGLER -777W COMPANY if11! Carporme Drii&r Boyutoa Bea %FL 33435 i�RJ4�l i 3_yhpm 45—'1 TRT tNtEl 877? Pq '( 'i 4q "nn ;111.I1(10,11101 0017 ?#f1, j-tj -pry a z 0 (! t7 t.���Cr (S Ttds Wa for Rwanth p 0sta WAnW4NrY MW pt10 M TO MMW 9yis Warranty i0eea Afadct day of May A.D. 19 95 by Berdia hoe Harvey, an unremarried .- ildred Harvey, a single person, Pamela Harvey a/k/a Pamela Harvey Patterson, a ma ed woman, Sandra Harvey, a single person and Scott Harvey. a single person herriaatter eaded the graatar, to Craig A. Goldberg, a single person whorepar(00—Ed&—is 21301 Powerline Rol e 312, Boca Raton, FL 33437 herciAaArr =W the greater tWhere+er orad hareM dor tarnx ��raMa1' and paniee• Aeirdr a)Z+ d:s nrsUanKat and dw helm kVd mp nodal m sad aargm of i &mlwk and a,e of corpor»loan) WI f fil het J: That lhegranlnr, trgandin consideration o! tJ 10.w and o(her m/ual* easrrderitioat recvW whereot is hereby aeinopic ed here /rargaimc se/Is, aliens, remise; rekam rna and aoarums unto the graater7 aN that er ala land ata Palm BeicA Lowy, ,FAViA ssz Lot 166, ARDEN PARK, according to the Plat thereof on n the Office of the Clerk of the Circuit Court in and for Palm Reach County, : o a, recorded in Plat Book 2. Page 96; said lands situate, lying and being in Pal ach County, Florida. SUBJECT PROPERTY IS NOT THE HOMESTEAD OF THE GRANTORS, HOMESTEACS,STATED UNDER THEIR SIGNATURES. AtiIll 1CCt 90 rcc/ricoon4 resena6=4 =sac a andcommW ofreewd rla% tothat sante ars mW sad aofarc ab& br �Woftetyer u*hoff thetenemcats,herrditamcntsandappurtenaomthcmobrfwWingo in luirc No ]babe anb to Rola, tbrrameralcesmrp/claretsr. mfev� age to ,V aad t � Of taaGr acutRrg atr6setlacM On WitnCSg IjECEOi`r rhesaitlgraurarhassigaedaaJscelcdlhesrlurseaasthedayandjrar rust abate wsittwt. and drch* MAT,,,-.. BerdraAfaa%�y MARY E. SPER av u, Aer Ad*— arr rp zo 48 https:/Ierec.mypaimbeachc L-rk.com/Search/DocumentAndinfoSyBookPage?Key=Assessor&book(yWO&booknumber-8Tn&pagenumbw--1149# 1329 w U 0 Ln 0 co LLA C) LO LU Z) > 6 LU _0 Z C: Ln m N a) C: 0 iN L.J LU 41 V) V) Z) < z 0 < < N 41 Q, C,ur s, 5 g 6 'Ll 6. F E W. E E E E s isf .CPN a, LU CffB e� �A f �I L ;Yr r S -s G I N CYJ "a :C �NJ s isf .CPN a, LU T" M M r CffB e� �A f T" M M r E. R-2 Single and Two-family Residential District 1. General. The purpose of the R-2 zoning district is to implement the medium density residential (MeDR) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to stabilize and protect existing residential neighborhoods with densities no greater than ten (10) dwelling units per acre, and allowing limited types of non- residential uses. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in Chapter 3, Article IV, Section 3.D. 3. Building and Site Regulations (Table 3-9). Existing and/or planned single-family homes shall conform to the R-1 district requirements; however, for duplex homes, the following lot and building requirements shall be observed: BUILDING/SITE REGULATIONS R-2 District Minimum lot area (per unit): 4,500 S.f V Minimum lot frontage: 75 feet Minimum yard setbacks: Front: 25 feet2 Rear: 25 feet3 Interior side: 10 feet2 Comer side: 25 feet2,3 Minimum living area: 750 s.f. Maximum lot coverage: 40% Maximum Floor Ratio Area (FAR) 0.104 Maximum structure height: 25 feet5 I Single-family dwellings shall be constructed on lots that are no less than six thousand (6,000) square feet. 2 Pursuant to Section 8.B. below, parcels that have frontage on Martin Luther King Jr. Boulevard and are located within the Martin Luther King Boulevard Overlay Zone shall have front, side interior, and side comer setbacks in accordance with the mixed use -low intensity I zoning district (see Section 6.H. below). ' On comer lots, the side setback adjacent to the street shall be not less than one-half (1/2) the front yard setback. However, where orientation of adjacent lots on both street frontages provide typical front yard setbacks, the comer lot shall provide for front yard setbacks along both streets. When two (2) front yard setbacks are provided for on a comer lot, no rear yard setback shall be required, only side yard setbacks shall be imposed. 4 A floor area ratio (FAR) up to 0.10 maybe considered for non-residential uses allowed within the R-2 district (see "Use Matrix" — Chapter 3, Article IV, Section 3), pursuant to the medium density residential land use category of the Comprehensive Plan. 5 Not to exceed two (2) stories. 51 1332 D. R-1 Single-family Residential District. 1. General. The purpose of the R-1 zoning district is to implement the moderate density residential (MoDR) future land use map (FLUM) classification of the Comprehensive Plan. The intent of this conventional district is to encourage single-family dwellings and structures at densities no greater than seven and one-half (7.5) dwelling units per acre, and allowing limited types of non-residential uses. 2. Use(s) Allowed. See "Use Matrix Table 3-28" in Chapter 3, Article IV, Section 3.1). 3. Building and Site Regulations (Table 3-8). The following lot and setback requirements shall be observed: BUILDING/SITE REGULATIONS R-1 District Minimum lot area: a 6,000 s.f. Minimum lot frontage: 60 feet Front: 25 feet Rear: 20 feet Special rear yard setback reduction for single -story building additions: I Abutting: I-95 or railroad tracks: 50% Abutting: Intracoastal: 50% Abutting: Lakes: 50% Abutting: Golf Course: 50% Abutting: Canals wider than 150 ft 50% Abutting: Canals narrower than 150 ft 33% Abutting: Perimeter walls of community that abut other than residential: Abutting: Commercial or Industrial 50% Abutting: Public or private park: 50% Interior side: 7.5 feet Comer side: 25 feet2 Minimum living area: 1,200 s.f. Maximum lot coverage: 50% Maximum structure height: 30 feet 52 1333 co LO 1334 Q U x w C NO z z z z o 0 a w tn w w z z C 0 0 N N N kn y k a� k a� o C O ry a w w w r- to o M y Q 00 O O o w z z O o xQ z � � r o ^i Q' O O Q' x to z OO � � N C kn z Q' O O Q' a� z z Q' O O Q' z 00z ¢ o o rx d to z oo," oo, tn z a� r Cd Z a a� " on Cd Q) � �� o �� > o d o oz a� a� as a w�° co LO 1334 1335 d © d d z z z z z z z z 00 c c ¢ c w w w w z z z z z z z z w w w w z z z z z z z z 00 z kn a�'t z z z z z z ' a N N z z z z z z z z d v^r 'n 4n o o o d o o M o M N h- N N �i to to to to W) M try to 4-i a 0 0 0 0 0 0 0 0 O d d 4 d d M O d cn N t� N N d to d O O OO O O M O d M N N N to to to to W) M to to d d N O O O C7 C> O M O O to to to to to M to cn N ✓ .0 y ., xGOr. cd O U U V to to V ^v4. Ati kn 1335 U Sec. 11. Nonconforming Regulations. A. Lots and Parcels. 1. R-1 District, R- I A District, R-2 District, and R-3 District. A detached single-family dwelling may be constructed on any parcel located in an R-1, R- I A, R-2, or R-3 district, provided that it meets all of the following requirements: a. The parcel contains at least one (1) whole platted lot, platted prior to August 7, 2001; b. The parcel, or assemblage of platted parcels which individually meet the requirements of paragraph a. above, has a frontage of not less than fifty (50) feet, and a lot area of not less than five thousand (5,000) square feet (irregular, other than rectangle -shaped lots with less than five thousand (5,000) square feet of area may be developed if in conformance with all other lot regulations); c. All such parcels, when developed, shall comply with all provisions of the Land Development Regulations and applicable building code regulations, including without limitation sections of the building code regulations regarding the impact of construction and drainage on or to adjacent properties. ""2. R-2 District. Within R-2 districts, in subdivisions platted prior to the effective date of 0A these Regulations, where the platted lots have a frontage of at least forty (40) feet but less than fifty (50) feet, the following rules shall apply: a. A detached single-family dwelling may be constructed on any such parcel, provided that the parcel contains at least one (1) whole platted lot. b. A duplex dwelling may be constructed on any parcel, provided that it meets the following requirements: (1) The parcel contains at least two (2) whole platted lots; (2) Property cannot be acquired from adjacent parcels so as to make the subject parcel conforming, without causing the adjacent parcels to become nonconforming or more nonconforming. c. For any parcel, lot, or combination of lots, where the total frontage is equal or greater than one hundred twenty (120) feet, and the total area is greater than twelve thousand (12,000) square feet, said property shall not be developed except in accordance with the minimum frontage and lot area required in the R-2 zoning district. d. Ownership of parcels shall be determined by the property tax rolls on file in the Palm Beach County Property Appraiser's Office as of the effective date of these Regulations. 3. R-1 AA District. A detached single-family dwelling may be constructed on any parcel located in an R- I AA district, without requiring a variance, provided that it meets the following requirements: a. The parcel contains at least one (1) whole platted lot. b. The parcel has a frontage of not less than sixty (60) feet, and a lot area of not less than six thousand, seven hundred fifty (6,750) square feet in area. c. It would not be possible to acquire property from adjacent parcels so as to make the subject parcel conforming, without causing the adjacent parcels or structures thereon to become nonconforming or more nonconforming. For any parcel or lot, or combination of lots under the same ownership, where the total frontage and the total area is equal to or greater than that which is required by the R- I AA district building and site regulations, said property shall not be developed except in accordance with the minimum frontage and lot area required in the particular zoning district. Not more than one (1) parcel or lot, or combination of lots under the same ownership, that is nonconforming but which meets the requirements under b. above may be developed for a single- family house. 55 1336 ARTICLE V. MINIMUM OFF-STREET PARKING REQUIREMENTS Page 1 of 3 0 Sec. 2. Standards. A. General. 1. Rules and Methodology. a. Parking space requirements shall be computed on the basis of the principal use of a structure or lot, and using gross floor area unless stated otherwise in this article. Gross floor area, for the purposes of this subsection, shall include the floor area occupied by the principal use, plus the floor area occupied by all other enclosed spaces, including but not limited to storage rooms, maintenance and mechanical rooms, offices, lounges, restrooms, lobbies, basements, mezzanines, and hallways. b. Where several principal uses exist in one (1) structure or on one (1) lot, parking space requirements shall be computed separately for each principal use, unless stated otherwise in this article. Where parking spaces are required in this article for each of several principal uses that commonly occur together, this is done for the purpose of clarification only, and shall not limit the application of the requirement contained in this paragraph. c. A use shall be considered a principal use, for the purposes of this subsection, if it could exist separately from all other uses in the same structure or on the same lot, and would by itself generate significant parking demand. d. Where several principal uses exist in one (1) building or part of a building, and the floor area of each principal use cannot be clearly delineated, the parking space requirement for the use requiring the greatest number of parking spaces shall apply. e. Where a use is not listed below, parking space requirements shall be determined by the City Commission after review and recommendation by the Director of Planning and Zoning or designee. f. Where the number of required parking spaces as computed includes a fraction, the number of required parking spaces shall be the computed number rounded to the next highest whole number. g. Except as provided in Section 3.E. below, there shall be provided, at the time of the erection of any structure or establishment of any use, a number of off-street parking spaces in accordance with the following minimum requirements, and subject to the parking requirements of this subsection. Where a structure or use is enlarged or increased in capacity by any means, including a change in building occupancy which requires the provision of additional parking spaces, or a change in use to or which requires additional parking spaces, the minimum number of parking spaces shall be computed by applying these requirements to the entire structure or use. 2. Minimum Number of Required Off -Street Spaces for Non -Residential Uses. No fewer than four (4) parking spaces shall be provided for any non-residential use. 3. Location of Off -Street Parking Areas. a. Residential. Required parking spaces for all dwellings shall be located on the same lot as the dwelling to be served. b. Non-residential. Required parking spaces for all non-residential uses shall be owned by the owner of the building or lot to be served, and shall be located on the same lot, or not more than three hundred (300) feet distance, unless the property is located within those areas defined within the adaptive re -use section of the Code (Chapter 4, Article 5, Section 4). In those areas, required parking spaces may be leased within three hundred (300) feet of the use in which they serve, subject to Board and City Commission approval, and the property shall be posted with signage indicating to patrons the location of the leased parking. B. Table 4-17. Residential and Lodging Uses. I Residential and Lodging Uses I Standard Number of Required Parking Spaces 56 1337 http://www.amlegal.com/nxVgateway.dll/Florida/boynton/partiiilanddevelopmentregulation... ARTICLE V. MINIMUM OFF-STREET PARKING REQUIREMENTS Page 2 of 3 Building area size is based upon gross floor area (in square feet) unless specifically expressed otherwise. Single-family, duplex dwelling, or mobile home: 21 Efficiency or one (1) -bedroom apartment: 1.51,2 Within mixed use high district: 1.332 Two (2) or more bedroom apartment: 21,2 Within mixed use high district: 1.661'2 Dormitories: 1 per unit Hotel & motel units containing one (1) -bedroom: 1.25 per unit Within mixed use high district: 1 per unit Hotel & motel suite containing two (2) or more bedrooms: 2 per unit Within mixed use high district: 1 per unit Group home (types 1 through 4): 1 per 3 beds Bed & breakfast: 13 Live/work unit: 1 per 2 units4 I Residential driveways shall satisfy the parking space requirements for single-family detached dwelling units, duplexes, and multi -family dwelling units containing garages, provided such driveways are of sufficient size to meet the parking space requirements of this subsection. A residential driveway of sufficient size shall be provided prior to the issuance of a certificate of occupancy. For all required parking spaces not located within an enclosed garage, the first parking space shall be the minimum size required for a handicap space, exclusive of public or private rights-of-way, and all other required spaces must be dimensioned in accordance with current city standards. All driveways shall be setback at least two (2) feet from interior side and corner side property lines, and maintained and drained so as to prevent nuisance conditions or a danger to the public and/or adjacent property owners. Any expansion to an existing driveway shall require a zoning permit from the Planning and Zoning Division in accordance with the procedures specified in Chapter 2, Article II, Section S.B.; however, any driveway expansion (or similar impervious surface) that is equal to or greater than eight hundred (800) square feet shall require the approval of a land development permit in accordance with Chapter 2, Article III, Section 3. Any work, such as a driveway, proposed within the swale (right-of-way) shall require a permit from the Engineering Division in accordance with the procedures specified in Chapter 2, Article III, Section 4. 2 Guest parking shall be provided at a rate of 0.15 spaces per unit for residential developments consisting of three (3) or more dwelling units. 3 Required parking shall be calculated on the basis of one (1) space per each employee, manager, or owner and one (1) parking space for each guest unit. Newly created parking may be located only in the rear and side yard. 57 1338 http://www.amlegal.com/nxt/gateway.dll/Florida/boynton/partiiilanddevelopmentregulation... ARTICLE V. MINIMUM OFF-STREET PARKING REQUIREMENTS Page 3 of 3 4 In addition to the required parking for the residential unit, the city requires that one (1) parking space per two (2) live/work units be provided to meet business activity needs. Parking provided to meet this requirement shall be located on the lot, built into or under the structure, or within three hundred (300) feet of the unit in which the use is located. The distance shall be a straight line measurement from a point on the boundary line of the property of the subject unit to the closest boundary line of the property on which the parking is located. Parking provided to accommodate said space, including driveways of adequate depth in front of the unit's garage, shall not serve as meeting required parking for the unit's residential use. 58 1339 http://www.amlegal.com/nxt/gateway.dll/Florida/boynton/partiiilanddevelopmentregulation... 1/8/2015 E. Mixed Use Urban Building and Site Regulations (Table 3-4). MIXED USE, URBAN I MU -Ll MU -L2 MU -L3 MU -4 MU -H 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.)' 100 100 150' 200 200 Structure Ht, Minimum (ft.) 30 30 30 45 45 Maximum Height (ft.) -5 45 65 75 100 150/125' Maximum Density (DUs/Acre) 14,16 20 30 40 60 80 Maximum F.A.R.15 1.0 2.0 3.0 4.0 4.0 Build -to -line (ft.)" All sides abutting a collector or arterial road Factor of Pedestrian Zone Requirement10 Abutting a Local street 010 070 010 010 010 Interior side 010 010 010 010 010 Building Setback, Minimum (ft.)" Rear abutting: Residential single-family 25'/0"' 25' 25' 25' 25' Intracoastal waterway 25' 25' 25' 25' 25' Side abutting Residential single-family 257/0''' 25' 25' 25' 25' Usable Open Space, Minimum (sq. ft.)13 N/A N/A N/A 1% 2% 1. May be reduced if frontage extends from right-of-way to right-of-way. 2. Minimum of fifty (50) feet, if frontage is on a collector/local collector roadway. 5. Maximum height on any street frontage is forty-five (45) feet. Maximum height on Intracoastal Waterway is thirty-five (35) feet. Heights may require reduction where adjacent to a single-family zoning district where necessary to achieve the compatibility requirements of these regulations. 59 1340 6. Maximum height reduced to one hundred twenty-five (125) feet for the entire project where property abuts any MU -L or residential zoning district not separated by a right-of-way. 7. Plus one (1) additional foot for each foot of height over thirty-five (35) feet. 8. Where there is an intervening right-of-way of at least forty (40) feet. 9. Subject to permitting agency approval. 10. Buildings and structures shall be located no farther than zero (0) feet from the property line, except in conjunction with providing required visibility at intersections, driveways; open spaces and public plazas; or when additional setback is necessary to provide for required "Pedestrian Zone (PZ). Building placement is a factor of roadway type and CRA district, which determines the min. width and design of the PZ. Except for the Downtown District, where the minimum PZ width is 18', the minimum PZ in all other districts if 16 ft. See Section 5.C.2. below for additional relief provisions from build -to line requirements. 11. Listed eligible historic structures are not required to meet these standards 13. Usable open space shall be required for all developments two (2) acres in size or larger which shall be devoted to plazas or other public open space, excluding private recreation. See Chapter 4, Article III, Section 8 for additional regulations. 14. Projects within the transit core shall have minimum densities as follows: MU -1 - eleven (11), MU -2 - twenty (20), MU -3 - thirty (30), MU -4 - thirty-five (35) and MU -H - forty (40) dwellings per acre (except that minimum density for the MU -H district applies to projects located within the entire station area). 15. Projects within the transit core shall have a minimum FAR as follows: MU -L3 - one and three-quarters (1.75), MU -4 (2.0) and MU -H - two (2.0) (except that minimum FAR for the MU -H district applies to projects to be located within the entire station area). 16. The maximum density for projects within the Downtown Transit -Oriented Development District Overlay Zone (the Station Area) may be increased up to twenty-five percent (25%) over the maximum density allowed in the underlying zoning district. (Ord. 10-025, passed 12-7-10; Am. Ord. 12-016, passed 10-2-12; Am. Ord. 14-009, passed 7-1- 14; Am. Ord. 15-006, passed 3-2-15; Am. Ord. 16-023, passed 1-3-17) 60 1341 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 he 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 sufficient 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; 61 1342 SUMMARY OF USPAP (Uniform Standards of Professional Appraisal Practice) Standard (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 approaches) 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. 62 1343 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 client's 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. 63 1344 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. 64 1345 11 W 1► 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(a,comeast.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. C) 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, AVIGATION & 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. 65 1346 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) ACADEMIC: BACHELOR OF ARTS - Earlham College, Richmond, Indiana (1954) MBA (Nova University) - Real Estate Management & Development (National Dean's List 1991) Professional: Qualifying courses for the SRA and SREA designations from the Society of Real Estate Appraisers Qualifying courses for the MAI designation from the Appraisal Institute 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 Cowles 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 CHAIR For "high ethical standards, contributions to the Appraisal Institute, Community and VICE CHAIR & MEMBER 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 Al CHAIR - FLA. STATE LEGISLATION & REGULATION SUBCOMMITTEE OF Al G) PROFESSIONAL OFFICES HELD/AWARDS CHAIR - FLORIDA REALTORS COMMITTEE ON COMMITTEE REFORMS CHAIR - EDUCATION COMMITTEE, FT. LAUDERDALE CHAPTER Al CHAIR - CANDIDATES GUIDANCE COMMITTEE, FT .LAUDERDALE CHAPTER Al CHAIR - NATIONAL Valuation for Financial Reporting PROJECT TEAM OF Al VICE CHAIR & MEMBER - NATIONAL GOVERNMENT RELATIONS COMMITTEE OF Al (15 Years) MEMBER - NATIONAL LONG RANGE PLANNING COMMITTEE OF Al MEMBER - NATIONAL PUBLIC AFFAIRS COMMITTEE OF Al DIRECTOR - REGION X (Florida) Appraisal Institute MEMBER - REGION X (FLORIDA) ETHICS AND COUNSELING PANEL 66 1347 DIRECTOR - BROWARD COUNTY, FLORIDA SOCIETY OF REAL ESTATE APPRAISERS DIRECTOR - SOUTH FLORIDA CHAPTER AMERICAN SOCIETY OF APPRAISERS MEMBER - NATIONAL EXPERIENCE REVIEW PANEL MEMBER OF Al 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 67 1348 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(-,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 40 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: 40+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 68 1349 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 Farm Bank; Florida Shores Bank; American National Bank; Landmark Bank; City National Bank; Evermore Bank National Bank 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, North Lauderdale, Davie, 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, Fort Lauderdale Community Redevelopment Agency, Boynton Beach Community Redevelopment Agency 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: Qualifying courses for the MAI designation I) 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 Newsletter Editor of the South Florida Chapter of the Appraisal Institute— 2020 -current 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 69 1350 Meeting Minutes CRA Board Meeting Boynton Beach, FL May 14, 2024 Chair Penserga noted that he appreciates staff brining this forward, his concern is the 41 % above the appraised value. Ms. Utterback noted that the Board can always counter. Vice Chair Kelley said that her concern was the potential for an easement with the City and if that happened, the parcel becomes smaller and potentially unusable. She said that she is struggling with the price and would like the price to be closer to appraised value. Board Member Hay stated that he would be comfortable with $247,000 which is 20% of appraised value. Board Member Turkin stated that the CRA could be over paying if some of the square footage is lost. He said that he is okay with continuing the discussion. He stated that 20% is still high because the value is going to change. Chair Penserga opened Public Comments. No one came forward. Chair Penserga closed Public Comments. Motion: Board Member Turkin moved to direct Staff and Legal to continue discussion with the owner and negotiate a better sales price not to exceed 20% over appraisal. Vice Chair Kelley seconded the motion. The motion passed unanimously. B. Discussion and Consideration of Purchase of 225 NE 9th Avenue Mr. Tack stated that the vacant property located at 225 NE 9th Avenue is located within the Heart of Boynton District and that the property is approximately 7527.17 square feet (0.1728 acres) and zoned R2 -R2 Duplex, 10 DU/AC. He said that the future development would-be Mixed -Use Low (MUL) with a development potential of 20 units per acre with a maximum height of 45'. He said that the CRA and City have been working together on continuing NE 2nd Street from E. Martin Luther King, Jr. Blvd. (south) to NE 9th Avenue. 225 NE 9th Avenue is adjacent to multiple CRA lots which are being used for the roadway dedication. He said that the addition of this lot would help facilitate drainage issues in the area. He noted that the owner's asking price is $335,000.00 and the property was appraised on February 1, 2024, for $196,000.00 which is 53% above the appraised value. Chair Penserga stated that this was a no for him, 53% is not acceptable. No action was taken. Chair Penserga opened Public Comments. No one came forward. Chair Penserga closed Public Comments. C. Discussion and Consideration of Property License Agreement between the BBPD and the CRA for the Property located at 433 W. Boynton Beach Boulevard 1351 APPRAISAL OF REAL PROPERTY LOCATED AT 225 NE 9th Ave Boynton Beach, FL 33435 Arden Park LT 166 FOR Craig Goldberg 7050 W. Palmetto Park Rd. Suite 15-332 Boca Raton, FL 33433 AS OF 9/11/2024 BY John R Underwood, Jr., MAI, SRA Appraisal & Acquisition Consultants, Inc. 115 Moorings Dr Lantana, FL 33462-8019 (561) 968-5550 john@appraisal-acq.com Form GA1 NV -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1352 Appraisal & Acquisition Consultants, Inc. LAND APPRAISAL REPORT File No. 94Rniq Borrower N/A Census Tract 0061.00 Map Reference 48424 Property Address 225 NE 9th Ave r City Boynton Beach County Palm Beach State FL Zip Code 33435 LOW';. Legal Description Arden Park LT 166 m; Sale Price $ Date of Sale Loan Term yrs. Property Rights Appraised ® Fee ❑ Leasehold ❑ De Minimis PUD c/)+ Actual Real Estate Taxes $ 1,053 (yr) Loan charges to be paid by seller $ Other sales concessions Lender/Client Craig Goldberg Address 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 3343 Occupant vacant Appraiser John R Underwood Jr. MAI Instructions to Appraiser Sales Comparison Approach Location ® Urban ❑ Suburban ❑ Rural Good Avg. Fair Poor Built Up ® Over 75% ❑ 25% to 75% ❑ Under 25% Employment Stability ❑ ® ❑ ❑ Convenience to Employment ® ❑ ❑ ❑ Growth Rate ❑ Fully Dev. ❑ Rapid ® Steady ❑ Slow Property Values ® Increasing ❑ Stable ❑ Declining Convenience to Shopping ® ❑ ❑ ❑ Convenience to Schools ® ❑ ❑ ❑ Demand/Supply ® Shortage ❑ In Balance ❑ Oversupply o Marketing Time ❑ Under 3 Mos. ® 4-6 Mos. ❑ Over 6 Mos. Adequacy of Public Transportation ❑ ® ❑ ❑ Recreational Facilities ❑ ® ❑ ❑ 0 Present 70 % One -Unit 5 % 2-4 Unit 10 % Apts. 5 % Condo 5 % Commercial D- Land Use %Industrial 5 %Vacant % Adequacy of Utilities El® El Elo', Change in Present E]Not Likely ®Likely (*) ❑ Taking Place (*) Property Compatibility ❑ ® ❑ ❑ D- ! Land Use (*) From vacant To residential Protection from Detrimental Conditions ❑ ® ❑ ❑ M '.. Predominant Occupancy ® Owner E] Tenant 1 % Vacant Police and Fire Protection El® El Elz One-Unit Price Range $ 165 to $ 335 Predominant Value $ 220 General Appearance of Properties ❑ ® ❑ ❑ Appeal to Market ❑ ® ❑ ❑ One -Unit Age Range 0 yrs. to 50 yrs. Predominant Age 25 yrs. view, noise) The subject is located in the Heart of Comments including those factors, favorable or unfavorable, affecting marketability (e.g. public parks, schools, Boynton neighborhood consisting of primarily single family residences; 2 to 4 family properties; and multi -family properties. Schools and parks are located within the area with commercial amenities located on Boynton Beach Blvd. many of the vacant lots and older properties are being redeveloped with single-family and multi -family properties. Dimensions Approx 50'x 151' — 7,527 sq.ft. ❑ Corner Lot Zoning Classification R2 - Duplex 10 Di in Boynton Beach Present Improvements ❑ Do ❑ Do Not Conform to Zoning Regulations Highest and Best Use ❑ Present Use ® Other (specify) As Improved highest & best use would be as a single family residence Public Other (Describe) OFF SITE IMPROVEMENTS Topo level Elec. ® `P&L Street Access ® Public ❑ Private Size 7,527 sq.ft. LJ Gas ❑ none Surface paved Shape Rectangular Water ® Maintenance ® Public ❑ Private View N; Res San. Sewer ® ❑ Storm Sewer ❑ Curb/Gutter Drainage to street at front ❑ Underground Elect. & Tel. ❑ Sidewalk ❑ Street Lights Is the property located in a FEMA Special Flood Hazard Area? ❑ Yes ®No Comments (favorable or unfavorable including any apparent adverse easements, encroachments, or other adverse conditions) The undersigned has recited the following recent sales of properties most similar and proximate to subject and has considered these in the market analysis. The description includes a dollar adjustment reflecting market reaction to those items of significant variation between the subject and comparable properties. If a significant item in the comparable property is superior to or more favorable than the subject property, a minus (—) adjustment is made, thus reducing the indicated value of subject; if a significant item in the comparable is inferior to or less favorable than the subject property, a plus (+) adjustment is made thus increasing the indicated value of the subject. ITEM I SUBJECT PROPERTY COMPARABLE NO. 1 COMPARABLE NO. 2 COMPARABLE NO.3 Address 225 NE 9th Ave 137 NE 3rd Ave 524 NW 3rd St 530 NW 12th Ave Boynton Beach, FL 33435 Boynton Beach, FL 33435 Boynton Beach, FL 33435 Boynton Beach, FL 33435 Proximity to Subject 0.38 miles S 0.49 miles SW 0.63 miles W Sales Price $ $ 300,000 $ 195,000 $ 122,000 rQ Price $/Sq. Ft. $ $ 39.54 $ 23.00 $ 31.12 y! Data Source(s) PR,ext.insp PR ext.ins .;mis; do m PR mis;ext. ins i do m PR ext. insp. q', ITEM DESCRIPTION DESCRIPTION +(— )$ Adjust. DESCRIPTION +( )$ Adjust. DESCRIPTION +(— )$ Adjust. QDate of Sale/Time Adj. s03/24;cl2/23 +25,000 s07/24;c06/24 +5,000 s08/23 +33,000 q; Location East East West +19,500 West +12,000 Site/View 7,527 s .ft./N 7,588 s ,ft./N 0 8,477 s .ft.;N -24,000 3,920 s .ft.;N +90,000 W', Zoning R2 R2 R1A +39,000 R2 cc Improvements garage -30,000 Sales or Financing Arm's Lenqth Arm's Lenqth Arm's Length Concessions Conv.;0 0 COnv.;0 0 Cash;O 0 Net Adj. (Total) ❑ + ®— $ -5 000 ® + ❑ — $ 39,500 ® + ❑ — $ 135,000 Indicated Value of Subject $ 295,000 $ 234,5001 $ 257,000 Comments on Market Data The subject is a vacant lot in the Heart of Boynton redevelopment area in the City of Boynton Beach. It is zoned 132 - Duplex 10DU/AC in the City of Boynton Beach. All 5 comparable sales are also located in the Heart of Boynton. Four of the sales have the same zoninq as the subject. All 5 comparable sales occurred within 24 months of the effective date. Comments and Conditions of Appraisal The sales comparison approach was utilized. The income and cost approaches are not considered applicable for residential land. RECONCILIATION OF THE SALES COMPARISON APPROACH: After adjustments I have concluded at $264,000 for the subject property, in "as is" condition as of 9/11/2024 the effective date. z Final Reconciliation All factors considered I have concluded at $264,000 for the subject property, in "as is" condition as of 9/11/2024 the effective date. F 4: v I (WE) ESTIMATE THE MARKET VALUE, AS DEFINED, OF THE SUBJECT PROPERTY AS OF 9/11/2024 TO BE$ 264,000 Z '.. Appraiser John R Underwood, Jr., MAI, SRA Supervisory Appraiser (if applicable) Lw Date of Signature and Report 02/29/2024 Date of Signature Title MAI, SRA Title State Certification # CERT -GEN RZ706 ST FL State Certification # ST Or State License # ST Or State License # ST Expiration Date of State Certification or License 11/30/2024 Expiration Date of State Certification or License Date of Inspection (if applicable) 9/11/2024 ❑ Did ❑ Did Not Inspect Property Date of Inspection Form LAND - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 08/11 1353 ADDITIONAL COMPARABLE SALES File No. 24Rn1R ITEM I SUBJECT PROPERTY COMPARABLE NO. 4 COMPARABLE NO. 5 COMPARABLE NO. 6 Address 225 NE 9th Ave 409 NW 12th Ave 410 NW 13th Ave Bo nton Beach, 133435 Boynton Beach, 133435 Boynton Beach 133435 Proximity to Subject 0.50 miles NW 0.51 miles NW Sales Price $ $ 76,000 $ 76,000 ': $ Price $/Sq. Ft. $ $ 28.93 $ 27.65 '< $ Data Source(s) PR,ext.insp PR ext.ins PR ext.ins ITEM DESCRIPTION DESCRIPTION +(- )$ Adjust. DESCRIPTION +(- )$ Adjust. DESCRIPTION +(- )$ Adjust. Date of Sale/Time Adj. s8/22 +20,000 s8/22 +20,000 Location East West +76,000 West +76,000 Site/View 7,527 s .ft./N 2,627 sq. ft./N +98,000 2,749 +96,000 Zoning R2 R2 R2 Improvements Sales or Financing Concessions Net Adj. (Total) ®+ ❑ - $ 194,000 ®+ ❑ - $ 192,000 ❑ + ❑ - $ Indicated Value of Subject $ 270 000 $ 268,0001 '< $ Comments on Market Data The appraiser has selected the best available comparable sales with careful consideration given to factors such as financing location view, condition and size. The sales comparison approach was utilized. The income and cost approaches are not considered applicable for vacant residential sites in the subject's market area. Sales Comparison Analysis: Date of Sale & Time: The average appreciation in the market is estimated to have increased 1%/month from August 2022 through the effective date. Positive adjustments are made to all five sales. Location: Adjustments for differences in location are based on relative demand as perceived by participants in the market. The subject and all 5 sales are located in the Heart of Boynton (HOB) Community Redevelopment area. The redevelopment plan provides for generally the neighborhoods east of Seacrest Blvd. to be redeveloped as multi -family and mixed use developments and the neighborhoods west of Seacrest to remain predominately single-family residential. The subject and Sale #1 are east of Seacrest. Sales #2 #3 #4 and #5 are located west of Seacrest and positive adjustments of 10% of the sale prices are made due to their inferior redevelopment potential. Site/View: Site size and view are combined and reflect the overall contributory value and utility of each site The subject and all 5 sales have J', comparable views. Differences in site size are adjusted at $20/sq. ft. for differences larger than 100 sq. ft. A negative adjustment is made to Sale #2 and positive adjustments are made to Sales #3 #4 and #5. r Zoning: The subject is zoned R2 - Duplex 10 DU/AC in Boynton Beach. Sale #2 has R1A zoning which an inferior zoning designation which permits less density and a positive adjustment is made based on 20% of the sales price. LU cc YI Improvements: Sale #1 has a 950 sq. ft. storage garage with two overhead doors which provides interim value to the property and a $30,000 negative adjustment is made. Reconciliation of the Sales Comparison Approach to Value: The adjusted sale comparables form a value range from $234,500 to $295,000. Taking all factors into consideration I have concluded at a value of $264,000 as is as of 09/11/2024 the Effective Date and Date of inspection. Form LAND.(AC) - "TOTAL" appraisal software by a la mode, me. -1-800-ALAMODE 08/11 1354 SUPPLEMENTAL ADDENDUM File NO. 24ROl9 Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg INTENDED USE AND USER: THE INTENDED USER OF THIS REPORT IS CRAIG GOLDBERG AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. THE SCOPE OF THIS ASSIGNMENT IS SPECIFIC TO THE NEEDS OF THE INTENDED USER. NO OTHER PARTY IS IDENTIFIED AS AN INTENDED USER OF THIS REPORT. THE INTENDED USE OF THIS REPORT IS TO ESTABLISH THE CURRENT MARKET VALUE OF THE SUBJECT FOR DECISION MAKING PURPOSES. PURPOSE AND FUNCTION OF THE APPRAISAL: THE PURPOSE OF THE APPRAISAL IS TO ESTIMATE THE MARKET VALUE OF THE SUBJECT. THE FUNCTION OF THE REPORT IS TO ASSIST THE CLIENT/USER, CRAIG GOLDBERG AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, IN DETERMINING THE CURRENT MARKET VALUE OF THE SUBJECT FOR DECISION MAKING PURPOSES. SCOPE OF APPRAISAL: THE SCOPE OF THE APPRAISAL INCLUDES A FULL ANALYSIS OF THE SITE, PROPOSED IMPROVEMENTS AND NEIGHBORHOOD AS OF THE VALUATION DATE. ALL APPROACHES TO VALUE WERE CONSIDERED. THE APPLICABLE APPROACHES WERE UTILIZED TO ARRIVE AT MARKET VALUE BASED ON THE HIGHEST AND BEST USE OF THE PROPERTY. THE SALES COMPARISON APPROACH WAS UTILIZED. THE INCOME APPROACH IS NOT CONSIDERED APPLICABLE IN THIS PRICE RANGE AND MARKET AREA AS MOST PROPERTIES ARE OWNER OCCUPIED. THE COST APPROACH IS NOT CONSIDERED APPLICABLE FOR VACANT LAND. EXPOSURE TIME: EXPOSURE TIME IS THE ESTIMATED LENGTH OF TIME THE PROPERTY INTEREST BEING APPRAISED WOULD HAVE BEEN OFFERED ON THE MARKET PRIOR TO THE HYPOTHETICAL CONSUMMATION OF A SALE AT MARKET VALUE ON THE EFFECTIVE DATE OF THE APPRAISAL; A RETROSPECTIVE OPINION BASED UPON AN ANALYSIS OF PAST EVENTS, ASSUMING A COMPETITIVE AND OPEN MARKET. AN ANALYSIS OF RECENT SALES AND CURRENT LISTINGS WITHIN THE SUBJECT'S MARKET WAS PERFORMED. BASED ON STATISTICS FROM THE LOCAL MLS SERVICE, THE EXPOSURE TIME FOR THE SUBJECT IS ESTIMATED TO BE 4-6 MONTHS. THESE STATISTICS ARE RETAINED IN THE APPRAISER'S FILES. INVENTORY IN THE SUBJECT'S COMPETITIVE MARKET: THERE ARE CURRENTLY 2 VACANT LOTS LISTED IN THE MARKET AREA WITH APPROXIMATELY SIX MONTHS SUPPLY AT THE CURRENT ABSORPTION RATE. HIGHEST & BEST USE: ALL 4 TESTS; LEGALLY PERMISSIBLE, PHYSICALLY POSSIBLE, FINANCIALLY FEASIBLE, MAXIMALLY PRODUCTIVE HAVE BEEN CONSIDERED IN THE HIGHEST AND BEST USE OF THE SITE AS VACANT RESIDENTIAL LAND. ENVIRONMENTAL HAZARDS COMMENTS: THE VALUE ESTIMATE IN THIS REPORT IS BASED ON THE ASSUMPTION THAT THE PROPERTY IS NOT NEGATIVELY AFFECTED BY THE EXISTENCE OF HAZARDOUS ENVIRONMENTAL CONDITIONS. THE APPRAISER IS NOT AN EXPERT IN IDENTIFICATION OF HAZARDOUS SUBSTANCES OR DETRIMENTAL ENVIRONMENTAL CONDITIONS. IT IS POSSIBLE THAT TESTS AND INSPECTIONS MADE BY A QUALIFIED EXPERT WOULD REVEAL THE EXISTENCE OF HAZARDOUS MATERIAL OR ENVIRONMENTAL CONDITIONS ON OR AROUND THE PROPERTY THAT WOULD AFFECT THE VALUE. CONDITION OF THE IMPROVEMENTS: THE PHYSICAL DESCRIPTION OF THE SUBJECT PROPERTY IS BASED ON THE OBSERVABLE PHYSICAL CONDITION VIEWED BY THE APPRAISER. THE APPRAISER IS NOT AN INSPECTOR NOR CONTRACTOR. IF THE CLIENT IS CONCERNED ABOUT THE CONDITION OF ANY COMPONENT PARTS OF THE SITE, A SPECIFIC INSPECTION BY AN EXPERT IN THAT FIELD IS RECOMMENDED. THE SUBJECT SITE IS CONSIDERED TO BE IN A TYPICAL AVERAGE CONDITION, AT STREET LEVEL WITH ADEQUATE DRAINAGE. THE SUBJECT IS CLEARED AND HAS A MATURE TREE. THE SITE WAS WELL MAINTAINED AT THE TIME OF INSPECTION. SEE PHOTOS. ADDENDUM TO CERTIFICATION: 1. 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. 2. THE USE OF THIS REPORT IS SUBJECT TO THE REQUIREMENTS OF THE APPRAISAL INSTITUTE RELATING TO REVIEW BY ITS DULY AUTHORIZED REPRESENTATIVES. 3. AS OF THE DATE OF THIS REPORT, JOHN R. UNDERWOOD, JR. HAS COMPLETED THE CONTINUING EDUCATION PROGRAM FOR DESIGNATED MEMBERS OF THE APPRAISAL INSTITUTE. 4. THE APPRAISER HAS NOT PROVIDED APPRAISAL OR OTHER SERVICES ON THE SUBJECT PROPERTY IN THE PRIOR 3 YEARS. 5. JULES M. ROMFH JR, WHO IS A REGISTERED TRAINEE APPRAISER IN THE STATE OF FLORIDA (LICENSE #13125784), EXPIRES NOVEMBER 30, 2024) PROVIDED SIGNIFICANT REAL PROPERTY APPRAISAL ASSISTANCE. THIS ASSISTANCE CONSISTED OF ATTENDING THE INSPECTION OF THE SUBJECT PROPERTY, INSPECTING THE SALES COMPARABLES FROM THE STREET, THE GATHERING OF INFORMATION RELEVANT TO THE APPRAISAL PROCESS, ANALYSIS OF DATA AND PREPARATION OF THE INITIAL REPORT. 6. I, THE SUPERVISORY APPRAISER, HEREBY ACCEPTS FULL AND COMPLETE RESPONSIBILITY FOR ANY WORK PERFORMED BY THE CERTIFIED RESIDENTIAL APPRAISER NAMED IN THIS REPORT AS IF IT WERE MY OWN WORK. 7. THIS APPRAISAL ASSIGNMENT WAS NOT MADE, NOR WAS THE APPRAISAL RENDERED ON THE BASIS OF A REQUESTED MINIMUM VALUATION, SPECIFIC VALUATION, OR AN AMOUNT WHICH WOULD RESULT IN APPROVAL OF A LOAN. ACKNOWLEDGEMENT: THE APPRAISER(S) ACKNOWLEDGES AND AGREES IN CONNECTION WITH ELECTRONIC SUBMISSION OF THIS APPRAISAL TD THE CLIENT OR ANY OF ITS AFFILIATES AS FOLLOWS: THE SOFTWARE UTILIZED BY THE APPRAISER TO GENERATE THE APPRAISAL PROTECTS SIGNATURE SECURITY BY MEANS OF A DIGITAL SIGNATURE SECURITY FEATURE FOR EACH APPRAISER SIGNING THE REPORT. EACH APPRAISER MAINTAINS SOLE CONTROL OF THEIR RELATED SIGNATURE THROUGH A PASSWORD. Form TADD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1355 SUPPLEMENTAL ADDENDUM File NO. 24ROl9 Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg ADOBE'S DISTILLER SOFTWARE OR EQUIVALENT IS UTILIZED TO TRANSMIT THIS ENCRYPTED PDF -FORMAT ADDENDUM TO CERTIFICATION: ALL SUCH TRANSMISSIONS SHALL BE ROUTED ONLY TO THIS CLIENT AT THE E-MAIL ADDRESS PROVIDED IN THE ASSIGNMENT REQUEST AT THE TIME THE ORDER WAS PLACED, UNLESS SUBSEQUENTLY DIRECTED OTHERWISE BY THE CLIENT. THE APPRAISER AGREES THAT NO SUCH SUBSEQUENT TRANSMISSION WILL RESULT IN ADDITIONAL CHARGES OR FEES BILLED TO THE CLIENT, UNLESS AGREED TO BY THE CLIENT BEFORE SAID SUBSEQUENT TRANSMISSION. NO DUPLICATE TRANSMISSION OF THIS REPORT WILL BE MADE AND NO DELIVERY OF A HARD COPY OF THIS REPORT WILL BE MADE, UNTIL THE APPRAISER HAS RECEIVED THE CLIENTS WRITTEN INSTRUCTIONS THERETO. ELECTRONIC SIGNATURES: ELECTRONIC SIGNATURES WERE USED IN THIS APPRAISAL REPORT. THE SOFTWARE USED BY OUR COMPANY THAT GENERATES THE SIGNATURE IS PROTECTED BY A SECURITY FEATURE WHERE EACH APPRAISER MAINTAINS SOLE CONTROL OF THEIR RELATED SIGNATURE THROUGH A PASSWORD. THE APPRAISERS ARE FULLY RESPONSIBLE FOR THE INTEGRITY AND AUTHENTICITY OF THE DATA AND SIGNATURES TRANSMITTED ELECTRONICALLY AND ONCE SIGNED BY THE APPRAISERS, THE DOCUMENT CAN NOT BE ALTERED BY ANY OTHER SOURCE OTHER THAN THE ORIGINAL APPRAISER. THIS APPRAISAL AND THE SIGNATURE COMPLIES WITH USPAP AND THE FEDERAL HOUSING ADMINISTRATION REQUIREMENTS. Form TADD - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 1356 Assumptions. Limitina Conditions & Scope of Work FileNo.: 24RO19 �,,,,AND copyngno� zuur Dy a I more, mc. In is rorm may De repmaucea unmoamea wrnom wrmen permission, nowever, a I more, Inc. must De KKnowleagea ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 1357 Property Address: 225 NE 9th Ave City: Boynton Beach State: FL Zip Code: 33435 Client: Craig GoldbergAddress: 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 33433 Appraiser: John R Underwood, Jr. MAI SRA Address: 115 Moorings Dr, Lantana FL 33462-8019 STATEMENT OF ASSUMPTIONS & LIMITING CONDITIONS - The appraiser will not be responsible for matters of a legal nature that affect either the property being appraised or the title to it. The appraiser assumes that the title is good and marketable and, therefore, will not render any opinions about the title. The property is appraised on the basis of it being under responsible ownership. - The appraiser may have provided a plat and/or parcel map in the appraisal report to assist the reader in visualizing the lot size, shape, and/or orientation. The appraiser has not made a survey of the subject property. - If so indicated, the appraiser has examined the available flood maps that are provided by the Federal Emergency Management Agency (or other data sources) and has noted in the appraisal report whether the subject site is located in an identified Special Flood Hazard Area. Because the appraiser is not a surveyor, he or she makes no guarantees, express or implied, regarding this determination. - The appraiser will not give testimony or appear in court because he or she made an appraisal of the property in question, unless specific arrangements to do so have been made beforehand. - The appraiser has noted in the appraisal report any adverse conditions (including, but not limited to, the presence of hazardous wastes, toxic substances, etc.) observed during the inspection of the subject property, or that he or she became aware of during the normal research involved in performing the appraisal. Unless otherwise stated in the appraisal report, the appraiser has no knowledge of any hidden or unapparent conditions of the property, or adverse environmental conditions (including, but not limited to, the presence of hazardous wastes, toxic substances, etc.) that would make the property more or less valuable, and has assumed that there are no such conditions and makes no guarantees or warranties, express or implied, regarding the condition of the property. The appraiser will not be responsible for any such conditions that do exist or for any engineering or testing that might be required to discover whether such conditions exist. Because the appraiser is not an expert in the field of environmental hazards, the appraisal report must not be considered as an environmental assessment of the property. - The appraiser obtained the information, estimates, and opinions that were expressed in the appraisal report from sources that he or she considers to be reliable and believes them to be true and correct. The appraiser does not assume responsibility for the accuracy of such items that were furnished by other parties. - The appraiser will not disclose the contents of the appraisal report except as provided for in the Uniform Standards of Professional Appraisal Practice, and any applicable federal, state or local laws. - An appraiser's client is the party (or parties) who engage an appraiser in a specific assignment. Any other party acquiring this report from the client does not become a party to the appraiser -client relationship. Any persons receiving this appraisal report because of disclosure requirements applicable to the appraiser's client do not become intended users of this report unless specifically identified by the client at the time of the assignment. - The appraiser's written consent and approval must be obtained before this appraisal report can be conveyed by anyone to the public, through advertising, public relations, news, sales, or by means of any other media, or by its inclusion in a private or public database. Possession of this report or any copy thereof does not carry with it the right of publication. - Forecasts of effective demand for the highest and best use or the best fitting and most appropriate use were based on the best available data concerning the market and are subject to conditions of economic uncertainty about the future. The Scope of Work is the type and extent of research and analyses performed in an appraisal assignment that is required to produce credible assignment results, given the nature of the appraisal problem, the specific requirements of the intended user(s) and the intended use of the appraisal report. Reliance upon this report, regardless of how acquired, by any party or for any use, other than those specified in this report by the Appraiser, is prohibited. The Opinion of Value that is the conclusion of this report is credible only within the context of the Scope of Work, Effective Date, the Date of Report, the Intended User(s), the Intended Use, the stated Assumptions and Limiting Conditions, any Hypothetical Conditions and/or Extraordinary Assumptions, and the Type of Value, as defined herein. The appraiser, appraisal firm, and related parties assume no obligation, liability, or accountability, and will not be responsible for any unauthorized use of this report or its conclusions. Additional Comments (Scope of Work, Extraordinary Assumptions, Hypothetical Conditions, etc.): �,,,,AND copyngno� zuur Dy a I more, mc. In is rorm may De repmaucea unmoamea wrnom wrmen permission, nowever, a I more, Inc. must De KKnowleagea ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 1357 Certifications & Definitions File No.: 24RO19 �,,,,AND Lopyrignt, zuur ny a is more, mc. in is mom may De repmaucea unmmnea wrnout wrmen permission, nowever, a is more, inc. must De WKnowieagen ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 1358 Property Address: 225 NE 9th Ave City: Boynton Beach State: FL Zip Code: 33435 Client: Craig GoldbergAddress: 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 33433 Appraiser: John R Underwood, Jr., MAI SRA Address: 115 Moorings Dr, Lantana FL 33462-8019 APPRAISER'S 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 credibility of this report, for the stated use by the stated user(s), of 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. - I 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. - Unless otherwise indicated, 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. - I have no bias with respect to the 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. - 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. - My analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice that were in effect at the time this report was prepared. - I did not base, either partially or completely, my analysis and/or the opinion of value in the appraisal report on the race, color, religion, sex, handicap, familial status, or national origin of either the prospective owners or occupants of the subject property, or of the present owners or occupants of the properties in the vicinity of the subject property. - Unless otherwise indicated, I have made a personal inspection of the property that is the subject of this report. - Unless otherwise indicated, no one provided significant real property appraisal assistance to the person(s) signing this certification. Additional Certifications: DEFINITION OF MARKET VALUE *: 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 whereby: 1. Buyer and seller are typically motivated; 2. Both parties are well informed or well advised and acting in what they consider their own 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 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 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 October 27,1994. Client Contact: Craig Goldberg Client Name: Craig Goldberg E-mail: flbkr hotmail.com Address: 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton FL 33433 APPRAISER SUPERVISORY APPRAISER (if required) or CO -APPRAISER (if applicable) Supervisory or Appraiser Name: John R Underwood, Jr., MAI, SRA Co -Appraiser Name: Company: Appraisal & Acquisition Consultants Inc. Company: Phone: (561) 968-5550 Fax: (561) 533-9669 Phone: Fax: E-mail: john@appraisal-acg.com E -Mail: Date Report Signed: 02/29/2024 Date Report Signed: License or Certification #: CERT -GEN RZ706 State: FL License or Certification #: State: Designation: MAI, SRA Designation: Expiration Date of License or Certification: 11/30/2024 Expiration Date of License or Certification: Inspection of Subject: ® Did Inspect ❑ Did Not Inspect (Desktop) Inspection of Subject: ❑ Did Inspect ❑ Did Not Inspect Date of Inspection: 9/11/2024 1 Date of Inspection: �,,,,AND Lopyrignt, zuur ny a is more, mc. in is mom may De repmaucea unmmnea wrnout wrmen permission, nowever, a is more, inc. must De WKnowieagen ana creme Form GPLNDAD- "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 3/2007 1358 Assumptions and Limiting Conditions File# 24RO19 This appraisal report is subject to the following scope of work, intended use, intended user, definition of market value, statement of assumptions and limiting conditions, and certifications. The appraiser may expand the scope of work to include any additional research or analysis necessary based on the complexity of this appraisal assignment. SCOPE OF WORK: The scope of work for this appraisal is defined by the complexity of this appraisal assignment and the reporting requirements of this appraisal assignment, including the following definition of market value, statement of assumptions and limiting conditions, and certifications. The appraiser must, at a minimum: (1) perform a complete visual inspection of the subject property, (2) inspect the neighborhood, (3) inspect each of the comparable sales from at least the street, (4) research, verify, and analyze data from reliable public and/or private sources, and (5) report his or her analysis, opinions, and conclusions in this appraisal report INTENDED USE: The intended use of this appraisal report is for the lender/client to evaluate the property that is the subject of this appraisal for a mortgage finance transaction. INTENDED USER: The intended user of this appraisal report is the lender/client. DEFINITION OF 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, 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 whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised, and each acting in what he or she considers his or her own best interest; (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 (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. *Adjustments to the comparables must be made for special or creative financing or sales concessions. No adjustments are necessary for those costs which are normally paid by sellers as a result of tradition or law in a market area; these costs are readily identifiable since the seller pays these costs in virtually all sales transactions. Special or creative financing adjustments can be made to the comparable property by comparisons to financing terms offered by a third party institutional lender that is not already involved in the property or transaction. Any adjustment should not be calculated on a mechanical dollar for dollar cost of the financing or concession but the dollar amount of any adjustment should approximate the market's reaction to the financing or concessions based on the appraiser's judgment. STATEMENT OF ASSUMPTIONS AND LIMITING CONDITIONS: The appraiser's certification in this report is subject to the following assumptions and limiting conditions: 1. The appraiser will not be responsible for matters of a legal nature that affect eitherthe property being appraised orthe title to it, except for information that he or she became aware of during the research involved in performing this appraisal. The appraiser assumes that the title is good and marketable and will not render any opinions about the title. 2. The appraiser has examined the available flood maps that are provided by the Federal Emergency Management Agency (or other data sources) and has noted in this appraisal report whether any portion of the subject site is located in an identified Special Flood Hazard Area. Because the appraiser is not a surveyor, he or she makes no guarantees, express or implied, regarding this determination. 3. The appraiser will not give testimony or appear in court because he or she made an appraisal of the property in question, unless specific arrangements to do so have been made beforehand, or as otherwise required by law. 4. The appraiser has noted in this appraisal report any adverse conditions (such as the presence of hazardous wastes, toxic substances, etc.) observed during the inspection of the subject property or that he or she became aware of during the research involved in performing this appraisal. Unless otherwise stated in this appraisal report, the appraiser has no knowledge of any hidden or unapparent deficiencies or adverse conditions of the property (such as, but not limited to, the presence of hazardous wastes, toxic substances, adverse environmental conditions, etc.) that would make the property less valuable, and has assumed that there are no such conditions and makes no guarantees or warranties, express or implied. The appraiser will not be responsible for any such conditions that do exist or for any engineering or testing that might be required to discover whether such conditions exist. Because the appraiser is not an expert in the field of environmental hazards, this appraisal report must not be considered as an environmental assessment of the property. 5. If the appraiser has based his or her appraisal report and valuation conclusion for an appraisal subject to certain conditions, it is assumed that the conditions will be met in a satisfactory manner. Form ACR3 DEFD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1359 Certifications File# 24R019 APPRAISER'S CERTIFICATION: The Appraiser certifies and agrees that 1. 1 have, at a minimum, developed and reported this appraisal in accordance with the scope of work requirements stated in this appraisal report. 2. 1 performed a complete visual inspection of the subject property. I reported the site characteristics in factual, specific terms. 3. 1 performed this appraisal in accordance with the requirements of the Uniform Standards of Professional Appraisal Practice that were adopted and promulgated by the Appraisal Standards Board of The Appraisal Foundation and that were in place at the time this appraisal report was prepared. 4. 1 developed my opinion of the market value of the real property that is the subject of this report based on the sales comparison approach to value. I have adequate comparable market data to develop a reliable sales comparison approach for this appraisal assignment. 5. 1 researched, verified, analyzed, and reported on any current agreement for sale for the subject property, any offering for sale of the subject property in the twelve months prior to the effective date of this appraisal, and the prior sales of the subject property for a minimum of three years prior to the effective date of this appraisal, unless otherwise indicated in this report. 6. 1 researched, verified, analyzed, and reported on the prior sales of the comparable sales for a minimum of one year prior to the date of sale of the comparable sale, unless otherwise indicated in this report. 7. 1 selected and used comparable sales that are Iocationally, physically, and functionally the most similar to the subject property. 8. 1 have reported adjustments to the comparable sales that reflect the market's reaction to the differences between the subject property and the comparable sales. 9. 1 verified, from a disinterested source, all information in this report that was provided by parties who have a financial interest in the sale or financing of the subject property. 10. 1 have knowledge and experience in appraising this type of property in this market area. 11. 1 am aware of, and have access to, the necessary and appropriate public and private data sources, such as multiple listing services, tax assessment records, public land records and other such data sources for the area in which the property is located. 12. 1 obtained the information, estimates, and opinions furnished by other parties and expressed in this appraisal report from reliable sources that I believe to be true and correct. 13. 1 have taken into consideration the factors that have an impact on value with respect to the subject neighborhood, subject property, and the proximity of the subject property to adverse influences in the development of my opinion of market value. I have noted in this appraisal report any adverse conditions (such as, but not limited to, the presence of hazardous wastes, toxic substances, adverse environmental conditions, etc.) observed during the inspection of the subject property or that I became aware of during the research involved in performing this appraisal. I have considered these adverse conditions in my analysis of the property value, and have reported on the effect of the conditions on the value and marketability of the subject property. 14. 1 have not knowingly withheld any significant information from this appraisal report and, to the best of my knowledge, all statements and information in this appraisal report are true and correct. 15. 1 stated in this appraisal report my own personal, unbiased, and professional analysis, opinions, and conclusions, which are subject only to the assumptions and limiting conditions in this appraisal report. 16. 1 have no present or prospective interest in the property that is the subject of this report, and I have no present or prospective personal interest or bias with respect to the participants in the transaction. I did not base, either partially or completely, my analysis and/or opinion of market value in this appraisal report on the race, color, religion, sex, age, marital status, handicap, familial status, or national origin of either the prospective owners or occupants of the subject property or of the present owners or occupants of the properties in the vicinity of the subject property or on any other basis prohibited by law. 17. My employment and/or compensation for performing this appraisal or any future or anticipated appraisals was not conditioned on any agreement or understanding, written or otherwise, that I would report (or present analysis supporting) a predetermined specific value, a predetermined minimum value, a range or direction in value, a value that favors the cause of any party, or the attainment of a specific result or occurrence of a specific subsequent event (such as approval of a pending mortgage loan application). 18. 1 personally prepared all conclusions and opinions about the real estate that were set forth in this appraisal report. If I relied on significant real property appraisal assistance from any individual or individuals in the performance of this appraisal or the preparation of this appraisal report, I have named such individual(s) and disclosed the specific tasks performed in this appraisal report. I certify that any individual so named is qualified to perform the tasks. I have not authorized anyone to make a change to any item in this appraisal report; therefore, any change made to this appraisal is unauthorized and I will take no responsibility for it. 19. 1 identified the lender/client in this appraisal report who is the individual, organization, or agent for the organization that ordered and will receive this appraisal report. Form ACR3 DEFD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1360 Certifications File# 24RO19 20. The lender/client may disclose or distribute this appraisal report to: the borrower; another lender at the request of the borrower; the mortgagee or its successors and assigns, mortgage insurers, government sponsored enterprises; other secondary market participants; data collection or reporting services; professional appraisal organizations; any department agency, or instrumentality of the United States; and any state, the District of Columbia, or other jurisdictions; without having to obtain the appraiser's or supervisory appraiser's (if applicable) consent. Such consent must be obtained before this appraisal report may be disclosed or distributed to any other party (including, but not limited to, the public through advertising, public relations, news, sales, or other. media). 21. 1 am aware that any disclosure or distribution of this appraisal report by me or the lender/client may be subject to certain laws and regulations. Further, I am also subject to the provisions of the Uniform Standards of Professional Appraisal Practice that pertain to disclosure or distribution by me. 22. If this appraisal report was transmitted as an "electronic record" containing my "electronic signature", as those terms are defined in applicable federal and/or state laws (excluding audio and video recordings), or a facsimile transmission of this appraisal report containing a copy or representation of my signature, the appraisal report shall be as effective, enforceable and valid as if a paper version of this appraisal report were delivered containing my original hand written signature. 23. Unless otherwise indicated, 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. SUPERVISORY APPRAISER'S CERTIFICATION: The Supervisory Appraiser certifies and agrees that 1. 1 directly supervised the appraiser for this appraisal assignment, have read the appraisal report, and agree with the appraiser's analysis, opinions, statements, conclusions, and the appraiser's certification. 2. 1 accept full responsibility for the contents of this appraisal report including, but not limited to, the appraiser's analysis, opinions, statements, conclusions, and the appraiser's certification. 3. The appraiser identified in this appraisal report is either a sub -contractor or an employee of the supervisory appraiser (or the appraisal firm), is qualified to perform this appraisal, and is acceptable to perform this appraisal under the applicable state law. 4. This appraisal report complies with the Uniform Standards of Professional Appraisal Practice that were adopted and promulgated by the Appraisal Standards Board of The Appraisal Foundation and that were in place at the time this appraisal report was prepared. 5. If this appraisal report was transmitted as an "electronic record" containing my "electronic signature", as those terms are defined in applicable federal and/or state laws (excluding audio and video recordings), or a facsimile transmission of this appraisal report containing a copy or representation of my signature, the appraisal report shall be as effective, enforceable and valid as if a paper version of this appraisal report were delivered containing my original hand written signature. APPRAISER John R Underwood Jr SUPERVISORY APPRAISER (ONLYIF REQUIRED) Signature Signature Name John R Underwood, Jr., MAI, SRA Name Company Name Appraisal & Acquisition Consultants Inc. Company Name Company Address 115 Moorings Dr Company Address Lantana, FL 33462-8019 Telephone Number (561) 968-5550 Email Address ohngappraisal-accl.com Date of Signature and Report 02/29/2024 Effective Date of Appraisal 9/11/2024 State Certification # CERT -GEN RZ706 or State License # or Other (describe) State # State FL Expiration Date of Certification or License 11/30/2024 ADDRESS OF PROPERTY APPRAISED Boynton Beach FL 33435 APPRAISED VALUE OF SUBJECT PROPERTY $ LENDER/CLIENT Name Craia Goldber Telephone Number Email Address Date of Signature State Certification # or State License # State Expiration Date of Certification or License SUBJECT PROPERTY ❑ Did not inspect subject property ❑ Did inspect exterior of subject property from street Date of Inspection 264,000 ❑ Did inspect interior and exterior of subject property Date of Inspection Company Name Craig Goldberg Company Address 7050 W. Palmetto Park Rd., Suite 15-332 Boca Raton, FL 33433 Email Address flbkrrdhotmail.com COMPARABLE SALES ❑ Did not inspect exterior of comparable sales from street ❑ Did inspect exterior of comparable sales from street Date of Inspection Form ACR3 DEFD - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1361 Photograph Addendum Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg " J0 Subject I rY Neighborhood Region Form PIC3VV - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 1362 Subject Photo Page Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg Subject Front 225 NE 9th Ave Sales Price Location East View 7,527 sq.ft./N Street Looking West Steet Looking East Form PIC4X6.SR - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 1363 Flood Map Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg Form MAP.FLOOD -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMDDE 1364 Location Map Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg �,. rdJ nlrPl B i r kU Yo -u :ww Nw. b i�'i'i ! (' 7 (':. � r4 1'A& '27th Aw'o-" � ..p n IS N" t11?lh Kr1r1K"s.kb , ; NC a164u Ave ta'yretorl s ltn:F�e "� � � G z 411 GatewayGatewayVIM I 7 "" Ii Ira m lr II rl:h.:3ifrtilrll l'!"alb Cor d art Luray ° BA✓br 11'""�i W, 4 n 16" f 1 YflM°" A, nea drk Ad td# n abw' 4vx;dw; I, M Afd 64Etifta 4,R C r Ga (n kd r a COMPARABLE No. 3 Fra ��, 111 I'Y 530 NW 12th Ave. vi1 0V_ Bsny"nktrni Baac41, P�"L 3345 71 ." '• rx 0a63 "Ifles W r, BELT ---------------- 225 NL Nth Ave Or/tilh�J l rlmwmr«n 4r% ld' y, �� Boyantoru Beach, FL 33435 gdt"b' t ldty '4 Rd Auy � �� I'rritu nn u � nrrt "- '. EF rL o:wdr rv,in Id r telrl 111,fn'tlan,ti I, X r, R1 A,01 Aw NE urt,Ary as r1 �rr dYM, ,Vla r^f�d •JrV IVd i rt ., �d.l drrPo9C 44NH° Nq'A ._ '" ._.... NE. 1g➢tl ���tl l: nkl y,J4 aur vi COMPARABI L N . 5 COMPARABLE Na� � .. r t14rd"IhMCI ,rr 410 Nyw,' 13t13thAve InJ 459 12th Ave INIF WI,Ave p;Talyntun Bejc4, FIL 33435 . NY CtftAv,-, pI 0.51 mHe s NW 0:50 C n Creactn� FL 33 &35 41.ae] ovnbtes, NW Cnle �a r1 NG,al u1 1 14 Nnell t, ry "tga'NIliI Ln y,r s1 hYr,"AII 1r"1. �1/Ill�i�'17,11'S������0��U11 � I� III��,air �grP�rlv+rlv+rrAG,�Imm C'�OMPARAI�LE NO. � kAq i,t Nun 521 NW 3rd 'it T:BoyntoROMPARABLE No. I P44Boyrntran Beachr FL 33-93 0,49 robes SW37 NE Std Ave � Bleach FL 33+35 rvl ls1AVO er r; n N' ges S u✓s 1 1Pd 41uf Ataxy .7, 038 ..nv b A,�r ' � Yr 1•M:NpI VnG `0, UJ Ord titU 'Ph Adwr 0 cn tE4N5tlt +` rk, � aV IW,I Fa'n'-° ` n "Od 6flA v "nN Vth Av,e ,.r �, , tlrP tlraldrr.0 SVJ 8 Nh +Y m+- cs �r"ro "au � S`04 rDdGh ry VP 1 �" E. "xruCJ i (Y&fv Y-BIyIPr ury t�ljL1 �t `"nYdrI ldrd'awl, Cls.^uanrrxrk�uyn'r+,h n:/�'al !w�a r raaflW10111t Rd �Y E' 1010,113rig l 1' d! l.,rll.lo.= r1P1941'v9Go- gle` �r' f " ' rv!'ap d.[. "'v- r —gr_ bCi lr:! i^. � i�rmm Form INAP.LOC -"TOTAL" appraisal software by a la mode, Inc.-1-8o0-ALAMODE 1365 Comparable Photo Page Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg ga% /ii/i%/ Comparable 1 137 NE 3rd Ave Prox. to Subject 0.38 miles S Sales Price 300,000 Location East View 7,588 sq,ft./N Comparable 2 524 NW 3rd St Prox. to Subject 0.49 miles SW Sales Price 195,000 Location West View 8,477 sq.ft.;N MLS aerial photo Comparable 3 530 NW 12th Ave Prox. to Subject 0.63 miles W Sales Price 122,000 Location West View 3,920 sq.ft.;N Form PIC3x5.CR - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1366 Comparable Photo Page Borrower N/A Property Address 225 NE 9th Ave City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Craig Goldberg Comparable 4 409 NW 12th Ave Proximity 0.50 miles NW Sale Price 76,000 GLA Total Rooms Total Bedrms Total Bathrms Location West View 2,627 sq. ft./N Site Quality Age Comparable 5 410 NW 13th Ave Proximity 0.51 miles NW Sale Price 76,000 GLA Total Rooms Total Bedrms Total Bathrms Location West View 2,749 Site Quality Age Comparable 6 Proximity Sale Price GLA Total Rooms Total Bedrms Total Bathrms Location View Site Quality Age Form PIMUR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1367 Appraiser's Certificate r� _ 4j c F- a Ln WLn w, D i Z —j c" U"1 C4 au v .. q C u (A a a Z `� ` u � cu SO ce :7j R_ t." w c 0 � W W L --% amu- � > � � � Z00 0 L!. tG ro u W 0 ar aU CL M u ~ li " o W co Li z Zp LJ. � W 0 0 in i.,.. ..j _w > 0 Z ILL i7 O u W u W rCL CI W r I,N' . Form SCNLTR - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1368 Appraisal & Acquisition Consultants, Inc. FROM: Appraisal & Acquisition Consultants, Inc. Appraisal & Acquisition Consultants, Inc. 115 Moorings Dr Lantana, FL 33462-8019 Telephone Number: (561) 968-5550 x102 Fax Number: (561) 533-9669 TO: Craig Goldberg 7050 W. Palmetto Park Rd. Suite 15-332 Boca Raton, FL 33433 Telephone Number: (561) 271-0183 Fax Number: Alternate Number: E -Mail: flbkr@hotmail.com Lender: Craig Goldberg Purchaser/Borrower: N/A Property Address: 225 NE 9th Ave City: Boynton Beach County: Palm Beach Legal Description: Arden Park LT 166 Full Apprl; Land Check#: Date: Description: Check #: Date: Description: Check #: Date: Description: INVOICE 24R019 09/12/2024 Internal Order #: 24 R019 Lender Case #: Client File #: Main File # on form: 24R019 Other File # on form: Federal Tax ID: 59-2265365 Employer I D: Client: Craig Goldberg State: FL Zip: 33435 1,000.00 SUBTOTAL 1,000.00 SUBTOTAL 0 TOTAL DUET$ 1,000.00 Form NIV5 - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1369 From: Craia Goldbera To: Utterback, Theresa Subject: Re: Appraisal of Property located at 225 NE 9th Avenue; PCN 08-43-45-21-18-000-1660 Date: Tuesday, September 24, 2024 12:12:09 PM Attachments: imaae001.ona This Message Is From an External Sender This message came from outside your organization. Hi Theresa, Per our conversation yesterday, the asking price for the lot is $300,000 Thanks, Craig Goldberg From: Utterback, Theresa <UtterbackT@bbfl.us> Sent: Wednesday, September 18, 2024 8:30 AM To: Craig Goldberg <flbkr@hotmail.com> Cc: Tack, Timothy <TackT@bbfl.us> Subject: RE: Appraisal of Property located at 225 NE 9th Avenue; PCN 08-43-45-21-18-000-1660 Good Morning Mr. Goldberg, Received, thank you. What would be your asking price? i Bei s,: 1,..1iie:h,7-k D e Itlwprlepal ,erv, e s N1,1,iai,e,. 1370 '�161 600-901)d 561 737 3)5,S' LRdla^rknck i (1�4)bN Lr, https://www.boyntonbeachcra.corn America's Gateway to the Gulfstream 111ease Illre whidsed that ii1orkia Ilhas a hroaq] puUk ui ecords Illaw,, and ::fll correspomienc!e to uiacme lida eniaH ma,V be subject to disclosure. linider f1onda law,,, i1.!m:,:ffl add are public, urem..iodsm iherefore, �riour DMaH i��ciirnmunlo:]flon tl::MiJ ifour en'%afl w1ifi ess ixialo, e !:6ubject t�iC) public IC, [!0da!!Rjre From: Craig Goldberg <flbkr@hotmail.com> Sent: Tuesday, September 17, 2024 1:42 PM To: Utterback, Theresa <Utterbacl<T@bbfl.us> Subject: Re: Appraisal of Property located at 225 NE 9th Avenue; PCN 08-43-45-21-18-000-1660 This Message Is From an Untrusted Sender You have not previously corresponded with this sender. Hi Theresa, Attached is a copy of the new appraisal. The appraiser sent the original by mail so should have that in next day or so if needed. Please let me know that you received this. Thanks, Craig Goldberg 1371 `o o o 0 ° o a Y W v V ¢ O m V N O m O_ O. O. 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Seacrest Boulevard SUMMARY: CRA Staff actively pursues the purchase of properties within the BBCRA District in order to spur redevelopment opportunities in accordance with the 2016 Boynton Beach Community Redevelopment Plan. The property located at 419 N. Seacrest Boulevard is a .327 acre lot (14,244.12 sq. ft.) with a 1,710 sq. ft. building located within the Heart of Boynton District (Attachment I & II). It is zoned R1 with the recommended future land use to remain Low Density Residential of 7.5 du/ac with a maximum height of 45'. On October 8, 2024, an appraisal was performed valuing the property at $520,000.00 (Attachment III). The property is listed for sale in the amount of the appraised value (Attachment IV). The Seller has executed the CRA's standard Purchase and Sale Agreement for the listed/appraised value (Attachment V). This property could potentially be divided into 2 lots to accommodate affordable housing pursuant to the CRA Redevelopment Plan. Attached for the Board's review is a comparable worksheet of CRA properties purchased in the Heart of Boynton which contains pricing per square foot (Attachment VI). This item is being brought before the Board for discussion on the potential purchase of the property. Due diligence would be performed as part of the purchasing process. FISCAL IMPACT: FY2024-2025 Budget; Line Item 02-58200-401 - $520,000.00 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan, Heart of Boynton District CRAB RECOMMENDATION: On October 3, 2024 the CRA Advisory Board recommended purchasing the property as a land -banking opportunity (Attachment VII). CRA BOARD OPTIONS: 1. Approve the purchase of the property located at 419 N. Seacrest Boulevard in the amount of $520,000 and allow the CRA Chair to executed the Purchase and Sale Agreement as 1374 presented. 2. Do not approve the purchase of the property located at 419 N. Seacrest Boulevard. 3. Provide CRA staff with alternative direction. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - Heart of Boynton District • Attachment III - Appraisal 419 North Seacrest Boulevard • Attachment IV - MLS 419 N Seacrest Boulevard, Boynton Beach, FL 33435 _ Crexii • Attachment V - Purchase and Sale Agreement -419 N Seacrest-Seller Executed • Attachment VI - HOB Comparables - October 2024 • Attachment VII - 10-03-2024 BB CRAAB Minutes 1375 m ti M r District VIII IIID a ID riVIII IIID g C°""a e ID IIID IIID IIII IIID �� IIID 'iiiii ' IIID 'illll IIII �� �� .......... I '']��ie ii 'ii IIID I05 1377 IIII ui��tui����:�d �ctlii o urs ................................................................... The Heart of Boynton District is a 380 -acre neighborhood developed predominantly with single-family homes. The neighborhood has several parks, two public schools and numerous churches. Unfortunately, it has been the victim of disinvestment over the last 50 years. The two Census blocks of Tract 61 which encompasses this District have the median household income of $20,848, the lowest in the City. To counterthe decline of the neighborhood, in 2001 the CRA and City adopted the Heart of Boynton Community Redevelopment Plan. The Plan was updated in 2014 to reflect the achievements of the original plan and add new projects to reflect the current market conditions. A number of recommendations of the original CRA Plan have been implemented, including: • The demolition of the Cherry Hill public housing project • The redevelopment of the Boynton Terrace site – Ocean Breeze West – into 21 single- family homes Redevelopment of Wilson Park and into Carolyn Sims Community Center • Expansion of the Palmetto Greens Park • Redevelopment of Sara Sims Park – Master Plan created, property acquired • Streetscape Improvements on Seacrest Boulevard • Redevelopment of Martin Luther King, Jr. Boulevard – Property acquired and Family Dollar developed • Development of new housing – 60 new single family homes developed In partnership with nonprofits, the City and CRA. C. Stanley Weaver (C -Canal) canal to the north, 1-95 to the west, N.E. 3rd Avenue to the south and the FEC rail line to the east. The area is within walking distance of the Cultural and Downtown Districts. A major arterial road—Seacrest Boulevard—runs through the neighborhood north/south. Martin Luther King, Jr. Boulevard, once lined with locally -owned businesses, runs east/west. There are two public elementary schools in the neighborhood, Poinciana and Galaxy. Both schools are STEM schools (Science, Technology, Engineering and Math). There are a number of parks and special use areas within the neighborhood, such as, Carolyn Sims Community Center, Galaxy Park and Scrub and Sara Sims Park. The Heart of Boynton District is bounded by the 1 06 1378 Figure 57: Heart of Boynton District Location Map I 0 1 1379 IIII'tl'.IIIL�.III�.III�.iii..I!!.9.... �.,III.g.11ll.11ll.paq�..3.mf. The Heart of Boynton area suffers from an aging the neighborhood; clearly, the road is not presently and poorly maintained housing stock. The CRA designed at a neighborhood scale. and City, in partnership with local non -profits, continue to develop single-family homes, but Both Seacrest Boulevard and Martin Luther King, Jr. there is a need for quality affordable multi -family Boulevard have older, ill -maintained power poles with rental housing. The problem is that—given low overhead utilities, causing a "visual blight." median household incomes—it cost more to build even modest apartments than many of the families can afford. This gap will has to be filled through some form of a subsidy. Another major deterrent to private investment is the visible blight and crime. There are still a number of small convenience stores that allow loitering and illegal activities for all to see, discouraging people to buy homes or invest in businesses within the area. The District is comprised of small parcels platted in the 1920's – 1930's, during Florida's land boom. The parcels are owned by many different people making assembly of a developable site very difficult and expensive. Moreover, many owners have an unrealistic sense of the value of their property. Over the years, the neighborhood has lost most of their retailers and service providers. There is no full service grocery store and only one take- out restaurant. The majority of commercial use ti is represented by convenience stores. A new Family Dollar store at the corner of Martin Luther King, Jr. Boulevard and Seacrest Boulevard has been a welcome addition, but there is a need for more retail services. The neighborhood is bifurcated by a four - lane Seacrest Boulevard, which has only one signalized pedestrian crossing even though there are two elementary schools in the neighborhood. The width of the road and drive aisles encourage speeding through Figure 58: Example of District Planning Challenges I 08 1380 „.oiiii::i:s.ii. ,e ra,Ul olin s Several factors were considered in determining the land use designations for the Heart of Boynton District. A future commuter rail station for the planned Tri - Rail Coastal Link service, which will serve the South Florida metropolitan region, is planned for downtown at N.E. 4th between Ocean Avenue and Boynton Beach Boulevard. To improve land development patterns in advance of station development, the City adopted a Downtown Transit Oriented Development District (DTOD), covering a'h mile radius around the station's location, including a portion of the Heart of Boynton. The DTOD district regulations support increased intensity of development through a 25% density bonus. A second consideration is the Transportation Concurrency Exception Area (TCEA) which, in addition to the residential exception area applicable east of 1-95, exempts all development from the Palm Beach County traffic concurrency requirements thus allowing denser development. The Plan recommends increasing density within the area where the TCEA and TOD designations overlap. However, because this District is a low - scale neighborhood, no increase in height over 45' is recommended. Historic District. There are a significant number of historic cottages located along both sides of NE 3rd Avenue and the south side of NE 4th Avenue between N. Seacrest Boulevard and NE 1 st Street. In order to protect these cottages while allowing commercial redevelopment of the south side of NE 3rd Avenue, the Plan recommends that: • The historic cottages from the south side of NE 3rd Avenue be relocated to the vacant lots on the north side of NE 3rd Avenue. • On completion of the relocations, a historic district, tentatively called Shepard Funk Addition Historic Cottage District, be created within the block enclosed by N. Seacrest Boulevard, NE 1st Street, NE 3rd Avenue, and NE 4th Avenue. I09 1381 Iii sliiioui�� The Heart of Boynton area will become a model neighborhood, with its unique character and history preserved. The vision includes enriching the original vernacular architecture of the neighborhood, investing in housing and commercial uses, and connecting both through the pedestrian and vehicular networks. ccuii°mur°m°uu. un';atliiouis Stuff cetsca p,g Streetscape enhancements are recommended for the Seacrest Blvd and Martin Luther King Jr. Blvd. The space for these enhancements may be obtained through either right-of-way dedications or public easements. The enhancements should include: • Implement a Complete Streets program for Seacrest Boulevard and ML K Jr. Boulevard to accommodate bike lanes and bike racks, widening of sidewalks, decorative street lights, street furniture, and on -street parking. • Marking of major intersections with materials such as pavers, paint, etc. • Enhanced median landscaping • Bus shelters (will be required as part of new construction) • Additional signalized pedestrian crossings (including mid -block) along Seacrest BoulevardAddition of canopy street trees • Creation of a Pedestrian Zone adjacent to the right-of-ways that is inviting, safe and includes: • Minimum 8' wide clear sidewalk • Decorative light poles at both the vehicular and pedestrian scales • Require installation of canopy trees that provide immediate shading at time of construction • Undergrounding of overhead utilities • Creation of a greenway to connect the greenway proposed along NW 1st Avenue, Sara Sims Park, and Wilson Park per the Connectivity Plan • Creation of an eco -trail to connect the existing scrub and linear parks per the Connectivity Plan I G 1382 Figure 60: Seacrest Blvd Streetscape Area �45�'Max. Figure 62: MLK JR. Blvd. Street Section 1383 The existing land use designations within the Heart of Boynton District are: • Low Density Residential — 5 units per acre (all of this land use designation is concentrated on the west side of Seacrest Boulevard. • Medium Density Residential — 10 units per acre (this land use designation is concentrated on the east side of Seacrest Boulevard) • High Density Residential — 11 units per acre (currently over the Ocean Breeze West development and along W. Seacrest from N.W. 8th to N.W. 9th) • Mixed -Use — 40 units per acre (this land use designation is placed on the CRA -owned Ocean Breeze East block and on CRA -owned property along MLK, Jr. Boulevard) • Local Retail Commercial, General Commercial, Industrial, Recreational, and Public & Private Govern mental/I nstitutional Below is a table of the proposed land use and zoning designations that will apply within the Federal Highway Corridor District: Table 7: Recommended Future Land Use (FLU) Classifications within the Heart of Boynton District LAND USE DENSITY CORRIESPGNDIIINGZONING DEINSI * MAX CAP HEIGHT Mixed -Use Mediiu m 54 MU -2, MU -3 50 75' Mixed -Use Low 20 MU -1 20 4" IHi h Density Residential 1;5 R4, IPiUD 15 45' Medium Density 11 R, (PUD Residential 11 45' Low Density 75 R -1 -AAA, R -1 -AAD, R -1 -AA, IR -1-A, R-1, Residential PUD 7.5 45' (Local Retail Com mercial n/a C-2, C-, PCD n/a 45' General n/a C-4 Commercial n1a 45' Industrial n/a M-1' n/a 45' PPGI; n1a Public Usage n/a 45' Recreation nJa Recreation n/a 45' Properties located within the TOD may recieve a 25% density bonus I I 2 1384 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.= � wni�w emAuo rrr tiui r WIM.OdOWww�AA�cw,W�laWe a„ w� : eWne 1385 IIII"�'e�°:����„��ui�r�ui°°ur°uucuidatliioui� s ui�llhaui� IIII':fem�'Iii ui • There are three architectural styles of historic structures in the Heart of Boynton: Mission, Frame Vernacular, and Mediterranean Revival. When building in this District, new development shall attempt to utilize one of these architectural styles. • A Historic Cottage District should be considered adjacent to the proposed Cottage District; where feasible, historically contributing cottages in the area shall be relocated in the Historic Cottage District. • Commercial buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall maximize the amount of glazing. • Residential buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall be designed to have pedestrian access from the main road and have front door facing the main road. • All buildings along MLK Jr., Boulevard and/or Seacrest Boulevard shall be set back to allow for a pedestrian zone. • Approximately 75% of the lot frontage must be occupied by structure and be adjacent to the pedestrian zone. • Buildings fronting MLK Jr., Boulevard shall be a maximum of two story and stepped back to continue to the maximum allowed height in the designated Zoning District. • Parking shall be located to the rear or side of the buildings • Curb cuts shall be permitted on Boynton Beach Blvd only when access is not possible from the rear or side. • When adjacent to commercial uses, single-family areas shall be protected through the use of landscape buffers and/or walls as appropriate. ..K, CoMroe ci Ib Model Slock rear Breeze, !East Gc)ttage District— Proposed 1is ork off.age District Figure 64: Heart of Boynton Projects I 11386 Sara Sims Park Expansion Working with residents of the community, the CRAand its consultant created a master plan for the expansion and improvement of Sara Sims Park. The CRA has also purchased seven properties and deeded them to the City in preparation for the eventual expansion of the park. Staff will review the feasibility of converting a portion of Sara Sims Park Master Plan, along the western boundary, from Recreational Land Use to Single Family. This process shall include a public meeting, the Parks and Recreation Board review and recommendation, and City Commision approval. Ocean Breeze East The CRA owns 4.5 acres of vacant land east of Seacrest Boulevard between N.E. 6th and 7th Avenues. The CRA is seeking a private development partner to build a multi -family project on the site. Cottage District The CRA owns approximately 5 acres on the block between N.E. 4th and 5th Avenue. The CRA's goal for this site is to attract a private development partner to build single-family for -sale homes in the style of the surrounding historic cottages. MLK Commercial Leveraging CRA -owned land and economic development grants, the CRA was able to bring a Family Dollar store to the Martin Luther King, Jr. Boulevard corridor in 2015. The CRA owns additional land on the corridor and continues to work with developers to attract new and needed neighborhood retail. MLK Multi Family Utilizing CRA -owned land, the CRA is seeking to attract a private development partner to build a multi- family development along the Martin Luther King, Jr. Boulevard corridor. The development may include commercial uses. Figure 66: Ocean Breeze East Figure 67: Cottage District 15 1387 Figure 68: Example of a Commercial Project on MLK Jr. Blvd. I I 6 1388 Figure 69: Example of Multi Family Project on MLK Jr. Blvd. 1389 P PP APPRAIIS ERE '; - REAL TORS, CONSkA TANTS , IDEVEL 0REF?S APPRAISAL REPORT A. IMUSIKOF WORS111111111' LOCATID A': 419 NOR"IM SEACRES"T BOULENTARD BOYNTON BEACH, FLORIDA 33435 CLIENT THERESA DEVELOPMENTSERVICTS SPECIALIS"IF BOYNFON BEAC31. (,(.),M.MUNI'I'Y'RII�,I)I�,VE,]..,OI"ML�N"I.'A(�.N'EN(.Y CLIENT REFERENCE 4119 NORTH SEACRESTBOULEVARD AC FILE NO.: 22404t2.000 DATE OF REPORT: OC""" 8� 2024 DATE OF VALUE: OCT'OBER 3,2024 1390 ANDEPSON CAPD October 8, 2024 Theresa Utterback Development Services Specialist Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 Dear Ms. Utterback: Pursuant to your request, we have personally appraised the real property being a house of worship containing approximately 1,710 square feet situated on a 14,244 square foot site. The subject building was reportedly a former three -unit apartment that was converted into the current house of worship with a mostly open interior layout. The subject property is located on the northwest corner of NW 3rd Avenue and North Seacrest Boulevard, approximately 475 feet north of Boynton Beach Boulevard, in Boynton Beach, Florida. The property address is 419 North Seacrest Boulevard, Boynton Beach, FL, 33435. The purpose of this appraisal is to estimate the market value of the fee simple estate of the subject property as of October 7, 2024. The intended use of the report is to assist the client and intended user in establishing a purchase or selling price. The intended user of this appraisal report is Boynton Beach Community Redevelopment Agency. This report has been prepared for no other purpose and for use by no other person or entity than for use by the client for the purpose stated herein. Any other use of this appraisal is considered a misuse and thus the appraisers will not be held responsible for any outcome associated with use by another entity or for another purpose. E:.'al'A4 USHEE? 1947 - ANDERSONCARR INC, • x'70 S O IVF: AVE. W. PALM BERCI# FL. ;i 401 - RR,C.OM I � u , , ... � :. �. �. __ 1391 i.. ...... �. x .. 01 Theresa Utterback Page 2 October 8, 2024 We have utilized the sales comparison approach to value, the most common method used for valuing properties such as the subject property. As a result of our analysis, we have developed an opinion that the market value of the fee simple estate (as defined in the report), subject to the definitions, certifications, and limiting conditions set forth in the attached report, as of October 3, 2024 was: CURRENT MARKET VALUE (AS -IS): $520,000 The following presents our analysis and conclusions in a narrative appraisal report. This letter must remain attached to the report, which contains 60 pages plus related exhibits, in order for the value opinion set forth to be considered valid. Your attention is directed to the General Limiting Conditions contained within this report. Respectfully submitted, ANDERSON & CARR, INC. Robert B. Banting, MAI, SRA Cert Gen RZ4 ;i Kevin C. Doran Cert Gen RZ3345 RBB/KCD:cmp 419 North Seacrest Boulevard A&C Job No. 2240412.000 1392 i.. ...... �. x .. 01 TABLE OF CONTENTS Page No. Summary of Important Facts and Conclusions......................................................................................................1 Certification..............................................................................................................................................................3 GeneralLimiting Conditions...................................................................................................................................4 ExtraordinaryAssumptions.....................................................................................................................................6 HypotheticalConditions..........................................................................................................................................6 Area/Location Maps.................................................................................................................................................7 ParcelMap................................................................................................................................................................8 AerialPhotographs...................................................................................................................................................9 Subject Property Photos (Taken October 3, 2024)..............................................................................................10 Purposeand Date of Value...................................................................................................................................16 PropertyAppraised................................................................................................................................................16 LegalDescription...................................................................................................................................................16 Disclosureof Competency.....................................................................................................................................16 IntendedUse and User..........................................................................................................................................16 Client........................................................................................................................................................................16 Definitions...............................................................................................................................................................17 Personal Property, Furniture, Fixtures and Equipment......................................................................................17 PropertyRights Appraised....................................................................................................................................17 TypicalBuyer Profile..............................................................................................................................................17 Scopeof Assignment..............................................................................................................................................17 Palm Beach Metropolitan Statistical area Analysis.............................................................................................19 Conclusion...........................................................................................................................................................27 NeighborhoodSummary........................................................................................................................................28 PropertyData..........................................................................................................................................................30 Taxpayerof Record............................................................................................................................................30 Palm Beach County Property Control Number(s)..........................................................................................30 Assessed Value and Taxes for 2024..................................................................................................................30 CensusTract........................................................................................................................................................31 FloodZone Designation....................................................................................................................................32 Zoningand Future Land Use............................................................................................................................33 Concurrency........................................................................................................................................................34 Utilities................................................................................................................................................................34 SubjectProperty Sales History..........................................................................................................................34 SiteAnalysis........................................................................................................................................................35 SiteImprovement Analysis................................................................................................................................36 Building Improvement Description..................................................................................................................36 Building Area Calculations / Floor Plan...........................................................................................................37 BuildingSketch...................................................................................................................................................38 Highestand Best Use.............................................................................................................................................39 ExposureAnd Marketing Time.............................................................................................................................40 SalesComparison Approach.................................................................................................................................41 Sales Summary and Discussion..........................................................................................................................57 Conclusion...........................................................................................................................................................60 419 North Seacrest Boulevard A&C Job No. 2240412.000 1393 i.. ...... �. x .. 01 Qualifications for Robert B. Banting, MAI, SRA, Cert Gen RZ4 Qualifications for Kevin C. Doran, Cert Gen RZ3345 Addendum: Engagement Letter 419 North Seacrest Boulevard A&C Job No.: 2240412.000 1394 SUMMARY OF IMPORTANT FACTS AND CONCLUSIONS Client: Theresa Utterback, Development Services Specialist Boynton Beach Community Redevelopment Agency Intended User Boynton Beach Community Redevelopment Agency Intended Use: Establishing a purchase or selling price Taxpayer of Record: Seed Faith Mission, Inc. Property Rights Appraised: Fee simple estate Extraordinary Assumptions: None Hypothetical Conditions: None Unusual Market Externality: None Project Location: Site is located on the northwest corner of NW 3rd Avenue and North Seacrest Boulevard, approximately 475 feet north of Boynton Beach Boulevard, in Boynton Beach, Florida. Site/Land Area: The subject site contains 14,244 square feet or 0.33 acres. Improvements: Year Built: 1975 Condition: Average Building Size: 1,710 square feet FAR: 0.12 Zoning: Rl/Single Family Residential by Boynton Beach Land Use Plan: LDR/Low Density, 7.5 U's/Acre by Boynton Beach Flood Zone & Map Reference: Zone X (unshaded), Community Panel Number 12099C0789F, effective date of October 5, 2017 Census Tract: 0061.00 Current Use: House of Worship .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 1 1395 Highest and Best Use: Exposure Time: Marketing Time: Estimated Property Values: Civic or residential 4 to 8 months 4 to 8 months Value via Cost Approach: N/A Value via Income Capitalization Approach: N/A Value via Sales Comparison Approach: $520,000 CURRENT MARKET VALUE (AS -IS): Date of Inspection: Date of Report: Date of Value: Appraisers: $520,000 October 3, 2024 October 8, 2024 October 3, 2024 Robert B. Banting, MAI, SRA Cert Gen RZ4 Kevin C. Doran Cert Gen RZ3345 ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... 419 North Seacrest Boulevard A&C Job No.: 2240412.000 2 1396 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 general limiting conditions, and are my personal, impartial, and unbiased professional analyses, opinions, conclusions, and recommendations. 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. I 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. I 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. This appraisal assignment was not based on a requested minimum valuation, 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 & Standards of Professional Appraisal Practice of the Appraisal Institute, which include the Uniform Standards of Professional Appraisal Practice. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. Kevin C. Doran and Robert B. Banting, MAI, SRA have made a personal inspection of the property that is the subject of this report. As of the date of this report, Robert B. Banting, MAI, SRA has completed the continuing education program of the Appraisal Institute. No one provided significant real property appraisal or appraisal consulting assistance to the person signing this certification. Robert B. Banting, MAI, SRA Cert Gen RZ4 rbanting@ an dersoncarr.com 561-833-1661 419 North Seacrest Boulevard Kevin C. Doran Cert Gen RZ3345 kdor an @ an d er s o n carr. com 561-833-1661 A&C Job No.: 2240412.000 1397 GENERAL LIMITING CONDITIONS 1. Unless otherwise stated, the value appearing in this appraisal represents our opinion of the market value or the value defined as of the date specified. Values of real estate are affected by national and local economic conditions and consequently will vary with future changes in such conditions. 2. Possession of this report or any copy thereof does not carry with it the right of publication nor may it be used for other than its intended use. The physical report(s) remains the property of the appraiser for the use of the client. The fee being charged is for the analytical services only. The report may not be copied or used for any purpose by any person or corporation other than the client or the party to whom it is addressed, without the written consent of an officer of the appraisal firm of Anderson & Carr, Inc. and then only in its entirety. 3. Neither all nor any part of the contents of this report shall be conveyed to the public through advertising, public relations efforts, news, sales or other media without written consent and approval of an officer of Anderson & Carr, Inc. nor may any reference be made in such public communication to the Appraisal Institute or the MAI, SRA or SRPA designations. 4. The appraiser may not divulge the 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 they may request in confidence for ethics enforcement or by a court of law or body with the power of subpoena. 5. Liability of Anderson & Carr, Inc. and its employees is limited to the fee collected for the appraisal. There is no accountability or liability to any third party. 6. It is assumed that there are no hidden or unapparent conditions of the property, sub -soil, or structures which make it more or less valuable. The appraiser assumes no responsibility for such conditions or the engineering which might be required to discover these facts. 7. This appraisal is to be used only in its entirety. All conclusions and opinions concerning the analysis which are set forth in the report were prepared by the appraisers whose signatures appear on the appraisal report. No change of any item in the report shall be made by anyone other than the appraiser and the appraiser and firm shall have no responsibility if any such unauthorized change is made. 8. No responsibility is assumed for the legal description provided or other matters legal in character or nature, or matters of survey, nor of any architectural, structural, mechanical, or engineering in nature. No opinion is rendered as to the title which is presumed to be good and merchantable. The property is valued as if free and clear of any and all liens and encumbrances and under responsible ownership and competent property management unless otherwise stated in particular parts of the report. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 4 1398 9. No responsibility is assumed for accuracy of information furnished by or from others, the clients, their designee, or public records. We are not liable for such information or the work of subcontractors. The comparable data relied upon in this report has been confirmed with one or more parties familiar with the transaction or from affidavit when possible. All are considered appropriate for inclusion to the best of our knowledge and belief. 10. The contract for appraisal, consultation or analytical service is fulfilled and the total fee payable upon completion of the report. The appraiser or those assisting the preparation of the report will not be asked or required to give testimony in court or hearing because of having made the appraisal in full or in part; nor engaged in post -appraisal consultation with client or third parties, except under separate and special arrangement and at an additional fee. 11. The sketches and maps in this report are included to assist the reader and are not necessarily to scale. Various photos, if any, are included for the same purpose and are not intended to represent the property in other than actual status as of the date of the photos. 12. Unless otherwise stated in this report, the appraisers have no reason to believe that there may be hazardous materials stored and used at the property. The appraiser, however, is not qualified to detect such substances. The presence of substances such as asbestos, urea -formaldehyde foam insulation or other potentially hazardous materials may affect the value of the property. The value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value. No responsibility is assumed for any such conditions or for any expertise or engineering knowledge required to discover them. The client is urged to retain an expert in this field, if desired. 13. If applicable, the distribution of the total valuation of this report between land and improvements applies only under the existing program of utilization. The separate valuations for land and building must not be used in conjunction with any other appraisal, no matter how similar and are invalid if so used. 14. No environmental or impact studies, special market studies or analysis, highest and best use analysis study or feasibility study has been requested or made unless otherwise specified in an agreement for services or in the report. Anderson & Carr, Inc. reserves the unlimited right to alter, amend, revise or rescind any of the statements, findings, opinions, values, estimates or conclusions upon any previous or subsequent study or analysis becoming known to the appraiser. 15. It is assumed that the property is in full compliance with all applicable federal, state, and local environmental regulations and laws unless the lack of compliance is stated, described, and considered in this appraisal report. 16. The value estimated in this appraisal report is gross without consideration given to any encumbrance, lien, restriction, or question of tide, unless specifically defined. The estimate of value in the appraisal report is not based in whole or in part upon the race, color, or national origin of the present owners or occupants of the properties in the vicinity of the property appraised. 17. It is assumed that the property conforms to all applicable zoning, use regulations, and restrictions unless a nonconformity has been identified, described, and considered in this appraisal report. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 1399 18. It is assumed that all required licenses, certificates of occupancy, consents, and 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 opinion of value contained in this report is based. 19. It is assumed that the use of the land and improvements is confined within the boundaries or property lines of the property described and that there is no encroachment or trespass unless noted in the report. 20. This appraisal report has been prepared for the exclusive benefit of the client and intended users, Boynton Beach Community Redevelopment Agency. This report has been prepared for no other purpose and for use by no other person or entity than for use by the client for the purpose stated herein. Any other use of this appraisal is considered a misuse and thus the appraisers will not be held responsible for any outcome associated with use by another entity or for another purpose. 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 the value of the property. Since the appraisers have no direct evidence relating to this issue, possible non-compliance with the requirements of the ADA in estimating the value of the property has not been considered. 22. ACCEPTANCE OF, AND/OR USE OF THIS APPRAISAL REPORT CONSTITUTES ACCEPTANCE OF THE PRECEDING CONDITIONS. EXTRAORDINARY ASSUMPTIONS No Extraordinary Assumptions were utilized in the preparation of this appraisal. HYPOTHETICAL CONDITIONS No Hypothetical Conditions were utilized in the preparation of this appraisal. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 1400 AREA/LOCATION MAPS w—VY MW 0 Bay"Wn 8-0, C,� an 0, A O� LEI-HEVILLE pi u 0 Pqi: 8th A 0"'I ....... ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... ................. ..... .......................................... 419 North Seacrest Boulevard A&C Job No.: 2240412.000 7 1401 pi u Pqi: 8th A t ii �N NE iff, An ,Vq P,pv� I. iwi ith AV vw"KAV, NW Opt Y1 Avo, Nl:l� Gth A,,, z V11 NIF 'W, AV, Z NLVUhAve WE 01h A,c aI MY', 4.t1 W" 0 C'V Nw,ki a A1111,J F 3r d Are; NE W M—e"-cal H"Y"i AV, I I A,Ig Ill AVY W MAII ME iIJAVS II 0 Ave 0 F 0 W fYcea) Ai f, E W,,ni AV, L 0m- A,ry? A fM ....... ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... ................. ..... .......................................... 419 North Seacrest Boulevard A&C Job No.: 2240412.000 7 1401 PARCEL MAP a:T j a 7 qy � !fin qxp ha 1 p 7 ��•3' ji.� a � l�� •n.,aa r Is Ira « 1L4 w i/ /.. w* r'� •5 4 µ N WAV "!i YA6q ffi V W / t5 J19 148 It + 47 �y °wNr J6 ` 4CORNEI-T .. F, Ml,.. Rm �f7 CO�1NELL ERNE"E A �..._.._.... � 1M.T,G � lav•• � ��,.°r «. .Y. r.f. r�.M.r.Y 7Lai ri a .., p . (—.Ih�— l90 h � �] � 1G� AGl l�� Sf� n � /-f-f � aSdF m � t7i /5ta 14.9 Aar � 149" .. PI 145 ,S" n M C�O�../ 1417 r� N /r w n L.} Q8G rww e /Ts s %� UT 155 w y Cars n -'- � �T � � I ani/ w .��'"''f� /��•.y�� ��M I iS3 177 up � rri 119 ✓�+z - . °" l+sY' " 1 ✓ � . any 70 .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 8 1402 AERIAL PHOTOGRAPHS Bird's-eye view looking west 419 North Seacrest Boulevard A&C Job No.: 2240412.000 1403 SUBJECT PROPERTY PHOTOS (TAKEN OCTOBER 3, 2024) Exterior front view Exterior view looking north at the south side of subject building 419 North Seacrest Boulevard 10 A&C Job No.: 2240412.000 1404 Exterior view looking southwest 419 North Seacrest Boulevard Rear view 11 A&C Job No.: 2240412.000 1405 Exterior view looking northwest at the subject site 419 North Seacrest Boulevard Interior view of main congregation room 12 A&C Job No.: 2240412.000 1406 Interior view of main congregation room 419 North Seacrest Boulevard Interior view of one of two lavatories 13 A&C Job No.: 2240412.000 1407 Interior view of one of two lavatories 419 North Seacrest Boulevard Interior view of pastor's office 14 A&C Job No.: 2240412.000 1408 Exterior view of sodded area on the south side of the subject site Street view looking south on North Seacrest Boulevard with the subject on the right 419 North Seacrest Boulevard 15 A&C Job No.: 2240412.000 1409 PURPOSE AND DATE OF VALUE The purpose of this appraisal is to estimate the market value, fee simple estate, of the subject property as of October 3, 2024. PROPERTY APPRAISED The subject is a house of worship containing approximately 1,710 square feet situated on a 14,244 square foot site. The subject building was reportedly a former three -unit apartment that was converted into the current house of worship with a mostly open design. The subject property is located on the northwest corner of NW 3rd Avenue and North Seacrest Boulevard, approximately 475 feet north of Boynton Beach Boulevard, in Boynton Beach, Florida. The property address is 419 North Seacrest Boulevard, Boynton Beach, Florida 33435. LEGAL DESCRIPTION The legal description for the subject property was taken from the County Property Appraiser's public access system. BOYNTON HILLS LTS 145 TO 147 (LESS N & S 20 FT RETURN CURVE AREA RD R/W) BLK A, in Plat Book 4, Page .51, Palm Beach County, Florida DISCLOSURE OF COMPETENCY Per the Competency Rule contained within the Uniform Standards of Professional Appraisal Practice, the appraisers hereby affirm that they are competent to complete the appraisal assignment for which they have been engaged by the client. INTENDED USE AND USER The intended use of this report is to assist the client and intended user in Establishing a purchase or selling price. The intended user of the report is Boynton Beach Community Redevelopment Agency. This report has been prepared utilizing generally accepted appraisal guidelines, techniques, and methodologies as contained within the Uniform Standard of Professional Practice (USPAP), as promulgated by the Appraisal Foundation. CLIENT Ms. Theresa Utterback Development Services Specialist Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 419 North Seacrest Boulevard A&C Job No.: 2240412.000 16 1410 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, 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 whereby: (1) Buyer and seller are typically motivated; (2) Both parties are well informed or well advised, and acting in what they consider their own 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 (5) The price represents normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. (Title XI of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA) and the Interagency Appraisal and Evaluation Guidelines, Federal Register, Volume 75, No. 237, December 10, 2010). PERSONAL PROPERTY, FURNITURE, FIXTURES AND EQUIPMENT This appraised value does not include the personal property, furniture, fixtures, and equipment (FF&E), if any, used in the operation of the intended use of the property. PROPERTY RIGHTS APPRAISED The property rights appraised are those of the fee simple estate. Fee simple estate is defined as 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 (The Dictionary of Real Estate Appraisal, 7th ed., Chicago: Appraisal Institute, 2022). TYPICAL BUYER PROFILE We found that buyers of similar properties in this market are most often purchased by owner/users. The sales comparison approach most closely reflects the actions of typical buyers for this type of property. SCOPE OF ASSIGNMENT The traditional appraisal approaches include the cost approach, the sales comparison approach, and the income capitalization approach. We have considered all three approaches in this assignment, and determined the sales comparison approach to be applicable in this assignment. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 17 1411 The income approach is rarely ever applied to religious facilities as they are most often owner occupied and rental and overall capitalization rate information is scarce. Per discussion with the client it was determined that a sales comparison approach is adequate to meet their needs and that exclusion of the income and cost approaches is reasonable and would not lead to a misleading appraisal. Given the intended use and user application of only the sales comparison approach is sufficient to generate credible assignment results. This is common practice when valuing single tenant type properties that are most commonly owner occupied, such as the subject. In the process of gathering data for the sales comparison approach to value, we conducted a search of our appraisal files and public information sources such as the Palm Beach County Property Appraiser's public access system and the Palm Beach County Clerk's Office, as well as subscription -based information services such as CoStar.com for comparable sales in the relevant market area. We searched for the most similar sales to the subject property. The sales ultimately selected for further analysis were the best comparable sales we were able to find in this market. We obtained and verified additional information on the comparable properties with a party to the transaction, or a broker or agent of the parties when possible. We inspected the interior and exterior of the subject property and the exterior of the comparables. Physical data pertaining to the subject property was obtained from an inspection of the premises and public information sources such as the Palm Beach County Property Appraiser's records. Other data pertaining to the subject property was obtained from the Palm Beach County Clerk's and Tax Collector's offices and local planning and zoning departments. The product of our research and analysis is formulated within this report for analysis of and direct comparison with the subject property being appraised. Additionally, we have used original research performed in preparation of other appraisals by this office, which is considered appropriate for the subject property. We make no warranty as to the authenticity and reliability of representations made by those with whom we verified sales, rental, and other information. We have taken due care in attempting to verify the data utilized in this analysis. We based our analysis and conclusions on overall patterns rather than on specific representations. Per USPAP Standard Rule 2-2 this analysis is an Appraisal Report presented in written format. The analysis and conclusions of this appraisal assignment are presented in a narrative appraisal report. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 18 1412 PALM BEACH METROPOLITAN STATISTICAL AREA ANALYSIS M h P T l N t t Gan3d , Hobe Ini aMovvc l�; In W6W6�8R9®.®...®.®....®...® Geography Palm Beach County is located along Florida's Southeast coast. It is bordered by Martin County to the north, Hendry and Glades Counties to the west, Broward County to the south and the Atlantic Ocean to the east. The northwestern portion of the county is made up of Lake Okeechobee, the largest freshwater lake in Florida. The county is located approximately 80 miles north of Miami and 260 miles south of Jacksonville. Palm Beach County encompasses approximately 2,203 square miles with roughly 1,974 square miles of land area, 229 square miles of water, and 47 miles of coastline. According to the U.S. Census Bureau's 2015 estimate, Palm Beach County has a population of 1,422,789; an increase of 7.8 percent from the 2010 census statistics of 1,320,134. The vast majority of the county's growth has been a result of in -migration from the northern states as well as from Miami -Dade and Broward Counties to the south. Palm Beach County ranks as the third most populous county in Florida behind Miami -Dade and Broward Counties. The county includes 38 incorporated municipalities; the largest of which is West Palm Beach, the county seat. Boca Raton, located at the south end of the county, is the second largest city and one of the highest income retail trade areas in the United States. Miami -Dade, Broward and Palm Beach Counties are known as the "Gold Coast". This area is approximately 110 miles from north to south, but only 20 miles wide at its widest points. This is the second longest urbanized area in the United States, just behind the New York Metropolitan area. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 19 1413 Transportation Vehicular Travel Interstate 95 is a major north/south thoroughfare that connects Palm Beach County to the southeastern and northeastern portions of the state, and then continues along the Eastern Seaboard to Maine. Florida's Turnpike also passes through the county and provides connections to Miami -Dade and Broward Counties to the south and Orlando to the north, connecting with I-75 around Leesburg, FL. Other north/south highways include AIA, U.S. Highway 1, Congress Avenue, Military Trail and U.S. 441. A1A connects the coastal communities along the eastern edge of the county while U.S. 441 connects the more western communities such as Wellington and Jupiter Farms. There are numerous local east/west roadways with Southern Boulevard and Blue Heron Boulevard providing access to the most western portions of the county including Belle Glade, as well as Florida's West Coast. Airport Palm Beach International Airport (PBI) is centrally located 2.5 miles from downtown West Palm Beach and adjacent to 1-9.5 providing air service for communities throughout Palm Beach County. PBI opened in 1988 and has expanded over the past 30 years. There are currently fourteen major airlines operating with numerous domestic flights and international flights to the Bahamas and Canada. The airport's growth necessitated a direct access overpass interchange with I-95 which significantly improved ingress and egress for the airport. Palm Beach County is also home to four commercial executive airports. Rail Service and Transit There are two main rail corridors in Palm Beach County, the Florida East Coast railway and CSX railway, partially owned by the Florida Department of Transportation to run the Tri -Rail commuter trains. AmTrak is a passenger train than runs throughout the county connecting passengers to other parts of the country. Brightline, the express intercity high-speed rail system runs service between Miami and West Palm Beach with stops in Ft. Lauderdale and Aventura. It began service in May 2018, with an extension from West Palm Beach to Orlando via Melbourne currently under construction. Palm Tran is Palm Beach County's public transportation provider for fixed route passenger bus service. It also operates Palm Tran CONNECTION and provides paratransit services for qualified users. Local municipalities and Tri -rail provide various trolley and shuttle services throughout Palm Beach County. Port of Palm Beach and Intracoastal Waterway The Port of Palm Beach is located in Riviera Beach, FL and is an independent taxing authority district with a five -member Board of Commissioners. It has an annual cargo tonnage of 5.1 and passenger traffic of 550,000. It is the fourth busiest container port of Florida's 14 deepwater ports and 18' in the United States. Unlike most ports in the US, the Port of Palm Beach is an export port, with approximately 80% of its cargo being exported. The majority of the cargo goes to support the island nations of the Caribbean, supplying 60% of everything consumed in The Bahamas. The Intracoastal Waterway represents one of Palm Beach County's most identifiable marine destinations. Roughly 43 miles of waterway serves as a regional connector between 23 of the county's municipalities. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 2( ) 1414 Economy At 2,000 square miles, Palm Beach County is the largest in area for the State of Florida. The county had experienced favorable demographic and economic conditions over the past five years until March 2020 with the onset of COVID-19. Although job and demographic growth had outpaced the U.S. across the board for the past several years, this area was dramatically impacted by the coronavirus pandemic which caused economic conditions to change rapidly across the world. In mid -2021 through 2023, the economy recovered and prices were escalating at a swift pace in the Palm Beach Metro Area with signs of a stabilized prices occurring in early 2024. The county's current population of 1.5 million has grown by close to 15% over the past decade, more than double the rate of the remainder of the country. In early 2020, the county's labor market had grown by 15% over the past five years. The unemployment rate according to the U.S. Bureau of Labor Statistics for June 2024 was 2.9% with an annual change of 0.2%. Palm Beach County has benefited from Florida's lack of a state income tax and post -pandemic has seen an even greater influx of wealthy individuals bring significant parts of their wealth and business to the area. The tax dynamic, combined with a very strong business services infrastructure and a large talent pool, has created more jobs. Palm Beach County's 650,000 strong labor force is service driven, with over 80% of the labor force employed in private service provision. Trade and transportation are the largest sectors with close to 20% of the county's jobs. Palm Beach County's agricultural output ranks the highest in the state nearly doubling that of Miami - Dade. It consists of over 1,400 farms with over $1 billion in sales of crops and a $10 billion economic impact. The largest employer in Palm Beach County is the Palm Beach County School Board, the tenth largest school district in the United States, with close to 23,000 employees, 197,000 students and a $4.1 billion dollar budget for the 2023-2024 school year. Palm Beach County employment by industry is shown in the following table. PALIIAi1' BEACH EMPLOYMENT BY INDUSTRY IN THOUSANDS Pndluusny Manufacturing Trade, Transpo1 ation aIndILbIhillies RetaiiI Trade Financial Activities Government Natural Re.SOLIIRces, Mining .and Construction Education and IHeLalllth Services Professional and IBLISIIneSS SelWices information Leisure and Hospitality Other SelRuices CURRENT JIIp115 CURRENT GROWTH 10 YR IH STORWCAL '..,, 5 WIR FORECAST Jabs LCE Market 415. malka4 411,5 market US 22 0.4 157°J0 10,54% 3.23% 6.77% 10,60% G.035% 125 1.6 1 40% p"2S% 1.881% 1.1'1% 0,09`Ym 00.13% 81 1.2 136% D.35`1fs 1.21% 6.28% ID.G5% 01.10% 51 1.3 264% 47..88% 2.912% 1.48`YG X9.031" , 00.12% 64 CP 6....... 330% 1,89% 0.56% 6.38`YG 0..61 `Ym 0.37`YG...... 41 1.1 Lk6 -, 24C0% 4.13% 2.45`YG 0..82`Ym G.19%........ 1111 1.0 354% 3 8C0% 2.68% 1.1917% 10,84% 00.64% 135 1.3 1 30 % 1.15% 3.32% 2.37% ID.68% 0.46% 11 0..8 A.. 1'0n r V1:,4^II'1i 0.79'% 1.18'40' 47..213�% 00.26% 92:' 1.3 1 24�`1'u. 3..89% 1.9111x'0 1.511% 47..86`Y0 C0.86'% 31 1.2 2.18% 2.,30% 0.41% 6.67'% 47..94`Y0 C0.26'% Source Oxrurd Ewuropunimr Lary =: Lblu flan G1Ye5b&nt Job opportunities have returned to Palm Beach County and a growing number of people are moving to the area from other states. The nation's economy is currently experiencing inflation along with rising interest rates; however, the local economy remains strong due to high demand. The diversity of Palm Beach County's workforce with no one industry accounting for more than 20% of the jobs has helped to insulate the market from higher losses. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 21 1415 Commercial Real Estate Industrial The Palm Beach industrial market remains a critical logistics hub as it provides access to the large population pool in South Florida, the ninth -largest U.S. metropolitan statistical area in terms of population. Despite ranking fourth after Jaxport, Port Miami and Port Everglades in containerized cargo flows, the Port of Palm Beach provides significant infrastructure for business in the area. The continued rise of buying power in Palm Beach coupled with a lack of available space in Ft. Lauderdale and Miami should continue to help drive businesses northward into the market. Palm Beach's tight market conditions have provided landlords with enough bargaining power to increase rents by 8.9% over the past 12 months, well above the U.S. average gains of 7.1%. '12 Wo IDaliverla s In SF KEY IINDICATORS 12 Wo phlet Absorption In SF M9A9A9A9M9M9M9M9M9 9A9A9A9A9M9M9M9M9M9 9 9A9A9A9A9M9M9M9M9M9A9A9M9M9M9M91 445rwx 112 hM io Rent Growth 9M9 9 9A9A9A9A9M9M9M9M9M9 9A9A9A9A9M9M9M9M9M9M9M9M91 0 ■I �I CurrenlQuartar RBA Vacancy, Market bra AvaHability Rate Not AbsaMfianSF Dell daa$F Y Dnattrructhm Log1isWlocs 4 5,338,581 4.5% $16.36 9.5% 6.691.1 30,000 2,496,67.5 SPeCializedIn+dr_ntn9rial 111,671,741 2.2% $15.76 3.5 "r+G19p 0 34, 5W Rex 111,w' e,, 3168 3.9% $19..57 6. 1% �,l4 ,r,5i'sti 0 2SdW',.1.19, MO&O 1681344161",1 W d .�,, ('33„946) 30100 2,741A92 J4r�rauxo�tl''Tlraeacr 9 Month r Leto dcal Awerag a F'�aracmg Average peak When Trough When Vacancy Change pYOYp 1.2%, 54% 5.21 11.0% 2009 aQ4 2.3%, 2022 Q'I Nei Absorption SF 445K 493,541 994,745 2,1125,699 2022 Q 11 a,2 359,&Pgr 290'9 Oa L"11eWYveries SF 11.am 560,832 1, 35, 91:5 2,038,014- 2021 'aQ2 :3:3,,586 21'W13 04- Reni u'rraartl'n 8.9% 3.4% 5.31 11.9% 2022 aQ3 4 1% 2W9 04- Sales ,duan% $429M $286.9M1 NfA $11_ B 2022 1Q4, $35.55 201001 .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 22 1416 Office The Palm Beach County Metro can be categorized as one of the nation's larger metros. Available office space in Palm Beach has begun to tick up since the third quarter of 2022, with demand turning negative in 2023, after seven quarters of positive net absorption. Currently there is around 920,000 SF of 4 &5 Star office space underway across eight properties, with over 60% located in the West Palm Beach CBD. Over the past three years, 950,000 SF has delivered, for a cumulative inventory expansion of 1.5%. Office rents in Palm Beach were rising at a 5.9% annual rate at the end of 2023. 12 Mo Deliveries !in F 12 Mho Not Absorption iirtin SF Vacancy Rate 112 Nllrr Rent Grawth Wl�N4YI�II�II�II�II�II�II�II�II�Irv1YY4YI�11�11�11�11�11�11�11�11�1Y4YI�11�11�11�11�11�11�11�11�1Y4Yl�ll�ll�ll�ll�ll�ll�l�i NA9A9A9A9A9tl9tl9tl9tl9tl9A9A9A9A9A9A9tl9tl9tl9tl9tl9A9A9A9A9A9A9tl9tl9tl9tl9A9A9A9A9A9tl9tl9tl9tl91 WYW1Y�lY�IY�IY�IY�IY�IY�lY9%9%�IY�IY�IY�IY�IY�IY�IY�IY�lY9%9%�IY�IY�IY�IY�IY�IY�IY�IY�lY9%�IY�IY�IY�IY�IY�IY�IY�IY�Ii NA9A9A9tl9tl9tl9tl9tl9A9A9A9A9A9A9tl9tl9tl9tl9tl9A9A9A9A9A9A9tl9tl9tl9tl9A9A9A9A9A9A9A9tl9tl9tl9p ZZ"! j 4 K (3913K) 0.3% KEY INDICATORS Ourrent Q ueuter RBA Vacancy, Rate Market Raw d' vallWfity Rate Net orpfia a SP Detivedes SF Under Cti6rAett!rWui^tiagA 4 & 5,Stagy i15, ,01265 1111.4% $53.70 22 3�8 3) 0 919,222 2,Sta;r 56495,4,52 78% $5..55 I0.IM 11,781 0 149,,8152 & 2 -Starr 113,615,765 S. 11% $33.29 7.3% 2,917 0 XODO MMM~ a 4.3% $40A,S 42.0% (7,11166s) 0 1,007,:075, Annual Trends .. 12 Month Hato ical Forecast Peak When Trough .. When Average Average Vacancy Change (W OY9 &9%, 11111.,5% 11.0% 16.5% 20"10 Q3 6.7%, 20,00 Q.1 No Absorption SIF' pw0q 368, 814 &m 1,592,314; 202202 �, & 2 NO 526 2108 Q�'I ..._ L efiveries SF 224K 574,1 242,927' 3,404,900 2608 Q4 65,549 21012 Q2 ftew Grrowvtim SA% 2 05°No 0.1% 9'.8% 2022 Q2 7 5,D4,o 2,0110,904, Sales ""w"6wne. $608M $764..11 M N� $2.2:B 2022'IQ11 $99.9m 200,904 .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 23 1417 Retail Palm Beach retail leasing activity has slowed over the past 12 months, with over 1.7 million SF leased as of the end of 2023, down from recent peak levels of over 2.4 million SF leased as of the third quarter of 2021. This slowdown is largely due to a contraction in available space for lease, with 3.8 million SF currently available, down from an average of 4.3 million SF over the last five years. The Palm Beach retail vacancy rate is the fifth lowest across Florida markets with over 50 million SF in retail inventory. Continued healthy fundamentals and an eventual loosening of financial conditions should help attract investment in the future. 12 Me Deliveries In SF 12 Ike Not Absorption !In SF Vacancy Rate 3 mom 2%K 25 6 K 3.4% KEY INDICATORS ATORS Ourrent'QMarter RBA Vacancy, Rate Market Beat', AvalruabGrfty Rate Met Absomfian Deliveries SF bra jnderSF Boea Malls 9, 093,903 3.3% $35..35 3.3% n'3 oa17 p 5 - - 0 Power Ger'rter 3,4'13 133 4.2% $3I3..A9 11.2% 0 0 0 NJ&ghbarhoodCenler 35,281,632 4.7% $33..48 5.9% e,5 0dW7p 5 17,600 Strmta conter 5,111,188 3.3% $32.3 4-.7"S 5,979, 0 93,054 .... GerwraIi Ralad 32,227,725 2.3% $35.113 2.9% 06 18,535 .... 37I,0 Other, 524,743 0.6% $40.,85 10.0% 0 5 0 Anaawtm'Trends 12 Month mstoldcal Forecaot Peak When Trough When Average Avenge m arwy Chanrge (Yoy) 0.1%, 5.4% 3.7%, 20101 Q11 3.3% 202a Qq'I - ---- NJa�t a"�Ibsrwr12ti m SF -- -- 256K -- 6W,273 -- 290,925 -- - 1,629,966 --- -- 20155 Q11 -- (84 2,C) N -- -- 2009 03, C1rrBIYveries SF 352K 734,8277 507,245 2,51118,213 2006 04 187,407 2012 Q'I Rani dor"awt1t 8.6%, 2.7x° 4.0%, 0.'9% 202 a 05' -6 1' 21009 Q2 Sales vdwne $725Iti7 $711.5M N fA $01..3:B 2022 03 $1136.5m 2002 Q'.a .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 24 1418 Multi -Family Palm Beach multi -family demand continues to grow at an above average pace, with apartment absorption around 3% annually year end 2023, relative to 1% average growth for the U.S. Still, following national trends, demand has slowed from peak levels of around 8.2% annual growth seen in the third quarter 2021. Affordability concerns, along with slowing population growth and an elevated supply pipeline are weighing on multi -family fundamentals in the near term. As of year-end 2023, Palm Beach has the sixth largest apartment inventory pipeline out of all Florida metros. «, rer,viIew 112 Mlo. Deflvaired Units 112 Mlo. Absorption Units Vacancy Rate 12 Ko. ;skin Rent Growth Z) 7 7 tow$` 1) mom 3 no 0 a 2%, % "0.2%, KEY INDICATORS Qurrent,Quadair units Vacancy, Rale AaMngi Rent E1i61ecfive rut, AbsI'noTgp••giialea Delivered Units ndeI'�nr�'onak VwancyChange (YOY 1.3% 7.6% 8.4% 10.0 nEts4 _3.7" 202103 & 5SIar 39,760 10.2% $2,701 V2:,666 143 0 4,1 f5°I .... Stas 25.011111 .... i7% 6.7% $2,126 :V2:,114 22 .... 0 2:,C44 .... & 2', Star 14,155 5,11'0 $111,526 SI 617 q 3 0 0 Aruuuual'Trunds 112 Month Avg i Forecast Aveffage peak When Turawgh When VwancyChange (YOY 1.3% 7.6% 8.4% 10.0 20409 X111. _3.7" 202103 Absoitri'tron U,rilits 1,538 1,34010 1, 97 5,315 2021 3 1621, 20107 Q2 De ivered Uuriiits 2,7713 I,554 2,057 3,369 201E Q3 0 21011 3 CSshn'richshedUrroits 0 152 a's 285 20100 Q 11 0 202aQ3 Asking Lemli Growth (YGY) 011 3.5% 5% .3.2% 27.4x" 2021 Q4 3 1% 20M 03 Eltecfi o Rent Growth (Y'G Y) 011 1")w 3.5% 3.13 28.7% 202104 101,0 20H, 03 Sales ""du+rne 539M 864..4 NIA $3.6,B 2022 tQ2 $63.9M 200703 .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 25 1419 Residential Real Estate Single Family Homes 2024 2023 Closed Sales 1,269 1,428 Median Sale Price $659,999 $625,000 Original List Price Received 94.6% 95,5% Median Days to Contract 35 26 Inventory (Active Listings) 5,170 3,497 Months Supply of Inventory 45 3.0 Townhouses/condos 2024 2023 Closed Sales 868 1,204 Median Sale Price $325,000 $325,000 Original List Price Received 92.4% 916.5% Median Days to Contract 46 26 lnventory (Active Listings) 6,522 3,592 Months Supply of Inventory 7,11 3.6 ................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 26 1420 DEMOGRAPHIC TRENDS Lail Force U rnerrlpllloymreN POPULATION GROWTH 773,330 167,526 231 1.,0% 1 WIN. CBrrrwag, k'hgrr�plu, O5 Yu*'j Conclusion LABOR FORCE RO1WTH 1.6% 1.5�%, 0.8% 0.,1%0`_QXi .O 49u h 0 ENE��� a� ... .......... 0,101`rr 1f0Year Favi a'1o'hk ilhAng"r !4°lrzw lc, v r'@lig, Source. Oxford Economics ro of �w%�i %� G'uMdnGrll; Fo r(A Yd,°uli° h ex9 rd;'��rll; l lu,Ji up lla•uurgc+ J5yrNll Sources O fold Economics Some of the factors that fed Palm Beach County's past growth diminished in 2007 with a decline in the national economy which included reduced home prices and high unemployment. This trend continued until the middle of 2011 when signs of stabilization began to emerge. In the fourth quarter 2011, sales activity began to show signs of recovery and a slow but steady rebound in the market continued through mid-March 2020. Drastic changes happened at this time due to the onset of the Covid-19 pandemic which forced the closing of schools, retail stores, restaurants and all non-essential businesses. As of early 2021, the availability of vaccines accelerated the economic recovery in South Florida and as of mid -2021, the market recovered to pre -pandemic levels. Due to a large influx of population from primarily the Northeast, prices have increased and the market has flourished through 2023. Prices have remained high, though there appears to be some evidence of stabilization in early 2024. For example, in the single family residential real estate market, prices have seen a 4.6% increase year over year, however, number of closed sales has decreased by 8.3% and inventory has increased by 13.2%. The outlook for Palm Beach County as compared to many other areas of the country is considered positive due to the broad employment base and desirability as a winter tourist destination. As population grows, more supporting commercial, industrial, and service development will be required. These factors, combined with a finite quantity of developable land create a positive real estate outlook for the future. .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 27 1421 Current Level 912 Month Change 110 Year Change 5, Year Farecast DernographEc Category metm u's ustr a 0.s ustre us Metro us Popullabon 1,,542,474 334,8401,688 1.4%, D 4% 1..11`/"6 0.5% 1.3% 0.5%, Households 619„667 130,606 0018 1 6%, O.,6% 1.0ur<"rn 0.9% 1.4% 0,.6% Medan Household Income `76,883 $75,739, 4.3% 3.7% 4.01% 3.8% 2,.1 3.1%, Lail Force U rnerrlpllloymreN POPULATION GROWTH 773,330 167,526 231 1.,0% 1 WIN. CBrrrwag, k'hgrr�plu, O5 Yu*'j Conclusion LABOR FORCE RO1WTH 1.6% 1.5�%, 0.8% 0.,1%0`_QXi .O 49u h 0 ENE��� a� ... .......... 0,101`rr 1f0Year Favi a'1o'hk ilhAng"r !4°lrzw lc, v r'@lig, Source. Oxford Economics ro of �w%�i %� G'uMdnGrll; Fo r(A Yd,°uli° h ex9 rd;'��rll; l lu,Ji up lla•uurgc+ J5yrNll Sources O fold Economics Some of the factors that fed Palm Beach County's past growth diminished in 2007 with a decline in the national economy which included reduced home prices and high unemployment. This trend continued until the middle of 2011 when signs of stabilization began to emerge. In the fourth quarter 2011, sales activity began to show signs of recovery and a slow but steady rebound in the market continued through mid-March 2020. Drastic changes happened at this time due to the onset of the Covid-19 pandemic which forced the closing of schools, retail stores, restaurants and all non-essential businesses. As of early 2021, the availability of vaccines accelerated the economic recovery in South Florida and as of mid -2021, the market recovered to pre -pandemic levels. Due to a large influx of population from primarily the Northeast, prices have increased and the market has flourished through 2023. Prices have remained high, though there appears to be some evidence of stabilization in early 2024. For example, in the single family residential real estate market, prices have seen a 4.6% increase year over year, however, number of closed sales has decreased by 8.3% and inventory has increased by 13.2%. The outlook for Palm Beach County as compared to many other areas of the country is considered positive due to the broad employment base and desirability as a winter tourist destination. As population grows, more supporting commercial, industrial, and service development will be required. These factors, combined with a finite quantity of developable land create a positive real estate outlook for the future. .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 27 1421 NEIGHBORHOOD SUMMARY iµ JrW ......... fVWlYM9 eew JJ q ME 1 ,W Y� i �� M1t tlhYM1 Cx asst farllf M urrt<h wnb w S w k a �= WW Vr9 Avc d �tl Subjects �ow>,v h I 411.1) 5F'ICt tlw� SW SSP hrrm F 9tY n .ryr � r �!! (� t MdsUcrvav Mrn f ): IJJ uS 9 J'r Cl Aavt r 5W 2rul A.e "bV ]rmf l4ue .f 2ne1 AVS... K Vl 415�U AVV �. Z` � r i vi '.Y, } vY orY Am^ W �, a CNo4fib f N m R 4`N M14 kVk Sw wYSYI R d r ' .w Wv}r Avr, S'e EpOr AV, YW'YCl�Poue� �`� B f Fvh auw � C1PY F61r Lr fiq r dmN% �w -Yr Cf The subject property is located just west of downtown Boynton Beach in a predominantly residential neighborhood. The neighborhood's boundaries are I-95 to the west, Federal Highway to the east, Woolbright Road to the south, and Gateway Boulevard to the north. To the west of the Central Business District lies the Ocean District Community Redevelopment district. The redevelopment district boundaries are Northeast 3rd Avenue to the north, Southeast 2nd Avenue to the south, Seacrest Boulevard to the west and the FEC Railroad tracks to the east. The district is characterized by older commercial properties along the major thoroughfares with moderately priced single-family residences in the interior neighborhoods. The neighborhood has good access. The primary thoroughfares are Boynton Beach Boulevard, Federal Highway, and Ocean Avenue. Boynton Beach Boulevard provides access to the Congress Avenue commercial district, a busy retail area, as well as recently developed residential areas lying west of the city. Ocean Avenue provides access to State Road AIA and wealthy beach communities. Federal Highway traverses Palm Beach County's older coastal neighborhoods. Federal Highway also provides access to Atlantic Avenue in downtown Delray Beach, an older commercial district that has redeveloped with a thriving restaurant and nightlife area. The City of Boynton Beach has been advocating redevelopment in the downtown area and the CRA has been active in acquiring properties in the neighborhood for several years. Ocean Avenue underwent streetscape modification. East Ocean Avenue is seen as the "main street" of the downtown area as its volume of traffic is less than that of other main thoroughfares in the district. One of the goals for East Ocean Avenue is to make it a pedestrian friendly area of mixed-use properties along with the public use .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 28 1422 properties within the district. The Intracoastal waterfront and Ocean Avenue east of Federal Highway has been almost totally renovated. The South Federal Highway corridor from Boynton Beach Boulevard extending to the south is composed of mixed commercial and residential uses. Improvements along this stretch of South Federal Highway are primarily characterized by older neighborhood shopping centers, miscellaneous stores, motels and auto related facilities. The subject property falls within an area of the community redevelopment plan. The community redevelopment plan basically calls for enhancement of existing uses; civic in the west, commercial along Boynton Beach Boulevard, multi -family in the center and single family in the south. It appears that primarily commercial uses were intended between 3rd Street and the CSX Railroad. This area from about Southeast 1st Street to north of Boynton Beach Boulevard contains older properties including several houses, several vacant tracts, and a number of commercial uses. This area is now destined for mixed use with multi -family projects approved that include commercial space on Boynton Beach Boulevard, and Ocean Avenue. The 4.7 -acre full city block located at the southwest corner of Federal Highway and Ocean Avenue was assembled during the last development cycle but recessionary influences delayed its development. However, it has now been developed as 500 Ocean and includes 341 residential rental units in a six -story building with 13,800 square feet of retail space on the first floor along Ocean Avenue with 6,600 square feet of office space on the second floor of the Ocean Avenue frontage. This has served as a foundation and catalyst for several more mixed-use projects that have been proposed and/or approved in the immediate vicinity. Another catalyst is the recent redevelopment of the City's aging municipal facilities in the southwest quadrant of Boynton Boulevard and Seacrest Boulevards. Privately owned parcels in the vicinity had been assembled by a developer and replatted in conjunction with City owned property (the new plat was filed in 2018) as part of a mixed use private/public redevelopment project (Boynton Beach Town Square) in partnership with the City of Boynton Beach. The developer was to develop a portion of the larger project with municipal facilities for the City and the balance with private apartments and commercial space. The developer constructed only a portion of the project (municipal facilities) and was later sued by the City. The resulting settlement included a payment to the City ($4.5 million plus legal fees) and the agreement to sell this portion of the larger project to another developer who agreed to move forward with the private apartment and commercial portion of the project. The portion of the project included in this sale was reported to be approved for roughly 23,000 square feet of retail space, 898 residential units as well as associated parking structures, portions of which will be utilized for the City's municipal facilities. In general, the single and multi -family housing in the area is dated but in generally average condition. The commercial uses on Ocean Avenue and off of Boynton Beach Boulevard are also dated but have seen some recent renovation. Revitalization of the subject neighborhood is evident from the renovations along Boynton Beach Boulevard including noticeable renovations and new construction of the civic facilities, and the new 500 Ocean project and the many new proposed/approved projects in the downtown core area. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 29 1423 PROPERTY DATA Taxpayer of Record Seed Faith Mission, Inc. Palm Beach County Property Control Number(s) 08-43-45-21-07-001-1450 Assessed Value and Taxes for 2024 The following information was taken from the Palm Beach County Property Appraiser's and Tax Collector's web sites. A typical informed buyer would recognize the possibility of a reassessment following a sale of the property and the possibility that taxes could change as a result, if the assessed value is substantially different than the true market value. That said, the subject appears to be under assessed based on the market value conclusion contained herein. We believe a prudent investor would calculate their potential property tax liability based on an assessment reflective of whatever sale price they are proposing to pay. Our value conclusion does not discount for any taxes owed on the property, current or delinquent. The value assumes the property is free and clear and not subject to any prior year's delinquencies or outstanding tax certificates. The appraisers strongly suggest any potential buyer, mortgagee, or other investor in the property fully investigate the tax status of the subject property with the County's Tax Collectors office. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 30 1424 A:aisals Improvements Land Total Market Value $176,686 $63,000 $239,686 Assessed and Taxable Values Assessed Value Exemption Taxable Value $239,540 $239,540 $0 Taxes Ad Valorem Non -Ad Valorem Total Tax $0 $694 $694 A typical informed buyer would recognize the possibility of a reassessment following a sale of the property and the possibility that taxes could change as a result, if the assessed value is substantially different than the true market value. That said, the subject appears to be under assessed based on the market value conclusion contained herein. We believe a prudent investor would calculate their potential property tax liability based on an assessment reflective of whatever sale price they are proposing to pay. Our value conclusion does not discount for any taxes owed on the property, current or delinquent. The value assumes the property is free and clear and not subject to any prior year's delinquencies or outstanding tax certificates. The appraisers strongly suggest any potential buyer, mortgagee, or other investor in the property fully investigate the tax status of the subject property with the County's Tax Collectors office. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 30 1424 Census Tract The subject property is located in census tract 0061.00. Census Tract Map 419 North Seacrest Boulevard A&C Job No.: 2240412.000 31 1425 Flood Zone Designation The subject property is located on the National Flood Insurance Program Map on Community Panel Number 12099C0789F, effective date of October 5, 2017. The subject appears to lie in an area designated as Zone X (unshaded). Flood Zone X (unshaded) is determined to be outside the 0.2% annual chance floodplain. Flood Map National Flood Hazard Layer FIRMette * FEM A I 0 2.50 Soo 1,000 1,500 2.,1100 I,.GT,UVLP Sbat map drM&&Py Sdarca: USES Neiiortaf APap 21723 .................................................................................................................................................................................. 419 North Seacrest Boulevard Legend SEE Fra -7 DETAILED LEGEND MID MAP'FDR RW FMIEL 'Wltlhdul Baas Flwxadl Eaavdtllpd gSFEtl SPECIAL FLOOD With IW'E or Ibep'dh sire un vr..m HAZARD AREAS Regulletary Flaadwaq 0.2% Annual Chance Flood HaEam.. Areas W 1% annual chance hood Mth average depltry less. than one Mal c Mth dral�nsge ai ais Wbeau aAamh ane egivaire Huila znu�,r: y, Future Cootfiti'ons 1%, Amdrmual W%%� O Chwnce F'royl Hamill Ipanx'.e "y/ Areaa h Rd Flood ragsµ due to OTHER AREAS OF Notes. S. ' FLOOD HAZARD / r .�'-Oi' Area'ahh Flood Rlak due to L Q w Area i Mhmlmal Fl -1 Hazard EHiective LOMRa. OTHER AREAS Aeea 0 GndeRermlmmed Flood Helene .rr„��r; GETPERAL ---' Channel, Culluertt, dr Saamn Sewer 'STRUCTURES u a 1 u r Levee., 1)6k .. or Fl wall. s'. C1%as Sed9ldda th l° 4Annuaf.Charsce.. a..s.s WaterSurface Elevabar CaaaXal'T—Sed .- Bade Flood EI—fian Ilme (BFE,I Limit M Study ......... AUHadle9Padn Etsauvadainy --......,,,. Caaatal'.. Traneedt Earaeline MIIER PnoClle Baseline FEATURES ...................... H"yttyegratehle F'ew— D6gitaf. Data WrraliaMte IJ W Gigitlaf. Data Anall'mf4xtle. mAP PANELS unmapped The pl. JISpVayed an Am mrvap 15 an dryo timate ::t selected by d1e ase.r and does InI toploseaat adry aubhumsA4ae pmaperCy localbuan.. 'Thle —p enmpHaa'al%h FEMA'a ekandarcds Car Che— ad dlga�si0 tlload rnrvapa OF IR 4a no0.'wuld as davcrtl'Ged dalow^. Fhe laaaannap.ahaan �canupllaaw+ith FEMA'a rivaamap a aeurady.Standard. 'The hood haaard #ahormabon A &Med dlTmctl,y' Tr the authodNaI NFHL aeb sermines II by FEMA Thre maga xeeperred ani CIC tlilh nt SJ4 PIVI and dupes not re'lleeA' dangaa cuendm.,CM audaepuen0. CIe INS dare and time. The NI IL AM! elf -We 9hle-Setlan mnay Otadnge m become superseded by maw dale, quem humae.. P la load Image A void Itl Afte one at l— of the tlolinvinmg a,aip alemenCs, do not appear_ besemap Imagory, flaada Eene 1AbEye, legend,.angle Gar; mapereatlan dada., drum tityC eEfthera. FIRM. mapanel =bar., and FARM effective date. Map images for pped alrcrvd a modemimal sire cannot canot be usedfea regulatory purpaaes.. ................................................................. ................................................................ A&C Job No.: 2240412.000 32 1426 Zoning and Future Land Use The subject property's use is dictated by the Boynton Beach Zoning Code and Comprehensive Plan. The Boynton Beach zoning and future land use maps indicate the subject property has a zoning designation of R1/Single Family Residential with an underlying land use designation of LDR/Low Density, 7.5 U's/Acre. Permitted uses under this zoning category generally include, but are not limited to; single family residences, group home, home-based business, government or municipal uses. The subject's current use as a house of worship is a conditional use that can continue indefinitely and is in line with the current zoning as a conditional use and the current zoning is in harmony with the future land use designation. The appraisers have not independently verified that the subject complies with current site development regulations (setbacks, site coverage, etc.). It has been assumed that by virtue of the subject's on-going use, should there be any areas of non-compliance, a variance has been issued or some other form of special exception has been made. Zoning Map .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 33 1427 Concurrency The strongest growth control measure ever imposed was passed by the Florida Legislature and became effective on February 1, 1990. This was mandated by Chapter 163, Florida Statutes, otherwise known as the Growth Management Law. One provision of this law is referred to as Concurrencywhich dramatically limits the ability to develop real property. It is basically the requirement that adequate infrastructure be available to serve new development. Eight types of infrastructure are affected including traffic, potable water, sewer, drainage, solid waste, recreation and open space, mass transit, and fire rescue. In May of 2011, House Bill 7172 amended the Growth Management act in an effort to spur economic growth through streamlining and lessening growth management controls. Transportation concurrency requirements were exempted in dense urban land areas with populations of at least 1,000 people per square mile. Also, within dense urban land areas, the DRI process has been exempted. State review of local comprehensive plans was streamlined and zoning changes are now allowed to be considered concurrently with land use plan amendments. It is the appraisers' understanding that the subject is not subject to any concurrency restrictions. Should the property be altered or redeveloped, the matter of concurrency would need to be revisited at that time. Utilities The following utilities are available to the subject property: municipal water and sewer, electricity, and telephone. Subject Property Sales History The appraisers have not been provided with a title abstract on the property appraised nor have they conducted a title search of their own. The Palm Beach County Property Appraiser's records indicate that the subject property last sold on 4/2/2009 for a price of $10. This sale was recorded in Palm Beach County OR Book and Page 23243/0627. The subject is currently listed for sale with Destinations Realty with an asking price of $520,000. This equates to roughly $304.09 per square foot of building area. It is being marketed in MLS (Listing ID RX -11012558). The subject was recently under contract for $510,000; however, the contract fell through and the subject is back on the market. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 34 1428 Site Analysis The following analysis is based upon a personal inspection of the site and Palm Beach County Public Records. Location The subject property is located on the northwest corner of NW 3rd Avenue and North Seacrest Boulevard, approximately 475 feet north of Boynton Beach Boulevard, in Boynton Beach, Florida. The property address is 419 North Seacrest Boulevard, Boynton Beach, Florida 33435. Size and Shape We have relied on the site size for the property from the Palm Beach County Property Appraiser's records. The site is an irregular shaped parcel of land having roughly 130 feet along the west side of North Seacrest Boulevard and 100 feet along NW 4th Avenue. The subject site area is approximately 14,244 square feet or 0.33 acres. Topography and Drainage The site is level and near road grade. Drainage appears to be adequate for its current use. Access Access is via North Seacrest Boulevard. Easements or Encroachments Typical utility easements are believed to exist. A survey that would delineate the boundaries of any potentially detrimental easements or encroachments was not made available to the appraisers. The appraisers did not note any such conditions during our research and property inspection, nor did the property owner disclose any. We have no reason to believe that there are any easements or encroachments on the property that would affect its use in such a way as to have a negative impact on value. Soil/Environmental Conditions We have not been provided with nor have we commissioned a soil or sub -soil condition report. The subject's land appears to be composed of typical loose South Florida sand. The appraisers have no reason to believe that there may be hazardous materials stored and used at the property. The appraiser, however, is not qualified to detect such substances. The presence of substances such as asbestos, urea -formaldehyde foam insulation or other potentially hazardous materials may affect the value of the property. The value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value. No responsibility is assumed for any such conditions, or for any expertise or engineering knowledge required to discover them. The client is urged to retain an expert in this field, if desired. 419 North Seacrest Boulevard 35 A&C Job No.: 2240412.000 1429 Site Improvement Analysis Site improvements include asphalt paved parking, concrete walks and curbs. Landscape consists of sodded areas and shrubs. Building Improvement Description We have relied upon a personal inspection of the building as well as the Palm Beach County Public Records for the following building description. The building was reportedly a tri-plex before conversion into the current use as a house of worship. The main interior layout consists of an open congregation area, office and two lavatories. Year Built: 1975 Building Area: 1,710 square feet Site Area: 14,244 square feet FAR/Lot Coverage: 0.12/% Foundations: Poured concrete Basic Construction: CBS Exterior Finish Stucco Roof Support/Covering: Built-up roof over wood trusses Doors: Metal, solid core Windows Single hung glass in metal frame Floors: Carpet and ceramic tile Ceiling: Drywall Interior walls: Drywall Lighting: Fluorescent and incandescent fixtures Electric service: Assumed adequate for the current and other typical uses Plumbing: Assumed adequate for the current and other typical uses Heating and Cooling: Wall units only .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 36 1430 Fire Detection: Smoke detectors Parking: On site open asphalt paved parking for 8 Cars or approximately 1 space per 214 Square feet considered adequate. Additional overflow parking is likely possible on the sodded area on the south side of the site. Building Comments/ Condition: Property appeared to be in good overall condition. No signs of deferred maintenance were noted during the appraisers' inspection. Actual Age: 49 Total Economic Life: 50 Effective age: 20 Remaining Economic Life: 30 Physical Depreciation: 40% Functional Utility: The property appears to have good functional utility and does not appear to suffer from functional obsolescence. Economic/External Obsolescence: The property does not appear to be suffering from any external/economic obsolescence. Building Area Calculations / Floor Plan The appraisers have not measured the building improvements. Copies of building or floor plans with square footages were requested but were not made available. We have performed our analysis utilizing the building sketches and square footages available from the County Property Appraiser's records. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 37 1431 Building Sketch E"Ilenumt k,,Ki ffiiddlti;gl J 147,11' TO Slubim,ea atul Square fot BmIth'Itg, I De�,efljmim sqwne F`oolag 7� e) Property Extra Feature Skeklii fim, I m B,h,s 10 ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... ..... ...... ...... ..... .......................................... 419 North Seacrest Boulevard A&C Job No.: 2240412.000 38 1432 HIGHEST AND BEST USE The Appraisal Institute defines highest and best use as follows: 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. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum productivity. Alternatively, the probable use of land or improved property—specific with respect to the user and timing of the use—that is adequately supported and results in the highest present value. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, 6th ed., Chicago: Appraisal Institute, 2015). The analysis of highest and best use normally applies these considerations in a three-step process, involving the analysis of the highest and best use of the site as if vacant, determination of the ideal improvement, and a comparison of the existing improvement with the ideal improvement, in order to estimate the highest and best use as improved. As Vacant The subject site is of sufficient size and configuration that it could physically support numerous uses, limited only by the fact that such uses must be legal, reasonable, probable, and a logical continuation of surrounding uses within the subject property's neighborhood. The subject is zoned R1/Single Family Residential with a land use designation of LDR/Low Density, 7.5 U's/Acre. Any number of uses would be legally possible. It is located in an area that is developed with a variety of uses. Zoning allows up to two residential units on the subject site with a minimum site size of 6,000 SF per residential unit. The zoning also allows as a conditional use; civic type uses including schools, day care and churches. Considering the zoning, size of the subject site and surrounding uses, the highest and best use of the site as vacant is to develop with a residential or civic type use. As Improved In the process of researching the subject market, the appraisers have determined that the subject improvements are substantial enough and in good enough condition that they add value to the site and it would not be economically justified to remove them at the present time. In consideration of the subject's location, land use classification, zoning, surrounding uses and type and condition of current improvements, the highest and best use for the subject is the current utilization of the existing improvements. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 39 1433 EXPOSURE AND MARKETING TIME Exposure time is: 1) The time a property remains on the market; 2) The estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal; 3) A retrospective estimate based on an analysis of past events assuming a competitive and open market. Marketing time is an opinion of the amount of time it might take to sell a real or personal property interest at the concluded market value level during the period immediately after the effective date of an appraisal. Marketing time differs from exposure time, which is always presumed to precede the effective date of an appraisal. Advisory Opinion 7 of the Appraisal Standards Board of The Appraisal Foundation and Statement on Appraisal Standards No. 6, Reasonable Exposure Time in Real Property and Personal Property Market Value Opinions address the determination of reasonable exposure and marketing time. (Source: Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th ed., Chicago: Appraisal Institute, 2022). Financing for commercial properties appears to be readily available at this time. Most properties offered for sale have been exposed on the market for four to eight months or longer. The CoStar Group reported the historical marketing times (exposure time) for 9 civic type properties in Palm Beach County from January 1, 2022 through October 4, 2024. The marketing time ranged from 1.2 to 8.5 months, with an average of 5.2 months. We note that the Costar data can be skewed by properties that were significantly overpriced by unmotivated sellers and/or were not properly marketed and languished on the market for several years. We believe if appropriately priced and marketed, the subject would sell in the lower portion of the time frame range exhibited by the CoStar data. Many of the properties in the Costar research were overpriced and only sold after the asking prices were significantly reduced. Properly priced properties sell more quickly. Considering the preceding, as well as sales that have taken place in the local market, and assuming a prudent pricing strategy, we estimate an exposure time of 4 to 8 months. Looking forward, we feel this would be a reasonable estimate for marketing time as well. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 4( ) 1434 SALES COMPARISON APPROACH The sales comparison approach is the process of deriving a value indication for the subject property by comparing market information for similar properties with the property being appraised, identifying appropriate units of comparison, and making qualitative comparisons with or quantitative adjustments to the sale prices (or unit prices, as appropriate) of the comparable properties based on relevant, market -derived elements of comparison. (Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th ed., Chicago: Appraisal Institute, 2022.) The sales comparison approach requires that the appraiser locate recent sales of similar properties and through an adjustment process arrive at an indication of what these properties would have sold for if they possessed all of the salient characteristics of the subject property. These adjusted sales prices are then correlated into an estimate of the market value of the property via the sales comparison approach to value. The subject property was a former triplex that has been converted for use as a house of worship. The subject zoning permits single family uses by right and civic type uses by special exception including house of worship, day care and schools. The comparable sales utilized within this analysis include a mix of property types that the subject improvements could be used for. A search of the Palm Beach County official records, local multiple listing service records, discussions with local brokers and appraisers and a personal inspection of the subject area produced several sales of similar type properties. The sales used in the analysis were the best comparables that we were able to verify with public records and/or a party to the transaction. The following pages feature a detailed write up of each comparable used in the analysis, a location map and summary of the selected comparable sales data, which is followed by a discussion of the pertinent adjustments and conclusion of value. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 41 1435 SALE NO. 1 - 6863 South Congress Avenue, Lake Worth, FL 33462 AC File No.: 2240361.000 ID: 913934 OR Book/Page: 33867/1041 Type: Assembly/Meeting Place Sale Status: Sale Sub -Type: House of Worship Date: September 19, 2022 Grantor: Oasis in the Palms f/k/a The Church of God Lantana Grantee: Faith Church St. Louis.com, Inc. Legal: Long metes and bounds legal being all or part of Lots 1 thru 5 and 8 thru 12, Block 5, Unrecorded Hypoluxo Village Plat No. 1, Palm Beach County. (See deed for complete legal) Folio No.: 00-43-45-06-01-005-0010 Location: West side of South Congress Avenue, roughly 475 feet north of Hypoluxo Road, Lake Worth Zoning: RS - Single Family Residence by Palm Beach County Utilities: Municipal water and sewer, electricity, and telephone .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 42 1436 Site Size: Improvements: FAR: Square Feet: 97,352 Acres: 2.234 Shape: Roughly rectangular Street Frontage Ft.) 160 Gross Bldg. SF: 11,431 Stories: 1 Condition: Good Parkin: On-site, adequate 0.12 Year Built: 1971, 1972 & 1992 No. of Bldgs.: 3 Use: Use at Time of Sale: Church Intended Use: Church Highest and Best Use: Civic or residential Verification: Source: Dael Sidney w/ Income Properties South, Inc., Costar, Loopnet for sale listing, public records Relationship: Listing broker Conditions of Sale: Arm's-length Verified By: B. Arnold Date: September 2, 2024 Sales History: No transactions in the previous five years Sales Price: $3,600,000 Price/SF Building: $314.93 Financing: $2,500,000 provided by the Wesleyan Investment Foundation, Inc. recorded in Palm Beach County OR Book 33867, Page 1045 Comments: Property was listed for sale in Costar on May 5, 2022 with an asking price of $4,000,000 and was under contract on August 16, 2022. Google Street View photo date June 2022. ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... 419 North Seacrest Boulevard A&C Job No.: 2240412.000 43 1437 SALE NO. 2 - 1055 Kirk Road, West Palm Beach, FL 33406 AC File No.: 2240412 ID: 914034 OR Book/Page: 339.50/0878 Type: Assembly/Meeting Place Sale Status: Sale Sub -Type: School Date: November 8, 2022 Grantor: Patrick Josephs and Jacqueline Josephs Grantee: Sunny Meadow Preschool, LLC Legal: Lot 13, Block 2, Replat of Polo Club Estates in Plat Book 25, Page 39, Palm Beach County, Florida Folio No.: 00-42-44-12-15-002-0130 Location: Southwest corner of Kirk Road and Chukker Drive just south of Summit Boulevard in West Palm Beach, Florida Zoning: RM - Residential Multi -Family by Palm Beach County Utilities: Municipal water, electricity, and telephone .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 44 1438 Site Size: Square Feet: 11,365 Shape: Irregular Improvements: Gross Bldg. SF: 1,593 Stories: 1 Condition: Average Parkin: On-site, adequate FAR: 0.14 Acres: 0.261 Street Frontage Ft.) 105 Year Built: 1956 No. of Bldgs_: 1 Use: Use at Time of Sale: Child Day Care/Preschool Intended Use: Child Day Care/Preschool Highest and Best Use: Child Day Care/Preschool Verification: Source: Biagio Como with Exit Realty Premier Elite Relationship: Listing agent Conditions of Sale: Arm's-length Verified By: K. Doran Date: October 7, 2024 Sales History: No transactions in the previous five years Sales Price: $575,000 Price/SF Building: $360.95 Financing: TD Bank provided financing in the amount of $665,000 Comments: This property was on the market for approximately 4 months prior to contract. The list price was $750,000 which included business value. Business value paid was $165,000 with the recorded price for the real estate at $575,000. This property was formerly a single-family residence. .................................................................................................................................................................................. 419 North Seacrest Boulevard 45 ................................................................................................................................. A&C Job No.: 2240412.000 1439 SALE NO. 3 - 1402 S. Seacrest Boulevard, Boynton Beach, FL 33435 AC File No.: 2240412 ID: 914035 OR Book/Page: 34493/1542 Type: Residential Sale Status: Sale Sub -Type: Single Family Date: July 18, 2023 Grantor: Valry K. Mackinlay Grantee: Emmanuel Olivera Ramirez Legal: Lots 10 and 11, Block 10, Central Park Annex, in Plat Book 12, Page 51, Palm Beach County, Florida. Less that part of Lot 11 in O.R. Book 2806, 1251. Folio No.: 08-43-45-28-13-010-0100 Location: Southeast corner of South Seacrest Boulevard and SE 13th Avenue in Boynton Beach, Florida Zoning: R2 - Single and Two -Family Residential by Boynton Beach Utilities: Municipal water and sewer, electricity, and telephone .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 46 1440 Site Size: Square Feet: 10,772 Acres: 0.247 Shape: Rectangular Street Frontage Ft.) 115 Improvements: GLA SF: 1,104 Year Built: 1956 Stories: 1 Bedrooms/Baths: 2 / 1.5 Porches: None Condition: Average Air Conditioning: Window unit(s) Parkin: On-site, adequate Construction: CBS Amenities: None Use: Use at Time of Sale: Single Family Intended Use: Single Family Highest and Best Use: Single Family/Duplex Verification: Source: Joshua McDonald with the RR Cannon Group Relationship: Listing agent Conditions of Sale: Arm's-length Verified By: K. Doran Date: October 4, 2024 Sales History: No transactions in the previous five years Sales Price: $367,000 Price/GLA SF: $332.43 Financing: Citadel Servicing Corporation provided financing in the amount of $293,600 Comments: This property was on the market for 6 days prior to contract with an asking price of $390,000. Zoning allows for a duplex. Fenced rear yard. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 47 1441 SALE NO. 4 - 11 NE 17th Avenue, Boynton Beach, FL 33435 AC File No.: 2240412 ID: 914036 OR Book/Page: 34986/1426 Type: Residential Sale Status: Sale Sub -Type: Single Family Date: April 24, 2024 Grantor: Apollo 2202, LLC Grantee: Marlisia Cheyenne Williams Legal: Lot 24, Block 29, Rolling Green Ridge, First Addition in Plat Book 24, Pages 223 through 226, Palm Beach County, Florida Folio No.: 08-43-45-16-01-029-0240 Location: Northeast corner of North Seacrest Boulevard and NE 17th Avenue in Boynton Beach, Florida Zoning: R1A - Single Family Residence by Boynton Beach Utilities: Municipal water and sewer, electricity, and telephone .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 48 1442 Site Size: Square Feet: 9,352 Acres: 0.215 Shape: Irregular Street Frontage Ft.) 96 Improvements: GLA SF: 1,248 Year Built: 1984 Stories: 1 Bedrooms/Baths: 3 / 2 Porches: None Condition: Average Air Conditioning: Central air Parkin: On-site, adequate Construction: Frame Amenities: None Use: Use at Time of Sale: Single Family Residence Intended Use: Single Family Residence Highest and Best Use: Single Family Residence Verification: Source: Juan Carlos Mareno with Ocean & Assoc. Real Estate Group Relationship: Listing agent Conditions of Sale: Arm's-length Verified By: K. Doran Date: October 6, 2024 Sales History: Previously sold for $235,000 in November 2023, recorded in Palm Beach County OR Book 34681 Page 0854 Sales Price: $399,000 Price/GLA SF: $319.71 Financing: Fairway Independent Mortgage Corporation provided financing in the amount of $391,773 Comments: This property was on the market for 7 days prior to contract with and sold for the asking price. This is a frame construction single family residence with an updated interior. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................. A&C Job No.: 2240412.000 49 1443 SALE NO. 5 - 293-393 Miner Road, Boynton Beach, FL 33435 AC File No.: 2240412 ID: 914037 OR Book/Page: 3.5111/1354 Type: Assembly/Meeting Place Sale Status: Sale Sub -Type: School Date: June 25, 2024 Grantor: Tiny Tikes Academy of Boynton Beach, Inc. Grantee: Little Beginnings Academy of Boynton Beach, LLC Legal: 9-45-43, North 100 Feet of South 140 Feet of West 180 Feet of East 590.48 Feet of SE 1/4 of SW 1/4 of SE 1/4, Palm Beach County, Florida AND Rolling Green Ridge 3rd Addition Lot 15 in Plat Book 30, Page 71, Palm Beach County, Florida Folio No.: 08-43-45-09-00-000-5020, 08-43-45-09-17-000-0150 Location: North side of Miner Road, just west of Ocean Parkway, east of North Seacrest Boulevard in Boynton Beach, Florida Zoning: PU, R1 - Public Usage & Single Family by Boynton Beach Utilities: Municipal water and sewer, electricity, and telephone .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 50 1444 Site Size Improvements: FAR: Use: Verification: Sales History: Sales Price: Price/SF Building: Square Feet: 23,975 Shape: Rectangular Gross Bldg. SF: 6,072 Stories: 1 Condition: Average Parkin: On-site, adequate 0.25 Acres: 0.550 Street Frontage Ft.) 238 Year Built: 1963, 1976 No. of Bldgs_: 2 Use at Time of Sale: Child Day Care/Pre-School Intended Use: Child Day Care/Pre-School Highest and Best Use: Child Day Care/Pre-School Source: Sucely Lopez via CoStar Relationship: Buyer Conditions of Sale: Arm's-length Verified By: K. Doran Date: October 4, 2024 No transactions in the previous five years $1,550,000 $255.27 Financing: Bank of America provided financing in the amount of $1,317,500 Comments: This property was sold as an operating child day care/pre-school. .................................................................................................................................................................................. 419 North Seacrest Boulevard 51 A&C Job No.: 2240412.000 1445 SALE NO. 6 - 419 N. Seacrest Boulevard, Boynton Beach, FL 33435 AC File No.: 2240412 ID: 914039 OR Book/Page: N/A/ Type: Assembly/Meeting Place Sale Status: Listing Sub -Type: House of Worship Date: October 7, 2024 Grantor: Seed Faith Mission, Inc. Grantee: N/A Legal: Boynton Hills Lots 145 to 147 (Less North & South 20 Feet Return Curve Area Road R/W) Block A, in Plat Book 4, Page 51, Palm Beach County, Florida Folio No.: 08-43-45-21-07-001-1450 Location: Northwest corner of North Seacrest Boulevard and NW 3rd Avenue in Boynton Beach, Florida Zoning: R1 - Single Family Residence by Boynton Beach Utilities: Municipal water and sewer, electricity, and telephone .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 52 1446 Site Size: Square Feet: 14,244 Shape: Irregular Improvements: Gross Bldg. SF: 1,710 Stories: 1 Condition: Average Parking: On-site, adequate FAR: 0.12 Acres: 0.327 Street Frontage Ft.) 130 Year Built: 1975 No. of Bldgs_: 1 Use: Use at Time of Sale: House of Worship Intended Use: Civic or Residential Highest and Best Use: Civic or Residential Verification: Source: Janet Mitchell with Destinations Realty Relationship: Listing agent Conditions of Sale: Arm's-length Verified By: K. Doran Date: October 3, 2024 Sales History: No transactions in the previous five years Sales Price: $520,000 Price/SF Building: $304.09 Financing: N/A Comments: This property was formerly a triplex that was converted into the current house of worship by removing most interior partitions between the units to create an open sanctuary. There was reportedly a recent contract for $510,000 that fell through. Current zoning allows up to two residential units (7.5 du/acre) on this site. Anderson Carr, Inc. appraised this property in October 2024. ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... 419 North Seacrest Boulevard A&C Job No.: 2240412.000 53 1447 Comparable Sales Locations Maps Koh Royal Palrrnn�le r Airport �a���-I� f .o 0 g0 kPARKER RMGE < Acacia' Villas Lake Claol4e�I �II Shore§ f l Palm Springs Greenacrea ('t Zone 1'1n 6 ionie, )e M ,,it e V19crrkh B6ach 1t rrCO Ir�)iti»alra Atlantis t :.; s ,...mLantana ` iNOL N0o til ` n Iyp§luxo #1, _y )I Ww Aberdeen i u ., (.�Q.k"'c.n, Boynton �� N3 jt"o(mea n Front BeacRir ParPark a �nra Sonalialle t can Ridge a 1 LEdSl1RLVILI E� F� InrlirPu Iarur°�,� f, 1 Country Ubb QUAIL RIDGE f ` Bnny,Sreezes a f t ; Golf f, „ G:� � Map data 4d 2024 Google .................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 54 1448 Ocean Biieeze jou Elast Apartments NW 4th Ave NE 4,th Ave Easy Cwinpslers Seed aftIr Miission km 0 IVw Ir c � 41l z M G to I z0 First Baptist DhUr& NE 3rd Ave KF, c �Pug�,u Po6s air "I of [3oyrirtoin Bea& Chk"IdPl) ' -A 0 Main Street So�eH Fairly 'L,eairning Acaderny o4l 0 NW 6th Ave Ms, AWea& Keys M Mot)Oe INolary Service 0 NE 6th Ave z z NIie King's V%) e Suim'yside Mediica L.earininc Center CL (A Cannabis Dispens ct Sc[woffio�ne CL llookI e,s Homemade NW 1 st Ave Uflldreirls Miuseii,�rn pqe Bbq Saix;e ,oNOrRfl iMeracOve itistory 'mstiine 0 Or z NW 4th Ave NE 4,th Ave Easy Cwinpslers Seed aftIr Miission km 0 IVw Ir c � 41l z M G to I z0 First Baptist DhUr& NE 3rd Ave KF, c �Pug�,u Po6s air "I of [3oyrirtoin Bea& Chk"IdPl) ' -A 0 Main Street So�eH Fairly 'L,eairning Acaderny o4l ................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 55 1449 0 flioirn Gas I ropicM Isiand z z Hairmin , $ z Suim'yside Mediica (A Cannabis Dispens Sc[woffio�ne CL 141 NW 1 st Ave Uflldreirls Miuseii,�rn V)(D iMeracOve itistory exhiilails foi kicis z I ul Nuu Map data c�".)2024 Google ................................................................................................................................................................................. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 55 1449 ANDERSON CARR Sale No. OR.Bk Land Aren Year' 0MEN= Sale Price/F Date Pao Property Address SF Built' Bldg. SF FAR, fItke Of Bldg,., Acres 1 33867 6863 South Congress Avenue 97,352 1971, 1972 & 11,431 0.12 $3,600,000 $314.93 Sep -22 1041 Lake Worth 2.23 1992 2 33950 1055 Kirk Road 11,365 1956 1,593 0.14 $575,000 $360.95 Nov -22 0878 West Palm Beach 0.26 3 34493 1402 S. Seacrest Boulevard 10,772 1956 1,104 0.10 $367,000 $332.43 Jul -23 1542 Boynton Beach 0.25 4 34986 11 NE 17th Avenue 9,352 1984 1,248 0.13 $399,000 $319.71 Apr -24 1426 Boynton Beach 0.21 5 35111 293-393 Miner Road 23,975 1963, 6,072 0.25 $1,550,000 $255.27 Jun -24 1354 Boynton Beach 0.55 1976 6 (Subj) Listing 419 N. Seacrest Boulevard 14,244 1975 1,710 0.12 $520,000 $304.09 Oct -24 Listing Boynton Beach 0.33 Subj.. 419 14,244 NIA, 1975 Lila, [112 N/A N/A OeV/24 BOyritort Beach 4.33 419 North Seacrest Boulevard 56 A&C Job No.: 2240412.000 1450 ANDERSON CARR Sales Summary and Discussion The appraisers based the comparisons on a standardized unit of measure, the sale price per square foot of building. The sale price per square foot of building correlates well among the comparable sales and is commonly used by buyers in this type of analysis. Property Rights The property rights transferred were believed to be those of the fee simple estate. No differences between the sales and the subject are reflected. Conditions of Sale All sales were reportedly market oriented. No adjustment consideration for conditions of sale was necessary. Financing We considered any indication of favorable financing. All sales were either on a cash basis or had market- oriented financing, therefore, no differences were noted nor were adjustments made. Market Conditions The sales occurred over the period from September 19, 2022 to October 7, 2024. The subject property date of value is October 3, 2024. The market has shown improving market conditions over this time period. Prior to the beginning of the pandemic in early 2020, property values in the South Florida area were on the rise and this trend has been continuing. While there was a pull-back in transaction volume in mid -2020, pricing trends have not been affected by the pandemic. Based on national trends and what we have seen in the subject's local market, we believe an appropriate time adjustment would be 0.50% per month, which we have rounded down to the nearest whole month through December 2023. After that, the market appears to have stabilized. T nratinn The subject property is located at 419 North Seacrest Boulevard in Boynton Beach. All of the comparable sales have more or less similar locations requiring no adjustment. Size Generally, larger properties will sell for a somewhat lower price per square foot of building than smaller ones, and vice versa, when all else is equal. The sales in this data set do appear to follow this pattern and some adjustment is warranted. Sales 1 and 5 are significantly larger requiring an upward adjustment. The remaining sales are similar enough in size not to warrant an adjustment. .................................................................................................................................................................................. 419 North Seacrest Boulevard ................................................................................................................................... A&C Job No.: 2240412.000 57 1451 ANDERSON CARR Quality/Condition/Appeal This consideration takes into account differences in quality of construction, the property's physical condition and overall appeal. The subject property was reportedly built in 1975 and it has been updated and re - purposed over the years. The condition of the subject improvements is average. Sales 1 and 4 are superior quality and/or condition requiring a downward adjustment. The remaining sales are more or less similar in quality and condition requiring no adjustment. FAR/Lot Coverage/Parking The most significant factors involving lot coverage are the existence of excess land and the availability of on- site parking. Neither the subject nor any of the comparables have excess land and all have adequate on-site parking. Sale 5 has the highest FAR and significantly higher than the subject requiring an upward adjustment. Zoning Land Use The subject property has a zoning designation of R1/Single Family Residential by Boynton Beach with an underlying future land use of LDR/Low Density, 7.5 U's/Acre by Boynton Beach. Sale 2 has a higher density zoning requiring a downward adjustment. Though they may vary by municipality, all of the remaining comparables have similar designations that allow for similar uses as the subject. No adjustment is warranted. 419 North Seacrest Boulevard A&C Job No.: 2240412.000 58 1452 C y h Ln O Q+ V] Q G M C CO) C CA N cn F h ti M LO r T o 0 0 00 V M GO o0 C N M M N N M Ef3 fH b9 if3 69 EH N o o a y h Ln O Q+ V] Q G M C CO) C CA N cn F h ti M LO r T o 0 0 o N o o a o o o M M M N o o 0 y h Ln O Q+ V] Q G M C CO) C CA N cn F h ti M LO r T f y' M M M M N M ff3 69 b4 69 64 69 �,,, V C N Ol. V, � Ef3 b4 b9 64 b9 ER 147,cl amu' o 1, Ln N O r C' y h Ln O Q+ V] Q G M C CO) C CA N cn F h ti M LO r T ANDERSON CARR Conclusion Considering all of these differences, we developed the preceding quantitative comparison table listing the sales as they compare to the subject property, based on a price per square foot of building. Not all categories considered are depicted. Those omitted reflect no differences between the sales and the subject property. The unadjusted range of value indicated by the sales is roughly $255.27 to $360.95 per square foot of building area. The preceding quantitative comparison chart shows the value range for the subject property after adjustment based on a price per square foot of building area to be from $280.80 to $344.35 not including the subject listing with a mean of $307.68. If the extremes are omitted, the mean becomes $302.54. Considering all of the salient factors discussed previously and prevailing market conditions, the appraisers feel a conclusion in the middle portion of the indicated range is most appropriate. Given the preceding data and discussions, it is concluded that the market reflects a value per square foot of building area for the subject property of $305 as of October 3, 2024. Total value is calculated as follows: 1,710 Square Feet @ $305 per Square Foot = Rounded To: MARKET VALUE VIA SALES COMPARISON: 419 North Seacrest Boulevard $521,550 $520,000 A&C Job No.: 2240412.000 60 1454 QUALIFICATIONS OF APPRAISER ROBERT B. BANTING, MAI, SRA PROFESSIONAL DESIGNATIONS - YEAR RECEIVED MAI - Member Appraisal Institute - 1984 SRA - Senior Residential Appraiser, Appraisal Institute - 1977 SRPA - Senior Real Property Appraiser, Appraisal Institute - 1980 State -Certified General Real Estate Appraiser, State of Florida, License No. RZ4 -1991 EDUCATION AND SPECIAL TRAINING Licensed Real Estate Broker - #3748 - State of Florida Graduate, University of Florida, College of Business Administration, BSBA (Major - Real Estate & Urban Land Studies) 1973 Successfully completed and passed the following Society of Real Estate Appraisers (SREA) and American Institute of Real Estate Appraisers (AIREA) courses and/or exams: Note: the SREA & AIREA merged in 1991 to form the Appraisal Institute. SREA R2: Case Study of Single Family Residence SREA 201: Principles of Income Property Appraising Medical Buildings SREA: Single Family Residence Demonstration Report Churches SREA: Income Property Demonstration Report Department Stores AIREA 1B: Capitalization Theory and Techniques Marinas SREA 101: Introduction to Appraising Real Property Industrial Buildings AIREA: Case Studies in Real Estate Valuation Residences - All Types AIREA: Standards of Professional Practice Service Stations AIREA: Introduction to Real Estate Investment Analysis Restaurants AIREA 2-2: Valuation Analysis and Report Writing Vacant Lots - Acreage AIREA: Comprehensive Examination Golf Courses AIREA: Litigation Valuation Leasehold Interests AIREA: Standards of Professional Practice Part C Easements ATTENDED VARIOUS APPRAISAL SEMINARS AND COURSES, INCLUDING: The Internet and Appraising Golf Course Valuation Discounting Condominiums & Subdivisions Narrative Report Writing Appraising for Condemnation Condemnation: Legal Rules & Appraisal Practices Condominium Appraisal Reviewing Appraisals Analyzing Commercial Lease Clauses Eminent Domain Trials Tax Considerations in Real Estate Testing Reasonableness/Discounted Cash Flow Mortgage Equity Analysis Partnerships & Syndications Hotel and Motel Valuation Advanced Appraisal Techniques Federal Appraisal Requirements Analytic Uses of Computer in the Appraisal Shop Valuation of Leases and Leaseholds Valuation Litigation Mock Trial Residential Construction From The Inside Out Rates, Ratios, and Reasonableness Analyzing Income Producing Properties Development of Major/Large Residential Projects Standards of Professional Practice Regression Analysis In Appraisal Practice Federal Appraisal Requirements Engaged in appraising and consulting assignments including market research, rental studies, feasibility analysis, expert witness testimony, cash flow analysis, settlement conferences, and brokerage covering all types of real estate since 1972. President of Anderson & Carr, Inc., Realtors and Appraisers, established 1947 Past President Palm Beach County Chapter, Society of Real Estate Appraisers (SREA) Realtor Member of Central Palm Beach County Association of Realtors Special Master for Palm Beach County Property Appraisal Adjustment Board Qualified as an Expert Witness providing testimony in matters of condemnation, property disputes, bankruptcy court, foreclosures, and other issues of real property valuation. Member of Admissions Committee, Appraisal Institute - South Florida Chapter Member of Review and Counseling Committee, Appraisal Institute - South Florida Chapter Approved appraiser for State of Florida, Department of Transportation and Department Natural Resources. Instructor of seminars, sponsored by the West Palm Beach Board of Realtors. Authored articles for The Palm Beach Post and Realtor newsletter. Real Estate Advisory Board Member, University of Florida. TYPES OF PROPERTY APPRAISED - PARTIAL LISTING Air Rights Medical Buildings Apartment Buildings Churches Amusement Parks Department Stores Hotels - Motels Marinas Condominiums Industrial Buildings Office Buildings Residences - All Types Mobile Home Parks Service Stations Special Purpose Buildings Restaurants Auto Dealerships Vacant Lots - Acreage Residential Projects Golf Courses Shopping Centers Leasehold Interests Financial Institutions Easements "I am currently certified under the continuing education program of the Appraisal Institute." 1455 QUALIFICATIONS OF APPRAISER KEVIN C. DORAN GENERAL INFORMATION State -Certified General Real Estate Appraiser RZ3345 EDUCATION AND SPECIAL TRAINING Graduate of Cardinal Newman High School - West Palm Beach Graduate of Florida Atlantic University - BS Degree, Business Administration, 1981 Successfully completed and passed the following courses and/or seminars: AIREA: Real Estate Appraisal Principles, 1983 SREA: Seminar on FNMA Guidelines, Lincoln Service Corp. 1983 SREA: Seminar on R41b SREA: Seminar on R41c with Dr. William Kinnard, MAI, SRPA SREA 101: Introduction to Real Property (Challenge Exam) SREA 102: Applied Residential Property Valuation (Challenge Exam) AIREA: Standards of Professional Practice AIREA: Highest & Best Use and Market Analysis, 2000 Qualified Expert Witness for Palm Beach County, Florida. Engaged in appraising real estate, full time, with Anderson & Carr, Inc. since January of 1983. TYPES OF PROPERTY APPRAISED Acreage Agricultural Properties Auto Care Centers Auto Dealerships Churches Condominiums Day Care Facilities Eminent Domain & Right -of -Way Appraisals Hotels — Motels Industrial Buildings Marinas Mobile Home Parks Office Buildings Partial Interests Residences - All Types Apartment Buildings Restaurants Retail Shops Service Stations Shopping Centers Special Purpose Properties Used Car Lots Vacant Commercial Land Vacant Residential Land Warehouses 1456 Appraiser Licenses 1457 µ tion DeSantis, Governor Melanie S. Griffin, Secretary N x� fi dbr p STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA RFL;N,ATE APPRAISAL BD r,f, THE CERTIFIED GENT PIS �i r� % RTIFIED UNDER THE PRC)VISIU i"�1PI�aLT/TUTES � ° Fo" WIES LiCrN,° „ .,wrvrvn n m n M4 BER02024EXPIRATION DATE: NOVE Always verify licenses online at MyFloridaLicense.com a,o Do not alter this document in any form. # This is your license. It is unlawful for anyone other than the licensee to use this document. 1457 1458 Ron DeSantis, Governor Melanie S. Griffin, Secretary m x„� ti-1 dbpr STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA REAL ATE APPRAISAL BD � f , ;,if THE CERTIFIED GEhJ� �°��P ? /� %1f TIFIED UNDER. THE 9/ PR©VISIQ ,' IF,` ��� 5, R � TATUTES i, /i� 0/0 G� ✓ U/ /� /U/ % /� l i X 1 1 i 1`�w►i/ r ii / /l /oim/r f ii ii , i r t jr� k�����1/f� 00 W %%����ii IR: 345 mnry rvarn ry orvory orvm nn�m46901s ro.) �rvy „7�.a nrn �o mem rr„��,�o nr„ EXE IRATIC7N DATE. NOVEMBER 30, 2024 Always verify licenses online at MyFloridaLicense.com Do not alter this document in any form. This is your license. It is unlawful for anyone other than the licensee to use this document. 1458 ADDENDUM 1459 !I Ill I I I !I 'I I! F! NT I I I COW"" Date: ......... ............. ­ ............... E/J// li�1,1��1111�11101,IIYI1171�111111 �/ a All -En //////;/1 �� i�' nv 0 ber 25, 2024 P p9sq! No.: 2240412 Sepem Lo _ Name: Theresa Utterback ...... . ... ... ........ . . . ... ....... Title: Development Services Specialist . .......... . Company: Boynton each Community Redevelopment Agency Address: 710 North Federal, . ... ... .... . City, State, Zip poypt p Beach FL 33435 . .. ........ . Phone: (561) 737-3256 Email: ufterbackt@bbfl.us Property Address: 419 North Seacrest Boulevard wanton Beach, Florida 33435 .......... Property Description: 1,71.0 square foot commercial office/retail type blld' IPS Parcel ID(s): 0843-45-21-07-001-1450 ....... . . . I 0"'W"11 111 Interest Valued: Fee Simple Estate ........... Intended User(s): Boynton Beach Community Redevelopment Agency and/or otherwise specified in writi Intended Use: Establishing, q,pyrq"§,e or sellinSrice ............... . . . Type of Value: Market value Date elf Valve: CurrenI......... Report Type: Narrative . ................. . Delivery Time: 2 weeks from authorization Delivery Method: Email (PDF), # of Report Paper Copies 0............ Fee: $2,400.00 Deposit: $ 0.00 .............. . ... . . . . . ........... . . Approaches: Sale_® Cost 0 Income....— El Insurable Value [I Revllew.,­-... -------- . .......... Needed: 0 Survey and/or site plan El Detailed current rent roll El Prior 3 years income and expenses Items (if Available) 0 Copies of all leases 0 List of any recent major repairs or renovations D Prior appraisal reports El Copy of current agreement for sale Other: ..... .. . ...... Hypothetical Conditions/ Extraord Inary Assumptions:,Mone . RBB: cmp ESTABUSI iED 1947 - AN8`U,1SW,I & C'AIRIR IIIC- 571 S OLIVE AVE, W PALM BEACH, FIL 33401 - 50 833 W67 - 414DERSONCARIR COM 1460 ANDERSON CARR Conditions of Report 1. The report may not be used for any purpose by any person or corporation other than the client or the party to whom it is addressed or copied without the written consent of an officer of the firm of Anderson & Carr, Inc. and then only in its entirety. 2. Liability of Anderson & Carr, Inc., its employees, and any subcontractors is limited to the fee collected forthe assignment. There is no accountability or liability to any third party. 3. No responsibility is assumed for matters legal in character or nature, or matters of survey, nor of any architectural, structural, mechanical or engineering nature. No opinion will be rendered as to the title which is presumed to be good and merchantable. The property will be valued as if free and clear, unless otherwise stated in particular parts of the report. 4. No responsibility is assumed for accuracy of information furnished by or from others, the clients, his designee or public records. We are not liable for such information or the work of subcontractors. 5. The interpretation and enforcement of this Agreement shall be governed by the laws of the state in which the Appraiser's principal place of business is located, exclusive of any choice of law rules. Report Delivery: The base fee covers the cost for electronic delivery of a PDF report unless agreed otherwise. If hard copies are requested by the client, they are available at an additional cost of $25 per copy for form type reports and $50 per report for narrative reports. Proposed Improvements: If the subject property consists of proposed improvements, Client shall provide plans, specifications, or other documentation sufficient to identify the extent and character of the proposed improvements. Properties Under Contract For Sale: If the subject property is currently under contract or listed for sale, Client shall provide a copy of said contract including all addenda. Confidentiality: Anderson & Carr, Inc. shall not provide a copy of the written Report to, or disclose the results of the report prepared in accordance with this Agreement with, any party other than Client, unless Client authorizes, except as stipulated in the Confidentiality Section of the ETHICS RULE of the Uniform Standards of Professional Appraisal Practice (USPAP). Cancellation: Client may cancel this Agreement at any time prior to delivery of the Report upon written notification to the Appraiser. Client shall pay for work completed on assignment prior to receipt of written cancellation notice, unless otherwise agreed upon by Anderson & Carr, Inc. and Client in writing. No Third Party Beneficiaries: Nothing in this Agreement shall create a contractual relationship between Anderson & Carr, Inc. or the Client and any third party, or any cause of action in favor of any third party. This Agreement shall not be construed to render any person or entity a third party beneficiary of this Agreement, including, but not limited to, any third parties identified herein. Use Of Employees Or Independent Contractors: Contractor may use employees or independent contractors at Contractor's discretion to complete the assignment, unless otherwise agreed by the parties. Notwithstanding, Contractor shall sign the written Report and take responsibility for the services provided as a result of this Agreement. Testimony At Court Or Other Post -Appraisal Proceedings: Unless otherwise stated in this Agreement, Client agrees that contractor's assignment pursuant to this Agreement shall not include the participation in or preparation for, whether voluntarily or pursuant to subpoena, any oral or written discovery, sworn testimony in a judicial, arbitration or administrative proceeding, attendance or participation at any judicial, arbitration, or administrative proceeding relating to this assignment. If additional services are required, such as courtroom testimony, depositions, preparation for depositions, consultations, negotiations, travel time and related expert fees, our fees will be billed at our normal hourly rates, which are as follows: $300 per hour for MAI/Principal time, $150 per hour for staff appraiser time, and $85 per hour for researcher time. A retainer fee will be required if additional services are needed. If expert witness testimony is required, client agrees to pay appraiser a minimum fee of $1,000 to be paid in advance of any depositions and payment in full prior to any court testimony. Appraiser Independence: Appraiser cannot agree to provide a value opinion that is contingent on a predetermined amount, or guarantee the outcome of the assignment in advance, or insure that the opinion of value developed as a result of this Assignment will serve to facilitate any specific objective by Client or others in advance any particular cause. Appraiser's opinions will be developed competently and with independence, impartiality and objectivity. Collections: It is further agreed and understood that if any portion of the compensation or costs due to Anderson & Carr, Inc. becomes delinquent, The Client will pay interest thereon atthe rate of 12% per annum on said account from the due date until paid, and further agrees to pay all costs of collection thereof, including reasonable attorney's fees, court costs, etc. Payment in U.S. Dollars tient agrees to pay fee in U.S. currency or by check from a U.S. bank account. Prior praisal: Anderso ,arr and/or its agents/appraisers have not previously appraised the subject of this agreementwithin the pr three years. A . r, , " �_ ; 9/25/2024 Anderson & Carr, Inc. Date 1461 Public Records The Boynton Beach Community public agency subject10Chapter 119.Florida Statutes. TheConbautor shall comply with Florida's Public Records Law, Specifically, the Contractor shall: 1. Keep and maintain public records that ordinarily and necessarily would be required by the CRA in order to perform the service; 2. Provide the public with access 0zsuch public records unthe same terms and conditions that the CRA would provide the records and odmcost that does not exceed that provided inchapter 119. Fla. StaL.orosotherwise provided bylaw; 3. Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except aaauthorized bylaw; and 4, Meet all requirements for retaining public records and transfer to the CRA, at no cost, all public records in possession of the contractor upon termination of the contract and destroy any duplicate public records that are exempt orconfidential and exempt. All records stored electronically must be provided to the CRA in a format that is compatible with the information technology systems ofthe agency. The failure o(Contractor tocomply wbhthe provisions set forth inthis agreement/contract shall constitute aDefault and Breach of this Agreement. If Contractor fails to cure the default within seven (7) days' notice from the CRA, the CRA may terminate the Agreement. Contractor hereby certifies that Kisnot onthe Scrutinized Companies that Boycott Israel Listcreated pursuant ioSection 215.4725 Florida Statutes, and isnot engaged inaboycott ofIsrael. |fthe CRA determines that this certification isfalsified orcontains false statements, orthat Contractor is placedScm§nizedComponieathatBoyoott|arae|Lietorengmgeainaboycuttm[|arae|aftmrthe execution of the Agreement, the CRA may terminate the Agreement. E -Verify Contractor warrants for itself and its subcontractors that Contractor and all subcontractors are /n compliance with all federal immigration laws and regulations that relate to their employees. The Contractor agrees and acknowledges that the CRA is a public employer that is subject to the E -verify requirements as set forth in Section 448.095, Florida Statutes, and that the provisions of F.S.Sec. 44O.O35apply tothis Contract, Notwithstanding any other provisions inthis Agreement, if the CRA has ugood faith belief that Contractor has knowingly hired, recruited orreferred analien who ionot duly authorized to work by the immigration laws or the Attorney General of the United States for employment under this contract, the CRA shall ten-ninate the contract. If the CRA that has a good faith belief that a subcontractor knowingly hired, recruited or referred an alien who is not duly authorized to work by the immigration laws orthe Attorney General of the United States for employment under this Contract, the CRA shall promptly notify Contractor and order Contractor to immediately terminate the contract with the subcontractor. Contractor shall boliable for any additional costs incurred bythe CRA mxoresult of the termination ofacontract based nnContractor's failure Vocomply with E' verify requirements referenced herein. 419 N Seacrest Boulevard Janet Mitchell Im Listing Added: 08/15/2024 Listing Updated: 08/26/2024 Details Asking Price $520,000 Property Type Square Footage 1,710 Units Year Built 1975 Lot Size (sq ft) Marketing Description Special Purpose 1 0 FREE STANDING BUILDING ZONE FOR SPECIAL USE WITH LOST OF PARKING. IT SPANS 1710 sq ft FEATURING 2 BATHROOMS, 2 ROOMS FOR OFFICE.SMALL STORAGE AREA AND A LARGE HALL. GREAT LOCATION WITH EASY ACCESS TO 195, TURNPIKE, US1, WEST PALM BEACH, FORT LAUDERDALE. THIS BUILDING IS IN THE HEART OF BOYNTON BEACH. THIS IS A GREAT OPPORTUNITY TO INVEST INTO A FAST -PACED DEVELOPMENT AREA WHERE THE POSSIBILITIES ARE ENDLESS. BRING ALL OFFFRS 1463 Location (1 Location) M ailin bij t Vte r, Kk�,,tq' �,vi �Hfvrf 7' NW 9th Ave OM 8WH Ave rbie 1,1W(Ah, AVO eW i— G',a�lax'y', E3 E�et'r�entary School Property Photos (1 photos) NIE 91h, ,4 NORM Ave I E 81 h4we Sucrujary II oyarlitorQ iIBe,ad'n� `� !! z it z CL ejP S dh a CA lieu Lj S U' 0' 4� YV Ocea a Ave SVO I stAar e 60 riffli T, J1 IIE—Ocetan Ave M a P, ,, i a, t af,..) 2.4' 1464 i 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 SEED FAITH MISSION, INC., a Florida corporation (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") and more particularly described as follows: 419 N. Seacrest Boulevard, Boynton Beach, FL 33435 PCN 08-43-45-21-07-001-1450 Lot 145, 146 and 147, Block "A", BOYNTON HILLS, according to the map or plat thereof as recorded in Plat Book 4, Page 51, Public Records of Palm Beach County, Florida. Less therefrom those portions acquired by Palm Beach County by Instruments recorded in Official Record Boo 2840 Page 951 and in Official Records Book 2980 Page 1485, Public Records of Palm Beach County, Florida. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be Five Hundred and Twenty Thousand Dollars ($520,000.00), payable in cash, by wire transfer of United States Dollars at the Closing. 3.1 Earnest Money Deposit. Within five (5) Business Days after the execution of the Purchase Agreement by both parties, PURCHASER shall deliver to Lewis, Longman & Walker, PA ("Escrow Agent") a deposit in the amount of Five Thousand Dollars ($5,000.00) (the "Deposit"). 3.2 Application/Disbursement of Deposit. The Deposit shall be applied and disbursed as follows: The Deposit shall be delivered to SELLER at Closing and the PURCHASER shall receive credit for such amount 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 PURCHASER's Initials: SELLER's Initials: 00704498-1 1465 Purchase and Sale Agreement Page 2 of 15 Deposit shall be delivered to (or retained by, 3Sapplicable) the non -defaulting Party, and the non -defaulting Party shall have such additional rights, ifany, G5are provided in Section 12. 3.3 Escrow Agent. 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 |aVv and the terms of this Agreement. The parties agree that Escrow Agent will not be liable to any person for nlisde|iv2rymfescrowed items to PURCHASER and SELLER, unless the misdelivery is due to E5cnJvv 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 aScourt costs infavor ofthe prevailing party. All claims against Escrow Agent will bearbitrated, so long asEscrow Agent consents tOarbitrate. 4. EFFECTIVE DATE. The date of this Agreement (the "Effective Date") 5heU be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The purchase and sale transaction contemplated herein shall dose on or before January IS, 2025 /the "Closing"), unless extended by other provisions of this Agreement orbywritten agreement, signed byboth 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 GO 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 nfClosing 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 0rshown onthe Survey (defined in Section 7), to which PURCHASER fails tn object, or which PURCHASER agrees to accept, pursuant to Section 7.Iand Section 7.2 hereof. 7. FEASIBILITY PERIOD. The PURCHASER, and its designees shall havethirty (3O) days from the Effective Date ofthis Agreement /"FeasibilitvPeriVd"\,atPUR[HA5ER,sexpense, 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 |mmg 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 | and Phase || investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCHASER may elect, in PURCH/\SER'ssole and absolute discretion, to terminate this contract and receive back all deposits hereunder. If PURCHASER elects to PUR[HA5ER's Initials: SELLEFys}nbia|s: 4867-9249-5065, v. 1 Purchase and Sale Agreement Page Sof 15 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 PUR[H*GER'stesting and investigation; and (iii) release to SELLER, at no cost, all reports and other work generated as a naau1t 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 PUR[HASER's investigation of the Property. However, PUR[HASER'3 indemnification obligations shall not exceed its statutory limits as provided within Section 768.28, 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, attorney's fees, for nonpayment for services rendered to SELLER Vrfor 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 Ofthe Effective Date, SELLER shall obtain, atthe SELLER'mexpense, from a Title Company chosen by SELLER (hereinafter "Title Company"), aTit|e 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, Uem5 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 tide (hereinafter "Title Objections"). If PURCHASER fails to deliver the Title Objections to SELLER within the aforesaid review vi�period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. /f 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 ofPURCHASER, then PURCHASER, in PURCHASEK'sso|e and absolute discretion, shall have the option of (i) extending the Cure Period and the Closing for one additional thirty (30) day period, or /iil accepting the title as it [hen is but using such portion of the Purchase Price as may be necessary to pay and satisfy any mortgages, outstanding utility charges, delinquent property taxes and/or code enforcement and contractors' liens or other recorded PURCHASEFys|nitia|s: SELLER's Initials: 4867-9249-5065, v. 1 Purchase and Sale Agreement Page 4 of 15 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 0fthis Agreement. Prior to the Closing, PURCHASER shall have the rightt0 cause the Title Company to issue an updated Title Cnrnnlhrnent ("Title Update") covering the Property, |fany Title Update contains any conditions which did not appear in the Title [Onnnnitn1ent' 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 Tide Update shall be the same as objections to items appearing in the Title Commitment, subject tothe provisions nfthis Section. 7.2. 5urvey Review. PURCHASER, at PURCHASER's expense, shall obtain 8 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 urthat 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 bythe provisions ofSection 7.1concerning title objections. T] 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 8ELLER'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 toall surface water management permits, wetland resource permits, consumptive use permits and environmental resource pernn|tS),authorizations, and approvals required by law or by 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, ifany. 7.3.3 Prior to the Closing Dote SELLER shall execute and deliver to PURCHASER any and all documents and instruments required by PURCHASER, in PURCH4SER'm sole and absolute discretion, which: (i) effectuate the transfer to PURCHASER of those Governmental 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 PURCH4SER's|nit/a|s: SELLER'g|nhia|s: 4867-9249-5065, v. I Purchase and Sale Agreement Page 5 of 15 any Governmental Approvals. NV later than thirty (30) days prior to the Closing Date, SELLER 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 applicable rules), if any. 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 beobligated tOclose onthe 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. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 8.2. Condition of ELgperty. The physical condition ofthe Property shall bethe same on the date of Closing as on the Effective Date, reasonable wear and tear excepted. 8.3. Eending 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 toclosing, and accepted by PURCHASER. 84 . .Regulations.The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 8.5. The property shall beconveyed hJthe PURCHASER at time ofclosing unoccupied, 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 toPURCHASER the foUovvingdo[unnentsand instrunnents: - 9.1. Deed.� A\�arty Deed (the °Deed")co����valid, good, marketable and insurable fee simple title to the Property free and clear of all liens, encumbrances and other conditions of title other than the Permitted Exceptions. 9.2 SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any da|nn against the Property under the applicable construction lien law; and that there arenoparties /n PURCHA3ER's|nit)eLs: SELLEFys Initials: 4867-9249-5065, v. 1 Purchase and Sale Agreement Page Gofl5 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 anuncured title objection. 3.3. Closing Statement. Aclosing statement setting forth the Purchase Price, the Deposit, all credits, adjustments and prOrat|ons 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 atClosing. 9.4. Corrective Documents. Documentation required to dear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 9.5. Additional Documents. Such other documents asPURCHASER orthe Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to d0Se this transaction and effectuate the terms of this Agreement. IO. PROR,ATIONS, CLOSING COSTS AND CLOSING PROCEDURES, 10i1. 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 bemade through the day prior toClosing. Advance rent and security deposits, ifany, will be credited to PURCHASER. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. 10L2 Ad Valorem Taxes. PURCHASER and SELLER shall comply with Section 196.295, Florida Statutes, with respect tothe payment ofprorated ad valorem taxes for the year of closing into eyCrnVV with the Palm Beach County Tax Collector's Office. In the event that, following the Closing, the actual amount of assessed nee| 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 Vrcredited based onsuch estimate asifpaid inNovember. This shall survive the Closing. I0.3. Special Assessment Liens. Certified, confirmed and ratified special 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 bythe public body. PURCHASER's|nKia|s: SELLER.s/nitig/s: 4867-9249-5065, v. 1 Purchase and Sale Agreement Page 7 of 15 10,4. Closing Costs. PURCHASER shall be responsible for recording the deed and half ofall general closing expenses (settlement fee, courier fees, overnight package, etc.). SELLER /s responsible for documentary stamps on the deed and half of all general closing expenses and their ovvnlegal fees. All other costs ofdOSingshall be borne by PURCHASER. 10.5 Closing Procedure. PURCHASER shall fund the Purchase Price subject to the credits, offsets and pn3rationsset 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 inthe appropriate public records. I0.6 Existing Mortgages and Other Liens, At Closing, SELLER Sh8U obtain, or cause to be Obtained, satisfaction or na|eam2 of record of all mortgages, liens and judgments applicable tDand 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 O\ are now true, and (ii) shall be true as Of the date Of the Closing unless SELLER receives information tothe contrary, and (iii) shall survive the Closing. In that event, PURCHASER shall be provided immediate notice as to the change to the following representations: 11.1 Atall times from the Effective Date until prior toClosing, SELLER shall keep the Property (whether before 0rafter the date of Closing) free and clear of any mechanic's or nn8teria|rnen's liens for work or materials furnished to or contracted for, by or on behalf of SELLER prior tothe Closing, and SELLER shall indemnify, defend and hold PURCHASER harmless from and against all expense and liability in connection therewith /|nduding,without limitation, court costs and reasonable attorney's fees). 11.2 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 vvVu|d affect (as to any threatened litigation, claim, action or proceeding, in 8 materially adverse fashion) the use, occupancy Vrvalue of the Property or any part thereof or which would otherwise relate to the Property. 113 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 ofany 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 PURCHASER's|nitia|s: SELLEFys|nitia|s: 4867-9249-5065, v. 1 Purchase and Sale Agreement Page 8 of 15 or assets of the SELLER by reason of the terms ofany contract, mn��eU����ag�eme� indenture, instrument or 'ud�[O�nt�� which dl2 SELLER � ~ ~— �----' ] @ party of is Or purports to be binding upon the SELLER orwhich affects the SELLER; noaction byany federal, state ormunicipal or other governmental department, commission, board, bureau or instrumentality is necessary to make this Agreement avalid instrument binding upon the SELLER in accordance with its terms. 11.4 SELLER represents that SELLER will not, between the date ofthis Agreement and the Closing, without PURCHASER'S priorwritten consent, which consent shall not be unreasonably withheld or delayed, except in the ordinary course of business, create anyencunbranc2s on the Property. For purposes of this provision the tern "encumbrances" shall mean any liens, claims, options, or other encumbrances, encroachments, rights-of-way, /eases, easements, covenants, conditions orrestrictions. Additionally, SELLER represents that SELLER will not, between the date of this Agreement, and the Closing take any action to terminate or materially, amend or alter any existing leases presently in existence, without the prior consent of PURCHASER, which consent shall not be unreasonably withheld or delayed. 11.5 SELLER represents that there are no parties other than SELLER in possession Ofthe Property orany portion ofthe Property asalessee, 11.6 SELLER shall not list oroffer the Property for sale or solicit or negotiate offers to purchase the Property while this Agreement is in effect. SELLER shall use its best efforts tomaintain the Property in its present condition soasto ensure that itshall remain substantially in the same condition from the conclusion ofthe Feasibility Period tothe Closing Date. I1.7 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 byany organization, person, individual or governmental agency which xvwu)d affect �nw(as to any threatened litigation, claim, action or proceeding, in a materially adverse fashion' ` the use, occupancy or value of the Property or any part thereof or which would otherwise th i relate r� ate to the 11.8 SELLER represents that it has no actual knowledge, nor has itreceived notice that the Property has been, is presently or is contemplated � to be utilized as a reservoir ofhazardous material. As used herein, the term "Hazardous Material" shall mean any substance, water or material which has been determined by any state, federal or local government authority to be capable of posing a risk ofinjury tV health, safety and property, including, but not Urn/ted to,�U of thosematerials, wastes and substances designated as hazardous or toxic by the U.S. Environmental Protection Agency, the U.S. Department of Labor, 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)"). PUR[HASER,x|nitia/s: SELLER's|nitiab: 4867-9249-5065, v. I Purchase and Sale Agreement Page 9 of 15 11.9 SELLER represents to PURCHASER that the Property is not subject to any deed n2St�c±ionsordec|arad0D of restrictions running with the Property which would affect the use of the Property except those constituting Permitted Exceptions as defined above. 21.10 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, 11.1I Authority. The execution and delivery Ofthis Agreement 6vSELLER and the CQnuurnmnatiVM by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken tD make this Agreement valid and binding onSELLER inaccordance with its terms. The person executing this Acreennentonbehalf of SELLER has been duly authorized to act on behalf of and to bind SELLER, Agreement this A�reernenL represents 8waUdand binding obligation VfSELLER. - 11.12 Title. SELLER is and will be on the Closing O8tg 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 (an encumbrances ofrecord which will bedischarged atOoying). 11IJ . . As a nna1eha| inducement to PURCHASER entering into this Agreement, SELLER, to the best of SELLER'S information and belief, hereby represents and warrants the following: 11.13.1 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, o,title tothe Property or 'any portion thereof and SELLER has not granted or is not obligated to grant any interest in the Property to any Vfthe foregoing entities. 11.13.2 There are no facts believed 6»SELLER tm be material to the use, condition and operation Ofthe Property inthe manner that ithas been used oroperated, which it has not disclosed toPURCHASER herein, including but not limited tQ unrecorded instruments or defects in the condition of the Property which will impair the use or operation of the Property in any manner. I1.13.3 To the best of SELLER'S knowledge, the Property and the use and operation thereof are in compliance with all applicable county and governmental |avvs ordinances, regulations, licenses, permits and authorizations, including, without limitation, BppUcab|ezoning and envin3Drngn1a||avvsand regulations. ' PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. 1 Purchase and Sale Agreement Page IDof1S 12. 12.1. /n the event that this transaction fails to dose due to a wrongful refusal toclose ordefault on the part ufPURCHASER, su6iecttothe pnDVi8imng of Paragraph 12.3 below, the Deposit actually -xv yt�en being ��|d by Escrow shall be paid by E��nJEscrowAgent to SELLER as agreed liquidated damages and, thereafter,�neither PURCHASER nor SELLER shall have any further obligation mrliabilities under thi Agreement, ,~regnnent,except6mrthose expressly provided to survive the termination of this Agreement; provided, however, that PURCHASERshaUa|soberespOnsib|efVrtherennova/ofen- Uenmasserted aga/stthe Property by persons daimn/ngby, through or under PURCHASER, but not Dth2mviSe. against and SELLER acknowledge that /f PURCHASER defaults,SELLER vviU �e damages ' ` su r 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 /s a bone fide liquidated damages provision and not epenalty orforfeiture provision. 12.2. /n the event that SELLER shall fail tofully 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 4on2erneAt PURCHASER may, at its option: (l) declare SELLER in default under this Agreement by notice delivered to SELLER, in which event PURCHASER may terminate this Aereennent and demand that the Deposit be returned, including all interest thereon if any, /n accordance with Section 3 and neither Party shall have any further rights �en2un��or /�)seek specific perfVrrnanceofthis Aereernen�w/iLhoutxvaivingany action for dannages. ` ' 12.3. Notice ofDefault. 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 todetermine the action necessary to cure the default The defaulting Party shall have fifteen (I5) days from delivery of the notice during which to cure the default, provided, hovvever,that as to failure toclose, the cure period shall only bethree (�) business days from the delivery of notice.Both parties agree that if extension i ` ' � a requested, such extension shall not be unreasonably withheld. If the default has not been cured within the aforesaid period, the non'dehau|dngParty nnayexerdsethe rennediesdescribed above. ' 12.4. The provisions of this section shall survive the termination of this Agreement. 13. 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 PURCHA5ER's/nitia|o: SELLER's|nbia1s: 4867-9249-5065, v. I Purchase and Sale Agreement Page 11 of 15 delivery to the following addresses: If to Se/ler: AnA |ftOPurchaser: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency IO0E.Ocean Avenue, 4th Floor Boynton Beach, FL33435 With ocopy to: Kenneth Dodge Lewis, Longman &VV@lker, PA 36OSouth Rosemary Avenue Suite 1100 West Palm Beach, FL3340I 14. BINDING OBLIGATIONASSIGN M ENT, 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 tOthe City VfBoynton Beach /the "City") without the prior consent of SELLER and the PURCHASER shall be released frorn`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 Aoreenoent and/or the attached Lease Agreement are in effect, the provisions of section 163.357(^~ Florida Statute�(as itnnaybearnendedfror0tiDletotirn8\,shall apply, `-'' 15. BROKER FEES. The SELLER hereby states that they have dealt with a real estate broker in connection with the transaction contemplated 6vthis Agreement and is liable for a sales commission to Destinations Realty, SELLER shall indemnify, defend and hold harmless the PURCHASER from and against any and all claims, losses, damages, coats or expenses (including, withoutlimitation, 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 ortermination ofthis Agreement. PUNCHASER'uInbio|s: SELLER's Initials: 4887-9249-5065 x1 Purchase and Sale Agreement Page 12 of 15 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. 17. PUBLIC RECORDS. PURCHASER is a public agency subject to Chapter 119, Florida Statutes. The SELLER is hereby notified that the PURCHASER is required by law, pursuant to Chapter 119, to maintain and disclose upon request all records deemed public 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. PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. 1 1476 Purchase and Sale Agreement Page 13 of 15 18. 18.1. General. This Agreement, and any amendment hereto, may beexecuted 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 ofidentification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be o reference to the entire Section, unless otherwise specified. NV modification or amendment of this Agreement shall be ofany force or effect unless in writing executed by the Parties. This Agreement sets forth the entire agreement between the Parties relating tothe 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 ofthis Agreement shall be /n 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.I Computation 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 inthe 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 inthe calculation thereof. I8.3. Waiver. Neither the failure ofa party 10insist upon astrict performance of any Of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of 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 oondit/ons. This paragraph shall survive termination ufthis Agreement and the Closing. 18.4.' Construction 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 ofthe 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. PURCHASEFYs|nitia|s: SELLER's|niti8|s: 4867-9249-5065, v. I Purchase and Sale Agreement Page 14 of 15 18.5. Severability. |fany provision nfthis Agreement orthe application thereof sb8|i 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 tothe rn8xirnUnn extent permitted by law. The provisions of this Section shall apply to any amendment of this Agreement. 18.6 Handwritten provisions inserted in this Agreement and initialed by PURCHASER and SELLER shall control all printed provisions in conflict therewith. 187 Waiver of Jury 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 byeither party against the other party pertaining to anymatter whatsoever arising out of or in any way connected with this Agreement. 18.8. Attorneys Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including those a1the appellate level, shall beawarded tothe prevailing party. 18.9 Binding Authoritv. 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 vvhmrn or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. I8.10 ecording. This Agreement may not berecorded inthe Public Records of Palm Beach County, Florida without the prior approval of both parties, 18.11 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 SELLER'S Property Deed and PURCHASER's possession of the Property. 28.12 SELLER acknowledges and agrees that SELLER shall beresponsible for its own attorneys' fees and all costs, ifany, incurred bySELLER in connection with the transaction contemplated bythis Agreement. SIGNATURES {}NFOLLOWING PAGE, 4867-9249-5065, v. 1 PURCHASER's|nibab: SELLER's Initials: Purchase and Sale Agreement Page 15 of 15 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: laRNPLYMSIURVII Printed Name: Ty Penserga Title: Chair Date: WITNESS: Printed Name: ESCROW AGENT: LEWIS, LONGMAN & WALKER, P.A. Printed Name: Date: 4867-9249-5065, v. 1 SEED FAITH MISSION, INC. WITNESS: Printed Name: PURCHASER's Initials: SELLER's Initials: 1479 Printed Name: AA4en1K1 LW6-WtJ& Title: PZe�eI4,V'( Date: 47--. 2- S? - I'.. WITNESS: Printed Name: PURCHASER's Initials: SELLER's Initials: 1479 `o o o 0 ° o a Y W v V ¢ O m V N O m O_ O. O. 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Roll Call Members Present: Naomi Cobb (Chair) Courtlandt McQuire (Vice Chair) Leah Roundtree Tom Ramiccio Kameren Maharaj Staff: Timothy Tack, Acting CRA Executive Director Vicki Curfman, Administrative Assistant Other: Karen Cruitt, Prototype Inc. 4. Agenda Approval A. Additions, Deletions, Corrections to the Agenda None. B. Adoption of Agenda Motion: Mr. Ramiccio moved to adopt the agenda. Mr. McQuire seconded the motion. In a voice vote, the motion passed unanimously. 1 1i El [:Y' 5. Public Comment None. 6. Consent A. CRA Advisory Board Meeting Minutes — September 5, 2024 Motion: Ms. Roundtree moved to approve the September 5, 2024, minutes. Mr. McQuire seconded the motion. In a voice vote, the motion passed unanimously. 7. Assignments A. Pending Assignment No. 1 - Discussion and Consideration of New Assignments from the CRA Board assigned at the February 13, 2024, CRA Monthly Board Meeting Acting Director Tim Tack opened the discussion on the Downtown District. He provided an overview of the district boundaries, noting it spans from Northeast Seventh Street to Southeast 12th Avenue, bordered by Federal Highway and the FEC railway. Chair Cobb inquired about updates on ongoing projects within the Downtown District. Mr. Tack mentioned several developments, including residential projects along the Federal Highway corridor, with some still in the pre -application phase. He emphasized the district's potential for mixed-use development . Vice -Chair McQuire raised concerns about the confusion between the Downtown District and the Cultural Arts District. He suggested exploring a renaming of the Downtown District to avoid overlap and to better align with the district's evolving character. Ms. Roundtree supported this, noting that a cohesive branding strategy could enhance the area's identity and public perception. Discussion also covered opportunities for activating Veteran's Park. Mr. Tack highlighted the potential to improve lighting and create a more inviting atmosphere for pedestrians. Ideas included adding red, white, and blue up -lighting to highlight the park's significance Chair Cobb emphasized the importance of making the park more accessible and visible to residents and visitors alike . The Board agreed to further explore these suggestions and consider including them in the next CRA plan update. B. Pending Assignment No. 2 - Discussion and Consideration of New Assignments from the CRA Board assigned at the February 13, 2024 CRA Monthly Board Meeting Regarding Property Acquisition 1483 Mr. Tack introduced the proposed acquisition of property at 419 N Seacrest Blvd. He detailed that the parcel, approximately 0.33 acres, was listed on the open market and could serve as a strategic acquisition for future redevelopment efforts. Motion: Mr. Ramiccio moved to recommend the acquisition as a land -banking opportunity. Mr. Ramiccio seconded the motion. In a voice vote, the motion passed unanimously. C. Reports on Pending Assignments None. D. New Assignments None. 8. CRA Board Items for CRA Advisory Board Review and Recommendations A. Old Business None. B. New Business Mr. Tack proposed a change to the meeting start time, suggesting an earlier start at 6:00 PM to better accommodate members' schedules. The board discussed the feasibility and agreed to the change, pending the approval of absent board members. Motion: Mr. McQuire moved to adjust the meeting start time from 6:30 PM to 6:00 PM, contingent upon agreement from absent members. Mr. Ramiccio seconded the motion. In a voice vote, the motion passed unanimously. 9. Future Agenda Items Mr. Tack mentioned that the next CRA Board meeting would include a presentation on the MILK Gateway Feature Project. He invited board members to attend and provide input, emphasizing the importance of public feedback in shaping the project. 10. Adjournment There being no further business to discuss, the meeting was adjourned at 8:08 PM. NOTICE THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITH A DISABILITY AN EQUAL OPPORTUNITY TO PARTICIPATE IN AND ENJOY THE BENEFITS OF A SERVICE, PROGRAM OR ACTIVITY CONDUCTED BY THE CRA. PLEASE CONTACT THE CRA, (561) 737-3256, AT LEAST 48 HOURS PRIOR TO THE PROGRAM OR ACTIVITY IN ORDER FOR THE CRA TO REASONABLY ACCOMMODATE YOUR REQUEST. ADDITIONAL AGENDA ITEMS MAY BE ADDED SUBSEQUENT TO THE PUBLICATION OF THE 3 1484 AGENDA ON THE CRA'S WEBSITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDA AFTER IT IS PUBLISHED ON THE CRA'S WEBSITE CAN BE OBTAINED FROM THE CRA OFFICE. 4 1485 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.D SUBJECT: Discussion and Consideration of the Purchase of 323 E. Martin Luther King, Jr. Blvd. SUMMARY: CRA staff has been seeking land assemblage along E. Martin Luther King, Jr. Boulevard in order to continue the redevelopment of the corridor east of the new mixed -used project, Heart of Boynton Village Apartments and Shops. This was one of the goals for the CRA Board when the RFP/RFQ for the redevelopment of the MLK Jr. Boulevard Corridor Mixed -Use Project (aka Wells Landing Apartments LLC, d/b/a Heart of Boynton Village Apartments, LLC) was issued. The main objectives were to diversify the uses, provide wealth building and ownership opportunities, and reactivate the commercial corridor (see Attachment 1). The property located at 323 E. Martin Luther King, Jr. Boulevard is within an assemblage of CRA owned lots. Attached is a location map of the subject property (Attachment 11). The property is approximately 0.16 acres, measuring 50' x 140', contains a duplex and is zoned R2. The recommended future land use is Mixed -Use Low (MU -1) 20 du/ac with a maximum height of 45'. The property currently has two tenants with one lease being month-to-month and the second lease expiring on June 30, 2025. The CRA would obtain the property with the tenant whose lease expires on June 30, 2025. On September 24, 2024, an appraisal was performed valuing the property at $375,000 (Attachment III). The Seller has agreed to a selling price of $450,000 and has executed a Purchase and Sale Agreement which has been approved by CRA legal (Attachment IV). Attached for the Board's review is a comparable worksheet of CRA acquisitions in the Heart of Boynton District which provides pricing per sq. ft. (Attachment V). This item is being brought before the Board for discussion on the potential purchase of the property. Due diligence would be performed as part of the purchasing process. FISCAL IMPACT: FY2024-2025 Budget; Line Item 02-58200-401 - Amount to be determined by CRA Board. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan, Heart of Boynton (MLK Corridor) CRA BOARD OPTIONS: 1486 1. Approve the purchase of the property located at 323 E. Martin Luther King, Jr. Boulevard in the amount of $450,000 and approve the execution of the Purchase and Sale Agreement by the Board Chair. 2. Do not approve the purchase of the property located at 323 E. Martin Luther King, Jr. Boulevard. 3. Provide CRA staff with alternative direction. ATTACHMENTS: Description • Attachment I - 11-13-2018 and 01-08-2019 CRA Meeting Minutes • Attachment II - 323 E MLK Location Map • Attachment III - Appraisal 323 E. Martin Luther King Jr. Blvd. • Attachment IV - Purchase and Sale Agreement • Attachment V - HOB Comparables - October 2024 1487 Meeting Minutes • Redevelopment Agency Board Boynton Beach,.Florida November 13,.2018 gentleman advised there were no postings on the City website about it. Board Member McCray explained staff has to provide the information to the Board so it could be distributed. He has not seen anything yet. Ms. Shutt explained the City and Economic Development Department and Engineering/Public Works did have a job fair at the Intracoastal Park Clubhouse. Gary Dunmyer, the City Engineer, was overseeing the bids. Ms. Shutt offered to coordinate with staff to let the Board know how the bids are being disbursed and awarded. She noted only about eight vendors came, Board Member McCray thought it was a waste of time. He agreed to follow through. 10. Consent Agenda A. Financial Report Period Ending October 31, 2018 B. Finance Department Purchase Orders for amounts exceeding $10,000 for the month of October 2018 C. Approval of CRA Board Meeting Minutes - September 11, 2018 D. Approval of CRA Board Meeting Minutes - October 9, 2018 E. Approval of Commercial Rent Reimbursement Grant Program in the amount of $6,346.08 for Taylor Adair Stylist, LLC d/b/a Alchemy located at 640 E. Ocean Avenue, Unit 5 F. Approval of the Purchase and Sale Agreement for a Portion of the Property Located at 1003 NE 3rd Street Board Member Katz moved to approve, Board Member McCray seconded the motion that unanimously passed. Mm�t HRKS-19�� A. Consideration of Responses to a RFP/RFQ for Redevelopment of CRA Owned Properties within the MLK, Jr Boulevard Corridor Chair Grant announced he would vote against anything presented today because of the Qualified Opportunity Funds, noting when the RFP was issued, the tool was not available. 0 1488 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 The funds could only be used in 8,700 of the thousands of census districts that exist of which the Heart of Boynton was one. Michael Pecar, Development Director, Neighborhood Renaissance, was present with Executive Director and Project Manager, Terri Murray and Carlos Toledo respectively. He advised their development includes commercial rental apartments and homes for sale. The objective is to increase the availability of affordable housing choices in the Heart of Boynton. The commercial development will bring needed services, goods and programs to the Heart of Boynton. He advised the project planned for a 9,000 square foot retail/commercial plaza and included a 100 -unit apartment community. To the east, south of the Boulevard were homeownership opportunities. They can fit four townhomes as well as two single-family homes. Historically, the Boulevard had single-family homes and commercial. Board Member McCray clarified they had shotgun homes at that time, Mr. Pecar clarified the single-family homes were similar to the homes on the Model Block. He reviewed the plans for the commercial component and apartments. The apartment complex fronts on MI -K, Jr. Boulevard with parking in the rear, To the south, is a large plaza and to the right is the front of the complex. They changed the small building on the left from live/work townhomes to an additional 16 units of apartment rental. The north side of the project has the retail plaza, which is broken up into two buildings, each with 4,500 square feet with a plaza between them to be constructed in phases. They will build Phase I and have an open-air plaza to be used for craft fairs, green markets, retail markets or entertainment venues. The elevation of the apartment community was viewed showing a four-story building, constructed in a Florida Vernacular style with trellises, overhangs and balconies. Along the Boulevard frontage was the community rooms, offices and gym to activate the sidewalk and they have the opportunity to build an additional 2,000 square feet of retail in the building. Visuals of the two retail buildings were viewed from both sides of the street. There will be kiosk opportunities for entrepreneurs and start-ups. There will be outdoor seating with wide sidewalks, and especially the apartment side of the street, the buildings will be set back an additional 12 feet to allow for wider sidewalks and on -street parking and shade trees, which current right-of-way would not allow and two strips of landscaping. Would like to pay tribute to pioneers in the community and Mr. Pecar noted Robert E. Wells was an original settler who established a church, started a school and had his own grocery story, all on Wells Avenue. They proposed naming the apartment complex the Robert E Wells Manor. They would like to work with others in the community to commemorate other people and events in to celebrate history with a placard or the plaza incorporating history into what happened. The first phase of the retail plaza is 4,600 square feet with a parking lot and open air plaza. The total development cost is $1,9 million. To keep rents affordable, which would be about $1.25 per square foot per month equates to a 1,000 square foot store being 1.1 1489 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 $1,250 a month for a finished, ready to move in store. A significant subsidy was needed in order for the landlord to operate in that manner. The rent is all the landlord pays and the only thing the tenants pay for is the utilities. The developer pays for all the insurance and maintenance of the building. The rent would support a $315,000 first mortgage, the land donated, and a lump sum Tax Increment Financing of $1.2 million and a $400,000 second mortgage due in 20 years. Neighborhood Renaissance reviewed several financial structures to finance the apartment community, which he listed in the order that was most favorable to the CRA, and also most difficult to obtain. The first was the 9% tax credits. The second finance option was SAIL financing and the third is CDBG, all from the FHFC. The fallback financing scenario if the CRA wants to build rental housing was to build a smaller project having 60 units using 4% tax credits and TIF financing from the CRA. Mr. Pecar noted their response had a summary of the different scenarios. The first five options on the left did not have 2,000 square feet of commercial space. Columns six through 10 did have the 2,000 feet of commercial space, Line D showed for each scenario, what the project could afford to pay the CRA land on the south side of the Boulevard. Of these scenarios, column one included the purchase of the Bell property; columns two through five reflected the cost of acquiring the land and the DJ Management property. The third component was homeownership. They would build eight townhomes and two single-family homes on CRA land that should sell for $220,000 in the market, but would require $40,000 each of subsidy because the cost exceeds the sale price. They plan to work with the Boynton Beach Faith Based Community Development Corporation (BBFBCDC) to hold a job fair, to monitor the hiring by Neighborhood Renaissance contractors by local businesses as well as if there is a need for more employees and workmen. They have a Local Hiring Preference and they would try to provide training to the local residents. He looked forward to, if awarded, completing all the component of their proposal. Board Member Katz asked how many of the 100 apartment units will be age restricted to seniors. Mr. Pecar explained with the SAIL and the 9% tax credits, the apartments would be for the elderly because the Ocean Breeze East development is already family and Florida Housing Finance Corporation does not want their projects competing against itself. Board Member Katz advised he was not a fan of trying to restrict housing in the area to seniors as there is a lot of affordable senior housing in the City and if it is restricted, it bars families, Mr. Pecar commented they think there is a lot of potential for opportunity funds, Some national organizations that work with affordable housing, requested the IRS Determination and now they are trying to figure out how to structure the financing. There are already some opportunity zone investments, but they are used for a Dunkin Donuts in an opportunity zone area, or an office building or retail plaza. If that kind of investment and loan was obtained, they could use the 4% and build a non -age restricted project. Chair Grant confirmed for Board Member McCray that he did not want to award the RFP. He supported both firms making a presentation and giving them 30 days to come back to E 1490 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 the next meeting and provide guidance whether they have an opportunity fund that is willing to invest with them and if not, open it up to the opportunity fund market. This investment tool is due to the 2017 Tax Act. He recalled something similar in 2001 when a cut to dividends to capital gains and long term capital gains and how much savings people had. This was similar because developers would not pay taxes on appreciation of the property for 10 years. Board Member McCray noted there are members of the HOB present and advised he would not vote for anything tonight until he hears from them that this is what they want. As for naming the complex after Mr. Wells, there are other such families, such as the Meeks and Andrews. They were all subdivisions in the HOB and he wanted the HOB to discuss what they want to name the buildings. He wanted the community to have dialogue and to notify him of their decisions. Vice Chair Romelus agreed with Board Member McCray, but thought the floor should be opened to public comment after both presentations were made to obtain immediate feedback. Chair Grant thought with the 4 and 9% tax credits, the CRA was not receiving anything, but if the developer could turn their capital gains into this type of investment, there would be more financing opportunities with the Opportunity Funds. Mr. Pecar commented the funding he saw with the opportunity funds was very favorable when blending the rate compared to bank rates. Mr. Pecar was aware of the program. Elizabeth Roque, Asset Manager, Centennial Management, introduced team members Paul Milton, Vice President Development and Acquisitions; Brian Herbert of Gallo Herbert Architects and Sophia Nelson representing Merchant Strategies were present. Ms. Roque explained Centennial Management has been in business over 37 years, and have approximately 4,000 units. They build multi -family homes they own and manage. Their conceptual development was based on the HOB Redevelopment Plan, the feedback they have received from the Board, CRA, and members of the community. The project, Wells Landing, was named after one of the first pioneers and Ms. Roque noted MLK Jr. Boulevard was originally called Wells Avenue, Overall, the plan was a mixed- use urban development plan with Floribbean influences, The project consists of 124 affordable apartment units, 5,000 square feet of retail, approximately 2,500 to 3,000 square feet of covered open-air breezeway, a 2,500 square foot leasing office/clubhouse for the residents, six-foot paver sidewalks, on street parking, street light parking and beautiful landscaping. The developer proposed an art wall for local artists to participate in Art in Public Places program, and the apartment community, which will be named Robert E. Wells and the project will feature a pedestrian -friendly atmosphere with a coffee shop and outdoor seating area. They would like to assist in a fagade for the adjacent grocery store with CRA funding. The project integrates history and culture and will create a mixed use community on both sides of MLK Jr. Boulevard and will incorporate porches, metal roofs and a plaque commemorating Robert E. Wells with some Caribbean design 10 1491 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 styles, street parking and retail shops. There are residential units and townhomes with opportunities for homeownership on CRA scattered sites. They have a letter from TD Bank to assist first time homebuyers to purchase the townhomes, Ms. Roque advised the firm was proud to contribute to the goal of revitalization of MLK corridor with a design of residential and commercial uses targeted to benefit local neighbors. There will be over 5,000 square feet of retail on the first floor for casual dining, medical care facilities, barbershops, trendy coffee shops and the firm plans to hire local artists to paint murals on some of the buildings and walls, reflective of the communities culture and history. Board Member McCray noted Adams Barbershop and the Club Continental was along MLK Jr. Boulevard. There was brief discussion the Bells store would be incorporated into the new development. Mr. Herbert loved the design to revitalize the area and reiterated some of the features of the development. The design created elements to foster a community place, including light bulbs, planters, and tree grates they wanted to enhance the area with community building and the drawing showed the breezeway which could be used as a community event space, providing the opportunity, artists, art walks and incorporating historic elements. They addressed safety through Crime Prevention through environmental design (CPTED) and a well -lit environment. The eyes of the design is on the community as the buildings look towards the perimeter of the space, creating territorial reinforcement of the community by residents watching over the community. People feel safe and there will be surveillance cameras. Mr. Milton explained they have been able to successfully obtain two 9% tax credits and two SAIL financing awards, which allows them to move faster and buy land with cash right away. They originally submitted 15 options but it was agreed there were too many so they narrowed the options down to three. The financing options was to develop the two contiguous pieces owned by the CRA on the north and south side. To make the south side more functional, they have under contract to purchase four lots from Larann LLC and DJ Management LLC. They also could move forward without the acquisitions, but then three lots the CRA owns become hard to develop and they would lose some space. Mr. Milton announced if option one is selected, they could close immediately. By acquiring land from private owners, at $500,000 for one lot and $875,000 for the rest, they could build 124 units, but they would need about $870,000 in Tax Increment Financing (TIF) each year. If that option was acceptable to the CRA, they can close immediately because the owners do not want to wait for tax credits or SAIL financing. Centennial would buy the land outright and move forward using the TIF or use options two or three, and try for up to three consecutive years to obtain either the 9% tax credits or the SAIL funding. He noted the CRA could step in at any time step in and indicate they do not want to wait any longer, they would provide the TIF and the project would commence. 11 1492 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 The 9% tax credits, was the second option. the same way as with Ocean Breeze East could pay up to $2 million for the land. If successful, the project would be handled There would be no TIF required and they The last option is the SAIL loan, which would require $266,000 in TIF. In light of what the Chair mentioned about the Opportunity Zones, there are options four and five, which they did not submit, but it would be to move forward with the land owned by the CRA with the same parameters, but not move forward with the private purchases. If this option is used, Centennial could build about 90 units, which needs about $500,000 in TIF, but the configuration of the lots complicates the layout and the number of units may be closer to 74. They could still move forward immediately, buy the land right away and it would require $400,000 in TIF. It would result in slightly less units, but less TIF monies, Board Member McCray asked what would occur if Centennial did not obtain the Larann lots and if Centennial would build around the lots and learned Centennial already had contracts on the lots. Theoretically, Centennial could build up to 90 units with them, but it would be difficult because the access from MLK is narrow. Without them, the development would have 74 units with all the residential units having amenities and community benefits, and retail on the north side, There would be slightly fewer lots on the south side. Board Member McCray inquired who is responsible for the art wall and for maintaining it, Mr, Milton explained at this point, they do not have the land so they have not decided who would do what and Centennial would not make that choice. They would work with the community. Board Member McCray asked the HOB community to speak with him and share their choices. They want to continue what they start. Vice Chair Romelus asked if they have apprehension about moving forward with the 9% and thinking they will not be awarded due to its proximity to Ocean Breeze. Mr. Milton responded they may have to consider that and it may force the project to be a senior project. Each year, the FHFC goals change so it is hard to say what the focus would be. Board Member Katz asked if it would diminish the chances of getting 9% if the project is perceived to be similar in close proximity and learned it would because it is within a certain distance. He explained this is the first year and they would have to submit with elderly and if not successful, the proximity issue would disappear. Mr. Simon commented the difference was the time period between the application and the award. The next application with any project is the determining factor. The further the distance between applications, the more likely it is to have multi -family because it is a multi -family award. Mr. Milton agreed because it is only ensures a certain development gets stabilized without immediate competition from next door. It will affect the upcoming cycle, but then it will no longer be the case. Vice Chair Romelus noted Centennial was awarded 9% tax credits in 2018. She asked if the next application was won, they would not be applying until next year, Mr. Milton UN 1493 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 explained they would have to apply for a different demographic next year, which was for elder housing. Mr. Simon pointed out if the Board's decision was to use 9% it would apply. It would not apply with another funding source. Mr. Milton commented they could move forward with any of the TIF options obtaining the private land or not. Vice Chair Romelus was not in favor of the senior apartments and favored having a multi -family housing preference. Vice Chair Romelus asked Mr. Milton to detail what he meant about building townhouses in partnership with the CRA. Mr. Milton explained their plan focuses on the multi -family rental portion, but if they are awarded, they would work with the CRA and build townhouse developments for ownership on the scattered lots owned by the CRA. Vice Chair Romelus commented based on their prior presentation two months ago and the current presentation and asked if they saw the difference in the reception of the presentation today from the Board and the audience and learned he did. Vice Chair Romelus explained she had been looking for the excitement and buy in of the project they did not have at the last presentation and this presentation. She thought the buy in was what was needed to make the project successful and not the square footage because if the community is not excited about the project, the project will not be endorsed by the community. Chair Grant asked if Centennial ever converted apartments to condominiums and learned they had not. Chair Grant thought, as a downside, there was no opportunity for the equity to remain in the community, which was problematic for him. Centennial is based in Hallandale Beach, which meant all the ownership was outside of Boynton Beach. He favored ownership of MLK Jr. Boulevard to remain with Boynton Beach residents and did not want to move forward with the proposal unless it did. Board Member Katz understood with the 9% tax credits, the Board would need to differentiate the two projects. He asked if the same logic applied to the SAIL funds, having to use senior housing and learned it did. Mr. Milton explained that was why he dropped off the additional pro forma. The tax credits and SAIL options are cheaper but, the TIF only options were the options they could move forward with immediately. Vice Chair Romelus asked if waiting one year would eliminate those requirements for the senior housing, and Mr. Milton explained it was not guaranteed. It depended on how FHFC used the stabilization and how long the stabilization would apply. She understood the concept but it would not translate into an exact number of months or percentage of occupancy of units, and FHFC removing them from the list. Vice Chair Romelus inquired if the Board had to decide to create senior housing for the 9% or 4% tax credits, if they are barred from using outside funding sources. Mr. Milton explained the SAIL and 9% funding options are restricted. If they use the TIF only route, they can still apply for tax-exempt bonds and 4% tax credits as they had no restrictions at all. Those scenarios were numbers 1, 4 and 5. Option 1 is to buy private lots and build 124 units including bond and 4% credit funding, but the CRA would still need $873,000 in TIF funds annually for 15 years. Options 4 and 5 had fewer units less TIF or more units more TIF. 13 1494 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 Chair Grant asked, regarding Opportunity Zone Funds, and the financing developer contribution of $1.375 million and if he uses capital gains, he will not have to pay taxes on the capital gains for 10 years. Any appreciation on the $1.375 million would not be taxed and he would receive a reduction of 15% if he kept it for those 10 years. He noted the information was received in late October and because the location was in an Opportunity Zone, he could not select a developer without some opportunity funds being involved. The access to capital is amazing because the developer would get them at a reduced rate than could be borrowed from a bank. Vice Chair Romelus asked if Mr. Milton could research Opportunity Funds as they were not familiar with it and they will look into it. It is fairly new program, but he was unsure what issues or complications come with it. If the concern is the timeline, the Board could consider TIF only, but they will look into it. Board Member McCray requested Mr. Simon meet with Willie Aiken, President of the HOB Association, and bring copies of the proposals to the community before the next meeting. Chair Grant opened public comments on the presentations. Tony Robin, 407 NE 17th Avenue, Apt 101, asked the second developer what the economic benefit, employment and management of retail would be in the community, Chair Grant explained they would not be able to answer right now, but the Board was interested in his questions and comments. Mr. Robin asked if there was a local hiring preference. The community benefits in the future and learned it could be required. Board Member McCray recommended Mr. Robin meet with his association and share his concerns with Mr. Simon. No one else coming forward, public comment was closed. Board Member McCray moved to table and the two developers research the Opportunity Zone Funds to help with the investments of the property for 60 days to the January meeting. Board Member Katz seconded the motion. Board Member Katz asked what happens at the end of the 60 days. Chair Grant explained there will be community meetings with Mr. Simon and the HOB Association to review both proposals to receive input regarding what they would like to see and the pros and cons of each project. The information will be brought back to the Board in 60 days and concurrently, the proposers will have 60 days to explore the Opportunity Zones. Board Member Katz queried what the Boards decision would be if nothing comes back with regard to the Opportunity Zones. Chair Grant recalled the Board was not happy with either developer options when it issued the RFP last summer and staff redid the options. HE 1495 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 He thought they received better options this time. A question was posed if Board Member McCray's motion was to include a meeting with Mr. Simon and the community and if the developer had to attend. Board Member McCray clarified he wanted to leave the developers out of the meeting. The HOB Association would convene and they would convey to Mr. Simon the pros and cons of the development. The developers only have to review the finance. Willie Aikens, 726 NE 1st Street, President of the HOB Neighborhood Association, introduced himself to the developers and commented the neighborhood needs to have a voice, He thought the developers should come to the community first and he would be happy to meet with them. Board Member McCray moved to table for 60 days to give the developers the chance to look at financing through Opportunity Funds and the Executive Director have a community meeting with HOB Association. Board Member Katz seconded the motion. Mr. Simon requested clarification on the discussion with the HOB Association President and public meeting with other members of the HOB Association on the pros and cons of the proposals and received confirmation the meeting was not designed to be a public input meeting with developers and the public asking questions because it is still part of an RFP/RFQ process. Mr. Simon also sought clarification for the respondents, if during the 60 -day period, both respondents find zero effect or connection to an Opportunity Fund, they will both come back and that will be their report. Chair Grant noted the first time, Centennial provided 13 different options and then reduced it to 5 and the Board also received different options from Neighborhood Renaissance. They did not have any notice, after submitting the second proposal, to seek opportunity funds with guidance from the IRS, which was why they requested 60 days as they may want to research it further. Mr. Milton made a serious correction and advised when you qualify for 9% tax credits and you qualify for the local government area of opportunity, which was what they did for Ocean Breeze East, they are not subject to the distance limitations of Ocean Breeze East. If done the same way and the developer received the bigger local government contribution, they can do the family 9% tax credits without regard to proximity to the other property. There would be no requirement to make it elderly or senior housing. Board Member Katz explained if put to a decision today, absent the 60 -day tabling based on evaluations and merits of the project, he would push for Centennial. He was happy to hear 9% is not diminished by the prior project they were awarded. He requested both groups do their best to come up with something regarding Opportunity Zones, because if IR 1496 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida November 13, 2018 he had to vote, he would vote for Centennial to seek the 9% tax credits, even with the TIF funding as the exclusive funding mechanism. The CRA invested heavily in Town Square and he had no problem at this point, subject to negotiations with CRA staff to go in for that substantial amount of money under the TIF Financing. Vice Chair Romelus commented, since it is 2 -2 Board, if there is an opportunity to bring in money, the parties should pursue it. She was also ready to make a decision tonight and she agreed with Board Member Katzs comments in favor of Centennial. She still would like to see more opportunities for homeownership for families, but it could be addressed as they build out MLK Jr. Boulevard. Board Member McCray would not have voted for either firm without input from the HOB. Invested citizens should have a voice. Chair Grant favored Neighborhood Renaissance for its 9,200 square feet of commercial space. He commented affordable homes need work nearby and he did not want the property to be owned by someone who does not live in Boynton Beach. The retail shops and all of the apartments would be owned by someone outside and he wanted the ownership of MILK Jr., Boulevard should still remain in Boynton Beach. If it is not possible at the beginning to allow for a transition program for the property to be sold later on. Board Member Katz commented he will not support any project that is restricted to seniors. He understood about ownership opportunities but thought neither company, unless they return and state otherwise, has expressed the ability to build multi -family units/condos and sell them off. He did not know if it was feasible. Vote The motion unanimously passed. B. Social Media Outreach Program Report Renee Roberts, Social Media and Communications Specialist, announced she began in April and since then there are 53 businesses that are registered for the social media outreach program. Thirteen of the businesses were added since April and 93 businesses, in total, have been visited within the CRA District. A new component of the program is the Evaluation and Organization of the businesses into beginners, intermediate and advanced levels based on demonstrated experience with social media. She also has created training modules. She held the first group training session on July 24th. Ten businesses were registered and she assisted connecting Businesses to local blog writers and social media influencers to increase their exposure on social media. Another element is initiation of two special social media campaigns: one during Small Business Week in May, which resulted in 9,665 total reach and their Beat the Heat Boynton Beach Summer Campaign at #beattheheatbb, to promote local business during the summer and try to drive engagement on the CRA pages. im 1497 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 Beach and West Palm Beach. There are 40 to 50 Escape Rooms from West Palm Beach to Ft. Lauderdale. Board Member McCray commented Boynton Beach has team building events. BoarM Member Katz inquired how frequently the activities changed and learned, one activi could be sustained for a year and a half and then the scenarios would change. M Trevino commented one participant was very intimidated feeling she would be trappedl� i a room, but after she tried it, she loved it the most. They can accommodate birthd parties and different team building activities. They are also the first Escape Room in th world to offer characters that participants can chose so all have a certain part in the gam The rooms are never locked and employees monitor cameras to ensure all are saf Employees and participants review safety regulations before and watch a video of wh scenario they will go into. Vice Chair Romelus was intrigued as she had experienced Escape Rooms before, but never with characters. Mr. Trevino advised Escape Rooms are popular in other countries and he extended invitations to the Board to participate. Board Member cCray advised he had to work that day and could not attend. Motion Board Member cCray moved to approve. Board Member Katz seconded the motion that unanimously passed. 'W ,oard Member McCray wanted to ensure the Police Chief would provide a report in sIN tio-mths. M Board Member Katz moved to approve the Consent Agenda. Board Member McCray seconded the motion that unanimously passed. 13. Old Business a I = Q us 1 UMNI I= Sm - I rd IM $I;] I I r-I-ISTA I I I I I I a Is ra kyj I MAN a• I NATR I Z4 IVION I LO Lei a Board Member Katz moved to remove from the table. Vice Chair Romelus seconded the motion that unanimously passed. n 1498 Meeting Minutes Boynton Beach, Florida Mr. Simon explained this item was tabled at the November meeting to request the two RFP Respondents to further investigate the Opportunity Zone Program discussed by the IRS and Treasury Department. The Board had listened to presentations at the November meeting and requested a revised response be submitted that was more specific to the project and its financing options including the Opportunity Zone Program. The deadline for the responses was January V. Of the two proposers, Neighborhood Renaissance was the only firm that submitted supplemental information regarding the Opportunity Zones, which was contained in the handout. Staff had to determine if either of the firms are firms the Board would like to discuss and work towards a development agreement. is 0 and what opportunities it presents to the Board. Elizabeth Roque, Asset team members Paul Milton, Vice President Development and Acquisitions and Brian Jaffee, Finance and Acquisition Specialist. Ms. Roque explained they proposed to call the community Wells Landing; a mixed-use apartment, urban development, proposed as 124 affordable apartments having 5,000 square feet of retail, 3,250 square feet of covered open-air breezeway, 2,500 square feet of leasing office and a clubhouse for the residents. Six-foot wide pavered sidewalks and a grocery store that faced MLK Jr. Boulevard was also contained in the handout. She reviewed the integration of MLK, the history about Robert E. Wells and how MLK Jr. Boulevard was formed, including the Adams Barber Shop and the Continental Club. Centennial proposed to bring the Boulevard back to life and use urban design concepts to keep within the history including the Floribbean designed homes with front porches, metal roofs, pastel colors, and retail catering to local residents, as well as a plaque commemorating the history of Wells Avenue. The community will have an Art Wall as part of the Art in Public Places requirement and feature tropical architectural elements reminiscent of the turn of the century South Florida life. Residential Townhouse ownership units will be built on CRA scattered lots and are suitable for the first-time homebuyer program. The 5,000 square feet of first floor retail will consist of what the community wants. Centennial will hire local artists to create murals about the history and culture of MILK The site plan showed a three-story commercial building, open-air plaza with 24 units on one side and 60 units on the other side of the breezeway. Building two will have 40 units. A conceptual drawing of Wells Landing was viewed with on -street parking and parking in the back. The members reviewed where the grocery store would be. The units will be one, two and three-bedroom units. A view of the scattered lots was reviewed. The units 1499 Meeting Minutes Boynton Beach, Florida gplrlym, "17.111W1S QQ FFF 1 1111 1 feel a connection to it. hey would like to continue their work and construct Ocean ree and MLK Jr. Boulevard as well. Board Member Katz inquired about the infill townhouses, which are joint units. The CRA has single lots east on MLK Jr. Boulevard and they are single lots because they do not own the adjacent properties. He asked if they would build freestanding townhomes or land bank the parcels until they acquire the adjacent properties. Ms. Roque responded they would have to discuss it, but they are open to what the Board wants. Board Member McCray thanked Centennial for including an urgent care facility in th-.,, development E unt. ne rei FaTeo, inere is Unij one oppor-NM641j!, an could acquire additional parcels, increasing the size of the development. Ms. Rogue did not think the team would be opposed to maximizing the project. Chair Grant noted they have seen Centennial's presentation multiple times and he feels they are getting a premium product. He questioned if someone is doing well and lives in affordable housing and later on their income exceeds what is allowed for affordable housing, if they had to leave and learned all have to fall within certain income categories. Once moved into the community, someone could win the lottery and not have to leave. As with townhouses, he .• if it was possible, with TIF funds to offer rent -to -own • as he would like to see '• in the community. Mr. Milton explained Centennial Management looked into the Opportunity Zones. They are not really introducing anything other than to let the Board know why they are nolil introducing anything. Brian Jaffee explained the team researched the program and he spoke to experts in the field and qualified Opportunity Fund Managers. The program is more of a tax deferral and incentive program to provide equity funding to areas such as the MLK Jr. Boulevard. It was intended to encourage equity investors and provide them with tax incentives. Opportunity Zones only provides this tax incentive to the investor, who will receive a tax deferral on their capital gains from the investment. The program does not provide any other benefits to the CRA unless the CRA has an equity partner. At 11 - If selected as a developer, they are open to further looking into Opportunity Zones as a future funding option. 1500 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 Mr. Milton spoke about the different opportunities to acquire additional lots to expan( The site plan showed two contiguous areas to the west is where they propose the 12 multi -family, tax -credit rental units. Centennial Management will discuss with the CR the other scattered lots owned by the CRA and their possibilities. The south side of MIL has some lots they would acquire to incorporate into the site, creating a more fluei property, which will allow them to build up to 144 units. If the CRA wants more or IeE built, they can do so. They talked about traditional affordable housing funding, and thE believe nothing beats the 9% tax credits, provides 90 cents to the dollar of eligible cosi in free equity. Florida Housing Finance Corporation is still giving a very strong competitiv advantage to anyone who applies within a local government area of opportunity whic the project would qualify for, and it would also allow them to build close to Ocean �reez; without penalty. Centennial believes they have a very good chance to do the same wit Ocean Breeze West, as they did with Ocean Breeze East through the tradition, affordable housing programs. Board member McCray noted the project would extend from NE 9th to MLK Jr. Boulevar'• m and from MILK to 11 th, if there are other places to build. He did not want to send the wro message to the District 11 citizens by indicating they will take up 12th and 13th. He not there were only two more streets to go and he did not know what to do to calm the With the project as currently proposed, people will get nervous thinking the CRA will t to take their property. Board Member McCray commented the Board went through th t I before because the expansion will make some residents uncomfortable. He was alrea 4 speaking for one individual. The project will expand from NE 91h to ncing NE 11 th , then to N 12 th to NE 13 th and then they have the canal. The only area they have a firm proposal f with finaoptions are the areas owned by the CRA as two contiguous sites; all els has not been provided in detail. Mr. Milton commented they will ensure they providl community involvement in each step of the process. Vice Chair Romelus asked if they would also include residents in hiring locally and ensuring residents get to rent the units. She wanted the residents to be involved in tho process to bring equity to their own lives It was explained Centennial will offer rental units to residents and job opportunities during construction and to small local companies. Centennial will hire Merchant Strategies to help with outreach. 11 resident rump in 9017 tn ncIentive nrestn ents n certa n a re as s"ch as the Fa rt Boynton. If the Heart of Boynton zone was invested in, those investors would reap th benefits. The benefits are tax deferrals and some limited tax reductions if the invest ®res i Wen " ;r holds the investment for a certain amount of time. The longer the investor holds th - investment, the more the tax decreases from the deferral. By making an investment i the area, the investor would receive a deferral until 2026. It is not an opportunity from th - CRA's standpoint that would benefit the CRA, but as a qualified zone, some develope may want to invest in the area and can use the program to move projects forward. 9 1501 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 Chair Grant commented, by using capital gains, whether from stocks, bonds or a 1031 exchange, they could attract investors from around the country who have had receni gains in other types of investments to have this as a tax shelter while improving the area. Attorney Duhy explained to take advantage of some of the benefits, the investment needs to be done by December 31 6t of this year. Vice Chair Romelus queried if Chair Grant's objective is to help encourage ownership within the communities along MLK and asked how the Opportunity Zone would encourage that. Chair Grant understood with a tax deferral, the investor would have so much time and then the deferral amount would end after 10 years. Any increases incurred during the 11th year would be taxable. Attorney Duhy explained she is not a tax attorney, but Chair Grant's understanding was generally correct. The benefit to the CRA was groups could seek capital from capital companies across the country looking for opportunities to invest funds for a period of time. It does not impact the ownership, rather it was a financing mechanism for developers to use for a period of time, and this was an area that a capital group would look at to take advantage of the financial benefits. Vice Chair Romelus supported encouraging ownership. Chair Grant explained since the CRA has the land, the CRA can dictate the terms of the deal. Rather than those capital investors selling out to another capital investor as a management company holding the rental units, they can piece it out as a condo and have the equity opportunity in and around MLK The goal is to have affordable housing in the area. He noted after the housing tax credits end in 10 years, if the developer still owned the property, there would be no equity remaining in Boynton Beach because the developer was unlikely to live in the City. Chair Grant thought if an Opportunity Fund was used, the CRA could dictate they would like to see the rentals converted to condominiums, as opposed to selling the property and the equity leaving the community. Vice Chair Romelus noted the program was still being vetted and did not want to think 10 years out the investor would divide the property to individuals who are willing to purchase individual units. She did not know if it was feasible or realistic whether the development is funded through traditional funding sources and if it would make a difference if the development achieved the same outcome. Chair Grant commented the difference is the CRA holds the keys to the vehicle and could use the TIF monies to create ownership. After the 10 years, the CRA could give TIF for the opportunity to sell the properties to homeowners as a rent to own. His goal is to find different mechanism and he agreed, using this funding mechanism, this is the first year they have the type of investment opportunity. There are no legal precedents regarding Opportunity Funds and Zones. They have the US Code, but there is no precedence based on the tax code and there is a chance it would not happen, but he would rather have a chance as opposed to no chance at all. Vice Chair Romelus liked the idea of keeping equity in Boynton Beach, but was unsure this was the right way to do it because the program was new. Board Member McCray ii to] 1502 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 b� agreed with Vice Chair Romelus and wanted written information, before he made a decision. Board Member Katz asked if the using of Opportunity Zones and the tax savin precluded being awarded tax credits or if they could be awarded simultaneously. If n he thought the CRA was throwing everything they ever talked about the project out t window, by opting for Opportunity Zones or nothing. Attorney Duhy did not know, but did not appear to be the case. She would have to consult with an attorney with specl knowledge about it. Board Member Katz questioned, assuming the developer could u both traditional and the new program funding, what the timeframe was for the next rounis of 9% tax credits and SAIL funding. 'ffrfr.—ST Min expialne 1 I I - - ", and the process of an award works toward February/March/April cycle, plus a protest period, which could move the award back to June. The technical term for the program was Qualified Opportunity Fund, and the $10 million was another source of equity. In this case, there is money paid to the fund, it is not $10 million flat, and the CRA does what they want for 10 years and the investor uses the benefit for the 10 years. There is an interest rate and return on the investment, in addition to whatever return and percentage they receive on their tax deferral. There is a cost for the monies. It is not only at the end of the term when they leave. As for homeownership, it would be difficult to structure ownership into an equity fund because after duration when they want their money back, to receive the gain at a zero tax implication, they will want to sell the property. No one has said they would sell $10 million worth or mortgages on a secondary market to the homeowners the loans were given. It could work on a long-term hold on an apartment rental. There is an investment to build the apartments and revenue generated from the apartments from 10 to 30 years. It would be a constant revenue stream that after 10 years, if they sold to another developer, they would receive the gain. If it sold for $20 is not taxed at the same rate the first $10 million was. It is tricky from an ownership standpoint, unless the CRA structures the agreement where a portion of the units could be held by the CRA if they funded the units in combination with other funds, or there was some type of conversion in a development agreement. It is tricky. The program was not designed for that type of opportunity. It is to match existing first mortgages with additional loan funds and it is another layer of loan, or mezzanine financing, for these projects. There is a cost and it could be twice as much as a regular loan amount. The numbers and the cash flow are very important. Board Member Katz understood something needed to be done by December 31 st in ord to qualify for the Opportunity Zone Incentive, but the 9% applications are due in Octob and they are not vetted and awarded until the new year. He thought it would be diffic to believe financing was secured or started by December 31 st when the tax credits cann be awarded until the new year. Chair Grant understood the money has to be in the fun before the 31st, and not necessarily invested and spent. Attorney Duhy clarified th I - monies have to be invested in the fund. She did not know if the funds had to be earmarke 11 1503 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 for a project or if there would have to be movement on the ground, She will make a no to obtain the answers to the questions. Mr. Simon explained the Treasury has not decid that there is a term, called a project, which would allow the Board to identify the proje The fund would identify the project. All of the investment fund managers are asking t Treasury and IRS to say, it is unrealistic to get money into the fund and build it by t deadline. He questioned what other terminology could be created for an identified proje which was a term that was thrown around in the Opportunity Zone language so the Boallt- could have 30 months after identification in order to complete the project. The gener. population of development and funding recognizes the deadlines put in place, in theo r of the Opportunity Zone writing, results in losing a year of the 1 0 -year period, so investor would not receive the full 10 years of deferral. The initiative is ongoing and constant changing until the law goes into effect. Mr. Simon explained with regard to the 9% tax credit program, when Centennial w awarded the 9% tax credits, 100% of the funding was made through the 9% credits.. Opportunity Zone fund would not be used in a 9% fully -funded project. They would u it for another type of project. If SAIL or some other award required equity, and the C could afford to pay the equity back to the fund at 7%, 8% or 10%, then Opportunity Zon could be used in combination as another source of equity. He was fairly sure there w discussion how to tier those funds together. I Michael Pecar was present with Executive Director, Terri Murray and Project Manager Carlos Toledo and wished all a Happy New Year. Mr. Pecar explained they have been in the Community Development business since 1992, and their mission is to develop sustainable and diverse communities to accommodate all income levels. They are working with the Boynton Beach Faith Based CDC for local hiring, training and community outreach initiatives. The project was a holistic approach on MLK Jr. Boulevard using mostly CRA parcels. They proposed a I 00 -unit rental community. One building was a retail development. The southern property would require acquisition of the Larann parcels and possibly the DJ Management parcel. They planned for 100 to 150 units within the two parcels; all of them rental and not age restricted, and the funding mechanism restrictions will determine whether there would be income restrictions as it pertained to mixed- iwcoitte. The development would include a business and fitness center, and a community room open for use by outside residents. The fitness center could also offer inexpensive memberships for people in the community to use. An area of MLK Jr. Boulevard was viewed, which was originally planned for some retail, but if awarded, they would have several more community meetings to receive greater input. The retail plaza could be rezoned and be mixed use having more residential apartments with six to 10 attached rental townhomes and two single-family homes. The townhomes and single-family homes would be for sale, The apartment layout reflected a four-story building with an J-evator, dog park and possibly a clubhouse and pool. The retail plaza had two phases W 1504 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 and consisted of a 4,600 square foot retail. The plaza would be landscaped and have some hardscapes and perhaps furniture, which could be used as an active space for farmer's markets, community events, entertainment and art shows. Images of the retail phase I was viewed featuring wide sidewalks for outdoor merchanng, seating and for restaurants. Neighborhood Renaissance proposed a package of community benefits and want to fulf, the program and have job fairs, letting the local community know there will be construction project and employees will be needed to operate the apartment and rent community. New hires would be local through a Section 3 type program and they woul I ,f request the general contractor use local vendors. He noted Boynton Beach has a lot 0 construction trades that employ a lot of local people. For the retail/commercial area, th input they received from the community was there needs to be outreach to locl- entrepreneurs to open a business on MLK, which Renaissance was amenable to as th want to provide affordable rents a startup business can afford. They are trying to find loc businesses who live and work in the Heart of Boynton. 'I Mr. Pecar commented most investments to date are private investors who sold something, targeted a specific investment and they build it on their own. Neighborhood Renaissance works with pooled funds, which have the triple bottom line of a return on and of investment while providing a community benefit. These entities would be the National Economic Council and Enterprise Florida who form the funds and they are wang until this month for the final regulations. The pooled funds will also accept a lower return on investment because they are charitable. Even the CRA and Neighborhood Renaissance have projects, even when not subsidized, try to provide a product that is attainable for working families. They all affect the bottom line and the challenge is to find an investor who will take a six or five percent return over 10 years. The National Equity Fund has looked at their project and thinks it would support a $10 million investment and they have a letter of interest from them. The fund investors will put in up to 10% to 20% of the total development costs as equity, and Neighborhood Renaissance will put in a percentage of their own equity. .... ...... .............. 1166W.111'1r�a=_ roll W 27n* 2"MIM"Ir*_111 Um marl I lluplarl /_�T' IYUHIUS Wd"FUTF#71-1 e TV at 80% of the area median income or less. The 60 two-bedroom units will be offered for the same market, For the 20 three-bedroom, two bath units, half are market rate and the other 10 are 80% of the area median income. Twenty percent are for the low and moderate -income workforce. Their total development cost of 100 units is $26,000,830 and they are open to deed restrictions, Mr. Pecar explained they can use Opportunity Zones with the 4%, but then a 50 -year restriction from the Florida Housing Finance IR, 1505 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 Corporation applies. With the 9% tax credits, they would not need to see Opportunil Zone funds. oil UNIMUMM 'UMT, IVIIAM! cost which was estimated to be around $600,000 to $700,000 in total. The MILK J item would cover that amount. Chair Grant asked about the homeownership equity aspects, and if Neighborho Renaissance would coordinate and contract with the CRA after a certain period of ti for some units to be converted to condo. The CRA can offer TIF generated by th homeowners living in the units. Chair Grant would like to see if the developer is amenabl to have TIF have one property open for sale at an affordable rate. Mr. Pecar respond it is an exit option, but depending on the sources of funds it may or not work and it is n known what the market will be like in 10 or 15 years. It could be added to a developme agreement or be a deed restriction. Chair Grant was fairly certain affordable or workfor housing will always be doing well. Susan Oyer, 140 SE 27th Way, noted the Centennial floor plans show washer and dryer connections, but no appliances and learned the rental units will have appliances. Her other concern was having a four-story building next to one-story homes. Height was an issue for her as those in the apartments can see into nearby homes. She understood the area was rezoned R-4 for the project, but did not think it was appropriate. She understood density was needed, but there was no compatibility. Ms. Oyer thought the Neighborhood Renaissance design was bland and she did not see solar or green space components on the rooftop. She favored the Centennial design. ir, 1506 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 407 NE 171h Avenue, met with Neighborhood Renaissance at the Carolyn Si Center in District 11 and explained they did not hear anything about the meeting until th Coaon of Clergy publicized it. The Coaon had a great meeting, but he noted th people speaking for Boynton are not from Boynton. He did not understand how there w a meeting without notification, He is an activist in the community, speaking for individua that earn $24,000 or less. He questioned how can they pay $2,000 a month rent whe they barely make $22,000 a year. I Minister Bernard Wright explained he has been living in the City for 66 years and advised Robert E. Wells was a pioneer. He commented they need entertainment and h -.1 - was aware of the meetings. He liked Wells Landings and commented Wells Avenue was always three stories with retail. He was inspired about the Centennial project as Centennial was honoring what the residents want constructed. Ms. Rogue, Centennial Management, explained they have been in Boynton Beach many years. They are proud to be part of the community and want to give back to th community. They are proud to hold job fairs so people in the community can open store They have washers and dryers in all units. They tried to reach out and will work with th community to find out what they and the Board wants. I Michael Pecar, Neighborhood Renaissance, apologized to anyone that did not kno'", about the meeting that was held. If they develop the project, they would hold sever more meetings. It is one thing knowing what the community wants and how to get loc businesses on the street. They also want buy in from the Heart of Boynton and oth residents. The businesses will not be all chain stores and he suggested including th 25% of the businesses in the development will be from local residents. I Board Member Katz thanked both firms for the presentation and felt Centennial objective was superior. Subjectively, he felt Centennial's project was closer to the targ The Board has worked with both firms; Centennial Management with Ocean Breeze Ea and Neighborhood Renaissance for the Cottage District. He thought Centennial had I better proposal. As for Opportunity Zones, he appreciated Chair Grant raising the iss M.d thought they need to delve into it when they have more information and can apply to a project. If they continue to engage the community, they can tweak the plan. The :r.# rush to break ground because of funding timelines. He looked forward to the being awarded the project and hoped Neighborhood Renaissance would continue puttilo n their product forward because they have a good product. Board Member McCray asked how many people showed up to the Centennial meeting and learned they had 20 - 30 people including police officers and they got great feedback. Board Member McCray wanted a copy of their sign in sheet also. He liked Centennial's presentation and thought Neighborhood Renaissance's presentation was bland. Nothing had caught his attention. I11111ir ER 1507 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida January 8, 2019 VITT 0 al Member Katz's comments about competition from two good companies. She was mo I impressed with the Centennial project. She liked the look of it, funding and what th would • Chair Grant thanked Neighborhood Renaissance for their research on Opportunity Zone funds. Centennial made a good presentation. They will have many community meetings and explore ownership and equity opportunities in the future. Board Member McCray moved to authorize the project to Centennial and they continue have community meetings and to move into negotiations with Centennial. Board Member Katz seconded the motion that unanimously passed. - •- - - - - - - - - - - - displaced. He wanted Legal and the Director to research available resources and other CRA assistance. Board Member McCray agreed the CRA needed a retreat oftite to discuss the matter further. FIM - aspect of utilities and underground capabilities of the City's infrastructure is brought u Mr. Simon explained they are making great progress, noting it is a very big project. It m not be as expensive as the 500 Ocean project was, but it is almost more complicate He requested the Board allow him and staff to continue to work with Neighborhoo Renaissance. Information is constantly forthcoming. They just met last week with Pub I Works, Utilities and City staff and flushed out a lot of issues. They need a little more tim to bring back a presentation. ig 1508 M 0 LO T- APPRAISAL OF REAL PROPERTY LOCATED AT 323 E Martin Luther King Jr Blvd Boynton Beach, FL 33435 Lot 14, Block 1 of E. Roberts Addition to Boynton, recorded in Plat book 1, Pg 123, PBC Rec's. FOR Boynton Beach Community Redevelopment Agency 710 N. Federal Highway Boynton Beach, Florida Attention: Thersa Utterback OPINION OF VALUE $375,000 AS OF September 24, 2024 BY Ronald J. Saar Anderson & Carr, Inc. 521 South Olive Avenue West Palm Beach, Florida 33401 561-833-1661 rsaar@andersoncarr.com Form GA2V - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1510 R\E`'I.aRAISE:RS ^ REALTORS 1"'QkINSUL:'I".A.N TS ^ DEVELOPERS OPE,RS September 25, 2024 Ms. Theresa Utterback, Development Services Specialist Boynton Beach Community Redevelopment Agency 710 North Federal Highway Boynton Beach, FL 33435 Re: A Duplex 323 E Martin Luther King, Jr. Blvd Boynton Beach, Florida 33435 Our File No. 2240401.000 Dear Ms. Utterback: At your request, we have appraised the above referenced property. The purpose of this appraisal was to estimate the market value, fee simple estate, of the subject property as of September 24, 2024. The date of inspection was September 24, 2024 . The intended use is for establishing a purchase or selling price. As a result of our analysis, we have developed an opinion that the market value (as defined in the report), subject to the definitions, certifications and limiting conditions set forth in the attached report, as of September 24, 2024 was: THREE HUNDRED SEVENTY-FIVE THOUSAND DOLLARS ($375,000) The following presents a summary appraisal report. This letter must remain attached to the report in order for the value opinion set forth to be considered valid. Your attention is directed to the Assumptions and Limiting Conditions within this report. Respectfully submitted, ANDERSON & CARR, INC. Ronald J. Saar Cert Gen RZ4225 RBB/RJS:cmp E$TAE;i0"u&141'4'} tl947 . ANDI417."JON & CARR OP C • 529 r CONE AVE, W PALM W-ACIA, FL 33401 - 561,833T661 • AP^tCkk"R.6sC)SdG.akG'tQ'x,COM 1511 Anderson & Carr, Inc. Small Residential Income Property Appraisal Report File# 2240401.000 The purpose of this summary appraisal report is to provide the lender/client with an accurate, and adequately supported, opinion of the market value of the subject property. Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach State FL Zip Code 33435 Borrower Bo nton Bch Comm. Redevelopment Agency Owner of Public Record Sunny Side in Florida III LLC County Palm Beach Legal Description Lot 14. less the South 10 feet thereof for FUW purposes, Block 1 of E. Roberts Addition to Boynton, recorded in Plat book 1 Pq 123 PBC Rec's. Assessor's Parcel # 08-43-45-21-27-001-0140 Tar Year 2024 R.E. Taxes $ 3,099 Neighborhood Name Boynton Beach Map Reference Census Tract 0061.00 Occupant ❑ Owner ® Tenant ❑ Vacant Special Assessments $ 0 ❑ PUD HOA $ ❑ per year ❑ per month " Property Rights Appraised ® Fee Simple ❑ Leasehold ❑ Other (describe) Assignment Type ® Purchase Transaction ❑ Refinance Transaction ❑ Other (describe) Lender/Client Boynton Beach CommunitV Redevelo me Address 710 N. Federal HighwaV, Bo nton Beach Florida Is the subject property currently offered for sale or has it been offered for sale in the twelve months prior to the effective date of this appraisal? ® Yes ❑ No Report data source(s) used, offering price(s), and date(s). Not listed publicly. Contract signed on 08/27/2024 for $375,000. I ® did ❑ did not analyze the contract for sale for the subject purchase transaction. Explain the results of the analysis of the contract for sale or why the analysis was not performed. Arms length sale. Contract was provided. Normal "Purchase and Sale Agreement" Contract Price $ 375,000 Date of Contract 08/27/2024 Is the property seller the owner of public record? ® Yes ❑ No Data Source(s) Public Records Is there any financial assistance (loan charges, sale concessions, gift or downpayment assistance, etc.) to be paid by any party on behalf of the borrower? ❑ Yes ® No • If Yes, report the total dollar amount and describe the items to be paid. N/A Note: Race and the racial composition of the neighborhood are not appraisal factors. jNeighborhood Characteristics 2-4 Unit Housing Trends 2-4 Unit Housing j Present Land Use 1% Location ❑ Urban ® Suburban ❑ Rural Property Values ❑ Increasing ® Stable ❑ Declining PRICE AGE One -Unit 9p % Built -Up ® Over 75% ❑ 25-75% ❑ Under 25% Demand/Supply ❑ Shortage ® In Balance ❑ Over Supply $ (000) (yrs) 2-4 Unit 3 % Growth ❑ Rapid ® Stable ❑ Slow Marketing Time ❑ Under 3 mths ® 3-6 mths ❑ Over 6 mths 300 Low 10 Multi -Family 2% Neighborhood Boundaries Gateway Boulevardto the north, Boynton Beach Blvd. south, Interstate 95 west 800 High 80 Commercial 5% • a,d Federal Highway to the east. 450 Pred. 30 Other 0% • Neighborhood Description The subject Property is located in the eastern part of Boynton Beach. The subject is a typical residential neighborhood with typical amenities within close proximity to schools shopping, health care facilities major highway access etc. Market Conditions (including support for the above conclusions) Conventional financing is readily available. Based upon the local MLS marketing time is around 2-5 months with older or unique properties having extended market times. The market has stabilized after a period of increased prices and demand from early 2020 till mid 2022. Dimensions Rectangular 50' x 140' +/- Area 7,000 sf Shape Rectangular View Residential Specific Zoning Classification R2 Duplex Zoning Description R2 -Duplex 10 DU/Acre (08 -Boynton Beach Zoning Compliance ® Legal ❑ Legal Nonconforming (Grandfathered Use) ❑ No Zoning ❑ Illegal (describe) Is the highest and best use of subject property as improved (or as proposed per plans and specifications) the present use? ® Yes ❑ No If No, describe Utilities Public Other (describe) Public Other (describe) Off-site Improvements - Type Public Private Electricity ® ❑ FPL Water ® ❑ Municipal Street Paved ® ❑ Gas ❑ ❑ None Sanitary Sewer ® ❑ Municipal Alley None ❑ ❑ FEMA Special Flood Hazard Area ❑ Yes ® No FEMA Flood Zone X FEMA Map # 12099CO791 F FEMA Map Date 10/5/2017 Are the utilities and/or off-site improvements typical for the market area? ® Yes ❑ No If No, describe Are there any adverse site conditions or external factors (easements, encroachments, environmental conditions, land uses, etc.)? ❑ Yes ® No If Yes, describe No adverse easements, encroachments or detrimental conditions were noted at the time of inspection. General Description Foundation Exterior Description materials/condition Interior materials/condition Units ® Two ❑ Three ❑ Four ® Concrete Slab ❑ Crawl Space Foundation Walls Concrete/Avg Floors Ceramic/Gd ❑ Accessory Unit (describe below) ❑ Full Basement ❑ Partial Basement Exterior Walls CBS/Avg Walls Drywall/Gd # of Stories 1 # of bldgs. 1 Basement Area 0 sq.ft. Roof Surface As halt/Av Trim/Finish Wood/Gd Type ® Det ❑ Att. ❑ S-Det./End Unit Basement Finish 0 % Gutters & Downspouts Gutters/Avg Bath Floor Ceramic/Gd ® Existing ❑ Proposed ❑ Under Const. ❑ Outside Entry/Exit ❑ Sump Pump Window Type ReplacemenUAvq Bath Wainscot Ceramic/Gd Design (Style) Duplex Evidence of ❑ Infestation N/A Storm Sash/Insulated Yes Car Storage Year Built 1948 ❑ Dampness ❑ Settlement Screens Yes ❑ None Effective Age (Yrs) 20 Heating/Cooling , Amenities ® Driveway # of Cars 1 Attic ® None ® FWA ❑ HWBB ❑ Radiant ❑ Fireplace(s) # 0 ❑ Woodstove(s) # 0 Driveway Surface Concrete ❑ Drop Stair ❑ Stairs ❑ Other Fuel Electric ❑ Patio/Deck ❑ Fence ❑ Garage # of Cars ❑ Floor ❑ Scuttle Cooling ❑ Central Air Conditioning ❑ Pool None ❑ Porch ❑ Carport # of Cars ❑ Finished ❑ Heated ® Individual ❑ Other ❑ Other None ❑ Att- ❑ Det. ❑ Built-in # of Appliances Refrigerator 2 Range/Oven 2 Dishwasher Disposal Microwave Washer/Dryer Other (describe) Unit # 1 contains: 3 Rooms 1 Bedrooms 1 Baths) 360 Square Feet of Gross Living Area Unit # 2 contains: 3 Rooms 1 Bedrooms 1 Bath(s) 360 Square Feet of Gross Living Area Unit # 3 contains: Rooms Bedrooms Bath(s) Square Feet of Gross Living Area Unit # 4 contains: Rooms Bedrooms Bath(s) Square Feet of Gross Living Area Additional features (special energy efficient items, etc.). The kitchens and baths have been upgraded in the last 10 years, with cabinets, appliances and counters. Baths have been resurfaced with replacement fixtures. Describe the condition of the property (including needed repairs, deterioration, renovations, remodeling, etc.). The subject is a 76 year old duplex in overall average to good condition with upgraded kitchens and baths. The subject has been the recipient of an average maintenance schedule. No immediate repairs or deferred maintenance was noted at the time of inspection. Freddie Mac Form 72 March 2005 Page 1 of 7 Fannie Mae Form 1025 March 2005 Form 1025 - "TOTAL" appraisal software by a la mode, ire. -1-800-ALAMODE 1512 Small Residential Income Property Appraisal Report File# 2240401.000 Are there any physical deficiencies or adverse conditions that affect the livability, soundness, or structural integrity of the property? ❑ Yes ® No If Yes, describe. Does the property generally conform to the neighborhood (functional utility, style, condition, use, construction, etc.)? ® Yes ❑ No If No, describe. Is the property subject to rent control? ❑ Yes ® No If Yes, describe The following properties represent the most current, similar, and proximate comparable rental properties to the subject property. This analysis is intended to support the opinion of the market rent for the subject property. FEATURE SUBJECT COMPARABLE RENTAL # 1 COMPARABLE RENTAL # 2 COMPARABLE RENTAL # 3 Address 323 NE Martin Luther King Jr Blvd 430 NW 12th Ave Boynton Beach, FL 33435 Boynton Beach, FL 33435 222 NE 13th Ave Boynton Beach, FL 33435 141 NE 6th Ave Boynton Beach, FL 33435 Proximity to Subject 0.58 miles W 0.17 miles NW 0.28 miles SW Current Monthly Rent $ 2,770 $ 2,950 $ 2,200 $ 1 800 Rent/Gross Bldg. Area $ 3.85 SO.- $ 3.24 sq -ft- - $ 3.44 sq.ft. - $ 2.12 sq -ft. Rent Control ❑ Yes ® No ❑ Yes ® No ❑ Yes ® No ❑ Yes ® No Data Source(s) Managing Agent MLS # RX -1107784 MLS # RX -11018872 MLS # RX11019529 Date of Lease(s) 8/241M to M Month to Month Month to Month Active Location Residential Residential Residential Residential Actual Age 76 68 72 50 Condition Avg/Good Avg/Good Good Avg/Good Gross Building Area 720 910 640 850 Unit Breakdown Rm Count SizeRm Count Sq. Ft. Size Sq. Ft Monthly Rent Rm Count Size Sq. Ft. Monthly Rent Ror Count Size Sq. Ft. Monthly Rent Tot Br Ba 720 Tot Br Ba 910 2,950 Tot Br Ba 640 2,200 Tot Br Ba 850 1,800 Unit # 1 3 1 1 360 3 1 1 455$ 1,500 4 2 1 640 $ 2,200 4 2 1 850$ 1,800 Unit# 2 3 1 1 360 3 1 1 455 $ 1,450 $ $ Unit # 3 $ $ $ Unit # 4 $ $ $ Utilities Included None None None None Analysis of rental data and support for estimated market rents for the individual subject units reported below (including the adequacy of the comparables, rental concessions, etc.) The listings provided are good indicators of the subject rental market. These listings are active on Beaches MLS Service. Demand is constant for rental units in this area. Rental Comp # 1 is a duplex tenant occupied, rental comps 2 and 3 are active simplex listings. Rent Schedule: The appraiser must reconcile the applicable indicated monthly market rents to provide an opinion of the market rent for each unit in the subject property. Leases Actual Rents Opinion of Market Rent Unit # Lease Date Per Unit Total Rents Per Unit Total Rents Begin Date End Date Unfurnished Furnished Unfurnished Furnished 1 8/24 8/25 $ 1,370 $ $ 1,370 $ 1,400 $ $ 1,400 2 M to M 1,400 1,400 1,400 1,400 3 4 Comment on lease data Unit # 1 has a 1 year Total Actual Monthly Rent $ 2,770 Total Gross Monthly Rent $ 2,800 lease. Unit # 2 is on a month to month Other Monthly Income (itemize) $ 0 Other Monthly Income (itemize) $ 0 basis. Total Actual Monthly Income $ 2,770 Total Estimated Monthly Income $ 2,800 Utilities included in estimated rents ❑ Electric ❑ Water ® Sewer ❑ Gas ❑ Oil ® Trash collection ❑ Cable ❑ Other Comments on actual or estimated rents and other monthly income (including personal property) The subject rents are at market rent. I X did ❑ did not research the sale or transfer history of the subject property and comparable sales. If not, explain The subject was sold in July,2019 as part of a $4,000,000 multi -property portfolio to the current owner. My research ® did ❑ did not reveal any prior sales or transfers of the subject property for the three years prior to the effective date of this appraisal. Data Source(s) MLS PBC Appraiser's Website My research ® did ❑ did not reveal any prior sales or transfers of the comparable sales for the year prior to the date of sale of the comparable sale. Data Source(s) MLS PBC Appraiser's Website Report the results of the research and analysis of the prior sale or transfer history of the subject property and comparable sales (report additional prior sales on page 3). ITEM SUBJECT COMPARABLE SALE # 1 COMPARABLE SALE # 2 COMPARABLE SALE # 3 Date of Prior Sale/Transfer Jan 2019 N/A N/A 12/2023 Price of Prior Sale/Transfer $4,000,000 N/A N/A $350,000 Data Source(s) A raiser/ClerkWebsite A raiser/ClerkWebsite Appraise r/ClerkWebsite A raiser/ClerkWebsite Effective Date of Data Source(s) 09/24/2024 09/24/2024 08/28/2024 08/28/2024 Analysis of prior sale or transfer history of the subject property and comparable sales The subject was sold in July, 2019 as part of a $4,000,000 multi -property portfolio to the current owner. Comparable # 3 was sold in December 2023 for $350,000. Freddie Mac Form 72 March 2005 Page 2 of 7 Fannie Mae Form 1025 March 2005 Form 1025 - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1513 Small Residential Income Property Appraisal Report File# 2240401.000 There are 4 comparable properties currently offered for sale in the subject neighborhood ranging in price from $ 399,000 to $ 649,000 There are 7 comparable sales in the subject neighborhood within the past twelve months ranging in sale price from $ 255,00 to $ 755,000 FEATURE SUBJECT COMPARABLE SALE # 1 COMPARABLE SALE # 2 COMPARABLE SALE # 3 Address 323 NE Martin Luther Kinq Jr Blvd Bo nton Beach FL 33435 801 NE 3rd St 205 NE 9th Ave 522 NW 11th Ave Boynton Beach, FL 33435 Boynton Beach FL 33435 Boynton Beach, FL 33435 Proximity to Subject 0.18 miles S 0.13 miles SW 0.65 miles W Sale Price $ 375,000 $ 430,000 $ 395,000 •" $ 358,000 Sale Price/Gross Bldg. Area $ 520.83 sq.ft. $ 234.20 sq.ft $ 379.81 sq.ft. $ 223.75 sq.ft. - Gross Monthly Rent $ 2,770 $ 3,000 $ 3,200 $ 2,700 Gross Rent Multiplier 135.38 143.33 123.44 132.59 ^; Price per Unit $ 187,500 $ 215,000 $ 197,500 $ 179,000 Price per Room $ 62,500 $ 53,750 $ 56,429 $ 51,143 Price per Bedroom $ 187,500 $ 107,500, $ 131,667 $ 119,333 ^; Rent Control ❑ Yes ® No ❑ Yes ® No ❑ Yes ® No ❑ Yes ® No Data Source(s) MLS # RX-10903514,DOM 108 MLS # RX -10921148 DOM 13 MLS # RX-10896570,DOM 4 Verification Source(s) PBC Public Records/MLS PBC Public Records/MLS PBC Public Records/MLS VALUE ADJUSTMENTS DESCRIPTION DESCRIPTION +(-) Adjustment DESCRIPTION +(-) Adjustment DESCRIPTION +(-) Adjustment Sale or Financing Concessions Armi Armi Conventional Conventional ArmLth Conventional Date of Sale/Time 5/2023 10/23 7/23 Location Residential Residential Residential Residential Leasehold/Fee Simple Fee Simple Fee Simple Fee Simple Fee Simple Site 7,000 sf 8 211 sf 7,531 sf 5,087 sf View Residential Residential Residential Residential Design (Style) Du lex Duplex Duplex Duplex Quality of Construction Q4 04 Q4 Q4 ' Actual Age 61,0 51 75 51 Condition Avg/Good Av /Good Av /Good Average +50,000 Gross Building Area 720 1,836 -27,900 1,040 -8,000 1,600 -22,000 ' Unit Breakdown Total Bdrms Baths Total Bdrms Baths Total Bdrms Baths Total Bdrms Baths Unit # 1 3 1 1 4 2 1 -10,000 4 2 1 -10,000 4 2 1 -10,000 Unit # 2 3 1 1 4 2 1 -10,000 3 1 1 3 1 1 ' Unit # 3 Unit # 4 Basement Description 0 N/A N/A N/A Basement Finished Rooms N/A N/A N/A N/A Functional Utility Average Average Heating/Cooling Indiv:indiv -Average Indiv:lndiv Indiv:lndiv -Average Central/Central Energy Efficient Items Average Average Average Parking On/Off Site Os 1 -Average Os -2 -2,500 Os -2 -2,500 Os -1 Porch/Patio/Deck None None None None Pool None None None None Net Adjustment (Total) ❑ + ® - $ -50,400 E1+ ®- $ -20,500 ®+ ❑ - $ 18,000 Adjusted Sale Price of Comparables Net Adj. 11.7 % Net Adj. 5.2 % Gross Adj. 11.7 % $ 379,600 Gross Adj. 5.2 % Net Adj. 5.0 % $ 374,500 Gross Adj. 22.9 % $ 376,000 Adjusted Price Per Unit (Atli. SP comp/# or comp JUT) $ 189,800 $ 187,250 $ 188 000 " Adjusted Price Per Room (Adj.sPcompi#ofcompRoo,,$) $ 47,450 $ 53,500 $ 53,714 " Adjusted Price Per Bedrm (Adi.sPcomp(#of CompBedmoms) $ 94,900 $ 124,833 $ 125,333 " Value per Unit $ 188,000 X 2 Units = $ 376,000 Value per GBA $ 500 X 720 GBA = $ 360,000 Value per Rm. $ 62,000 X 6 Rooms = $ 372,000 Value per Bdrms. $ 185,000 X 2 Bdrms. = $ 370,000 Summary of Sales Comparison Approach including reconciliation of the above indicators of value. Comparable 3 received a condition adjustment. Comparables 1 2 and 3 received bbedroom count adjustments downward. Parking amenity was addressed to com arabes 1 and 2 by waV of downward adjustments. The mean of the adjusted values is $376,700 or rounded to $375,000. This translates to $520.83 per square foot. This falls outside the established selling rice per square foot parameters for unadjusted and adjusted price per square foot values due to the tiny size of the subject. the size does not however, diminsh it's income generating capability iven the demand for rental housing in the area exceeding supply. The final value estimate of $375,000 falls within the individual value ranges of per unit. It exceeds room count and bedroom count again, due to it's size. Indicated Value by Sales Comparison Approach $ 375,000 Total gross monthly rent $ 2,770 X grass rent multiplier (GRM) 135 = $ 373,950 Indicated value by the Income Approach Comments on income approach including reconciliation of the GRM The GRM estimate of 135 falls within the range of $123.44(comp # 2 and $143.33 com # 1 Indicated Value by: Sales Comparison Approach $ 375,000 Income Approach $ 373,950 Cost Approach (if developed) $ The Sales Comparison Approach was given the most weight in reaching the final opinion of value contained in this report as it best reflects the interaction of buyers and sellers in the open marketplace. The Income Approach was supported by the gross rent multipliers of all 3 comparables. The cost approach was not developed. This appraisal is made ® "as is", ❑ subject to completion per plans and specifications on the basis of a hypothetical condition that the improvements have been • completed, ❑ subject to the following repairs or alterations on the basis of a hypothetical condition that the repairs or alterations have been completed, or ❑ subjecttothe following required inspection based on the extraordinary assumption that the condition or deficiency does not require alteration or repair: Based on a complete visual inspection of the interior and exterior areas of the subject property, defined scope of work, statement of assumptions and limiting conditions, and appraiser's certification, my (our) opinion of the market value, as defined, of the real property that is the subject of this report is $ $375,000 , as of September 24, 2024 , which is the date of inspection and the effective date of this appraisal. Freddie Mac Form 72 March 2005 Page 3 of 7 Fannie Mae Form 1025 March 2005 Form 1025 - "TOTAL" appraisal software by a la mode, ire. -1-800-ALAMODE 1514 Small Residential Income Property Appraisal Report File# 2240401.000 The intended user of this appraisal report is the stated Lender/Client. The intended use is to evaluate the propertV that is the subject of this report for a mortgage transaction, subject to the stated scope of work, purpose of the appraisal, reporting requirements of this appraisal report form, and definition of market value. No other additional intended users are identified by this appraiser. Adequate Utilities available and in service. Certification Item 26. 1 have not performed anV services regarding the subject property within the 3 years prior to this assignment and I have no current or prospective interest in the Sub ect Property or the parties involved. COSTAPPROACH TO VALUE (not required by Fannie Mae) Provide adequate information for the lender/client to replicate the below cost figures and calculations. Support for the opinion of site value (summary of comparable land sales or other methods for estimating site value) Not Applicable. ESTIMATED ❑ REPRODUCTION OR ❑ REPLACEMENT COST NEW OPINION OF SITE VALUE _$ Source of cost data DWELLING Sq.Ft. @ $ - _$ Quality rating from cost service Effective date of cost data Sq.Ft. @ $ _$ Comments on Cost Approach (gross building area calculations, depreciation, etc.) _$ N/A Garage/Carport Sq.Ft. @ $ - _$ Total Estimate of Cost -New =$ Less Physical Functional External Depreciation =$( ) Depreciated Cost of Improvements --------------------------- _$ "As -is" Value of Site Improvements --------------------------- _$ Estimated Remaining Economic Life (HUD and VA only) Years INDICATED VALUE BY COST APPROACH ----------------------- _$ PROJECT INFORMATION FOR PUDs (if applicable) Is the developer/builder in control of the Homeowners' Association (HOA)? ❑ Yes ❑ No Unit type(s) ❑ Detached ❑ Attached Provide the following information for PUDs ONLY if the developer/builder is in control of the HOA and the subject property is an attached dwelling unit Legal Name of Project N/A Total number of phases Total number of units Total number of units sold Total number of units rented Total number of units for sale Data source(s) Was the project created by the conversion of existing building(s) into a PUD? ❑ Yes ❑ No If Yes, date of conversion. Does the project contain any multi -dwelling units? ❑ Yes ❑ No Data Source Are the units, common elements, and recreation facilities complete? ❑ Yes ❑ No If No, describe the status of completion. Are the common elements leased to or by the Homeowners' Association? ❑ Yes ❑ No If Yes, describe the rental terms and options. Describe common elements and recreational facilities. Freddie Mac Form 72 March 2005 Page 4 of 7 Fannie Mae Form 1025 March 2005 Form 1025 - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1515 Small Residential Income Property Appraisal Report File# 2240401.000 This report form is designed to report an appraisal of a two- to four -unit property, including a two- to four -unit property in a planned unit development (PUD). A two- to four -unit property located in either a condominium or cooperative project requires the appraiser to inspect the project and complete the project information section of the Individual Condominium Unit Appraisal Report or the Individual Cooperative Interest Appraisal Report and attach it as an addendum to this report. This appraisal report is subject to the following scope of work, intended use, intended user, definition of market value, statement of assumptions and limiting conditions, and certifications. Modifications, additions, or deletions to the intended use, intended user, definition of market value, or assumptions and limiting conditions are not permitted. The appraiser may expand the scope of work to include any additional research or analysis necessary based on the complexity of this appraisal assignment. Modifications or deletions to the certifications are also not permitted. However, additional certifications that do not constitute material alterations to this appraisal report, such as those required by law or those related to the appraiser's continuing education or membership in an appraisal organization, are permitted. SCOPE OF WORK: The scope of work for this appraisal is defined by the complexity of this appraisal assignment and the reporting requirements of this appraisal report form, including the following definition of market value, statement of assumptions and limiting conditions, and certifications. The appraiser must, at a minimum: (1) perform a complete visual inspection of the interior and exterior areas of the subject property, (2) inspect the neighborhood, (3) inspect each of the comparable sales from at least the street, (4) research, verify, and analyze data from reliable public and/or private sources, and (5) report his or her analysis, opinions, and conclusions in this appraisal report. INTENDED USE: The intended use of this appraisal report is for the lender/client to evaluate the property that is the subject of this appraisal for a mortgage finance transaction. INTENDED USER: The intended user of this appraisal report is the lender/client. DEFINITION OF 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, 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 t0 buyer under conditions whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised, and each acting in what he or she considers his or her own best interest; (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 (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. *Adjustments to the comparables must be made for special or creative financing or sales concessions. No adjustments are necessary for those costs which are normally paid by sellers as a result of tradition or law in a market area; these costs are readily identifiable since the seller pays these costs in virtually all sales transactions. Special or creative financing adjustments can be made to the comparable property by comparisons to financing terms offered by a third party institutional lender that is not already involved in the property or transaction. Any adjustment should not be calculated on a mechanical dollar for dollar cost of the financing or concession but the dollar amount of any adjustment should approximate the market's reaction to the financing or concessions based on the appraiser's judgment. STATEMENT OF ASSUMPTIONS AND LIMITING CONDITIONS: The appraiser's certification in this report is subject to the following assumptions and limiting conditions: 1. The appraiser will not be responsible for matters of a legal nature that affect either the property being appraised or the title to it, except for information that he or she became aware of during the research involved in performing this appraisal. The appraiser assumes that the title is good and marketable and will not render any opinions about the title. 2. The appraiser has provided a sketch in this appraisal report to show the approximate dimensions of the improvements, including each of the units. The sketch is included only to assist the reader in visualizing the property and understanding the appraiser's determination of its size. 3. The appraiser has examined the available flood maps that are provided by the Federal Emergency Management Agency (or other data sources) and has noted in this appraisal report whether any portion of the subject site is located in an identified Special Flood Hazard Area. Because the appraiser is not a surveyor, he or she makes no guarantees, express or implied, regarding this determination. 4. The appraiser will not give testimony or appear in court because he or she made an appraisal of the property in question, unless specific arrangements to do so have been made beforehand, or as otherwise required by law. 5. The appraiser has noted in this appraisal report any adverse conditions (such as needed repairs, deterioration, the presence of hazardous wastes, toxic substances, etc.) observed during the inspection of the subject property or that he or she became aware of during the research involved in performing this appraisal. Unless otherwise stated in this appraisal report, the appraiser has no knowledge of any hidden or unapparent physical deficiencies or adverse conditions of the property (such as, but not limited to, needed repairs, deterioration, the presence of hazardous wastes, toxic substances, adverse environmental conditions, etc.) that would make the property less valuable, and has assumed that there are no such conditions and makes no guarantees or warranties, express or implied. The appraiser will not be responsible for any such conditions that do exist or for any engineering or testing that might be required to discover whether such conditions exist. Because the appraiser is not an expert in the field of environmental hazards, this appraisal report must not be considered as an environmental assessment of the property. 6. The appraiser has based his or her appraisal report and valuation conclusion for an appraisal that is subject to satisfactory completion, repairs, or alterations on the assumption that the completion, repairs, or alterations of the subject property will be performed in a professional manner. Freddie Mac Form 72 March 2005 Page 5 of 7 Fannie Mae Form 1025 March 2005 Form 1025 - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1516 Small Residential Income Property Appraisal Report File# 2240401.000 APPRAISER'S CERTIFICATION: The Appraiser certifies and agrees that 1. 1 have, at a minimum, developed and reported this appraisal in accordance with the scope of work requirements stated in this appraisal report. 2. 1 performed a complete visual inspection of the interior and exterior areas of the subject property, including all units. I reported the condition of the improvements in factual, specific terms. I identified and reported the physical deficiencies that could affect the livability, soundness, or structural integrity of the property. 3. 1 performed this appraisal in accordance with the requirements of the Uniform Standards of Professional Appraisal Practice that were adopted and promulgated by the Appraisal Standards Board of The Appraisal Foundation and that were in place at the time this appraisal report was prepared. 4. 1 developed my opinion of the market value of the real property that is the subject of this report based on the sales comparison and income approaches to value. I have adequate market data to develop reliable sales comparison and income approaches to value for this appraisal assignment. I further certify that I considered the cost approach to value but did not develop it, unless otherwise indicated in this report. 5. 1 researched, verified, analyzed, and reported on any current agreement for sale for the subject property, any offering for sale of the subject property in the twelve months prior to the effective date of this appraisal, and the prior sales of the subject property for a minimum of three years prior to the effective date of this appraisal, unless otherwise indicated in this report. 6. 1 researched, verified, analyzed, and reported on the prior sales of the comparable sales for a minimum of one year prior to the date of sale of the comparable sale, unless otherwise indicated in this report. 7. 1 selected and used comparable sales that are Iocationally, physically, and functionally the most similar to the subject property. 8. 1 have not used comparable sales that were the result of combining a land sale with the contract purchase price of a home that has been built or will be built on the land. 9. 1 have reported adjustments to the comparable sales that reflect the market's reaction to the differences between the subject property and the comparable sales. 10. 1 verified, from a disinterested source, all information in this report that was provided by parties who have a financial interest in the sale or financing of the subject property. 11. 1 have knowledge and experience in appraising this type of property in this market area. 12. 1 am aware of, and have access to, the necessary and appropriate public and private data sources, such as multiple listing services, tax assessment records, public land records and other such data sources for the area in which the property is located. 13. 1 obtained the information, estimates, and opinions furnished by other parties and expressed in this appraisal report from reliable sources that I believe to be true and correct. 14. 1 have taken into consideration the factors that have an impact on value with respect to the subject neighborhood, subject property, and the proximity of the subject property to adverse influences in the development of my opinion of market value. I have noted in this appraisal report any adverse conditions (such as, but not limited to, needed repairs, deterioration, the presence of hazardous wastes, toxic substances, adverse environmental conditions, etc.) observed during the inspection of the subject property or that I became aware of during the research involved in performing this appraisal. I have considered these adverse conditions in my analysis of the property value, and have reported on the effect of the conditions on the value and marketability of the subject property. 15. 1 have not knowingly withheld any significant information from this appraisal report and, to the best of my knowledge, all statements and information in this appraisal report are true and correct. 16. 1 stated in this appraisal report my own personal, unbiased, and professional analysis, opinions, and conclusions, which are subject only to the assumptions and limiting conditions in this appraisal report. 17. 1 have no present or prospective interest in the property that is the subject of this report, and I have no present or prospective personal interest or bias with respect to the participants in the transaction. I did not base, either partially or completely, my analysis and/or opinion of market value in this appraisal report on the race, color, religion, sex, age, marital status, handicap, familial status, or national origin of either the prospective owners or occupants of the subject property or of the present owners or occupants of the properties in the vicinity of the subject property or on any other basis prohibited by law. 18. My employment and/or compensation for performing this appraisal or any future or anticipated appraisals was not conditioned on any agreement or understanding, written or otherwise, that I would report (or present analysis supporting) a predetermined specific value, a predetermined minimum value, a range or direction in value, a value that favors the cause of any party, or the attainment of a specific result or occurrence of a specific subsequent event (such as approval of a pending mortgage loan application). 19. 1 personally prepared all conclusions and opinions about the real estate that were set forth in this appraisal report. If I relied on significant real property appraisal assistance from any individual or individuals in the performance of this appraisal or the preparation of this appraisal report, I have named such individual(s) and disclosed the specific tasks performed in this appraisal report. I certify that any individual so named is qualified to perform the tasks. I have not authorized anyone to make a change to any item in this appraisal report; therefore, any change made to this appraisal is unauthorized and I will take no responsibility for it. 20. 1 identified the lender/client in this appraisal report who is the individual, organization, or agent for the organization that ordered and will receive this appraisal report. Freddie Mac Form 72 March 2005 Page 6 of 7 Fannie Mae Form 1025 March 2005 Form 1025 - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1517 Small Residential Income Property Appraisal Report File# 2240401.000 21. The lender/client may disclose or distribute this appraisal report to: the borrower; another lender at the request of the borrower; the mortgagee or its successors and assigns; mortgage insurers; government sponsored enterprises; other secondary market participants; data collection or reporting services; professional appraisal organizations; any department, agency, or instrumentality of the United States; and any state, the District of Columbia, or other jurisdictions; without having to obtain the appraiser's or supervisory appraiser's (if applicable) consent. Such consent must be obtained before this appraisal report may be disclosed or distributed to any other party (including, but not limited to, the public through advertising, public relations, news, sales, or other media). 22. 1 am aware that any disclosure or distribution of this appraisal report by me or the lender/client may be subject to certain laws and regulations. Further, I am also subject to the provisions of the Uniform Standards of Professional Appraisal Practice that pertain to disclosure or distribution by me. 23. The borrower, another lender at the request of the borrower, the mortgagee or its successors and assigns, mortgage insurers, government sponsored enterprises, and other secondary market participants may rely on this appraisal report as part of any mortgage finance transaction that involves any one or more of these parties. 24. If this appraisal report was transmitted as an "electronic record" containing my "electronic signature," as those terms are defined in applicable federal and/or state laws (excluding audio and video recordings), or a facsimile transmission of this appraisal report containing a copy or representation of my signature, the appraisal report shall be as effective, enforceable and valid as if a paper version of this appraisal report were delivered containing my original hand written signature. 25. Any intentional or negligent misrepresentation (s) contained in this appraisal report may result in civil liability and/or criminal penalties including, but not limited to, fine or imprisonment or both under the provisions of Title 18, United States Code, Section 1001, et seq., or similar state laws. SUPERVISORY APPRAISER'S CERTIFICATION: The Supervisory Appraiser certifies and agrees that: 1. 1 directly supervised the appraiser for this appraisal assignment, have read the appraisal report, and agree with the appraiser's analysis, opinions, statements, conclusions, and the appraiser's certification. 2. 1 accept full responsibility for the contents of this appraisal report including, but not limited to, the appraiser's analysis, opinions, statements, conclusions, and the appraiser's certification. 3. The appraiser identified in this appraisal report is either a sub -contractor or an employee of the supervisory appraiser (or the appraisal firm), is qualified to perform this appraisal, and is acceptable to perform this appraisal under the applicable state law. 4. This appraisal report complies with the Uniform Standards of Professional Appraisal Practice that were adopted and promulgated by the Appraisal Standards Board of The Appraisal Foundation and that were in place at the time this appraisal report was prepared. 5. If this appraisal report was transmitted as an "electronic record" containing my "electronic signature," as those terms are defined in applicable federal and/or state laws (excluding audio and video recordings), or a facsimile transmission of this appraisal report containing a copy or representation of my signature, the appraisal report shall be as effective, enforceable and valid as if a paper version of this appraisal report were delivered containing my original hand written signature. APPRAISER Signature Name Ronald J. Saar Company Name Anderson & Carr, Inc. Company Address 521 S. Olive Avenue West Palm Beach FL 33401 Telephone Number 561-833-1661 Email Address rsaar(a_andersoncarr.com Date of Signature and Report 08/28/24 Effective Date of Appraisal September 24 2024 State Certification # Cert Gen RZ4225 or State License # or Other (describe) State # State FL Expiration Date of Certification or License 11/30/2024 ADDRESS OF PROPERTY APPRAISED 323 NE Martin Luther King Jr Blvd Boynton Beach FL 33435 APPRAISED VALUE OF SUBJECT PROPERTY $ $375,000 LENDER/CLIENT Name Theresa Utterback Company Name Boynton Beach Community Redevelopment Agenc, Company Address 710 N. Federal Highway Boynton Beach Florida Email Address utterbackt(a)bbfl.us SUPERVISORY APPRAISER (ONLY IF REQUIRED) Signature Name Company Name Company Address Telephone Number Email Address Date of Signature State Certification # Cert Gen RZ4 or State License # State Expiration Date of Certification or License SUBJECT PROPERTY ❑ Did not inspect subject property ❑ Did inspect exterior of subject property from street Date of Inspection ❑ Did inspect interior and exterior of subject property Date of Inspection COMPARABLE SALES ❑ Did not inspect exterior of comparable sales from street ❑ Did inspect exterior of comparable sales from street Date of Inspection Freddie Mac Form 72 March 2005 Page 7 of 7 Form 1025 - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE Fannie Mae Form 1025 March 2005 1518 Subject Photo Page Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach CommunitV Redevelopment Agency Subject Front 323 NE Martin Luther King Jr Blvd Sales Price 375,000 Gross Living Area 1992 Total Rooms 6 Total Bedrooms 2 Total Bathrooms 2 Location Residential View Residential Site 7,000 sf Quality Q4 Age 61,0 Subject Rear Subject Street Form LPICPIX.DSS LTR - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1519 Photograph Addendum Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach Community Redevelopment Agency Kitchen, Unit 1 Kitchen, Unit 2 Bath, Unit 1 Bath, Unit 2 Bedroom Unit 1 Living Room Unit 1 Form PICSIX2 -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1520 Comparable Photo Page Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach Community Redevelopment Agency Comparable 1 801 NE 3rd St Prox. to Subject 0.18 miles S Sale Price 430,000 Gross Living Area 1,836 Total Rooms 8 Total Bedrooms 4 Total Bathrooms 2 Location Residential View Residential Site 8,211 sf Quality Q4 Age 51 Comparable 2 205 NE 9th Ave Prox. to Subject 0.13 miles SW Sale Price 395,000 Gross Living Area 1,040 Total Rooms 7 Total Bedrooms 3 Total Bathrooms 2 Location Residential View Residential Site 7,531 sf Quality Q4 Age 75 Comparable 3 522 NW 11th Ave Prox. to Subject 0.65 miles W Sale Price 358,000 Gross Living Area 1,600 Total Rooms 7 Total Bedrooms 3 Total Bathrooms 2 Location Residential View Residential Site 5,087 sf Quality 04 Age 51 Form PICPIX.CR -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1521 Property Information Owner Nanic: Parcel Control Number: Location Address : Structural Details Building Sketch SUNNY SIDE IN FLORIDA III LLC 08-4345-21-27-001-0140 323 E MARTIN LUTHER KING JR BLVD Subarea and Square Footage for Building I Code Description square Footage BAS Raw A,ua 720 Toal Squaw f'-wgv 720 Asea flnd(n Air 720 Property Extra Feature Property Land Details Laod Lmvo I Sketch for Building I 14 I720) No Emra Fear ase AvaRaMe I kwiPmm MULTI -FAMILY Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE `,uw Mk R2 0,1607 1522 Structural Element for Building I law ,fug V"all N MSY: CB STUCCO vaap llWib 1948 NlF[ Cumfifion boo c. AC ONLY HotIyp,r NONE Hew Va"I NONE llkd 11wlms 2 F01 Haflu, 2 F. r, MH 2 NONE r',o')4 soomury UABLEA4111 I'Zsof f""cl ASPHAEr/CoMPOSITION 1:10rumm MH I DRYWALL, Inw6w WaH 2 N/A FboNpe I ASPHArrTILE H'i"11 VYpu F N/A Swrm; I Subarea and Square Footage for Building I Code Description square Footage BAS Raw A,ua 720 Toal Squaw f'-wgv 720 Asea flnd(n Air 720 Property Extra Feature Property Land Details Laod Lmvo I Sketch for Building I 14 I720) No Emra Fear ase AvaRaMe I kwiPmm MULTI -FAMILY Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE `,uw Mk R2 0,1607 1522 Plat Map Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach Community Redevelopment Agency �AOSER" S ADDITION 0 y%� °io 7-i FAN,Gf, 43T- Form MAP LT. PLAT - "TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1523 Aerial View Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach Community Redevelopment Agency Form SCNLGH -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1524 Location Map Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach Community Redevelopment Agency BiIW ffl 41a la mode, inc. er 0 IVP 111 I Li Mid ed *A A,ve. Eben-,. ,m talorPhur,1,61 .t w. Ylrur� �a, I,Vi�Yd(uIl"'41"7y1rIRr'9(r NE ��NiD+ 75tt'a cl V NE, t*tNtV Ave NA 14th Ave II41h, Ave I I! uro Z,JJ1 CL d E4 X61^tu96-� 1. 36,PF its" IN E thAv'e t G,, SUBdE�CT P�.ellr,alFa,,lolw-t4,�,urfur.rr 323 NE Martin Lu'tlier- Ming aur Blvd ff i ft11t!/ r, ,✓�/� ulyrlree t'� C. b n�;l l q t�m.61u':�. Ih m tk(ll ilt J..�Y IV I'VI.0 a:_rV `�:I I/l �� Po,y�, "Mann It4Mi",i LVt� 1 sla�rlh,��Y�r A1r11 r.lns [! �1 f�trtJd .rl'�� d tPvIL! lig .r PAWIhe U,flhec King Jr MW h4arun Luthor IlAuwbeN Jr MW @wtE,. � INE 9t:h Ave . �` NE , th Avit, N 91h Ave 1Jp� , UE Nf' Nth Ave NE 801 Ave l)r1 uy,Vl1 rll r'I rl.i"V 1��1, 1`I'IVIIt rl ��CI'4 1 v d°(w P(t.tfd,n 4,oulds,tr l @ r_(r„ o„� NL. 81h tivF y CI'a Ave a^�t NE 7th M4V , � A'we NE iq',- t�ti IBt ArH At�'m NC"Mh Ave 4v� Wl: 6th Ave W '7a 0 z Vr "17 NIE 501 Ave I Agree 0ShI alk,, ,'. i ax NE 4tUu Ave, �,cr if �1d” Atdr Dve Mr rSo. ,� a'^ JL j 7.,-. Form MAP.LOC - "TOTAL" appraisal software by a la mode, Inc. -1-800-ALAMODE 1525 Location & Comparable Sales Map Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach Community Redevelopment Agency �NYNI •ad.r u.rr , n;�irrW m� a l� IAi�u( urN�wdu.ro od' VeW r rJfrwr� NrA ir, 18rdr1� r.as,'.r or t�� a Ma read inn � ,�fa EI� S riutfrld +/ rG(�r,ina Y". ���•. � �"�,�,��� �,w"�, �" Yom" NNEa900s �' Rwr fid1t�V r rAOdl 1.71hkm n io- rnpulr. Bell' Wt� d Ili �u Ebeuy rt+pan 2 W1 f3e,10 A 1 nr y 8�r f k (3a+li+raa'y tNPy�Y i, r Z 1 SN N NN:Ir C"N.. Ir 11hImAorv0l4ad HdW';'11,��4�Pw�^ �p AUA 323 NF Kar-Hrr Luatho King Jr SNvd pvc, I, 0,,01 �22 IMN NNAB E No. 3 r i N o Ave a a 0.65 mHes v yrux,WirW%N'�rWru , „� ar,rAe rm�rr7r,, � f ' N ihuAwr 2 h� rs o tiPl. 18"AB �, riyt'r Ave ray Afl artsw�8.i�ulsr�f lAtraSN .YV'I. r� 1,4 11 Aw.w �"N� l�P�'y A I w A iuul°,: r,++a R Nl AL No. „1 COMPARABLE No,F PwN V 80', A.l,F r��i 430 NW 12th Ave : � �T:, Z25 NE 9th Ave mN'6 :s'±U 0,13 miles SW NE 6th v, �.�NNI �rrsfrrwiuC r3eijdi,PoQ $ N+RN fN7AN NNs�. 2, Jf r 222 NE 13th dive >' Vr/lll>CJ/rWlrrlf'(f�'G"uuEdavu^` 'r7 �� aG. 1l t.urvr(f D,)%N1 11 UOTl 1GGdlll ,r tfd¢tniisnnfarfux�a ear r AG , it i COMPARABLE No. 1 RegN ITp RN No Ave Uv ti r,°'rwrAv",s - Sol NE 3rd St , RENTALN uro �'' NR tWM rri�BN? S;f� (31,28 neroPes ,S V1 r t s fir 0 iA 2nd AveW.'Y're AfmrY rW,�e „ SIN Eth III St Mi Aq,, wP, � r u l Ar `a0.t Aua u A P+d �fPrr �R7 r V:d VI ry , rp, SIVY 81h Av,,,tip r vd )III Aver 1 res dd Di, hwuos ° idJYd 7 '{9P�3h I'f1rtl. n J"U frel W_9raliruMitV�sr rr 4arfa,l _ � „�a�' ofrAf- 4N U �r1A MOr�utVkuufSVrl GRP �� FPebYtor�rl NY Fr� 79P . Form MARLOC -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1526 File No. 2240401.000 UNIFORM APPRAISAL DATASET (UAD) DEFINITIONS ADDENDUM (Source: Fannie Mae UAD Appendix D: UAD Field -Specific Standardization Requirements) Condition Ratings and Definitions The improvements have been recently constructed and have not been previously occupied. The entire structure and all components are new and the dwelling features no physical depreciation. Note: Newly constructed improvements that feature recycled or previously used materials and/or components can be considered new dwellings provided thatthe dwelling is placed on a 100 percent new foundation and the recycled materials and the recycled components have been rehabilitated/remanufactured into like -new condition. Improvements that have not been previously occupied are not considered "new" if they have any significant physical depreciation (that is, newly constructed dwellings that have been vacant for an extended period of time without adequate maintenance or upkeep). C2 The improvements feature no deferred maintenance, little or no physical depreciation, and require no repairs. Virtually all building components are new or have been recently repaired, refinished, or rehabilitated. All outdated components and finishes have been updated and/or replaced with components that meet current standards. Dwellings in this category are either almost new or have been recently completely renovated and are similar in condition to new construction. Note: The improvements represent a relatively new property that is well maintained with no deferred maintenance and little or no physical depreciation, or an older property that has been recently completely renovated. C3 The improvements are well maintained and feature limited physical depreciation due to normal wear and tear. Some components, but not every major building component, may be updated or recently rehabilitated. The structure has been well maintained. Note: The improvement is in its first -cycle of replacing short-lived building components (appliances, floor coverings, HVAC, etc.) and is being well maintained. Its estimated effective age is less than its actual age. It also may reflect a property in which the majority of short-lived building components have been replaced but notto the level of a complete renovation. C4 The improvements feature some minor deferred maintenance and physical deterioration due to normal wear and tear. The dwelling has been adequately maintained and requires only minimal repairs to building components/mechanical systems and cosmetic repairs. All major building components have been adequately maintained and are functionally adequate. Note: The estimated effective age may be close to or equal to its actual age. It reflects a property in which some of the short-lived building components have been replaced, and some short-lived building components are at or near the end of their physical life expectancy; however, they still function adequately. Most minor repairs have been addressed on an ongoing basis resulting in an adequately maintained property. C5 The improvements feature obvious deferred maintenance and are in need of some significant repairs. Some building components need repairs, rehabilitation, or updating. The functional utility and overall livability is somewhat diminished due to condition, but the dwelling remains useable and functional as a residence. Note: Some significant repairs are needed to the improvements due to the lack of adequate maintenance. It reflects a property in which many of its short-lived building components are at the end of or have exceeded their physical life expectancy but remain functional. C6 The improvements have substantial damage or deferred maintenance with deficiencies or defects that are severe enough to affect the safety, soundness, or structural integrity of the improvements. The improvements are in need of substantial repairs and rehabilitation, including many or most major components. Note: Substantial repairs are needed to the improvements due to the lack of adequate maintenance or property damage. It reflects a property with conditions severe enough to affect the safety, soundness, or structural integrity of the improvements. Quality Ratings and Definitions Dwellings with this quality rating are usually unique structures that are individually designed by an architect for a specified user. Such residences typically are constructed from detailed architectural plans and specifications and feature an exceptionally high level of workmanship and exceptionally high-grade materials throughout the interior and exterior of the structure. The design features exceptionally high-quality exterior refinements and ornamentation, and exceptionally high-quality interior refinements. The workmanship, materials, and finishes throughout the dwelling are of exceptionally high quality. 02 Dwellings with this quality rating are often custom designed for construction on an individual property owner's site. However, dwellings in this quality grade are also found in high-quality tract developments featuring residence constructed from individual plans or from highly modified or upgraded plans. The design features detailed, high quality exterior ornamentation, high-quality interior refinements, and detail. The workmanship, materials, and finishes throughout the dwelling are generally of high or very high quality. UAD Version 9/2011 (Updated 1/2014) Form UADDEFINEIA- "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1527 UNIFORM APPRAISAL DATASET (UAD) DEFINITIONS ADDENDUM (Source: Fannie Mae UAD Appendix D: UAD Field -Specific Standardization Requirements) Quality Ratings and Definitions (continued) 03 Dwellings with this quality rating are residences of higher quality built from individual or readily available designer plans in above -standard residential tract developments or on an individual property owner's site. The design includes significant exterior ornamentation and interiors that are well finished. The workmanship exceeds acceptable standards and many materials and finishes throughout the dwelling have been upgraded from "stock" standards. 04 Dwellings with this quality rating meet or exceed the requirements of applicable building codes. Standard or modified standard building plans are utilized and the design includes adequate fenestration and some exterior ornamentation and interior refinements. Materials, workmanship, finish, and equipment are of stock or builder grade and may feature some upgrades. 05 Dwellings with this quality rating feature economy of construction and basic functionality as main considerations. Such dwellings feature a plain design using readily available or basic floor plans featuring minimal fenestration and basic finishes with minimal exterior ornamentation and limited interior detail. These dwellings meet minimum building codes and are constructed with inexpensive, stock materials with limited refinements and upgrades. 06 Dwellings with this quality rating are of basic quality and lower cost; some may not be suitable for year-round occupancy. Such dwellings are often built with simple plans or without plans, often utilizing the lowest quality building materials. Such dwellings are often built or expanded by persons who are professionally unskilled or possess only minimal construction skills. Electrical, plumbing, and other mechanical systems and equipment may be minimal or non-existent. Older dwellings may feature one or more substandard or non -conforming additions to the original structure Definitions of Not Updated, Updated, and Remodeled Not Updated Little or no updating or modernization. This description includes, but is not limited to, new homes. Residential properties of fifteen years of age or less often reflect an original condition with no updating, if no major components have been replaced or updated. Those over fifteen years of age are also considered not updated if the appliances, fixtures, and finishes are predominantly dated. An area that is `Not Updated' may still be well maintained and fully functional, and this rating does not necessarily imply deferred maintenance or physical/functional deterioration. Updated The area of the home has been modified to meet current market expectations. These modifications are limited in terms of both scope and cost. An updated area of the home should have an improved look and feel, or functional utility. Changes that constitute updates include refurbishment and/or replacing components to meet existing market expectations. Updates do not include significant alterations to the existing structure. Remodeled Significant finish and/or structural changes have been made that increase utility and appeal through complete replacement and/or expansion. A remodeled area reflects fundamental changes that include multiple alterations. These alterations may include some or all of the following: replacement of a major component (cabinet(s), bathtub, or bathroom tile), relocation of plumbing/gas fixtures/appliances, significant structural alterations (relocating walls, and/or the addition of) square footage). This would include a complete gutting and rebuild. Explanation of Bathroom Count Three-quarter baths are counted as a full bath in all cases. Quarter baths (baths that feature only a toilet) are not included in the bathroom count. The number of full and half baths is reported by separating the two values using a period, where the full bath count is represented to the left of the period and the half bath count is represented to the right of the period. Example: 3.2 indicates three full baths and two half baths. UAD Version 9/2011 (Updated 1/2014) Form UADDEFINEIA- "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1528 UNIFORM APPRAISAL DATASET (UAD) DEFINITIONS ADDENDUM (Source: Fannie Mae UAD Appendix D: UAD Field -Specific Standardization Requirements) Abbreviations Used in Data Standardization Text Abbreviation Full Name Fields Where This Abbreviation May Appear A Adverse Location & View ac Acres Area, Site AdjPrk Adjacent to Park Location AdjPwr Adjacent to Power Lines Location Arml-th Arms Length Sale Sale or Financing Concessions AT Attached Structure Design (Style) B Beneficial Location & View ba Bathroom(s) Basement & Finished Rooms Below Grade br Bedroom Basement & Finished Rooms Below Grade BsyRd Busy Road Location c Contracted Date Date of Sale/Time Cash Cash Sale or Financing Concessions Comm Commercial Influence Location Conv Conventional Sale or Financing Concessions cp Carport Garage/Carport CrtOrd Court Ordered Sale Sale or Financing Concessions CtySky City View Skyline View View CtyStr City Street View View cv Covered Garage/Carport DOM Days On Market Data Sources DT Detached Structure Design (Style) dw Driveway Garage/Carport e Expiration Date Date of Sale/Time Estate Estate Sale Sale or Financing Concessions FHA Federal Housing Authority Sale or Financing Concessions g Garage Garage/Carport ga Attached Garage Garage/Carport gbi Built-in Garage Garage/Carport gd Detached Garage Garage/Carport GlfCse Golf Course Location Glfvw Golf Course View View GR Garden Design (Style) HR High Rise Design (Style) in Interior Only Stairs Basement & Finished Rooms Below Grade Ind Industrial Location & View Listing Listing Sale or Financing Concessions Lndfl Landfill Location LtdSght Limited Sight View MR Mid -rise Design (Style) Mtn Mountain View View N Neutral Location & View NonArm Non -Arms Length Sale Sale or Financing Concessions o Other Basement & Finished Rooms Below Grade 0 Other Design (Style) op Open Garage/Carport Prk Park View View Pstrl Pastoral View View PwrLn Power Lines View PubTrn Public Transportation Location Relo Relocation Sale Sale or Financing Concessions REO REO Sale Sale or Financing Concessions Res Residential Location & View RH USDA - Rural Housing Sale or Financing Concessions rr Recreational (Rec) Room Basement & Finished Rooms Below Grade RT Row or Townhouse Design (Style) s Settlement Date Date of Sale/Time SO Semi-detached Structure Design (Style) Short Short Sale Sale or Financing Concessions sf Square Feet Area, Site, Basement sqm Square Meters Area, Site Unk Unknown Date of Sale/Time VA Veterans Administration Sale or Financing Concessions w Withdrawn Date Date of Sale/Time we Walk Out Basement Basement & Finished Rooms Below Grade Woods Woods View View Wtr Water View View WtrFr Water Frontage Location wu Walk Up Basement Basement & Finished Rooms Below Grade UAD Version 9/2011 (Updated 1/2014) Form UADDEFINEIA- "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1529 File No. 2240401.000 UNIFORM APPRAISAL DATASET (UAD) DEFINITIONS ADDENDUM Other Appraiser -Defined Abbreviations (continued) UAD Version 9/2011 (Updated 1/2014) Form UADDEFINE2A - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1530 USPAP ADDENDUM File No. 29404ni onn Borrower Bo nton Bch Comm. Redevelo meof A enc Property Address 323 NE Martin Luther Kin Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender Boynton Beach Community Redevelopment Agency This report was prepared under the following USPAP reporting option: ® Appraisal Report This report was prepared in accordance with USPAP Standards Rule 2-2(a). ❑ Restricted Appraisal Report This report was prepared in accordance with USPAP Standards Rule 2-2(b). Reasonable Exposure Time My opinion of a reasonable exposure time for the subject property at the market value stated in this report is: 90 Days Additional Certifications I certify that, to the best of my knowledge and belief: ® I have NOT performed services, as an appraiser or in any other capacity, regarding the property that is the subject of this reportwithin the three-year period immediately preceding acceptance of this assignment. ❑ I HAVE performed services, as an appraiser or in another capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. Those services are described in the comments below. 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. - Unless otherwise indicated, I 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 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. - My analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice that were in effect at the time this report was prepared. Unless otherwise indicated, I have made a personal inspection of the property that is the subject of this report. Unless otherwise indicated, no one provided significant real property appraisal assistance to the person(s) signing this certification (if there are exceptions, the name of each individual providing significant real property appraisal assistance is stated elsewhere in this report). Additional Comments The living area for all comparable sales are from public records or mis data unless otherwise noted. APPRAISER: SUPERVISORY APPRAISER: (only if required) �1 Signature: Signature:/J& Name: Ronalar Name: Date Signed: 08/28/24 Date Signed: State Certification #: Cert Gen RZ4225 State Certification #: Cert Gen RZ4 or State License #: or State License #: State: FL State: Expiration Date of Certification or License: 11/30/2024 Expiration Date of Certification or License: Effective Date of Appraisal: September 24 2024 Supervisory Appraiser Inspection of Subject Property: ❑ Did Not ❑ Exterior -only from street ❑ Interior and Exterior Form ID14AP -"TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1531 License Borrower Boynton Bch Comm. Redevelopment Agency Property Address 323 NE Martin Luther King Jr Blvd City Boynton Beach County Palm Beach State FL Zip Code 33435 Lender/Client Boynton Beach Community Redevelopment Agency i ifA,`!4'v taY �S V16,h. '„. „8"IYk�n"'P16lcm STATE OF FL9RIN FFARTMEN ` OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA RF, L ST TEAPPRAISAL BD IL��t d' dW1 FT�FrylE u UNDER IIedRw'. 1l'tE G FdIyd�6 lyEpl(mg qCr y pg � p p f` F'4t,1 M A.SIV..k b'"� T`,+/'A:•,'^w"4-d�' / 'M'� "'M J ! x9, Mw � jA`�M�' C'A TUTES l/ J "L41 S EXPIRATION DA`NL NOVEMBER 30,2024 Alwys vm rify licenses raeatkn ta% l�+tY'Fak� aM d�LMa aru"a a°:.a,xrrtn Do not alter this rcpu arnent in any Morin F his is your lic(9nre It Is, Y.anl,„,1%rful MC„ r an y3q"yne CM N't'heY than ffio Nlu:ensca t'r,";k kjsr', ffik cl@".N:P rrw.Nnt�. Form SCNLGH -"TOTAL" appraisal software by a la mode, inc. -1-800-ALAMODE 1532 Qualifications QUALIFICATIONS OF APPRAISER RONALD J. SAAR GENERAL INFORMATION State Certified General Real Estate Appraiser PZ4225 (Florida) State Certified General Real Estate Appraiser 46-37815 (New York) EDUCATION AND SPECIAL TRAINING Brooklyn Technical High School — Electrical Engineering Bernard Baruch College — Business Achninistration Pratt Institute- Construction Management New York University — Real Estate Appraisal REAL ESTATE APPRAISAL EDUCATION General Appraiser Income Approach General Appraiser Site Value & Cost Approach General Appraiser Market Analysis Highest & Best Use General Appraiser Sales Comparison Approach Nuances of Valuation -Cornerstone of Market Value Florida Law & Rules Update 2020 National Uniform Standards Professional Appraisal Practice (USPAP) Florida Appraisal Law Specialiyed Residential Appraisal Topics Statistics, Modeling & Finance Residential Report Writing & Case Studies Advanced Residential Appraisal Applications and Case Studies Residential Market Analysis Highest & Best Use Residential Sales Comparison Approach Residential Site Value & Cost Approach Residential Income Approach Basic Appraisal Principles /Appraisal Procedures Supervisor/Trainee Parking & Its Impact on Florida Properties Engaged in appraising real estate, fiall time, since 1986 TYPES OF PROPERTY APPRAISED Commercial Office Buildings Commercial Retail Buildings Commercial Flex Office/Warehouses Commercial/Industrial Land Multi -Family Apartment Buildings Special Use Properties CiViC Use Properties Civic Use Land Equestrian Estates Agricultural Land Single Family Residences Residential Waterfront Properties New/Proposed Residential Construction Residential Condominiums Small Residential Income Properties Residential Land Residential Ground Lease,-, Litigation Valu ation Assistance I attend the mandatory education classes and seminars as determined by the ASB and AQB and State Licensure continuing education requirements. Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1 -800-ALAMODE 1533 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 111, of the Florida Statutes (hereinafter "PURCHASER") and SUNNY SIDE IN FLORIDA 111, LLC, a Florida Limited Liability Company (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") and more particularly described as follows: 323 NE loth Avenue, Boynton Beach, FL 33435 aka 323 E. Martin Luther King Jr. Blvd., Boynton Beach, FL 33435 PCN 08-43-45-21-27-001-0140 Lot 14, Less the South 10 feet thereof for road right of way purposes, Block 1, of E. ROBERTS ADDITION TO BOYNTON, according to the Plat thereof, as recorded in Plat Book 1, Page 123, of the Public Records of Palm Beach County, Florida. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be Four Hundred and Fifty Thousand Dollars ($450,000.00), payable in cash, by wire transfer of United States Dollars at the Closing. 3. DEPOSIT. 3.1 Earnest Money Deposit. Within five (5) Business Days after the execution of the Purchase Agreement by both parties, PURCHASER shall deliver to Lewis, Longman & Walker, PA ("Escrow Agent") a deposit in the amount of Five Thousand Dollars ($5,000.00) (the "Deposit"). 3.2 Application/Disbursement of Deposit. The Deposit shall be applied and disbursed as follows: The Deposit shall be delivered to SELLER at Closing and the PURCHASER shall receive credit for such amount 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 PURCHASER's Initials: SELLER's Initials: VG 00704498-1 1534 Purchase and Sale Agreement Page 2 of 15 Deposit shall be delivered to (or retained by, as 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 Aaent. 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 date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING. The purchase and sale transaction contemplated herein shall close on or before February 21, 2025 (the "Closing"), unless extended by 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 terminate this contract and receive back all deposits hereunder. If PURCHASER elects to PURCHASER's Initials: SELLER's Initials: TEA 4867-9249-5065, v. 1 1535 Purchase and Sale Agreement Page 3 of 15 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 768.28, 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, attorney's 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"), 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 charges, delinquent property taxes and/or code enforcement and PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. 1 1536 Purchase and Sale Agreement Page 4 of 15 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, 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. Survey 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. 7.3 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 leases for all residential tenants occupying the Property. Unit 1 -Month-to-month lease Unit 2 -Lease expiring on June 30, 2025 7.3.2 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. 7.3.3 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), authorizations, and approvals required by law or by 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. PURCHASER's Initials: SELLER's Initials: P6 4867-9249-5065, v. 1 1537 Purchase and Sale Agreement Page 5 of 15 7.3.4 Prior to the Closing Date, SELLER shall execute and deliver to PURCHASER any and all documents and instruments required by PURCHASER, in PURCHASER's sole and absolute discretion, which: (i) effectuate the transfer to PURCHASER of those Governmental 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. No later than thirty (30) days prior to the Closing Date, SELLER 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 applicable rules), if any. 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 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. Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 8.2. Condition of Property. 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. Pending 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. Compliance with Laws and Regulations. The Property shall be in compliance with all applicable federal, state and local laws, ordinances, rules, regulations, codes, requirements, licenses, permits and authorizations as of the date of Closing. 8.5. Occupancy, The property shall be conveyed to the PURCHASER at time of closing subject only to the existing lease on Unit 2, expiring June 30, 2025. 8.6. 'Notice to Unit 1 Tenant, Upon expiration of the Feasibility Period the SELLER will provide the Unit 1 Tenant Notice that the month-to-month lease is not being renewed and will terminate upon lease expiration. This notice shall comply with the terms and requirements set forth in the Lease. Seller and Purchaser agree that Unit 1 being unoccupied shall be a condition precedent to closing. 9. CLOSING DOCUMENTS. The PURCHASER shall prepare, or cause to be prepared, PURCHASER's Initials: SELLER's Initials: ?6- 4867-9249-5065, v. i 1538 Purchase and Sale Agreement Page 6 of 15 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. Deed. 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, 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. PRORATIONS, CLOSING COSTS AND CLOSING PROCEDURES. 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, PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. 1 1539 Purchase and Sale Agreement Page 7 of 15 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. Special Assessment Liens. Certified, confirmed and ratified special 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. Closing 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 PURCHASER. 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 Existing Mortgages 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. 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: 11.1 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). PURCHASER's Initials: SELLER's Initials: TG 4867-9249-5065, v. 1 1540 Purchase and Sale Agreement Page 8 of 15 11.2 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 litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 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 liens, claims, options, or other encumbrances, encroachments, rights-of-way, leases, easements, covenants, conditions or restrictions. Additionally, SELLER represents that SELLER will not, between the date of this Agreement, and the Closing take any action to terminate or materially, amend or alter any existing leases presently in existence, without the prior consent of PURCHASER, which consent shall not be unreasonably withheld or delayed. 11.5 SELLER represents that there are no parties other than SELLER in possession of the Property or any portion of the Property as a lessee. 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. 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. 11.7 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 litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. PURCHASER's Initials: SELLER's Initials: ?C ;j 4867-9249-5065, v. 1 1541 Purchase and Sale Agreement Page 9 of 15 11.8 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, 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)"). 11.9 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. 11.10 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. 11.11 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. 11.12 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). 11.13 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: 11.13.1 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. PURCHASER's Initials: SELLER's Initials: P6 4867-9249-5065, v. 1 1542 Purchase and Sale Agreement Page 10 of 15 11.13.2 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 defects in the condition of the Property which will impair the use or operation of the Property in any manner. 11.13.3 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. 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 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, PURCHASER's Initials: SELLER's Initials: P( 4867-9249-5065, v. 1 1543 Purchase and Sale Agreement Page 11 of 15 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: Sunny Side in Florida 111, LLC 1907 NE 2nd Street Deerfield Beach, FL 33441 With a copy to: Susan D. Pesel, P.A. 1825 NW CORPORATE BLVD. SUITE 110 Boca Raton, FL 33431 561-620 7155 pal mbe a -c htntle@aol COM If to Purchaser: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge Lewis, Longman & Walker, PA 360 South Rosemary Avenue Suite 1100 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 PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. 1 1544 Purchase and Sale Agreement Page 12 of 15 and/or the attached Lease Agreement are in effect, the provisions of section 163.357(1), 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 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: ?61 4867-9249-5065, v. 1 1545 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 that the 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. 18. MISCELLANEOUS. 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. Computation 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 PURCHASER's Initials: SELLER's Initials: T6 4867-9249-5065, v. 1 1546 Purchase and Sale Agreement Page 14 of 15 any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 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 Jury 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. 18-8. Attorneys Fees and Costs. Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys' fees and costs, including those at the appellate level, shall be awarded to the prevailing party. 18.9 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 18.10 Recording. This Agreement may not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. 1 1547 Purchase and Sale Agreement Page 15 of 15 18.11 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 SELLER'S Property Deed and PURCHASER's possession of the Property. 18.12 SELLER Attorneys' Fees and Costs. 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: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Ty Penserga Title: Chair Date: WITNESS: Printed Name: ESCROW AGENT: LEWIS, LONGMAN & WALKER, P.A. Printed Name: Date: SELLER: Printed Name: Iris Gra vLsocitr Title: ()wyje,r Date: Nov. 202-" - WITNESS: Printed Name: 'Fe,116g C6j yn PURCHASER's Initials: SELLER's Initials: T6 4867-9249-5065, v. 1 1548 `o o o 0 ° o a Y W v V ¢ O m V N O m O_ O. O. 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Pursuant to paragraph 9.4 -Obtaining Approvals (see Attachment 1) the final plat approval from the City of Boynton Beach is a required closing condition. The CRA, as owner of the Cottage District properties, must execute the plat in order for it to be presented to the City for final approval. The final plat is in technical compliance with the Land Development Regulations, approved Site Plan, and Conditions of approval (see Attachment 11). The plat is attached and has been reviewed by CRA legal counsel (see Attachment III). Once the plat has been approved by the City, the closing will take place on whichever date is earlier, December 26, 2024, or within thirty (30) days after final plat approval as agreed upon in the Second Amendment to the PDA (see Attachment IV). CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan, Heart of Boynton District CRA BOARD OPTIONS: 1. Approve the plat as presented and allow the Chair to execute the plat. 2. Do not approve the plat as presented. 3. Other action as determined by the CRA Board. ATTACHMENTS: Description • Attachment I - Cottage District PDA • Attachment II - Review Cycle 2 for LDR - plat technical compliance • Attachment III - Cottage District Plat • Attachment IV - Second Amendment -Cottage District PDA 1551 This Purchase and Development Agreement (hereinafter the "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 111, of the Florida Statutes (hereinafter "SELLER"') and, PULTE HOME COMPANY, LLC, or its affiliated assignee (hereinafter "PURCHASER," and together with the SELLER, the "Parties"). In consideration of the mutual covenants and agreements herein set forth, the recei ?nd sufficiency of which is hereby acknowledged !P hereto agree as follows: 1. PURCHASE AND SAIELsROPERIY. SELLER agrees to sell and conveyto PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conclition� hereinafter set forth, the real property legally described in Exhibit "A," attached herett (hereinafter the "Property"). The Parties intend that the purchase and sale and ensuing the construction of owner -occupied, workforce, fee simple detached and attached single family homes and associated site improvements consistent with the Cottaqe District Infill Housing Redevelopment Project Letter of Intent accepted by SELLER on July 12, 2022, and PURCHASER'S responses thereto, including the August 11, 2022 Revised Conceptual Site Plan and August 16, 2022 Architectural Elevations, attached hereto as Exhibit "C," as amended and approved by the CRA Board on January 10, 2023, attached hereto as Exhibit "D," and according to all required development standards of the City of Boynton Beach (together with the Project Requirements set forth in Section 20, hereinafter the "Project"). 2. PURCHASE PRICE AND PAYMENT. The Purchase Price for the Property shall TWO MILLION FOUR HUNDRED SEVENTY-TWO THOUSAND AND 00/100 DOLLA 000.00) to be ijaid in full at Closin!y. SELLER has comiodied with Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSITS. An Initial Deposit in the amount of TEN THOUSAND AND 00/100 DOLLARS ($10,000.00) shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within five (5) business days following execution of this Agreement by the Parties. The Initial Deposit shall be fully refundable to PURCHASER, if prior to the expiration of the Feasibility Period (as hereinafter defined), the PURCHASER advises SELLER in writing that it does not intend to complete the purchase of the Property. A Second Deposit in the amount of SIXTY THOUSAND AND 00/100 1O a" ($60,000.00) shall be deposited with Escrow Agent within five (5) business days of the end of the Feasibility Period, bringing the total deposit to SEVENTY THOUSAND AND 00/100 DOLLARS ($70,000.00). The Initial and Second deposits are to be credited against the total purchase price at closing and will be nonrefundable except as provided herein, subject to Closing Conditions. PURCHASER's Initials:A—MA SE LLE R's Initials: 01869047-3 1552 PURCHASE AND DEVELOPMENT AGREEMENT Pages 2 of 79 4. EFFECTIVE DATE. The date of this Agreement (hereinafter the "Effective Date") shall be the date when the last one of the Parties has signed this Agreement. 5. Intentionally D Ieted- 6. CLOSING DATE. The Closing shall take place on the earlier of: (i) thirty (30) days after the last of the Closing Conditions has been satisfied; or (ii) twelve (12) months after the end of the Feasibility Period, at such location to which the Parties mutually agree in writing. PURCHASER may request a six (6) month extension subject to SELLER'S Board approval. 7. TITLE TO BE CONVEYED. At Closing, SELLER shall convey to PURCHASER, by Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable, and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, restrictions, and other conditions except only the following (collectively, the "Permitted Exceptions"): (a) General real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; (b) covenants, conditions, easements, dedications, rights-of-way, and matters of record included on the Title Commitment or shown on the Survey (defined in Section 8.3), to which PURCHASER fails to object, or which PURCHASER agrees to accept. 8. INVESTIGATION OF THE PROPERTY. Fora period of one hundred and twenty (120) days from the Effective Date (hereinafter the "Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, contractors, surveyors, engineers, architects, attorneys, and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense, to make inquiries of, and meet with members of governmental authorities regarding the Property and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary. During the Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to terminate this Agreement. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the same condition as it existed on the Effective Date; (ii) 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; provided, however, that PURCHASER shall not be required to deliver any such materials, studies, reports, documents, and/or instruments that are considered by PURCHASER to be proprietary or confidential, or are subject to attorney client privilege or any other legal privilege, or is attorney work product, including, without limitation, PURCHASER's proforma, any marketing due diligence information, or any plans for homes or amenities. All materials delivered to SELLER will be without representation or warranty by PURCHASER (or any other person or entity) of any type or nature, expressed or implied, and shall be subject to any copyrights, rights of proprietorship or PURCHASER's Initials: A 1 SELLER's Initials: 01869047-3 1553 PURCHASE AND DEVELOPMENT AGREEMENT Pages 3 of 79 other intellectual property rights of the authors or creators thereof. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands, and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including, without limitation, any construction liens resulting therefrom) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S obligations under this Section shall survive the termination, expiration or Closing of this Agreement. 8.1 Seller's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within five business (5) days of the Effective Date of this Agreement: 1) Any existing title policies, appraisals, and 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; 2) copies of all permits, authorizations, and approvals issued by governmental authorities for the Property; and 3) any correspondence which discloses claims, allegations, or adverse information regarding the Property or SELLER with respect to the Property. As to materials that are related to the Property that come into SELLER's possession and/or control (and/or the possession and/or control of its agents) after the Effective Date, SELLER shall deliver such materials to PURCHASER and within three (3) Business Days after receipt. 8.2 Title Review. Within thirty (30) days of the Effective Date, SELLER's counsel, as closing agent for the transaction contemplated herein (hereinafter the "Closing Agent") shall obtain, at the SELLER'S expense, from a Title Company chosen by SELLER (hereinafter "Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in an amount not less than the Purchase Price subject only to the Permitted Exceptions, together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than twenty (20) days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER's Title Objections"). If PURCHASER fails to deliver PURCHASER's Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER's Title Objections, then SELLER shall have thirty (30) days to cure and remove the PURCHASER's Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed, the PURCHASER's Title Objections within the Cure Period to the satisfaction of PURCHASER, then PURCHASER, in PURCHASER's sole and absolute discretion, shall have the option of (i) extending the Cure Period and the Closingfor one additional thirty (30) day period at no cost to PURCHASER, or (ii) accepting the Title to the Property as of the time of Closing, or (iii) canceling and terminating this Agreement, in which case, any Deposits shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. PURCHASER's Initials: SELLER's Initials: 1"V° 01869047-3 1554 PURCHASE AND DEVELOPMENT AGREEMENT Pages 4 of 79 Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment (hereinafter "Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. 8.3 5q[ygy Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey (hereinafter 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 or covenants of this Agreement or applicable governmental regulations, the same shall constitute a title defect and shall be governed by the provisions of Section 8.2 concerning title objections. 9. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing") are either fulfilled or waived by PURCHASER in writing: 9.1 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 9.2 Pendin Proceedin s. At Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever involving the Property, pending or threatened, which has not been disclosed, prior to closing, and accepted by PURCHASER. 9.3 Com liance with Laws and Re.ulations. 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. 9.4 Obtaining Approvals. PURCHASER must obtain Zoning, Final Site Plan, and Final Plat Approvals from the City of Boynton Beach, Florida (hereinafter the "City") that permit the construction of the Project (collectively, the "Development Permits"). Development Permits shall be deemed "Approved" when irrevocably issued or granted by the applicable governmental authority, and all appeal periods have expired or all litigation and/or challenges to the approvals have been resolved in favor of approval. SELLER shall cooperate with PURCHASER in PURCHASER's efforts to obtain Approval of the Development Permits and the satisfaction of the Conditions to Closing, including such actions reasonably required by the governmental authorities and execution of applications, consents or other documents. PURCHASER's Initials: AMA SELLER's Initials: a 01869047.3 1555 PURCHASE AND DEVELOPMENT AGREEMENT Pages 5 of 79 9.5 PURCHASER must secure financing, if any, for the Project within the timeframe set forth in Section 22 below. 9.6. SELLER shall deliver marketable title to the Property subject only to the Permitted Exceptions. 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 (hereinafter the "Deed") conveying to PURCHASER valid, good, marketable, and insurable fee simple title to the Property free and clear of all liens, encumbrances, and other conditions of title other than the Permitted Exceptions, together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the Title Company may require. The Deed shall contain a deed restriction restricting the dwelling units to fee simple, owner occupied residential use consistent with the applicable requirements of the Palm Beach County Workforce Housing Program (hereinafter "PBC WFP") as provided in Section 21 and as set forth in Exhibit "D." 10.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment, and that there are no parties in possession of the Property other than SELLER. SELLER shall also furnish to PURCHASER a non -foreign affidavit with respect to the Property. In the event SELLER is unable to deliver its affidavits referenced above, the same shall be deemed an uncured Title Objection, 1.0.3 Closin Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing, and the net proceeds due SELLER, which SELLER shall also execute and deliver at Closing. 10.4 Corrective Documents. Documentation required to clear title to the Property of all liens, encumbrances, and exceptions, if any, other than Permitted Exceptions. 10.5 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. PURCHASER's Initials: SELLER's Initials: 01869047-3 1556 Pages 6 of 79 11.1 Prorations. Taxes for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount. If Closing occurs ata 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 �� �sin Costs. SELLER shall pay for documentary stamps on the Deed, recording the Deed, and any cost associated with curing title. Purchaser shall #a;, other closing expenses. Each party shall be responsible for their respective attorneys' fees. 11.3 PURCHASER shall fund the Purchase Price subject the credits, offsets, and prorations setforth herein, SELLER and PURCHASER (as applicable) sh execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, Closing: (1) Disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and "marked -up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed a other recordable Closing Documents in the appropriate public records. 11.4 Existing Mortgages and Other Liens. At Closing, SELLER shall obtain, _1YV1_ 11 cause to be obtained, satisfaction or release of record of all mortgages, liens, and judgmeni ipplicable 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 � �hont�. The execution and dellivery 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). P . W_ . I . I1 'A . 01969047-3 1557 PURCHASE AND DEVELOPMENT AGREEMENT Pages 7 of 79 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. 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; From and after the Effective Date, SELLER will refrain from (a) performing any grading, excavation, construction, or making any other change or improvement upon or about the Property; (b) creating or incurring, or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions (including the mortgages, liens, pledges, and other encumbrances existing on the Effective Date), and (c) committing any waste or nuisance upon the Property. 13. DEFAULT. 13.1 PURCHASER'S Default. In the event that this transaction falls to close due to a wrongful refusal to close or default on the part of PURCHASER, SELLER shall be entitled to retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement; provided, however, that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through, or under PURCHASER. 13.2 SELLER'S Default. In the event that SELLER fails to fully and timely perform any of its obligations and covenants hereunder or if SELLER is in breach of any representations herein, PURCHASER may, at its option declare SELLER in default under this Agreement in which event PURCHASER may terminate this Agreement, receive back its Deposit and neither party shall have any further rights hereunder, or PURCHASER may commence an action against SELLER for specific performance. 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 Forty -Five (45) days from delivery of the notice during which to cure the default, provided, however, that as to a failure to close, the Cure Period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non -defaulting Party may exercise the remedies described above. SELLER reserves the right to grant extensions to the Cure Period above, at its sole discretion, upon receipt of reasonable justification. 13.4 Survival. The provisions of this Section 13 shall survive the termination of this Agreement. PURCHASER's Initials: AnA SELLER's Initials: l2 O1869D47.3 1558 PURCHASE AND DEVELOPMENT AGREEMENT Pages 8 of 79 14, NOTICES. All notices required in this Agreement must be in writing and shall considered delivered when received by certified mail, return receipt requested, or person], i'elivery to the following addresses: If to Seller: Boynton Beach Community Redevelopment Agency Attention: Thuy Shutt, Executive Director 100 E. Ocean Avenue, 4th Floor Boynton each, FL 33435 With a copy to: Kenneth Dodge, Esquire Lewis, Longman & Walker, P.A. 360 S. Rosemary Avenue, Suite 1100 West Palm each, Florida 33401 If to Purchaser: Andrew Maxey, VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FIL 33401 With a copy to: Scott Clements VP & Area General Counsel Pulte Group 2301 Lucien Way, Suite 155 Maitland, FL 32751 15. BINDING OBLIGAIIQN I N KEN L&L�� _T. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of, the successors and permitted assigns of the Parties hereto. SELLER may not assign its interest in this Agreement without the prior written consent of PURCHASER. It is understood, however, that SELLER may assign its interest to the City of Boynton Beach without the prior written consent of PURCHASER. This Agreement may be freely assigned by PURCHASER to a wholly owned or controlled assignee of PURCHASER, and thereafter PURCHASER's assignee shall assume all rights and obligations under this Agreement, including the obligation to close the transaction contemplated herein as if such assignee were the original party to this Agreement. 16. RISK OF LOSS. In the event the condition of the Property, or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect, as its sole option, to terminate this Agreement and receive a refund of the Deposit and the Parties shall have no further obligations under this agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to PURCHASER's lnitials:A#M SELLER's Initials: 01869047-3 1559 PURCHASE AND DEVELOPMENT AGREEMENT Pages 9 of 79 the proposed taking of any portion of the Property by eminent domain prior to Closing, or in the event of the taking of any portion of the Property by eminent domain prior to Closing, SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to terminate this Agreement by giving SELLER written notice of PURCHASER's election to terminate within fifteen (15) days after receipt by PURCHASER of the notice from SELLER. SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER's receipt of such notification. Should PURCHASER terminate this Agreement, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. Should PURCHASER elect not to terminate, the Parties hereto shall proceed to Closing and SELLER shall assign all of its right, title, and interest in all awards in connection with such taking to PURCHASER. 17, BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement. Each Party shall indemnify, defend, and hold harmless the other Party 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 either Party or on its behalf with any broker or finder in connection with this Agreement. However, SELLER'S indemnification obligations shall not exceed the statutory amount provided within Section 768.28, Florida Statutes, regardless if whether such claim be in contract, tort, indemnity or otherwise, 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 and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits, and authorizations, including, without limitation, applicable zoning and environmental laws and regulations. 19. SELLER DESIGN APPROVAL. The Project shall be developed in accordance with the plans and specifications, construction plans, budget and project schedule submitted to the SELLER by PURCHASER as part of its submission in accordance with the Cottage District Infill Housing Redevelopment Project Letter of Intent accepted by the CRA on July 12, 2022, and PURCHASER'S responses thereto, including the August 11, 2022 Revised Conceptual Site Plan and August 16, 2022 Architectural Elevations, attached as Exhibit "C," as amended and approved by the CRA Board on January 10, 2023, attached as Exhibit "D." Minor deviations in square footages or the total cost of the unit up to 10% may be administratively approved by the CRA Executive Director, or designee, within five (5) business days of receipt of a complete written request and supportive documents, and if the decision is not provided within such time period, the completion of construction deadline shall be automatically extended by one day for each day the decision is delayed. PURCHASER's Initials: AAA SELLER's Initials: 01969047.3 1560 PURCHASE AND DEVELOPMERT AGREEKITEA F Pages f+ 79 ��Mamllmlffllm a. Construction of a minimum of 41 for sale, owner -occupied dwelling units consisting of approximately 19 single family detached units and 22 townhomes. The mix of unit types may vary as long as the number of townhomes does not exceed 54% of the total number of units to be developed. b. The dwelling units shall be limited to a maximum of two stories with a mean roof height not to exceed 35 feet. d. The interior and perimeter streetscape shall consist of a mixture of o and two-story single family detached units and townhomes consistent with the Coastal sty architectural elevations depicted in Exhibit "D." The elevations depicted in Exhibit "D" sh 4�7rMaitd-SiTrftr arCl"ritd-ULI ;,.;ttnhZ4 tn-r�-Cs =iill to avoid a monotonous appearance and provide a streetscape with visual interest, includi varying the models and exterior colors. A model and color scheme may be the same on adjoini lots, but may not be repeated on three adjoining lots. e. Pedestrian scaled street lights installed along the entire perimeter of the Project shall be complimentary to those existing along N. Seacrest Boulevard adjacent to the Project site. 9. Minimum five-foot sidewalk width along the entire perimeter of tIM h. Use of street and site trees that "exceed the minimum size and caliper requirement' of the City's Land Development Regulations to be installed as part of the proposed Project. i. Enhancement of dry detention area to include items such as picnic tables, grills, perimeter walkway, etc. j. Provision of a Builder's Warranty for a period of one (1) year for each housing unit completed and sold. The one (1) year warranty period shall commence at time of closing for each dwelling unit. PURCHASER'S lnitials:AMNA SELLER's Initials: ?!W , ! OIB69047-3 1561 PURCHASE AND DEVELOPMENT AGREEMENT Pages 11 of 79 k. Implementation of a plan or program to market and solicit sales of the dwelling unit to existing income qualified Boynton Beach residents no later than sixty (60) days after Commencement of Construction, recognizing that PURCHASER can not make representations or guaranties about which prospective buyers will be selected in the lottery process described in Section 21 below. All marketing materials shall include notification to prospective buyers of the deed restrictions as described in Section 10.1, the Palm Beach County Workforce Housing Program (PBC WFP), and submitted to SELLER for review for consistency with the terms of this Agreement prior to implementation. SELLER will provide PURCHASER with a decision within ten (10) calendar days of such request, and if the decision is not provided within such time period, the deadline shall be automatically extended by one day for each day the decision is delayed. 1. Implementation of a plan or program to promote the use of local contractors, sub -contractors, and laborers in the Project and reporting the results of the plan or program as part of the project's progress report requirements consistent with Section 22.1 to the SELLER as part of the project's quarterly reports and at the conclusion of the Project. M. Prior to and during the construction of the Project, PURCHASER shall: 1) Include in all contracts with contractors requirements that the contractors used good faith efforts to hire and train City residents to participate in the construction of the Project; 2) Provide no less than 15% of the construction costs which are estimated to be $11,701,742.00 to local subcontractor(s) in the municipal boundaries of the City of Boynton Beach and/or unincorporated Boynton Beach; 3) Provide documentation of the efforts and results of local hiring in the required quarterly reports and final closeout report required pursuant to Section 22.1 within 30 days of the issuance of the last Certificate of Occupancy. n. All requirements and obligations set forth in Exhibit "D" are incorporated herein by reference. Any variations in Exhbit "D," shall be equivalent in quality and aesthetics. Minor deviations in square footages or the total cost of the unit up to 10% may be administratively approved by the CRA Executive Director, or designee, within five (5) business days of receipt of a complete written request and supportive documents. 21. INCOME QUALIFICATION PROCESS PBC RESTRICTIVE COVENANT AND PROCESS FOR SALE TO PROSPECTIVE HOMEOWNERS. The sale and resale price of each unit shall be in accordance with the PBC WHP. Each residential unit will be encumbered by a restrictive covenant in the form required by PBC WHP, as agreed by the the Parties prior to the expiration of the Feasibility Period. The targeted prospective buyers for the Project are the Low Income to Moderate 1 income categories (60% to 100% PBC AMI) and SELLER and PURCHASER intend for 0 01869047-3 PURCHASER's Initials: AM% SELLER's Initials: 1562 'n,#IAY eff,qJew^ ,,'ages 12 of 79 the Project to be developed, constructed, and priced to sell to include a proportional mix of buyers within the targeted income ranges. a. PURCHASER shall coordinate with PBC for the income qualification process for all units within the Project. lb. SELLER will assist in the outreach to educate Boynton Beach residents regarding the availability of the units and the income qualification and sale process, C. PURCHASER shall notify the SELLER in writing a minimum of 45 (forty-five) days it to when income qualification applications will be accepted by PBC and when the sale of the units will be provided to the general public. d. PURCHASER shall utilize a lottery process to s e. PURCHASER shall create and maintain a project website or project page on its company website which will provide information to prospective buyers about the Project. The information will include details such as but not limited to the Project's site plan, floor plans, colored elevations, photographs or renderings, amenities, sales progress, income qualification requirements, and key personnel contact information. The website or project page will be launched no later than sixty (60) days after commencement of construction of the first dwelling unit and will be maintained through the closing of the last dwelling unit, unless otherwise required by Palm Beach County. 21 DEVELOPMENT TI ELITE. PURCHASER is required to comply with the deadlines set forth below. PURCHASER shall provide Seller with written documentation evidencing completion of each action (collectively the "Project Milestones") on or before each deadline but no later than ten (10) days after completing each deadline. a. PURCHASER shall submit applications to the City for platting, site plan, and zoning necessary for the Project within sixty (60) days of receipt of posting of the second deposit. b. PURCHASER shall provide SELLER with a copy of all homeowner association governing documents for review prior to site plan approval. C, PURCHASER shall diligently and continously pursue site plan approval and all other required land development approvals until the same are issued. d. PURCHASER shall obtain all site plan and all Development Permit Approvals within twelve (12) months after site plan application. PURCHASER may request a six (6) month extension from SELLER's Board to obtain approvals, PURCHASER's Initials:AMAD SELLER's Initials: 1,W (11969047-3 1563 PURCHASE AND DEVELOPMENT AGREEMENT Pages 13 of 79 e. PURCHASER shall obtain approval for the Project from its Asset Management Committee (AMC) prior to expiration of the Feasibility Period. f, PURCHASER shall submit construction documents and all necessary applications to the City to obtain necessary building permits for the Project within one hundred and ei -9D1AaY-,-ofnbtaininPrforr--1 -1— -1— - 0 t")QLt additional approvals be issued prior to the building permits being submitted. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. Within ten (10) days of City issuance of the building permit, a copy will be provided to SELLER. 9. PURCHASER shall commence construction of the Project's civil and site work, as defined by the City of Boynton Beach Code, within ninety (9 0) days of PURCHASER obtaining an approved land development permit for the Project, h. PURCHASER sh@H commence construction ("Commence Construction") of the dwelling units within ninety (90) days of receiving the first five building permits for the Project, The Project shall be developed in accordance with the Coastal style conceptual site plan with model types, architectural floor plans, elevations, proposed schedule, costs, and color schemes as attached as Exhibit "D." i. PURCHASER shall obtain a Certificate of Occupancy for the final dwellinT.-4 unit of the Project within two (2) years of commencement of construction of the first residenti unit ("Completion Datesubject to any Unavoidable Delay event (as defined herein) whi prevents PURCHASER from commencing and completing such construction ("Complell Construction"). j. PURCHASER shall ensure that the Groundbreaking ceremony will occ prior to, or simultaneously with the commencement of construction of the first unit. i k. PURCHASER shall ensure that a Ribbon Cutting ceremony will occur IN to the closing of the first housing unit or within sixty (60) days thereafter, 0 1. 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, or at such other meeting as the Parties may agree, no less than quarterly, beginning at six (6) months 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 until the construction completion and the issuance of the last Certification of Occupancy for the Project. These reports 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 zoning, site plan, land development, and, building permit approvals, status of construction, compliance with any deadlines. terms. an4 *rovisioits of t1tis Agyreew ent. t-Ltp- * 1-tr*ttp e1i � A aw 1564 PURCHASE AND DEVELOPMENT AGREEMENT Pages 1S of 79 above, the Property or any combination of the lots and any and all improvements erected thereon shall, at SELLER'S election and after the notice and right to cure provided herein, revert to SELLER without the necessity of PURCHASER taking any affirmative action to effectuate the reversion. Such reversion, if elected, shall be effective as of the date of recordation of a notice of election by SELLER. However, upon written notice from SELLER, PURCHASER shall execute and deliver to SELLER a Special Warranty Deed and such other instruments and shall take such other actions as may be reasonably requested by SELLER for the purpose of evidencing such reversion of record within ten (10) business days of receiving the aforementioned written notice from SELLER. Upon reversion, SELLER may immediately reenter and repossess the Property. In the event the SELLER exercises its right of reverter, SELLER shall reimburse PURCHASER as follows: a. Prior to commencement of land development and construction of the dwelling units—The purchase price of the Property less the deposits as set forth in Sections 2 and 3 of this Agreement. b. After commencement of construction of the units but prior to the sale of the first dwelling unit—The purchase price of the Property less the deposits as set forth in Sections 2 and 3 of this Agreement and verifiable land development costs. C. Prior to completion of construction of the last dwelling unit — The lesser of the following: 1) The purchase price of the Property plus the verifiable land development cost, divided by the total number of lots resulting in the individual lot cost, which individual lot cost shall be multiplied by the number of lots that have not been developed; or the mutually agreed upon appraised value of the undeveloped portion of the Property. For any home under 23.2(2) where PURCHASER has commenced construction, PURCHASER shall provide SELLER with a limited, non-exclusive right and license to use the Plans and Specifications, sketches, shop drawings, as -built plans and other materials prepared by, or furnished to, the PURCHASER in order to finish the completion of the homes, without warranty, express or implied, and in their "AS IS" condition. SELLER shall not copy, sell, assign or otherwise reproduce or grant any other person or entity the right to copy, sell, use or otherwise reproduce the Plans and Specifications, or any part thereof, except in connection with the construction of the homes on the Property. SELLER shall pay for all expenses of transfer (excluding legal fees for counsel for PURCHASER and expenses related to cure and correction of title defects). The foregoing rights and obligations shall be incorporated into the Special Warranty Deed to be executed and delivered by SELLER to PURCHASER at Closing and shall be deemed to be a Permitted Exception. PURCHASER's Initials:A-"\ SELLER's Initials: 01869647.3 1566 PURCHASE AND DEVELOPMENT AGREEMENT Pages 16 of 79 SELLER and PURCHASER will agree on the language for the Special Warranty Deed during the Inspection Period. 23.3 Ri rht of First Refusal. PURCHASER hereby grants SELLER a Right of First Refusal for repurchase of the Property which shall be in full force and effect for the period of time from the Effective Date until the date the Certificate of Occupancy for the final dwelling unit as described in Exhibit "D" is obtained. The terms and conditions of this right shall be set forth within the Special Warranty Deed as follows: Should PURCHASER receive an offer to purchase the Property pursuant to a binding Agreement which PURCHASER intends to accept before the first sale of the dwelling unit, PURCHASER shall give SELLER notice of the offer by delivering a copy of the Agreement to SELLER ("Notice") pursuant to the Notice requirements of Section 14 above prior to PURCHASER'S acceptance. Within ten (10) days of receipt of the Notice, SELLER shall schedule this item on the earliest available CRA Board agenda for approval to either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal, SELLER shall, within ten (10) days after receipt of CRA Board approval, deliverto PURCHASER an agreement to purchase the Property for the same purchase price as set forth Section 2 of this Agreement. PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon mutually accepted terms and conditions. If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein, within thirty (30) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived and the new owner shall specifically assume all of the obligations of the PURCHASER under this Agreement. The terms and conditions of this Section shall survive closing. The foregoing rights of first refusal shall not be applicable to the sale of homes to retail buyers, as contemplated under this Agreement, or to transfers transpiring in the event that the Property is to be conveyed to the governing Homeowner's Association. 24, MISCELLANEOUS. 24.1 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 PURCHASER's Initials: SELLER's Initials:,,_,% 01609047.3 1567 Pages 17 of 79 arising out of this Agreement shall be in thie Fifteenth Judicial Circuit in and for Palm Beach W, �-A-94W;m-,O. States District Court for the Southern District Court of Florida, 241 ' Co ' mpktationofl-ime. 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. 24.3 Waiver, Neither the failure of a party to insist upon strict performance of anv of the terms. orovisions. covertaitts. greetemts ;-?j4 co)t fitints herpof, ncrlm.rwer, snaii OF teem remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements, or conditions. This paragraph shall survive termination of this Agreement and the Closing. 24.4 Construction OLAZLeement. The Parties to this Agreement, through counsel, have participated freely in the negotiation and preparation hereof. Neither this 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 nAt merge into the Deed. 24.5 Conflict Between Documents. Unless otherwise specifically stated, in the event a conflict exists between this Agreement and any term in any exhibit attached or incorporated into this AU4etnie-nt. the terms of this Agreement shall exhibit. 24.6 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. 24.7 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 01869047-3 PURCHASER's Initials: A.N\,A ee SELLER's Initials: 41, 1568 PURCHASE AND DEVELOPMENT AGREEMENT Pages 18 of 79 24.8 Waiver of Jgry 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. 24.9 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. 24.10 Bindin Authority, Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 24.11 No Recording. This Agreement shall not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both Parties. 24.12 Survival. The covenants, warranties, and representations 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. 24.13 PURCHASER Attorneys' 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. 24.14 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; 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 Agreement and destroy any duplicate public records that are exempt or PURCHASER's InitialsArAM SELLER's Initials: 01669047.3 1569 PURCHASE AND DEVELOPMENT AGREEMENT Pages 19 of 79 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 E. Ocean Avenue, 411 Floor, Boynton Beach, Florida 33435; or ShuttTbbfl.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. The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. If PURCHASER fails to cure the default within seven (7) days' notice from the SELLER the SELLER may terminate the Agreement. 25. PERIMETER FENCING. SELLER has erected perimeter fencing around the Property pursuant to a leasing Agreement with a third -party and SELLER shall cover all costs associated with same for a one (1) year term or until closing, whichever comes first. PURCHASER shall thereafter be responsible for all costs associated with the fence, including all lease payments and removal costs. 26. TERMINATION. The obligations of PURCHASER and SELLER shall terminate upon the earlier of (i) the issuance of the last Certificate of Occupancy for the Project; or (ii) failure by the PURCHASER to complete the Project before the Completion Date, as described in Section 22J, unless extended as provided by written agreement of the Parties or as otherwise specifically provided in this Agreement. The remainder of this page was intentionally left blank. PURCHASER's InitialsANA SELLER's initials: 01869047.3 1570 PURCHASE AND DEVELOPMENT AGREEMENT Pages 20 of 79 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. PURCHASER: PULTE HOME COMPANY LLC Printed Name: Title: V P- L-! N D AC OvlSM 003 Date: �.. .Z- .._...... SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printe Aame: Ty Penserga Title: Chair Date: ��.,. .�.�_......_-_._. ���....,. WITNESS: WITNESS: Printed Name: 040%67414Sf-eefl ......_ P nt� Name: n ten..... Approved as to form and legal sufficiency: a �m CRA Attorney The remainder of this page was intentionally left blank. PURCHASER's Initials: Ax\ SELLER's Initials: "Z ° 0]869047-3 1571 PURCHASE AND DEVELOPMENT AGREEMENT Pages 21 of 79 EXHIBIT "A" LEGAL DESCRIPTION LAND DESCRIPTION: Lots 1 through 8, Block 1 of SUNNY-SIDE ESTATES, according to the Plat thereof, as recorded in Plat Book 26, Page 16 of the Public Records of Palm Beach County, Florida. (PIN:08-43-45-21-28-001-0010; PIN:08-43-45-21-28-001-0020; PIN :08-43-45-21-28-001-0031; P I N:08-43-45-21-28-001-0041; PIN:08-43-45-21-28-001-0061; PIN:08-43-45-21-28-001-0071) TOGETHER WITH: Lot 1, LESS the east 10 feet thereof, Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN:08-43-45-21-29-003-0011; PIN:08-43-45-21-29-003-0012; PIN:08-43-45-21-29-003-0013; PIN:08-43-45-21-29-003-0014) TOGETHER WITH: Lot 2 and the northeast quarter (NE 1/4) of Lot 3, in Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0020; PIN:08-43-45-21-29-003-0032) TOGETHER WITH: The north 140 feet of Lot 5 (less the west 20 feet thereof), the north 140 feet of the west one- half of Lot 3 and the north 140 feet of the east 25 feet and the north 140 feet of the west 75 feet of Lot 4, all in Block 3, SHEPARD ADDITION TO BOYNTON, according to the plat thereof as recorded in Plat Book 2, Page 59 of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0033) TOGETHER WITH: The south 160 feet of the west one-half (1/2) of Lot 3, and the south 160 feet of the east 25 feet of Lot 4, Block 3, SHEPARD ADDITION TO BOYNTON BEACH, FLORIDA, according to the plat thereof on file in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 2, Page 59. (PIN: 08-43-45-21-29-003-0034) TOGETHER WITH: PURCHASER's Initials: AAy\ SELLER's lnitials:"VP 01669047-3 1572 'F_A_G'A_EE_M_EIT-F Pages 23 of 79 SHEPARD ADDITION TO BOYNTON; and bounded on the north by the north line of said 15 fo Alley, also being the south line of said Block 1, SUNNY-SIDE ESTATES. i TOGETHER WITH: The east 50 feet of the south 150 feet of Lot 3, Block 3 of SHEPARD ADDITION TO BOYNTON EACH, according to the plat thereof in Plat Book 2, Page 59, of the Public Records of Palm Beach County, Florida. (PIN: 08-43-45-21-29-003-0031) TOGETHER WITH: The east 50 feet of the south 100 feet of Lot 5, Block 3, SHEPARD ADDITION TO BOYNTON according to the plat thereof on file in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 2, Page 59, said lands situate, lying and being in Palm each County, Florida. (PIN: 08-43-45-21-29-003-0052) Said lands situate in the City of Boynton Beach, Palm Beach, County, Florida and containi 201,778 square feet (4,632 acres) more or less. i 'Id PURCHASER's Initials: / V SELLER'S Initials: 77- 01869047.3 1574 PURCHASE AND DEVELOPMENT AGREEMENT Pages 24 of 79 EXHIBIT "B" LOCATION MAP Cottage District Location Mail PURCHASER'S Initials: SELLER'S Initials: a(:2f 01869047-3 1575 PURCHASE AND DEVELOPMENT AGREEMENT Pages 25-59 of 79 EXHIBIT "C" PURCHASER'S LETTER OF INTENT PACKAGE PRESENTED AT THE SEPTEMBER 13, 2022 CRA BOARD MEETING PURCHASER's Initials: SELLER's Initials: 0 1 969OL47-3 1576 From: Andrew Maxey To: Shutt. Thuy Cc: Tack, Timothy; Utterback. Theresa; Nicklien, Bonnie; Curfman, Vicki; Hill, Vicki Subject: RE: Pulte LOI- Cottage District Date: Thursday, June 2, 2022 8:58:00 AM Attachments: imaoe011.1no imaae012.ona imaoe013.12no imaae014.ona image015.12no imaae016.ona Pulte LCI - Cottage District BBCRA v2.pdf Good Morning Thuy, Although it's not specifically referenced in the L01, I also want to reaffirm Pulte's commitment to working with as many local vendors and contractors as possible on this project. Pulte has existing contracts with 6 vendors located in Boynton Beach, 2 of which are within the boundary of the CRA. We also plan on utilizing local consultants for the community outreach phase of the project. Please let me know if you have any additional questions. Thank you. 0000000. Andrew Maxey — VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct (561) 206-1410 Cell (404) 451-2386 Ind,rt �nr;;rmIlte irou .com From: Andrew Maxey Sent: Wednesday, June 1, 2022 9:02 AM To: Shutt, Thuy <ShuttT@bbfl.us> Cc: Tack, Timothy <TackT@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us>; Nicklien, Bonnie <NicklienB@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us>; Hill, Vicki <HiIIV@bbfl.us> Subject: RE: Pulte 1-01- Cottage District Th uy, Sorry for the delay here. I have updated our LOI to reflect the 3 new single family plans we are proposing (Browning, Chapman, and Hamden). The collateral provided in Exhibit C show the front elevations, floorplans, square footage, and bed/bathroom count. Let me know any questions. Thanks. 1577 0000:;wo :;O� Andrew Maxey — VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct (561) 206-1410 Cell (404) 451-2386 aind..r ,w::!;m!.a.(i7 ullte r� a .cc�m From: Shutt, Thuy <Sh.u:La.....h.r�:Fl..:.u:5> Sent: Tuesday, May 17, 2022 7:02 PM To: Andrew Maxey<.A.ndre1nr.:.I.V...l.a2f.y(rbPulteGroia .com> Cc: Tack, Timothy <.r::...k.?..( fl. u>; Utterback, Theresa <,I;„�,;L..L.Qr,f ,n„ckil.(a� fl. >; Nicklien, Bonnie <,Nick.1.ie.n.B..f .. r:Fl..:.u..s..>; Curfman, Vicki <C.u.rfma.nV..ic .b �fl..:.u.s>; Hill, Vicki <,N..,i.l.l Subject: RE: Pulte 1-01- Cottage District Good evening, Andrew, Thank you for your updated letter. We appreciate your interest in our Cottage District Project. We will update our files to include this revised LO1 for the CRA Board's consideration at their July 12th meeting (since the 30 day public notice time period will not end until after the June 14th Board meeting). Could you please give me a call at your earliest convenience so I can make sure the attached document (which was included in the 5/10 agenda item) will be updated to correctly reflect your revised LO1 (SFD model size and types, etc.). Thank you. Boynton C,.o o'm'1l.&N N00 F. Ocean can Bd;1,onkoni Beach, I loM"d8 33^1�31) kI. coo ...:'....:'........................ ........ Q hat.p.:.l www.boyntonbeachcra.com i ur 1578 America's Gateway to the Gulfstream c,"�.esd° .Pt.'" ��d.1 &.�..�. � �.VN::: F, Vq&i`ti0 al l:?p"¢.X,hd',i pq9N 8d.. pee tl dPd.'I.s I.Bd ion d-"(T"q,il1 nIad he .r;t,,@bo^tl"N", U'', ofis ;l,";"os,N& '.I,..Jni1erForid"I"'ilq Atl c",. 'ds I �1ri1, d-"M,IrI .:Ii;hIl esm '^s a pub records, : l�' fl..9 0 DRi:V81 4,w d. nId IIN..@�dk,Za Btw,:� ,.:"�cl''�tl"IIr e.�f`ai :9+;:l less malt' IDe .A @bd c,'O, k) i;)N.,bH+ Ii ds`e Iv.+s. Ire, luf' rw-�Iw"fid'^yd" , From: Andrew Maxey <Ari,d,r,eu..r.,,�„a>�,eyPulteGroup.com> Sent: Tuesday, May 17, 2022 4:37 PM To: Shutt, Thuy < .b...:4.: r::. h fl. �> Subject: RE: Pulte LOI- Cottage District Th uy, Attached please find Pulte's revised Letter of Intent to purchase the Cottage District property. Thanks, Andrew Maxey — VP Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305, West Palm Beach, FL 33401 Direct (561) 206-1410 Cell (404) 451-2386 and..r lnr:;1n. x. vCr r3ullter�Irc a .cram From: Shutt, Thuy <.L1..0 P —bLfI.> Sent: Wednesday, April 27, 2022 10:46 PM To: Andrew Maxey <A dr \nr.,.Ma.xe.yf@PulteGroup.com> Subject: RE: Pulte LOI- Cottage District E'Vennal Sender Thank you, Andrew. We will include this for the CRA Board consideration at the May 10th CRA Board meeting. We will provide you with the agenda item once the board packet is finalized and uploaded on the website (scheduled for May 3rd) 1.... I, 1. y S I” I„ A , W6.k",, i H !u. ""' H„,” Rtl,.;o1 M cIn I".we^s4.h „u 100 E. p , tl � Ocean ��'I .c °'�,l'tf". �d. '! rdN O..;P n Pt_ mf..,.I + 1579 America's Gateway tOthe Gutfstream P�easeb�advised�haflF|ohdahas abroadpubUcrecunds|avv'Ind aUcurrespondenoek�mc, viaemai| m8ybesubject topeConds:|8w/,em3i|addrcsses xrzpubhCrecords, There��re,youre-mai|communicaUonandyoure-mail adkfidressmaybesubiecttopubHcdisckosure, From: Andrew Maxey Sent: Tuesday, April 26,2OZ22:41PM To: ShuttThuy Su�act:Pulte 0|'��aQeDistrict Good Afternoon Thuy, | hope all is well with you. Pulte would like to respectfully submit the attached Letter ofIntent to purchase the Cottage District property owned by the CRA. Please reach out with questions. Thank you, AmdrewMaxey—VP Land Acquisition Southeast Florida Division 1475ConbnporkB|vd,Suite 305.West Palm Beach, FL334O1 Divuut(5O1)2O0'1410 Cell (404) 451-2386 C0i`JHPEi`^,d. i 1wwmml.k,,a' NK ok lw_ E:.k.lwws c wimd ina", c*w'wtvwwwr d e.rn=n8d Asa d pAwV, +,;;;e d in Well I or Ylm scAc use c4 I&aw inkvwo,h ii rocip l nYqs) "away rc wCVV, w.� �., ,.du:„9iribk A,.rorw,;rr,,9i; •&r.vai.Arn N +.Awuwr. w,. „9k�h PWUAOi H W'a;w hv„ r+.o+:?A n.w Idwen+.o.wrnrru.,awaw.hkl+.awa In nrr w O mm nWwd'jy' the n+wwn„du, in nwwico,Bmatcdsr bywpwwwa'Id MW &5W kdM rnMm,vP aaraMawv, M am Oryworwwk sw” pw w;omp.Mq.or. 11 h wd Y¢.aw,r. w;+l” HDEN.k.l ral.k.,,w„ Hiis aur=wal& wrw wy cow'wUiin cnnd"I^:'1, ntiaw 'sn+k p dVap;,ed wmaknrl l Qw I he An use ea# Me M$tii'vWed rorv:io vwld,y, ww1 x wnv�,y, w,iw, , O �krl@:�Blkcu ,;rr r; ,r.l� s wwu ! s �ttus N �adrlr:�dd �r+adw¢a�lt+ v�, ld :m Rw r� � � rn+� � N v '^ ( ks, � d d � � ���� �.��f Ydw¢r,!��a+sxvw��rrwi.�wwa¢, ak1w:"�ww In a rw �� �ww ww+roY'dd'y the [rnwrr9 H hnnm w9WR+A,y by cwwbmld and siQUi qtr , r'w'wr, s H ye Mn+d an,, No aU achrw"pend r drnwrw w., w coirgmi ,r "'ll""Nvvik sq:;oia, i"p;::PJHDEk,p.k.l UL.k.,y, k&p hk lo,E .Hiw^„ ti urw,!O wrw wy o.vrw'wt,a n nosnR"Id w fiA and „vnO1+ oed wrww9m kd No Me win Dian of the wrrfienda@ mji ww (s). 'm!y vw wrrrtir�s�, use, cfi sW,obitw i or dwl+miwso:,* h,, pAwv:aw's 4 srav:4ySw¢kA d, ld you hnvic r+ cui vd Idw i', in c rr vw, pdnasc n+otrd'y nwrrk, w ws whn s s b , ¢wp�wA and �d, �,l A � to r'w'pw �wsmpe and en , MWattachr'ywrmts ircmn w� a pa �"�+:ymp ukor 11 hank you .a��wwnw+ ekq,u9o��^,&�� 1581 REVISED: June 1, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Cottage District - Letter of Intent Subject: Letter of Intent to Purchase Cottage District Property Thuy, Enclosed is the revised Letter of Intent for Pulte Home Company, LLC (Pulte) to acquire a +/-4.5- acre property owned by the Boynton Beach Community Redevelopment District, commonly known as the Cottage District Property. Pulte has made the following changes to the terms of the LOI: • Purchase Price- Increased land price to match the appraisal of $2,472,000 and removed 3% marketing fee. • Home Sale Prices- Adjusted our commitment on home sale prices to only target buyers in the Low and Mod -1 categories (60% to 100%), resulting in sales prices of $168,420 and $216,540, respectively. • Home Architecture- Added samples of the architecture style (see Exhibit Q. It is also important to note that Pulte's proposal is for 100% fee simple ownership and has no rental component. In alignment with the goals and principles contained in the 2016 Boynton beach CRA Redevelopment Plan, our proposal is uniquely designed to complement and add character to the neighborhood and provide home ownership for residents in the 40% to 100% AMI range. We thank you for the opportunity to revise our Letter of Intent and be considered again for this exciting project. Thank you, '4&*M W&wf PULTE' GROUP Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305 West Palm Beach, Florida 33401 Andrew.Maxey@PulteGroup.com 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1582 Cottage District - Letter of Intent 1) Property Description. The property under consideration consists of ±4.5 acres located in the City of Boynton Beach, Florida and roughly depicted below. 2) Valuation. The total purchase price for the property shall be $2,472,000. 3) Intended Use. Pulte's intended use for the property is a fee -simple community designed in accordance with Palm Beach County's Workforce Housing Program of at least 40 units. (See Exhibits A and B.) Units will be sold according to Palm Beach County Workforce Housing Program guidelines in the lower 2 categories (Low and Mod -1) which is based on AMI between 60% and 100%. The units will also be subject to a 15 -year deed restriction on resale price. The proposed product is consistent with the plan previously submitted in the RFP and samples are attached in Exhibit C. 4) Deposits/Fees. First Escrow Deposit: The first deposit of $10,000 is due within five business days after the parties execute a mutually acceptable contract and is fully refundable to Pulte until the completion of the inspection period. Second Escrow Deposit: Upon the end of the inspection period, Pulte will deliver, within five business days, an additional deposit of $60,000 to escrow agent bringing the total deposit to $70,000. The first and second deposits are to be creditable against the total purchase price at closing and will be non-refundable after the expiration of the inspection period. 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1583 Cottage District - Letter of Intent 5) Inspection Period. Pulte will require 120 days from the signing of the contract in which to investigate the property at Pulte's expense. 6) Entitlement Period. Following the expiration of the inspection period, Pulte shall have a period of 10 months to obtain the necessary entitlements to develop the property according to the intended use. 7) Closing Schedule. Pulte shall close on the property on the earlier to occur of 30 days after all closing conditions are fulfilled or 30 days after the expiration of the entitlement period. 8) Conditions to Close. a) Rezoning and land use approval in accordance with the intended use b) Final site plan approval for intended use c) Sitework/earthwork permits required for clearing and excavation d) Water/sewer permits e) SFWMD environmental resource permit (if applicable) f) US Arany Corp of Engineers permit (if applicable) 9) Title Evidence. BBCRA will pay for title insurance in the amount of the purchase price and provide a title commitment during the first twenty days of the inspection period. Permitted title exceptions will be determined by the end of the inspection period. 10) Survey. If available, BBCRA will provide survey within the first five days of the inspection period. Pulte will be responsible for updating the survey. 11) Closing Costs and Proration. Each party will pay its cost of document preparation and attorney's fees. BBCRA is to pay for documentary stamps in connection with the conveyance of the property. All real estate and personal property taxes, leases, and other related costs shall be prorated as of the date of the closing. 12) Broker. Pulte and BBCRA agree that they are not represented by any broker in this transaction. 13) Confidentiality. Pulte and BBCRA agree to maintain the terms of this LOI and all negotiations relating to the property as confidential between Pulte and BBCRA and shall not disclose their existence of this LOI to any other person. This letter is not intended to create legally binding commitments. Parties shall become legally bound only if and when they execute a mutually acceptable contract. If the foregoing is acceptable, please indicate your approval by signing this letter in the space provided below and return one signed copy to Pulte at the address shown on this letterhead. Upon receipt of the acceptance, Pulte will commence preparation of a mutually acceptable written contract. Agreed and Accepted: Date: 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1584 Cottage District - Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: Exhibit B: Pulte's intended use as reflected in original RFP submittal. Plan may be updated to include more units built on newly added parcels. Browning (1 story) 1 2 Single Family Detached I Chapman (1 storvl 1 4 Hamden (2 storvl 1 3 Single Family Attached 20' Interior Townhomes 19 (2 -Story Townhome) 20' Exterior Townhomes 12 Total Units Proposed 40 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1585 PULTEGROUR Cottage District - Letter of Intent Exhibit C: Sample Elevations of Single -Family Product 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1586 Browning 1,447 A/C Sq. Ft. 1 3 Bedrooms 1 2 Baths C CARVER SQUARE P0000u HOMES 1587 Browning • 1,447 A/C Sq. Ft. • 3 Bedrooms * 2 Baths Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 9-17-21 1588 Chapman 1,662 A/C Sq. Ft. 1 3 Bedrooms 1 2 Baths C CARVER SQUARE P0000u HOMES 1589 Chapman • 1,662 A/C Sq. Ft. • 3 Bedrooms * 2 Baths Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 11-2-21 1590 Hamden 1,822 A/C Sq. Ft. 1 3 Bedrooms 1 2.5 Baths C CARVER SQUARE P0000u HOMES 1591 Hamden • 1,822 A/C Sq. Ft. • 3 Bedrooms * 2.5 Baths Second Floor Artist's renderings are conceptual only and are not intended to bean exact representation or show specific detailing. Square footage, room dimensions and spatial Q arrangements on this plan area pproxi mate and may vary in final construction and may vary by elevation. See o sales representative for details. ©2021 Pulte Home &1Company, LLC. CBC057850 CAS 9-17-21 1592 Uli 11d*0:10111 April 28, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA Cottage District Infill - Letter of Intent Subject: Letter of Intent to Purchase Cottage District Infill Redevelopment Project Thuy, This letter is to serve as a Letter of Intent (LOI) for Pulte Home Company, LLC (Pulte) to enter contract negotiations to acquire ±4.5 acres in Palm Beach County, Florida owned by the Boynton Beach Community Redevelopment District (BBCRA). Pulte Horne Company, LLC has the capital to complete this transaction, and we will not include any 3rd party lending approvals or state/local grants as part of our offer to purchase. We are flexible, and we are happy to negotiate deal terms. Our team does not use standardized contract templates, and we can make quick updates in an effort to reach a mutually beneficial agreement. This LOI follows our previous submittal during the BBCRA's request for proposals in which Pulte's submittal finished in second -place consideration. With the understanding that the first - place proposal has not materialized, Pulte submits its updated proposal. We look forward to hearing from you and want to assure you we are prepared to act quickly in working to arrive at a mutually acceptable contract. This offer is valid for one month. PulteGroup's mission to be America's most respected home builder begins with our site acquisition. On behalf of the PulteGroup Southeast Florida Division, we would be grateful for the opportunity to begin this process with you. Thank you, P U LT IE' GROUP Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305 West Palm Beach, Florida 33401 Andrew.Maxey@)PulteGroup.com 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1593 LT E G P Cottage District Infill - Letter of Intent 1) Property Description. The property under consideration consists of ±4.5 acres located in the City of Boynton Beach, Florida and roughly depicted below. 2) Valuation. The total valuation shall be the summation of the purchase price plus a BBCRA Success Fee. The total value is estimated at $688,000. a) A purchase price of $400,000, equal to $10,000 for each of the 40 homes proposed in Pulte's intended use. b) A BBCRA Success Fee equal to 3% of the sales price of the completed homes and to be paid on a quarterly basis following home closings. Assuming an average sales price of $240,000, the Fee shall equal $288,000 (= 3% x $240,000 x 40 homes). c) Purchase price and Success Fee shall be paid in cash. Pulte does not require any loans or incentives to close. 3) Intended Use. Pulte's intended use for the property is a fee -simple community designed in accordance with Palm Beach County's Workforce Housing Program of at least 40 units. (See Exhibits A and B.) Units will be sold according to Palm Beach County Workforce Housing Program guidelines, which includes recording a covenant for a 15 -year sales price dee restriction. 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1594 Ulj 11d*0:10111 4) Deposits/Fees. Cottage District Infill - Letter of Intent First Escrow Deposit: The first deposit of $10,000 is due within five business days after the parties execute a mutually acceptable contract and is fully refundable to Pulte until the completion of the inspection period. Second Escrow Deposit: Upon the end of the inspection period, Pulte will deliver, within five business days, an additional deposit of $60,000 to escrow agent bringing the total deposit to $70,000. The first and second deposits are to be creditable against the total purchase price at closing and will be non-refundable after the expiration of the inspection period. 5) Inspection Period. Pulte will require 120 days from the signing of the contract in which to investigate the property at Pulte's expense. 6) Entitlement Period. Following the expiration of the inspection period, Pulte shall have a period of 10 months to obtain the necessary entitlements to develop the property according to the intended use. 7) Closing Schedule. Pulte shall close on the property on the earlier to occur of 30 days after all closing conditions are fulfilled or 30 days after the expiration of the entitlement period. 8) Conditions to Close. a) Rezoning and land use approval in accordance with the intended use b) Final site plan approval for intended use c) Sitework/earthwork permits required for clearing and excavation d) Water/sewer permits e) SFWMD environmental resource permit (if applicable) f) US Army Corp of Engineers permit (if applicable) 9) Title Evidence. BBCRA will pay for title insurance in the amount of the purchase price and provide a title commitment during the first twenty days of the inspection period. Permitted title exceptions will be determined by the end of the inspection period. 10) Survey. If available, BBCRA will provide survey within the first five days of the inspection period. Pulte will be responsible for updating the survey. 11) Closing Costs and Proration. Each party will pay its cost of document preparation and attorney's fees. BBCRA is to pay for documentary stamps in connection with the conveyance of the property. All real estate and personal property taxes, leases, and other related costs shall be prorated as of the date of the closing. 12) Broker. Pulte and BBCRA agree that they are not represented by any broker in this transaction. 13) Confidentiality. Pulte and BBCRA agree to maintain the terms of this LOI and all negotiations relating to the property as confidential between Pulte and BBCRA and shall not disclose their existence of this LOI to any other person. 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1595 LT E G P Cottage District Infill - Letter of Intent This letter is not intended to create legally binding commitments. Parties shall become legally bound only if and when they execute a mutually acceptable contract. If the foregoing is acceptable, please indicate your approval by signing this letter in the space provided below and return one signed copy to Pulte at the address shown on this letterhead. Upon receipt of the acceptance, Pulte will commence preparation of a mutually acceptable written contract. Agreed and Accepted: Date: 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1596 LT E G P Cottage District Infill - Letter of Intent Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: P Income Category (Based on I) Sales Price Low 60%-80% $48,120 $64,160 $168,420 Mod1 >80%- 100% >$64,160- $80,200 $216,540 Mod 2 >100% 120% >$80,200 $96,240 $264,660 Middle* > 120% - 140% >$96,240 - $112,280 $312,780 Exhibit B: Pulte's intended use as reflected in original RFP submittal. Plan may be updated to in 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 1597 I, � ... I p jest I1?� II iii If��� iir ��.�, IIS°� ii 14 Project Description Pulte recognizes that redevelopment of the Cottage District, within the Heart of Boynton District, is a priority for the Boynton Beach CRA and we are very excited to share our proposal with the CRA. Our proposal is uniquely designed to complement and add value to the existing neighborhood and its residents as well as further the goals and principles contained within the 2016 Boynton Beach CRA Redevelopment Plan ("BBCRA Plan"). Among the goals that the Pulte proposal furthers from the plan are; ■ Protect and enhance existing single-family neighborhoods ■ Create a comfortable, walkable and safe pedestrian -scale environment connecting residents and visitors to the commercial, social/cultural and recreational amenities within each District ■ Develop policies and strategies for providing adequate public parking within each District to support commercial and residential redevelopment ■ Encourage and assist existing development and redevelopment projects that provide employment and economic opportunities ■ Encourage the implementation of streetscape enhancements within the Districts ■ Encourage the development of new affordable housing (with no subsidies from the CRA or any other public funding/tax source) Pulte's plan consists of 9 single family detached and 31 single family attached (townhome) units for a total of 40 new single family units within the Heart of Boynton. Drawing from the architectural styles of the surrounding neighborhood and the BBCRA, we are proposing two styles - Florida Mediterranean and Florida Coastal, Both styles complement the existing homes, reflectthe historic characterof the proposed Shepard FunkAddition Historic Cottage District along NE 3rd Avenue and Boynton's coastal history. Our plan provides new homeownership opportunities and has been carefully designed to enhance and protect the surrounding neighborhood. We've included a small neighborhood park along NE 1st Street with landscape, hardscape, shade structure and lighting features, as well as a dual use passive recreation/dry detention area, a network of sidewalks and pathways around and throughout the site which connect to the existing neighborhood and provide access for the community at - large. While the small park will be deeded to the City of Boynton Beach to ensure perpetual community access, the Pulte HOA may retain responsibility for park maintenance. We've also included additional parking, both on - street parking on NE 1st Street (six spaces in the right-of-way), as well as off-street - six at the townhomes and nine at the new park. The on -street parking, along with new decorative streetlights and the perimeter sidewalks provide traffic calming and a pedestrian environment to the site. The BBCRA Plan identifies the vision for the Heart of Boynton District as "becoming 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." The vision further addressed via three recommendations; Streetscape, Land Use, and Urban Design, Pulte's plan responds to and enhances the each of the BBCRA recommendations for the Heart of Boynton District as explained below. Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 137 1598 I1:::Iroposed Project Streetscape The BBCRA Plan outlines a variety of streetscape enhancements for Seacrest Boulevard including "bus shelters and the creation of a Pedestrian Zone adjacent to rights-of-way that inviting, safe and includes a minimum 8' wide clear sidewalk, decorative light poles are both vehicular and pedestrian scales, and installation of canopy trees that provide immediate sharing at time of construction". Pulte's plan includes a 5' sidewalk, retaining the existing decorative streetlights and installing larger canopy trees along the portion of the site adjacent to Seacrest Boulevard. We are also continuing the pedestrian enhancements through an interconnecting network of sidewalks and pathways throughout the site. Decorative streetlights will be provided along the perimeter and interior of the site. Off-street parking is provided long NE 1st Street, which provides for traffic calming as recommended by the BBCRA and the community. Additional off-street parking is provided adjacent to the pocket park and within the site itself. Lastly, we have incorporated a bus shelter for school children in the pocket park along NE 1st Street. We will work with the CRA and the Palm Beach County School District to ensure the bus shelter meets their standards and is utilized as a neighborhood school bus stop. Land Use The existing future land designation for the site is Medium Density Residential and the BBCRA Plan notes that High Density Residential would also be appropriate. Pulte's plan maintains the existing Medium Density Residential as a means of protecting the surrounding neighborhood. We have done so because while we understand the surrounding community desires new housing opportunities, they want the new opportunities to be consistent with and integrated into the existing fabric. We have opted to propose fee simple single-family opportunities instead of rental opportunities. The current zoning designation is R-2, One and Two -Family, which allows for the proposed density, however we will rezone to PUD. Urban Design The BBCRA Plan identifies three architectural styles in the Heart of Boynton District. The three architectural styles are Mission, Frame Vernacular and Mediterranean. The BBCRA Plan recommends "that when building in this District, new development shall utilize one of these styles". The BBCRA Plan also notes that the Cottage District should be developed with single-family for - sale homes in the style of the surrounding historic cottages. The surrounding cottages are primarily frame vernacular. Pulte's plan proposes two architectural styles in keeping with the recommendations of the BBCRA Plan. We are proposing the Florida Mediterranean which is consistent with the BBCRA Plan's Mediterranean Revival Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 138 1599 I[:Iroposed Project style and includes one and two-story structures, stucco finishes, gable and hip roofs with shingle tiles, window and door surrounds, decorative horizontal banding and graceful arches. Select plans also include columns and corbels. We are also proposing a Frame Vernacular style - Florida Coastal - which draws from Boynton Beach's coastal identity and is consistent with the styles identified by the BBCRA. This style features stucco finishes, board and batten detailing, gable and hip roofs with shingles, rafters and decorative banding. In order to provide further consistency within Pulte's plan, the single-family units will be offered in both architectural styles while the townhomes will be in the Florida Mediterranean. The architectural styles are also in keeping with the design guidelines contained in the City's Land Development Regulations, Further,the RFP provides a vahetyof sample elevations including Mediterranean, Coastal, Craftsman and Caribbean. Both of our architectural styles, Florida Mediterranean and Florida Coastal, are consistent with the sample elevations contained in the RFP, The 2009 The Downtown Vision and Master Plan ("2009 DMP") notes that while the area does not have a "signature look or style, the creation of a City's identity ... establishing urban design guidelines that will promote the vernacular architecture". The 2009 DMP points to architectural structures that can be used as a "basis for future design guidelines" such as the Women's Club and Old School House. The 2009 DMP further notes that the neighborhoods are predominantly a continuous network of streets in a grid pattern. The 2009 DMP also notes that land uses and densities should "ensure a logical and clear transition linking the downtown core to surrounding areas". Pulte's plan has taken each of the above recommendations into consideration. Specifically, our architectural style mirrors the Mediterranean Revival of the Women's Club and the Old School House. We retain and complement the existing grid pattern of the neighborhood and our proposed density of 9.2 units per acre serves as a clear transition between the 2009 DMP and BBCRA Plan recommendations for higher densities in the urban core and the surrounding area as well as a transition to the higher densities proposed for the MLK District, The RFP provides Urban Neighborhood Site Plan Concepts including site planning elements for lots, special condition lots and garage design and sitting. Pulte's plan meets the site planning concepts including an urban streetscape with consistent and minimum setbacks and shade trees and other landscaping to define the front yards and street edges and provide for traffic calming. Along the perimeter of the site, each home is sited towards and relates to the street. This pattern continues with the three interior townhome buildings which relate to the interior access drive. The sidewalks and driveways are of the same consistent material, AC units are screened, and garages are set back from the front of the homes on two of the three single family detached plans. Care has been taken to ensure the homes surrounding the pocket park respond to both the park and the street. With respect to garage siting, the driveways are limited to 9' in width, whenever possible, and the garage is secondary due to being recessed, whenever possible. Description of Housing Units and Housing Types Proposed In an effort to better serve the needs of the surrounding community and residents, Pulte is proposing a mix of housing types including both single family detached and single family attached (townhome); a total of 9 single family and 31 townhome units are proposed across a total of five plans. Specifically, we are proposing three single family detached plans; the Brookwood, the Cedar, and the Highgate as well as two single family attached plans; the Navarre and the Grayton. The single family detached homes are one-story, 3 or 4 bedrooms, 2 baths, and 2 car garages. The single family attached (townhomes) are two story buildings (4, 5, and 7 unit configurations), 3 bedrooms, 2,5 baths, and 1 or 2 car Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 139 1600 I1:::Iroposed Project garages. The mean roof height of the single family detached homes is 13'9". The mean roof height of the single family attached homes (townhome) is 263" and second floor wall planes are recessed. Additionally, the front facades are articulated to ensure the massing is consistent with the existing homes. The living area of the single family homes range from 1,447 to 1,850 square feet; while the living area of the townhomes are 1,636 square feet. Pulte's floorplans are consumer driven and the result of extensive consumer research and feedback to create the best in livability. Our plans have flexible, updated floorplans to make the buyers life easier and more enjoyable. The chart below details the total square footage, living area square footage (under air), number of bedrooms, number of bathrooms and garage for each plan as well as the proposed number of each plan. Single Brookwood 2,028 1 1,447 3 2 13'9" 2 car 2 Family Detached Cedar 2,267 1,662 3 2 13'9" 2 car 4 (1 -Story) Highgate 2,399 1,850 4 2 13'9" 2 car 3 Single Family Navarre 18' (interior units) 1,874 1,636 3 2.5 251" 1 car 19 Attached (-Story Grayton 20' 21084 1,637 3 2.5 251" 2 car 12 T ) (end units) Total Units Proposed 40 Density 9.2 du/ac All plans include our signature Build Quality Experience which includes communication with the buyer every step of the way. Pulte Construction Standards meet or exceed those of the industry. We include many energy-efficient and smart home features that help reduce the home's energy consumption such as radiant barrier roof decking to reduce heat absorption and improve HVAC efficiency, high -efficiency HVAC systems, programmable thermostats, energy -star qualified appliances, low -emissivity windows and compact fluorescent and LED lighting, Pulte homes are built with sustainability in mind. We partner with industry leaders who strive for the same excellence as we do including Lenox, Moen, Mohawk, Shaw, Sherwin-Williams and Whirlpool. Please refer to page 41 for additional building specifications. Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 140 1601 M I t Pulte Homes Building Specifications Architectural and Design Features ■ Monolithic slab and CMU (concrete block) exterior walls with bond beams ■ Prefabricated engineered wood truss system for floors and walls ■ Stucco textured finish exterior walls and overhangs ■ Tamko Heritage architectural shingles (or equivalent) ■ Clopay Raised Panel Garage Doors (or equivalent) ■ PGT Impact windows second floor ■ Hurricane shutters for first floor windows ■ Decorative stucco banding per plan ■ Decorator selected exterior paint schemes including wall, accent, trim, front door and garage door differentiation ■ Decorative pavers for driveways and walk to home ■ Exterior gutters per plan ■ Exterior hose connection in rear ■ Exterior GFI receptacles (one in rear, one in front) ■ Coach lights on garages ■ Lenox 15 SEER air conditioning system with programmable digital thermostat ■ Fully irrigated lot with oversized trees, shrubs and sod per plan Examples of architectural design Interior ■ Knockdown drywall finish on ceilings and walls ■ White flat paint on all ceilings and walls, white semi- gloss on all doors and trims ■ R-30 ceiling insulation, R4,1 foil on exterior masonry walls ■ Colonist, molded, hollow core 2 panel interior doors ■ Whirlpool Energy star rated kitchen appliances including refrigerator, dishwasher, microwave, range, washer, and dryer ■ Decorative 2 1/4 casing on all swing doors and 3 1/4' baseboards in all rooms ■ Lever door hardware on all interior doors ■ ITS 17" tile flooring in kitchen, dining, and bathrooms (or equivalent) ■ Moen chrome bath fixtures ■ Shaw carpet in bedrooms and gathering room ■ Wood window sills ■ Generous bedroom and linen closets and kitchen pantry closets per plan ■ Ventilated "free glide" vinyl coated metal closet shelving ■ Minimum 50 -gallon electric water heater ■ Minimum 150 amp electric service ■ Decora rocker light switches throughout home with standard receptacles ■ Smoke/carbon detectors per code ■ RG6 and CAT 5E data/cable in all bedrooms and living rooms ■ Energy rated designer LED lighting fixture package including downlights Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 141 1602 I1:::Iroposed Project O Public Benefits As outlined above, the Pulte plan provides many public benefits to the community at -large and the Boynton Beach CRA. Each benefit is summarized below. ■ Affordable Housing. One of the tantamount benefits is the provision of 40 new affordable homes, consistent with the Palm Beach County Workforce Housing program, with no CRA assistance or reliance on any other public/tax funding source. Units will be sold to households at 80 to 140% area median income (AMI), with the majority sold to households at the 80 to 120% AMI. ■ Preservation and Enhancement of Existing Single Family Community. The Pulte plan is designed to be integrated within the existing community and proposes two architectural styles which are complementary to the surrounding neighborhood and consistent with the Heart of Boynton recommendations contained in the BBCRA Plan. ■ Walkable Pedestrian Scale Environment. The Pulte plan provides pedestrian enhancements through an interconnecting network of sidewalks and pathways throughout the site. ■ Enhancement of Streetscape. The Pulte plan provides on -street parking, decorative streetlights, larger than code street trees and a perimeter sidewalk all of which are designed to enhance the streetscape and provide traffic calming. ■ Public Park. The Pulte plan provides a neighborhood park along NE 1st Street that features landscaping, hardscaping, a shade structure, lighting feature and connects to the dual use passive recreation/dry retention area, thereby expanding the recreational opportunities. This park will be deeded to the City of Boynton Beach but may be maintained by the Pulte HOA. ■ Bus Shelter. The Pulte plan provides for a bus shelter along NE 1st Street. Pulte will work with the CRA and the Palm Beach County School District to ensure the shelter is utilized. ■ Efficient and Sustainable Homes. Pulte's construction practices maximize efficiency and sustainability which helps with ongoing affordability. ■ Increase City of Boynton Beach Tax Base. Increase the City's tax base by $8,400,440 based projected sales prices. ■ No CRA Funding. Pulte's plan does not require any CRA funding freeing up $385,825 allocated for the Cottage District for other CRA projects and priorities. ■ Community Engagement. Utilize our existing local vendor base including vendors located within the CRA boundaries and identify and recruit new vendors to ensure that that local businesses and residents benefit from this development initiative Boynton Beach CRA I Cottage District Infill Housing Redevelopment Project 142 1603 M L C .OQ F Q1 ti 01 N ,I rn� O 0 11 Z `:' of O 1 1 1 = Q m CD 0 U 3 b LL Q N �'4 0- O4 �_ m 0 N = Q °� c`7 �'4 Ob O4 m W ------p ------- I O 1 o W 1 o 1 �I� U Z'I SII W/n Q I L ------ Q ------- W Q d �o Q a � a LU 7 U o N Ob L C .OQ ------------- I z o II LL ii. (] o W LL Q U OPT. ODK'� CD CD CD LL a Cl) N M O cc L �cc V L U N N E O O L s ca m N N E O O L m M tn 0 OPT. ODK X' w' Zo O Q x Q. II w M - 1 tn 0 r LL a Cl) O O co O O L V L V N N O O L s ca m N N E O O L m v . \ . \ co 4.0 \ cc\ E e 40 \ \ 4 4 uj H LL a N �O M N L O O LL 4 W L v L v r N E O O t m N N E O O L m M H LL a N n M N L O O LL N O L O L O N N O O s m N N O O L d m M H � Z O O O _ O� w ------ w Doo w eq Z 0� L - --- X w � x U U� U W _ � Z O w Z--------- w Q w � x U U� . O" 0", OI N w N ��>n'�d u v e ivd ie �u eoz IU Nlld 31S ltlflld3Z'N0� W W ` - ------- 1'JINISIO 39tl1100 03SOd021d a rtaidiaos3o a � sNoisinaa U Ir n,9�s3a��3s� Q a w m Z o PURCHASE AND DEVELOPMENT AGREEMENT Pages 60-79 EXHIBIT "D" COASTAL STYLE CONCEPTUAL SITE PLAN WITH MODEL TYPES, ARCHITECTURAL FLOOR PLANS, ELEVATIONS, PROPOSED SCHEDULE, COSTS, AND COLOR SCHEMES PURCHASER's Initials: AM SELLER's Initials: �g 01869047.3 1611 Pulte Home Company, LLC Cottage District Exhibit D consists of the following items: • Proposed site plan showing which plan goes on which lot. Plans have been predesignated to comply with the anti -monotony requirements in the PSA. • Renderings depicting Coastal elevations for the THs and the SF. • Floorplan brochures for each plan • Draft color schemes (one for each TH building and six for the SF units). SF color schemes will be assigned by the builder prior to permitting. • Proposed project schedule • Proposed project budget Both townhome plans, the Cobalt and the Latitude, will be offered for sale at the Palm Beach County Workforce Housing Program Low Income Category. The 2022 sales price for the Low Income category is $189,630. This sales price and household income ranges are adjusted annually by Palm Beach County, typically in July. We will use the sales price in effect at the time of sale. The three single family plans, the Chapman, Browning and Hamden, will be offered for sale at the Palm Beach County Workforce Housing Program Moderate 1 Income Category. The 2022 sales price for the Moderate 1 Income category is $243,810. This sales price and household income ranges are adjusted annually by Palm Beach County, typically in July. We will use the sales price in effect at the time of sale. 1612 *PutteGroup- Browning First Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HHHS'HB (c) Copyright 2021 Pu�te Homes Inc. -- QvaQHlUMM WIDTH 40'-01 I BOYNTON SQ FTG 1447 DEPTH 50'-81I COTTAGE DISTRICT UNDER AIR 1614 1615 *PulteGroup- Chapman First Floor Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2019 Pulte Homes Inc. OPPORTUNITY WIDTH 40'-01 I BOYNTON SQ FTG 1,662 DEPTH 58'-01 I COTTAGE DISTRICT UNDER AIR 1616 1617 tputteGroup- First Floor Hamden Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL OPPORT OPPORTUNITY (c) Copyright 2021 Pu�te Homes Inc. orroxTuuin � WIDTH 30'-01 I BOYNTON SQ FTG 11822 DEPTH 45'-31I COTTAGE DISTRICT UNDER AIR tputteGroup- Second Floor Hamden Floor plans, Elevations and Options will vary from Community 112r to Community and may not reflect current changes. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2021 Pn�te Homes Inc. OPPOHTUHITY WIDTH 30'-01 I BOYNTON SQ FTG 11822 DEPTH 45'-31I COTTAGE DISTRICT UNDER AIR 1620 'D 'D — in v 000 v 000 m v 00 m E t�D E O V O co O co O m ry ra ry ni N rp N N O N L 'E C `.00 Y C YW tD H O 00 CO `� W N- �^ m ,� N O I� Ln N Dl N O n Ln N Ol N O h o N m M N N O N M ry N O N W N M v O N N 01 C O N O N O .--I N N N N C(D N N ` Ln (J l.7 v V O o oID N3: L N� `° 3 L 0 l7 N V1 U to N v1 to H J ,LL V 7 i 00 T T� � V1 01 N lD l�D N N t�D E O U Ol ♦+ al _ W_^ V_ N ni N N N O ^ n O L 'E C `.00 Y C YW tD H O O U1 N O N r `� O N r O �^ m ,� N N N N N `ti ID i --I I� O_ N I� N O N `� r- O n O Q! 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N O lo O N 01 iJ'1 N Ql � � ul N Ql v a/ N tD O N 10O N 0ol O T O T v V 0 T Zi N C U (D V' L L L 122 O n0 O O O m `� m `� m `� m `� m f6 m p �° U X ry X N X ry X ry X ry W ,�,� Q1 M X ry W W Ln 01 M E O Y L W 00 _ t0 M V W 00 _ l0 M 7 W W l0 M; W 00 _ l0 M C W_ LD M e N W v m N lD M C W Ot W � �^ 'E I O N M O O N O N M O N O `. M O U N O .NJ M O N O M O lo O O N M OLn O1 N o Eo ' O n0 O O O O o O C O O O O �n N v �M E Yj OL O - m C bA v C E C ° C bvA m � Y E F La c> m E X N U -6 O -6 Uo t0 L N v L N v J N N V1 J N to H Q (3 VI H M Q 1/) O_ H 4 (D - 1621 tpulteGroup, First Floor (End Unit) COBALT BEDROOM 3 BEDROOM 2 9'-2" x 10'-7" 9'-2" x 10'-7" WIC BA 2 LOFT eO 10'-5" x 14'-4" Dq"C Z WIC �D a �O OWNER'S SUITE 12'-3" x 14'-5" O BATH Second Floor (End Unit) Floorplans, Elevations and Options will varyfrom Community 112rtoCornmunityandmaynotreflectcurrentchanges. Dimensions shownareapproximate. EQUAL HOUSING (c) Copyright 2022 Pulte Horne Company, LLC. OPPORTUNITY WIDTH 20'-01 I BOYNTON SQ FTG 1,547 DEPTH 50'-0'• COTTAGE DISTRICT UNDER AIR 162'. tpulteGroup, LATITUDE 0 BATH G OWNER'S SUITE 12'-3" x 14'-0" 00 WIC 7 � 0 a oa BA2 IBEDROOM 3 I BEDROOM 2 First Floor Second Floor (Interior Unit) (Interior Unit) Floorplans, Elevations and Options will varyfrom Community 112r to Comm unity and may not reflect currentchanges. Dimensions shown are approximate. EQUAL HOUSING (c) Copyright 2022 Pulte Horne Company, LLC. OPPORTUNITY WIDTH 20'-0" BOYNTON SQ FTG 1555 DEPTH 47'-4" COTTAGE DISTRICT UNDER AIR 162, a J t6 N 01 O al v N n Ol N E T N Z V1 0� 00 fl- f6 N to U1 00 t6 N 4) 00 N N j i w f6 O l0 � �0 l0 i N Z Ql 00 N W W T N lD lD L .-I J N J N a O L c -I c O- O O u1 N 01 V1 N dl �� L ci ILIV l0o J l0 L m i M i M LD OJ W ID U'Lo E H Ql V1 N Ol 7 'ti a N O N M O N O N m O' O N v Ql O Ol J .--I a N v O W f0 .0 .�-I .�-I N N m O N O J E N O J L bo ?i O U m O \ \ m � --- N m H v O J Q t6 N 01 O al v N n Ol N E T N Z V1 0� 00 fl- f6 N to U1 00 t6 N 4) 00 N N j i w f6 O l0 � �0 l0 i N Z Ql 00 N W W T N ti N @ Ol m Ql 0 000 fO N m N � N N u1 N 01 V1 N dl �� L ci ILIV L ci V J l0 L m i M i M oo i M W ID U'Lo E L Z Z m v V lD G ^ O ^ tO V N O v^ N O .0 `0 o M N M N m O N O N^ d^ o N Q� bo O U m m- ,v, n v ?:n N v �: N v (D (D N V1 H 61 ?) L ?) L 41 L 0J 3 N Q Q U u Nm FM L N �6 T 00 v 00 2m CL00 i i i Y N @ N ry O N N ON OJ .�., O1 ON ��.. 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O N N N 0 CO O to ^ N O ^ V O T a0+ V m N m N 00 m D�1 p N W 00 N fl- N O N^ �- N v -0 cp p m ti m .� v 2, v c C7 C7 m O 0.1 p `N"� L f6 ao t^ a H O L�/1 N VI N N Q V' � V N U ~ J 0 U V ON J T T to M L c N L O co N M L CO 00 N E J t6 N to N N Ql N N r+ N lD00 O_ lD N N r.+ N LD Ea.+ O ) ? 3 N [6 J J N Z~ N V p O N o 00 W u n M O O N o C n T 'c O ti V N ti N oo .--� al ^ v O^ N 3 N W n Q N n v p N m Q N v -0 N O V ^ =' ^ =' ^ a= I, N C) N N 00 N N O O `N"� L f6 ao t^ a H O L�/1 N VI N N Q V' � V N U ~ J w = W LD a O N N to O NN N LD M L c N L O co N M L CO 00 N E ~ O ti O ti � N O N (7 M H N c W T O O ci V' M p O O` a-� ) L +O' m N M N m V oo oo W O 0 ON 'O^ lo ci co � � W ^ LD N lD T C N o O N N .--I O N N O OJ N -a o N L V r o V ^ =' ^ =' ^ a= I, N N 00 N N D n `N"� vw I ao vl V a H O 1627 N U Z bA-MEN E nla,'E N N 00 N N D n `N"� N I N N O N V' � H 0 ON O n O N NOn ry O N v N LO lD u'1 N V1 N N -6 ('j C7 C7 O a'�+ 01 j j j U E VE V N U > J m 00 `O O O O O a+ oO o C =a O o0 O O v H K N v do E o =' 3 v c °q Y a` E °o oo 'E u O ra L L EmN m00 c in H Q C7 Ln ✓i H= a F a (D 1627 Project Schedule Milestone Date Notes Effective Date Feb -23 All dates below are based on an Effective Date of 2/14/2023 Initial Deposit Due Feb -23 Feasibility Period Ends Jun -23 120 Days Second Deposit Due Jun -23 Submit applications for site plan and Submit within 60 days after Feasibility Period zoning Aug -23 Ends Site plan and zoning applications April -24 Assumes an 8 -month approval process approved Seek closing extension due to plat 12 months from the end of the Feasibility not being approved June -24 Period Plat approved Aug -24 Assumes a 4 -month approval process after site plan approval (non -concurrent review) Land Closing Sept -24 Close within 30 days of plat approval Purchaser shall submit building PSA requires by 180 days from Closing, permits Oct -24 Purchaser planning 60 days after plat issuance Assumes site work/ utility permits obtained Land Development Commences Oct -24 during plat review City issuance of the building permits Dec -24 60 days from Purchaser submitting building permits Purchaser shall commence PSA requires by 90 days from permit issuance, construction Mar -25 5 months after land development commences First Home Completed (CO) Sep -25 6 months from commencing construction Final Home Completed May -26 14 months from commencing construction Purchaser shall obtain CO for the Mar -27 Outside date to get last CO final dwelling unit of the Project 1628 Townhome Bud Total Project Cost Purchase Price/Unit $36,622.222 Land Development Cost/Unit $40,395 Engineering/Pre-acq Costs/Unit $4,847.39 Hard Costs/Unit $31,911.99 Soft Costs/Unit $3,635.54 House Cost/Unit $186,326 Hard Cost/Unit $162,272.80 Soft Costs, Permits & Fees/Unit $24,053.58 Total Budget/Unit $263,344 Single -Family Budget Purchase Price/Unit $91,555.556 Land Development Cost/Unit $51,936 Engineering/Pre-acq Costs/Unit $6,232.36 Hard Costs/Unit $41,029.70 Soft Costs/Unit $4,674.27 House Cost/Unit $195,186 Hard Cost/Unit $167,492.16 Soft Costs, Permits & Fees/Unit $27,693.38 Total Budget/Unit $338,677 Total Project Cost 1 $11,701,742 1629 City of Boynton Beach 100 E. Ocean Ave, Boynton Beach, Florida Review Cycle Results PROJECT/CASE #: CSIT-2024.07.59380 PROJECT/CASE NAME: LDP Pulte Cottage District REVIEW CYCLE: 2 PROCESS: Commercial Permit Application ADDRESS: 103 SE 4TH AVE, Boynton Beach, FL 33435 REVIEW TYPE: Flood Review REVIEW #: 2024.07.13980 REVIEW RESULT: Approved REVIEWED BY: Svon Remy REVIEWED ON: 9/16/2024 REVIEW COMMENTS: MARKUPS: REVIEW TYPE: Engineering Review r',r,vWr7,n , s have been pmO'a',°rj',. No rnaehuo s d'bave been „,u oW, nd+'rd REVIEW #: 2024.07.13981 REVIEW RESULT: Disapproved REVIEWED BY: Shiloh Toler REVIEWED ON: 10/21/2024 REVIEW COMMENTS: The civil plans and final plat are in technical compliance with the Land Development Regulations, approved Site Plan, and Conditions of Approval. Prior to issuance of permit: 1. Submit a digitally signed and sealed Geotech Reports: soil borings and missing hydraulic conductivity (k -value). 2. Submit copies of Utility Notification Forms or correspondence with FPL, ATT, Comcast, and FPUC. 3. Obtain and submit a copy of the executed developer's (share cost) agreement with the City for milling and resurfacing the full width of roadways perthe Conditions of Approval. 4. Remit engineering fees based on 2.3% of Engineer's Cost Estimate for required (onsite & offsite) paving, grading, and drainage improvements. Permit Fee = 2.3% x $788,937.30 = $18,145.56 ($2,488.94 is non-refundable review fee). 1630 5. Submit proof of surety in the amount of 110% of Engineer's Cost Estimate for offsite paving, grading, and drainage improvements (estimated at 110% x$426,595.00 = $469,259.50). Surety for required utility system improvements shall be coordinated directly with the Utilities Department, whether they will remain private or conveyed to the city upon completion of their construction. If you have any questions regarding the Engineering comments please contact Shiloh Toler at 561-742-6261 or TolerS@bbfl.us ADVISORY NOTES Prior to commencement of construction: 1. Please schedule and attend a pre -construction meeting with City's Utilities and Engineering Division. Contact Milot Emile at 561-742- 6407 or EmileM@bbfl.us. The following shall be provided at least two (2) weeks prior to the pre -construction meeting. 2. Submit a copy of shop drawings as approved by the EOR. 3. Submit a copy of all other applicable permits such as PBC Health Department Permits, SFWMD permit, NPDES NO1 and PBC Right - of -Way permits. 4. Submit detailed construction mitigation plans. All construction activity regulated by the LDR shall be performed in a manner so as not to adversely impact the conditions of adjacent properties, unless such activity is permitted to affect said property pursuant to a consent granted by the adjacent property owner, under terms or conditions agreeable to the adjacent property owner. This includes, but is not limited to, the control of dust, noise, water or drainage runoff, debris and the storage of construction materials. (LDR Ch. 2. Art. III. Sec. 3.D.3.) Impacts on businesses, public inconvenience, disruption to multi -modal and vehicular/pedestrian travel on roadways/sidewalks in the vicinity of construction shall be minimized. Construction mitigation plans shall include the following information (as applicable): • Construction schedule, phasing, staging, and storage • Construction fencing, ingress/egress and sight triangles • Construction personnel parking — if an off-site location is secured for this purpose, verify that a tram or shuttle will be provided between the construction site and the parking area(s) and provide a copy of the agreement with the property owner. • Construction traffic routes and delivery schedules • Dust control and street cleaning plan • Construction refuse removal in adherence to City's ordinance, Sec. 10-26(a). Contact the Public Works Department (561-742-6200) for a roll -off container. • Hours of work in adherence to City's noise ordinance Sec. 15-8 • MOT plans for proposed closures/detours affecting vehicular or pedestrian travel • Hurricane preparedness plans in the event of a hurricane warning and/or watch. ® Engineering Review Conditions of Land Development Permit [LDR Ch.2.Art.111. Sec.3. - Land Development Permit] Construction Activity. Construction shall be performed under the surveillance of, and at all times, be subject to review by the City Engineer or designee; however, this in no way shall relieve the Florida -registered engineer of record of responsibility for administration, coordination, and final compliance with the approved plans, specifications, and all applicable rules, laws, ordinance, and resolutions. The City Engineer or designee shall have the authority to enter the property during the progress of construction. The applicant's engineer of record shall submit construction progress reports at points of progress prescribed by the City Engineer, as well as final certification of completion of required improvements. The engineer of record shall coordinate joint reviews of construction with the City Engineer or designee. The City Engineer or designee shall have the authority to stop work upon failure of the developer or engineer of record to administer and/or coordinate the construction of the required improvements as prescribed by these Regulations. 1631 Completion. In order for final closeout and project completion of the required improvements, the engineer of record shall certify in writing that the required improvements were installed under his responsible direction; that all improvements conform with the approved civil engineering drawings, and all laws, regulations, codes, and ordinances. In addition, the applicant's engineer of record shall submit tests and reports (concerning the work and materials used during construction of the required improvements), in addition to as -built drawings on a high quality time stable reproducible material showing the original design as compared to the actual finished work. Expiration. All required improvements shall be completed within one (1) year of the date of issuance of the LDP. Unless the time period is otherwise extended, the permit shall become null and void if the applicant is unable to complete the work within the stated timeframe. Extension. An applicant may petition the City Engineer to extend the approval of a land development permit for an additional time period, not to exceed one (1) year, provided that such written request for extension is filed thirty (30) days prior to the expiration of the preceding one (1) year period. The fee forthe extension shall be in the amount as adopted from time to time by the City Commission. Miscellaneous. No certificates of occupancy will be issued for buildings in the platted developments until all required improvements are completed, approved, and/or accepted by the city, except that it is the prerogative of the developer to post an additional one hundred ten percent (110%) surety for work that may be more prudently put in place subsequent to building construction, such as sidewalks and landscaping. Certificate of occupancies will not be issued until such work is approved and/or accepted by the city as completed. MARKUPS: No m !rp p2,s',; h sir n been r" urnvrtsed,. REVIEW TYPE: Utilities Review REVIEW #: 2024.07.13982 REVIEW RESULT: Approved REVIEWED BY: Milot Emile REVIEWED ON: 10/4/2024 REVIEW COMMENTS: Approved by Milot Emile No ire dc,p`aied a ormrm s have been ear+. vhllair:V'. MARKUPS: No r,rrwr psa have been prr Wer+ +^d,. REVIEW TYPE: Planning and Zoning REVIEW #: 2024.07.13979 REVIEW RESULT: Voided REVIEWED BY: Michael Griffin REVIEWED ON: 8/1/2024 REVIEW COMMENTS: N/A W7rrprs defimd r.rumrneno; have fs r,;rr iaa'ryvr+lard. MARKUPS: No maAups, hawdug m pa ov6+d" 1 1632 1633 i N PH 1 a AH vwP MR4 10- w -M, "I fly glyn M v 12 suits lot 1 MR, HAS` 96 of all idol 11 11 Ali Us sum H PINN AS !go 1� lion was Qg p !I PIE N g Ell 1 Ali W, Mill H !2_ loan 5' PAS gh 15 Old 1 10 psi 112 6 1 NP ills; 12 6 q 1! :QI he oil in IS 11 Un is H H 5 Oil All Ell ed 1 12 M No 2. SUM! BE kill 11 TT RZ, ,1119eg U tog 0 11116 11 T Ni gut Hipp! 2 Rod lz 211h M' Bill" TON; to RN 00 I 'ON IN PH N 54 H ih 1 1 HIM," S A 5 to 2 R AM slog, 11105115 ME 001 in 1 jyj GAS WE ! P J, M op 1 9 A 1 H .51 1__ -, -,,- w --. �' , �5 1 1 SH go Go 15 Hit 0! OR M V I PH 21 .1 not 91 W; 131 12#1 is M 1 ,wq Rio 9k RU is 14 gh jug !f can w! h 2 41�'_, E M fly! 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P asg BOYNTON HILLS Uvii arc na (P.a �) o mo SECOND AMENDMENT TO PURCHSE AND DEVELOPMENT AGREEMENT This Second Amendment to Purchase and Development Agreement (the "Second Amendment") is made effective as stated herein, between Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. (the "Seller"), and Pulte Home Company, LLC, a Michigan limited liability company (the "Purchaser") (collectively referred to as "the Parties"). WHEREAS, on February 25, 2023, the Parties entered into the Purchase and Development Agreement (the "Agreement"); and WHEREAS, on September 13, 2023, the Parties entered into a First Amendment to Agreement; and WHEREAS, Section 6 of the Agreement provides that the closing date shall take place on the earlier of (i) thirty (30) days after the last of the closing Conditions has been satisfied; or (ii) twelve (12) months after the end of the Feasibility Period; and WHEREAS, Section 6 of the Agreement further provides that the Purchaser may request a six (6) month extension on the closing date subject to the Boynton Beach Community Redevelopment Agency Board's approval; and WHEREAS, the Feasibility Period ended on June 26, 2023; and therefore under the terms of the Agreement, the closing date is currently scheduled for June 26, 2024; and WHEREAS, the Purchaser has not received plat approval to date; and WHEREAS, pursuant to Section 9.4 of the Agreement, Final Plat approvals are a condition of closing; and WHEREAS, on May 6, 2024, Purchaser requested a six-month extension to receive plat approval and close on the Property; and WHEREAS, on May 14, 2024, the Boynton Beach Community Redevelopment Agency Board approved a six-month extension of the Agreement, with a closing date on or before December 26, 2024; and WHEREAS, the Parties desire to ratify and affirm the extension in writing; NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Recitations. The recitations above are hereby incorporated herein as if fully set forth. 2. Closin Date. Section 6, of the Agreement is hereby deleted and replaced with the following: The Closing shall take place on the earlier of December 26, 2024; or within thirty (30) days after Final Plat approval. 1 4894-7344-9153, v. 1 1636 ed Terms. Except as expressly modified herein, the Agreement is hereby ratified and confirmed in full force and effect in accordance with its terms. In the event of a conflict between the terrns and provisions of this Amendment and the Agreement, the terms and provisions of this Amendment shall control and be given effect. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement. 4. Counterparts; Facsimile Copies. This Amendment may be executed simultaneously in two or more counterparts, each one of which shall be deemed an original, but all of which shall constitute one and the same instrument. To facilitate execution, the parties agree that this Amendment may be executed and telecopied to the other party and that an executed telecopy shall be binding and enforceable as an original. 5. Effective Date. The Effective Date of this Amendment shall be the date the last of the Seller or the Purchaser execute this Amendment. IN WITNESS WHEREOF, Seller and Purchaser have caused this Amendment to be executed in its name, by its proper officer there -unto duly authorized, on the date set forth below. SELLER Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Section 163, Part III F.S. USE Date: PURCHASER Pulte Home Company, LLC, a Michigan Limited Liability Company 1.2 (Signature) APMEW MAXWT Vf -LAIA".) AQW;MW - .... - ........... - ...... .......... .......... ...... (Printed name and title) WITNESS: WITNESS: ............ ... ....... .... Printed Name: VI" exA Printed Name: ........... Approved as to form and legal sufficiency: ._......w, µ------ --- --- - ----------- CRA Attorney 2 4894-7344-9153, v. I 1637 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.F SUBJECT: Approval of Resolution R24-03 Approving and Adopting the 2024 Palm Beach County Local Mitigation Strategy Plan SUMMARY: The Local Mitigation Strategy (LMS) is a unified, coordinated effort among County and municipal governments to reduce the county's vulnerability to the impacts of identified natural and man-made hazards. Among its primary missions, the LMS serves as a basis for comprehensive mitigation planning, project identification and prioritization, and provides assistance to project sponsors in securing and allocating available federal, state, local, and other disaster mitigation assistance funds. LMS projects cover a range of topics including major drainage improvement projects, hardening of public structures, Emergency Operation Center purchases, etc. At any particular time, the LMS has approximately 100 community mitigation projects on its Prioritized Project List. While some of these projects may eventually be self-funded by sponsoring communities, many will require outside financial assistance in order to be completed. By virtue of being on the LMS Prioritized Project List, each project potentially qualifies for funding assistance consideration through a variety of mitigation assistance programs. Projects typically involve a combination of outside and local funding in line with matching guidelines established by the assistance program. The LMS closely adheres to guidelines and criteria provided by the Federal Emergency Management Agency (FEMA) and Florida Division of Emergency Management (FDEM). On September 17, 2024, the Palm Beach County Board of County Commissioners approved and adopted the 2024 Palm Beach County Local Mitigation Strategy (LMS) plan (see Attachment 1). Currently, the Boynton Harbor Marina Seawall replacement project is currently ranked 12th on prioritized project list (see attachment 11). On March 23, 2024, President Biden signed into law Further Consolidated Appropriations Act 2024, authorizing funding for FEMA's Hazard Mitigation Assistance Pre -Disaster Mitigation grant program. The Boynton Harbor Marina Seawall replacement project was awarded $1,383,069 for fiscal year 2024 (see Attachment III). The Federal Emergency Management Agency contributes up to 75% of eligible mitigation costs, while the remaining 25% come from non-federal sources. On June 5, 2024, the CRA received an email from the Office of Lois Frankel, that the project 1638 was again part of the fiscal year 2025 Homeland Security Appropriations Bill which includes $1,150,791 for the Boynton Harbor Marina Seawall replacement project (see Attachment IV). If the budget is approved by Congress, there could be a total of $2,533,860 grant assistance toward this project. In order for the BBCRA to be eligible for any mitigation funding (Hazard Mitigation Grant Program, Pre -Disaster Mitigation, and/or Flood Mitigation Assistance grants), it must accept the updated LMS plan. Adoption of LMS2024 is paramount to the CRA remaining a viable stakeholder in mitigation research, identification, and prioritization. BBCRA's legal council has prepared BBCRA Resolution 24-03 for the Board's approval (see Attachment V). FISCAL IMPACT: FY 2024/2025 Budget There are no funds required for the adoption of the LMS2024. Failure to adopt LMS2024 will deny the BBCRA's hazard mitigation plans as a condition for receiving certain types of non- emergency disaster assistance, including funding for mitigation projects. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve Resolution R24-03 and Adopt the 2024 Palm Beach County Local Mitigation Strategy Plan. 2. Provide alternative direction based on discussion by the CRA Board. ATTACHMENTS: Description • Attachment I - PBC BCC Resolution No. 2024-1233 • Attachment II - LMS Prioritized Project List • Attachment III - FY 2024 Notice of Funding Opportunity • Attachment IV - OLF Notification FY 2025 • Attachment V - R24-03 Local Mitigation Strategy Adopting Resolution. 1639 ATTACHMENT RESOLUTION NO. R-2024- 12-13_ RESOLUTION OFTHE BOARD OFCOUNTY COMMISSIONERS OF PALM BEACH COUNTY, FLORIDA, T0APPROVE AND ADOPT THE 2O24PALM BEACH COUNTY LOCAL MITIGATION STRATEGY (LMS) PLAN AND PROVIDE AN EFFECTIVE DATE VVHEREAS, Palm Beach County is susceptible to e variety of nedum|, techno|ogioo|, and human -caused dinaetere, including but not limited to, severe weather, hazardous material inoidenta, nuclear power plant eme0enciea, communicable dioesoeo, and domestic security incidents; as well as climate change impacts and sea level rise that causes increased inundation, shoreline erosion, flooding from severe weather events, accelerated saltwater contamination of ground water and surface water supplies, and expedited loss ufcritical habitats; and WHEREAS, the Disaster Mitigation Act of 2000, was enacted to establish a national disaster hazard mitigation program to reduce the |oao of life and prnperty, human oufforing, economic dieruption, and disaster assistance costs naau|Ung from divaatero, and to assist state, |000|, and tribal governments in implementing effective hazard mitigation measures to ensure the continuation of critical aomiueo and facilities after anatural disaster; and WHEREAS, the Disaster Mitigation Act of 2000, as a condition for qualifying for and receiving future Federal mitigation assistance funding as well as reimbursement for Presidentially Declared Dieautom, requires such governments to have Federal Emergency Management Agency approved hazard mitigation plans in place that identify the hazards that could impact their jurisdictions, identify actions and activities to mitigate the effects of those hazarde, and establish a coordinated pmooao to implement plans; and WHEREAS, Palm Beach County's Local Mitigation Strategy, in coordination with governmental and non-governmental stakeholders having an interest in reducing the impact of disasters, and with input from the private sector and other members of the public, developed the Palm Beach County Local Mitigation Strategy; and WHEREAS, the 2024 Local Mitigation Strategy has been approved by the Florida Division of Emergency Management and the Federal Emergency Management Agency subject to adoption by the Palm Beach County Board of County Commissioners; and WHEREAS, a Multi -jurisdictional Program for Public Information has been included in Appendix O of the Local Mitigation Strategy to satisfy the floodplain management requirements of the County and its participating municipalities Community Rating System (CRS Activity 330); WHEREAS, the Local Mitigation Strategy Steering Committee recommends the formal adoption of the 2024 Local Mitigation EKnategy, including planned future enhancements described therein, by the County and all participating municipalities. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OFPALM BEACH COUNTY, FLORIDA, THAT: 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific port of this Resolution upon adoption hereof. 2. The Board ofCounty Commissioners ofPalm Beach County hereby approves and adopts the 2024 Local Mitigation Strategy (attached hereto as Exhibit A) in its entirety as by the Local Mitigation Strategy Steering Committee and approved by the Palm Beach County Board ofCounty Commissioners, the Florida Division of Emergency Management, and the Fmdom| Emergency Management Agency. 3. The Board of County Commissioners of Palm Beach County authorizes the appropriate Palm Beach County officials to pursue available funding opportunities for implementation of proposed mitigation initiatives described in the Local Mitigation Strategy, and upon receipt of such funding or other necessary neouuruea, seek to implement the actions in accordance with the mitigation strategies set out bythe Local Mitigation Strategy. 4. Palm Beach County will continue to support and participate in the Local Mitigation Strategy planning and implementation process as required by the Federal Emergency Management Agency, the Florida Division of Emergency Management, and the Palm Beach County Local Mitigation Strategy Steering Committee. 5. The Board ofCounty Commissioners of Palm Beach County will consider incorporating climate change concerns, sea level rise, and natural hazards into the local comprehensive plan and into future reviews of flood prevention regulations and zoning codes. G. The Board of County Commissioners of Pekn Beach County directs that executed originals of this resolution and the adoption resolutions of all participating municipalities be held on file in the Office of the Clerk & Comptroller. 7. This Resolution shall become effective immediately upon passage. This Resolution shall boeffective immediately upon adoption ofthe Board. The foregoing Resolution was offered by Commissioner Bernard who moved its adoption. The motion was seconded by Commissioner, Weiss and upon being put toevote, the vote was aafollows: District 5: Commissioner Maria Sachs, Mayor __ ara District 1: Commissioner Maria G.Marino, Vice Mayor __Absent District 2: Commissioner Gregg K. VVeiao __ e District 3: K� Commissioner iohae|A.Bamo� __ ' District 4: � Commissioner K8anoiWoodward are -- Aye District 6: Commissioner Sara Bo�ar � � District 7: CommieainnerK8ac�Bemand Aye -- Aye The Mayor thereupon declared the Resolution duly passed and adopted this 17 _____dayof�t2O24. 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S. Department of Homeland Security (DHS) Notice of Funding Opportunity (NOFO) Fiscal Year 2024 Pre -Disaster Mitigation (PDM) Grant Program The Fiscal Year 2024 PDM rant ram is limited to the projects and entities identified " " DHS Appropriations -Explanatory Division C of the Further Consolidated " , in the table starting on page 59 entitled "Homeland Security Community Project Funding/Congressionally Directed Spending." This funding opportunity is not open for other activities, projects,or SUMMARY OVERVIEW OF KEY INFORMATION Pre -Disaster Mitigation Grant Program Issuing Agency U.S. Department of Homeland Security (DHS)/Federal Emergency Management Agency (FEMA)/Resilience/Hazard Mitigation Directorate/Hazard Mitigation Assistance Division (HMA) Program The Pre -Disaster Mitigation (PDM) Grant Program makes federal funds Overview available to state, local, tribal, and territorial governments to plan for and implement sustainable cost-effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future natural disasters. Objectives The objective of the FY 2024 PDM Grant Program is to fund Community Project Funding/Congressionally Directed Spending (CDS) projects for state, local, tribal, and territorial government efforts to plan for, and implement sustainable cost-effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future disasters. Eligible Projects • Capability and Capacity -Building activities — activities that enhance the knowledge, skills, and expertise of the current workforce to expand or improve the administration of mitigation assistance. This includes activities in the following sub -categories: project scoping, hazard mitigation planning and planning -related activities, and other activities; • Hazard Mitigation Projects — cost-effective projects designed to increase resilience and public safety; reduce injuries and loss of life; and reduce damage and destruction to property, critical services, facilities, and infrastructure (including natural systems) from a multitude of natural hazards, including drought, wildfire, earthquakes, extreme heat, and the effects of climate change; • Management Costs — financial assistance to reimburse the recipient and subrecipient for eligible and reasonable indirect costs, direct administrative costs, and other administrative expenses associated with a specific mitigation measure or project. FY 2024 PDM Grant Program NOFO 1648 2 Deadlines Application Start Date: 05/24/2024 Notification of system -related issues: 06/28/2024 at 3:00 PM ET Application Submission Deadline: 06/28/2024 at 5:00 PM ET Funding Available Funding for the NOFO: $190,568,289 The Joint Explanatory Statement (JES) accompanying the FY 2024 DHS Appropriations Act identifies the maximum funding available for each PDM project. Eligible Eligible FY 2024 PDM grant projects were identified in the JES Applicants accompanying the FY 2024 DHS Appropriations Act; only those associated PDM projects are eligible to receive funding under this grant program. Those PDM projects are identified in Appendix A of this NOFO. Cost Share The cost share for the PDM program is 75% federal and 25% non-federal. Cost share for the PDM program is adjusted to 90% federal and 10% non- federal for the following communities: • Local governments meeting the definition of small impoverished community • Federally recognized tribes meeting the definition of small impoverished community All entities wishing to do business with the federal government must have a unique entity identifier (UEI). The UEI number is issued by the system. Requesting a UEI using System for Award Management (SAM.gov) can be found at: hqps:Hsam.gov/content/entily- registration. Grants.gov registration information can be found at: https://www.grants. ovg/re ig ster Updates in Grant Application Forms: The Data Universal Numbering System (DUNS) Number was replaced by a new, non- proprietary identifier requested in, and assigned by SAM.gov. This new identifier is the Unique Entity Identifier. Additional Information can be found on Grants.gov: htWs://www. r�gov/forms/forms- development/planned-uei-updates FY 2024 PDM Grant Program NOFO 1649 3 Table of Contents Updates in Grant Application Forms: ..................................................................................... 2 A. Program Description................................................................................................................ 6 1. Issued By.......................................................................................................................... 6 2. Assistance Listings Number............................................................................................ 6 3. Assistance Listings Title.................................................................................................. 6 4. Funding Opportunity Title............................................................................................... 6 5. Funding Opportunity Number.......................................................................................... 6 6. Authorizing Authority for Program................................................................................. 6 7. Appropriation Authority for Program.............................................................................. 6 8. Announcement Type........................................................................................................ 6 9. Program Category............................................................................................................ 6 10. Program Overview, Objectives, and Priorities................................................................ 6 11. Performance Measures..................................................................................................... 8 B. Federal Award Information..................................................................................................... 9 1. Available Funding for the NOFO: $190,568,289........................................................... 9 2. Projected Number of Awards: 110................................................................................ 9 3. Period of Performance: 36 months.............................................................................. 9 4. Projected Period of Performance Start Date(s): ............................................................... 9 5. Projected Period of Performance End Date(s): ................................................................ 9 6. Projected Budget Period(s).............................................................................................. 9 7. Funding Instrument Type: Grant................................................................................. 9 C. Eligibility Information............................................................................................................. 9 1. Eligible Applicants........................................................................................................... 9 2. Applicant Eligibility Criteria......................................................................................... 10 3. Subawards and Beneficiaries......................................................................................... 10 4. Other Eligibility Criteria/Restrictions............................................................................ 10 5. Cost Share or Match....................................................................................................... 13 D. Application and Submission Information.............................................................................. 14 1. Key Dates and Times..................................................................................................... 14 a. Application Start Date: 05/24/2024.......................................................................14 c. Anticipated Award Date: ........................................................................................ 15 d. Other Key Dates......................................................................................................15 2. Agreeing to Terms and Conditions of the Award.......................................................... 15 3. Address to Request Application Package...................................................................... 15 4. Requirements: Obtain a Unique Entity Identifier (UEI) and Register in the System for Award Management (SAM.gov)................................................................................... 15 5. Steps Required to Obtain a Unique Entity Identifier, Register in the System for Award Management (SAM), and Submit an Application......................................................... 16 6. Electronic Delivery........................................................................................................ 17 7. How to Register to Apply through Grants.gov.............................................................. 17 a. General Instructions: .............................................................................................. 17 b. Obtain an UEI Number: ......................................................................................... 18 c. Obtain Employer Identification Number..............................................................18 d. Create a login.gov account: .................................................................................... 18 e. Register with SAM: ................................................................................................. 18 FY 2024 PDM Grant Program NOFO 1650 M FY 2024 PDM Grant Program NOFO 1651 f. Register in MT eGrants.......................................................................................... 19 8. Submitting the Application in MT eGrants................................................................... 19 9. Timely Receipt Requirements and Proof of Timely Submission .................................. 20 10. Content and Form of Application Submission............................................................... 20 a. Standard Required Application Forms and Information .................................... 20 b. Program -Specific Required Forms and Information ........................................... 21 11. Other Submission Requirements.................................................................................... 21 a. Benefit -Cost Analysis (BCA) for Mitigation Projects .......................................... 21 b. NEPA Requirements for Mitigation Projects....................................................... 22 c. Acquisition Project Requirements......................................................................... 22 12. Intergovernmental Review ............................................................................................. 22 13. Funding Restrictions and Allowable Costs.................................................................... 22 a. Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services............................................................ 23 b. Pre -Award Costs...................................................................................................... 24 c. Indirect Facilities & Administrative (F&A) Costs ............................................... 25 e. Management Costs.................................................................................................. 25 E. Application Review Information........................................................................................... 26 1. Application Evaluation Criteria..................................................................................... 26 a. Programmatic Criteria........................................................................................... 26 b. Financial Integrity Criteria.................................................................................... 26 c. Supplemental Financial Integrity Criteria and Review ....................................... 27 2. Review and Selection Process....................................................................................... 27 F. Federal Award Administration Information.......................................................................... 27 1. Notice of Award............................................................................................................. 27 2. Pass -Through Requirements.......................................................................................... 28 3. Administrative and National Policy Requirements........................................................ 28 a. DHS Standard Terms and Conditions................................................................... 28 b. Ensuring the Protection of Civil Rights................................................................ 28 c. Environmental Planning and Historic Preservation (EHP) Compliance........... 29 d. Construction Project Requirements...................................................................... 31 e. Mandatory Disclosures........................................................................................... 31 4. Reporting........................................................................................................................32 a. Financial Reporting Requirements........................................................................ 32 b. Programmatic Performance Reporting Requirements ........................................ 32 c. Closeout Reporting Requirements......................................................................... 33 d. Additional Reporting Requirements..................................................................... 34 5. Monitoring and Oversight.............................................................................................. 35 G. DHS Awarding Agency Contact Information....................................................................... 37 1. Contact and Resource Information................................................................................ 37 a. Program Office Contact.......................................................................................... 37 b. FEMA Grants News................................................................................................ 37 c. FEMA Regional Offices.......................................................................................... 37 d. Equal Rights............................................................................................................. 38 e. Environmental Planning and Historic Preservation ............................................ 38 2. Systems Information...................................................................................................... 38 FY 2024 PDM Grant Program NOFO 1651 5 FY 2024 PDM Grant Program NOFO 1652 a. Mitigation eGrants (MT eGrants)......................................................................... 38 b. Payment and Reporting System (PARS)............................................................... 38 H. Additional Information..........................................................................................................38 1. Termination Provisions.................................................................................................. 38 a. Noncompliance......................................................................................................... 38 b. With the Consent of the Recipient......................................................................... 39 c. Notification by the Recipient.................................................................................. 39 2. Program Evaluation....................................................................................................... 39 3. Period of Performance Extensions................................................................................. 40 4. Disability Integration..................................................................................................... 41 5. Conflicts of Interest in the Administration of Federal Awards or Subawards............... 42 6. Procurement Integrity.................................................................................................... 42 a. Important Changes to Procurement Standards in 2 C.F.R. Part 200 ................ 43 b. Competition and Conflicts of Interest................................................................... 43 c. Supply Schedules and Purchasing Programs....................................................... 45 d. Procurement Documentation................................................................................. 46 7. Financial Assistance Programs for Infrastructure............................................................. 47 a. Build America, Buy America Act.......................................................................... 47 b. Waivers..................................................................................................................... 47 c. Definitions................................................................................................................ 48 8. Record Retention........................................................................................................... 48 a. Record Retention Period......................................................................................... 48 b. Types of Records to Retain..................................................................................... 49 9. Actions to Address Noncompliance............................................................................... 49 10. Audits............................................................................................................................. 50 11. Payment Information..................................................................................................... 52 12. Whole Community Preparedness................................................................................... 52 13. Report issues of fraud, waste, abuse.............................................................................. 52 14. Extraordinary Circumstances.......................................................................................... 52 15. Inflation Reduction Act................................................................................................... 53 16. Hazard -Resistant Building Codes................................................................................... 54 AppendixA........................................................................................................................... 57 FY 2024 PDM Grant Program NOFO 1652 6 A. Program Description 1. Issued By U.S. Department of Homeland Security (DHS)/Federal Emergency Management Agency (FEMA)/Resilience/Hazard Mitigation Directorate/Hazard Mitigation Assistance (HMA) Division 2. Assistance Listings Number 97.143 3. Assistance Listings Title Pre -Disaster Mitigation Grant Program 4. Funding Opportunity Title Fiscal Year 2024 Pre -Disaster Mitigation Grant Program 5. Funding Opportunity Number DHS -24 -MT -143-00-01 6. Authorizing Authority for Program Section 203 of the Robert T. Stafford Disaster Relief and Emergency Assistance Act (Stafford Act) (Pub. L. No. 100-707), amending the Disaster Relief Act of 1974 (Pub. L. No. 93-288) (42 U.S.C. § 5133). 7. Appropriation Authority for Program Department of Homeland Security Appropriations Act, 2024, Pub. L. No. 118-47, Title III Protection, Preparedness, Response, and Recovery (2024 DHS Appropriations Act) 8. Announcement Type Initial 9. Program Category Mitigation: Natural Hazards 10. Program Overview, Objectives, and Priorities a. Overview The Pre -Disaster Mitigation (PDM) Grant Program makes federal funds available to state, local, tribal, and territorial governments to plan for and implement sustainable cost-effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future natural disasters. PDM has invested more than $1 billion across thousands of projects for mitigation activities throughout the country during its 20 -year history and has paved the way for the next generation of mitigation funding. PDM helped initiate an important shift in the nation's focus from planning for response and recovery to assessing risk, proactively identifying projects to mitigate risk, and strategically tackling pre -disaster community resilience initiatives. PDM has supported states, territories, tribes, and FY 2024 PDM Grant Program NOFO 1653 local jurisdictions as they pursued community -wide resilience planning processes and implemented projects to reduce risk nationwide. The Fiscal Year (FY) 2024 PDM Grant Program will provide $190,568,289 in funding to projects identified in the 2024 DHS Appropriations Act's Joint Explanatory Statement UES) in the table starting on page 59 entitled "Homeland Security Community Project Funding/Congressionally Directed Spending." FEMA will provide financial assistance to eligible PDM applicants for activities in accordance with the JES accompanying the 2024 DHS Appropriations Act and as listed in Appendix A of this NOFO. The authorized projects generally include the following project types: 1) Project Scoping — process for subapplicants to develop effective mitigation alternatives based on a defined set of requirements that meet the stated purpose and need of the proposed project. The process includes activities such as identification and evaluation of technical feasibility, cost review, and cost effectiveness, as well as environmental and cultural resource considerations. 2) Hazard Mitigation Projects (construction) — cost-effective projects designed to increase resilience and public safety; reduce injuries and loss of life; and reduce damage and destruction to property, critical services, facilities, and infrastructure, (including natural systems) from a multitude of natural hazards and the effects of climate change; and 3) Management Costs — financial assistance to reimburse the recipient for eligible and reasonable indirect costs, direct administrative costs, and other administrative expenses associated with a specific mitigation measure or project in an amount up to 10 percent of the total federal amount of the grant award. There is no separate funding pool for Recipient Management Cost. b. Goals, Objectives, and Priorities PDM aims to implement projects that reduce risks posed by natural hazards and reduce future losses, by funding priority projects and activities. Priorities include risk reduction of both acute events and chronic stressors, which are either observed or expected. To achieve these goals, for FY24 PDM, the 110 identified CDS projects prioritize the following types of activities: infrastructure projects, those that mitigate risk to lifelines, and projects proposed by applicants that reduce reliance on federal disaster funding. FEMA will measure the percent of dollars invested in these priorities, which will indicate that PDM projects expect to meet the goal of reducing both risks posed by natural hazards and future losses. The objective of the FY 2024 PDM Grant Program is to fund Community Project Funding/Congressionally Directed Spending (CDS) projects for state, local, tribal, and territorial government efforts to plan for, and implement sustainable cost- effective measures designed to reduce the risk to individuals and property from future natural hazards, while also reducing reliance on federal funding from future disasters. FY 2024 PDM Grant Program NOFO 1654 There are projects from 35 states, one tribe, and one territory identified for the FY 2024 PDM Grant Program. These targeted community and tribal projects focus primarily on infrastructure improvements to stormwater, drainage, sewer systems and levee systems and/or dams to build community resilience against future flooding. However, other projects focus on addressing other hazard types such as seismic activity and wildfire. Approximately 13 projects address nature -based solutions including greenways, open space, beach revitalization, climate resilience, and shoreline preservation. The priorities of the FY 2024 Pre -Disaster Mitigation Grant Program are to fund projects identified in Appendix A of this NOFO. If you are interested in applying to FEMA's other annual mitigation grant programs, like the Building Resilient Infrastructure and Communities (BRIC) program, please go to www. rg ants.gov for more information. c. Alignment to Program Purpose and the DHS and FEMA Strategic Plan The PDM Grant Program aligns with the general goal of promoting resilience and adaptation in light of current risks and the 2020-2024 DHS Strategic Plan through pursuing Goal 5: Strengthen Preparedness and Resilience. Specifically, Objective 5.1: Build a National Culture of Preparedness has several sub -objectives that the PDM Grant Program supports. PDM serves primarily to bolster Sub -Objective 5.1.1: Incentivize investments that reduce risk and increase pre -disaster mitigation, including expanding the use of insurance to manage risk through funding mitigation projects, particularly ones that reduce risk to infrastructure. Additionally, project scoping activities that PDM funds also contribute to other sub -objectives. For example, planning, partnerships, and project scoping efforts help improve awareness initiatives to encourage public action to increase preparedness (Sub -Objective 5.1.2), use lessons from past disasters and exercises to inform community investment decisions, anticipate challenges that may emerge during future disasters (Sub - Objective 5.1.3), and coordinate and guide continuity of operations activities through partnerships with government and non-government stakeholders (Sub -Objective 5.1.5). The 2022-2026 FEMA Strategic Plan outlines three bold, ambitious goals in order to position FEMA to address the increasing range and complexity of disasters, support the diversity of communities we serve, and complement the nation's growing expectations of the emergency management community. The PDM Grant Program supports Goal 2: Lead Whole of Community in Climate Resilience and Goal 3: Promote and Sustain a Ready FEMA and a Prepared Nation. 11. Performance Measures Based on the statutory requirements of Section 203 and the 2023 HMA Program and Policy Guide, FEMA has specified minimum project criteria including that Applicants must demonstrate mitigation projects are cost effective. Performance metrics for this program are as follows: • Percentage of funded projects that result in mitigation activities • Percentage of funded projects that provide an enhanced level of resilience FY 2024 PDM Grant Program NOFO 1655 9 FEMA will calculate and analyze the above metrics through a review of recipient Performance Progress Reports and award monitoring to ensure that the funds are expended for their intended purpose and achieve the stated outcomes in the grant application. PDM aims to implement projects that reduce risks posed by natural hazards and reduce future losses, by funding priority projects and activities. Priorities include risk reduction of both acute events and chronic stressors, which are either observed or expected. To achieve these goals, for FY24 PDM, the 110 identified CDS projects prioritize the following types of activities: infrastructure projects, those that mitigate risk to lifelines, and projects proposed by applicants that reduce reliance on federal disaster funding. FEMA will measure the percent of dollars invested in these priorities, which will indicate that PDM projects expect to meet the goal of reducing both risks posed by natural hazards and future losses. B. Federal Award Information 1. Available Funding for the NOFO: $190,568,289 2. Projected Number of Awards: 110 3. Period of Performance: 36 months Extensions to the period of performance are allowed. For additional information on period of performance extensions, please refer to Section H of this NOFO. 4. Projected Period of Performance Start Date(s): Will vary by award; all awards must be made no later than September 30, 2024 5. Projected Period of Performance End Date(s): 36 months from date of the award unless otherwise approved by FEMA 6. Projected Budget Period(s) There will be only a single budget period with the same start and end dates as the period of performance. 7. Funding Instrument Type: Grant C. Eligibility Information 1. Eligible Applicants Only states, territories, or federally recognized tribal governments with identified projects in Appendix A of this NOFO are eligible to apply. Each state, territory, or federally recognized tribal government with a PDM project identified in Appendix A of this NOFO shall designate one agency to serve as the applicant for PDM funding. Each applicant's designated agency may submit only one PDM grant application to FEMA. Contact information for the State Hazard Mitigation Officers is provided on the FY 2024 PDM Grant Program NOFO 1656 10 FEMA website. A federally recognized tribal government may apply as an applicant directly to FEMA or as a subapplicant. 2. Applicant Eligibility Criteria Eligible FY 2024 PDM grant projects were identified in the JES accompanying the 2024 DHS Appropriations Act; only those associated PDM projects are eligible to receive funding under this grant program. Those PDM projects are identified in Appendix A of this NOFO. • To be considered for funding, all applicants must submit their FY 2024 PDM grant application to FEMA via Mitigation (MT) eGrants. All applicants submitting applications must have a FEMA -approved State or Tribal (Standard or Enhanced) Mitigation Plan by the application deadline and at the time of obligation in accordance with Title 44 Code of Federal Regulations (CFR) Part 201. 3. Subawards and Beneficiaries a. Subaward allowability FY 2024 PDM subgrant projects were identified in the JES accompanying the 2024 DHS Appropriations Act; only those associated PDM projects are eligible to receive funding under this grant program. Those PDM projects are identified in Appendix A of this NOFO. • One subapplication shall be submitted for each project identified in Appendix A. • The submitted subapplication via MT eGrants must correspond to a project listed in the JES Table in Appendix A and the project must implement an activity that is consistent with the language provided in the "Project" column of the JES table. • All subapplicants submitting subapplications must have a FEMA -approved Local Hazard Mitigation Plan by the application deadline and at the time of obligation in accordance with Title 44 Code of Federal Regulations (CFR) Part 201. b. Subrecipient Eligibility Local governments, including cities, townships, counties, special district governments, and tribal governments (including federally recognized tribes who choose to apply as subapplicants) that are identified in Appendix A of this NOFO are considered subapplicants and must submit subapplications to their state/territory applicant agency. A federally recognized tribal government may apply as an applicant directly to FEMA or as a subapplicant. c. Beneficiaries or Participants This NOFO and any subsequent federal awards create no rights or causes of action for any participant or beneficiary. 4. Other Eligibility Criteria/Restrictions a. Hazard Mitigation Plan FY 2024 PDM Grant Program NOFO 1657 11 All mitigation projects submitted as part of a PDM grant application must be consistent with the goals and objectives identified in a) the current, FEMA -approved State or Tribal (Standard or Enhanced) Mitigation Plan and b) the FEMA -approved Local Hazard Mitigation Plan for the jurisdiction in which the project is located. b. Environmental Planning and Historic Preservation (EHP) All activities under PDM must be in compliance with all applicable environmental planning and historic preservation (EHP) laws, regulations, executive orders, and agency policies as defined in the G. Environmental and Historic Preservation Requirements. c. General Criteria All activities under PDM must be in conformance with all applicable federal, state, tribal, and local floodplain and land use laws and regulations including 44 C.F.R. § 60.3 (floodplain management criteria). o All structure elevation, mitigation reconstruction, and dry floodproofing projects; and all projects where HMA funds are used for new construction, substantial improvement, or to address substantial damage to structures, i must meet the minimum standards of FEMA's partial implementation of the Federal Flood Risk Management Standard (FFRMS). o See Executive Order (EO) 14030, Climate -Related Financial Risk and the 2023 HMA Program and Policy Guide. PDM projects must not include duplicate activities that another federal agency or program has more specific authority to conduct. All PDM projects must be in conformance with any other criteria established by FEMA that is specific to the proposed activity. Construction activities for which ground disturbance has already been initiated or completed are not eligible for funding. Non -construction activities that have already started may not be considered for funding. However, per the Hazard Eli ig bility and Local Projects (HELP) Act (Pub. L. 117-332), FEMA may provide assistance for certain acquisition and demolition projects when implementation has already begun. In order to be eligible, the project must: (1) qualify for a categorical exclusion under NEPA; (2) be compliant with applicable floodplain management and protection of wetland regulations and criteria•, and (3) not require consultation under any other environmental or historic preservation law or regulation or involve any extraordinary circumstances. An entity seeking assistance under the HELP Act must comply with all other applicable HMA and federal requirements (see Pub. L. No. 117- 332). 'Refer to 44 CFR § 9.4 for the definitions of "new construction" and "substantial improvement;" Refer to 44 CFR § 59.1 for the definition of "substantial damage." FY 2024 PDM Grant Program NOFO 1658 12 • Mitigation projects must, at a minimum, be in conformance with the latest published editions (meaning either of the two most recently published editions) of relevant consensus -based codes, specifications, and standards that incorporate the latest hazard -resistant and energy efficient designs. • Mitigation projects should account for future climate risk to the proposed project. This can be accomplished by using evidence -based, best -available climate data sets, information resources, and decision -support tools, including Federal resources, to identify current and future climate risks over the project's expected service life. Climate projections, emission scenarios, or other suitable scenario conditions should be specified based on the project's service life and applicant's risk tolerance, as appropriate and available. Applications should document how planned project design and operations are resilient to any identified current and future climate risks. (This can be used to satisfy the requirement to utilize alternative benefit -cost analysis methodology under section D.I 1.b.3.b.) • Mitigation projects should adopt nature -based solutions unless alternatives are demonstrated to be more beneficial to society, when the full range of benefits are considered, or nature -based solutions are not technically suitable for project goals. • Where technically feasible and effective, mitigation projects should use construction materials that have lower embodied greenhouse gas emissions — including lower -carbon concrete, asphalt, and steel. Embodied emissions refer to the amount of greenhouse gas (GHG) emissions associated with the extraction, production, transport, and manufacturing of material. • Where technically feasible and effective, mitigation projects should encourage designs, operations, and practices that lead to further adoption of technology, development or land use patterns, or behaviors that reduce greenhouse gas emissions within and potentially beyond extent of the project. • Mitigation projects must be technically feasible and effective. • Mitigation projects must solve a problem independently or constitute a functional portion of a long-term solution for which there is assurance that the project as a whole will be completed or there is a reasonable plan and available funding for completion. • All PDM projects must pass technical feasibility and benefit cost analysis as a standalone project; phased projects are not eligible. Mitigation projects must be cost-effective and designed to increase resilience and reduce risk of injuries, loss of life, and damage and destruction of property, including critical services and facilities. This means the project, as documented by the applicant, achieves the following goals: o Addresses a problem that has been repetitive or that poses a risk to public health and safety and improved property if left unresolved; o Satisfies applicable cost-effectiveness requirements in compliance with Office of Management and Budget (OMB) Circular A-94; o Contributes, to the extent practicable, to a long-term solution to the problem it is intended to address; and FY 2024 PDM Grant Program NOFO 1659 13 o Accounts for long-term changes to the areas and entities it protects and has manageable future maintenance and modification requirements. If the mitigation project is located in a Special Flood Hazard Area (SFHA), it must meet all of the following conditions: o The project is in a jurisdiction participating in the National Flood Insurance Program (NFIP) that is not on probation, suspended, or withdrawn. o For structures remaining in the SFHA at the time of project completion, the property owner must obtain and maintain flood insurance for the life of the structure, regardless of transfer of ownership, in an amount at least equal to the project cost or to the maximum limit of coverage made available with respect to the mitigated property, whichever is less. See part 4.J.2 of the 2023 HMA Program and Policy Guide. o The project complies with Federal Flood Risk Management Standard (FFRMS) partial implementation requirements in the 2023 HMA Program and Policy Guide. Project subapplications may change to project scoping or planning should implementation of a project not be feasible at the time of award. 5. Cost Share or Match Cost share is required under this program. Federal funding is available for up to 75 percent of the eligible activity costs. The remaining 25 percent of eligible activity costs must be derived from non-federal sources. The non-federal cost share contribution is calculated based on the total cost of the proposed activity. For example, if the total cost is $400,000 and the non-federal cost share is 25 percent, then the non-federal contribution is $100,000: 25 percent of $400,000 is $100,000. Small impoverished communities are eligible for up to a 90 percent federal cost share for their mitigation planning and project subapplications in accordance with the Stafford Act. A small impoverished community must meet all of the following qualifications: • Be a community of 3,000 or fewer individuals identified by the state as a rural community that is not a remote area within the corporate boundaries of a larger city; • Be economically disadvantaged, with residents having an average per capita annual income not exceeding 80 percent of the national per capita income, based on best available data. For the most current information, go to the Bureau of Economic Analysis website at http://www.bea.gov; or the United States Census Bureau website at Census. _goy; and • Meet other criteria required by the Applicant in which the community is located. Federally recognized tribes can identify themselves as small impoverished communities if they meet the above criteria. Federally recognized tribes meeting the definition of a small impoverished community that apply to FEMA directly as Applicants are eligible for a 90 percent federal cost share for their planning and project subapplications. Recipient Management Cost subapplications are eligible for a 100 percent federal cost share. FY 2024 PDM Grant Program NOFO 1660 14 Applicants and subapplicants who apply as a small impoverished community must request the federal cost share amount up to 90 percent in the Cost Share section of their planning or project subapplication(s). Applicants must certify small impoverished community status and provide documentation with the subapplication(s) to justify up to a 90 percent federal cost share. If documentation is not submitted with the subapplication, then FEMA will provide no more than 75 percent federal cost share of the total eligible costs. More detailed information is provided in Part 4, L, Cost Share, of the 2023 HMA Program and Policy Guide. D. Application and Submission Information 1. Key Dates and Times a. Application Start Date: 05/24/2024 b. Application Submission Deadline: 06/28/2024 at 5:00 PM ET All applications must be received by the established deadline. The MT eGrants System has a date stamp that indicates when an application is submitted. Applicants will receive an electronic message confirming receipt of their submission. For additional information on how an applicant will be notified of application receipt, see the subsection titled "Timely Receipt Requirements and Proof of Timely Submission" in Section D of this NOFO. FEMA will not review applications that are received after the deadline or consider these late applications for funding. FEMA may, however, extend the application deadline on request for any applicant who can demonstrate that good cause exists to justify extending the deadline. Good cause for an extension may include technical problems outside of the applicant's control that prevent submission of the application by the deadline, other exigent or emergency circumstances, or statutory requirements for FEMA to make an award. Applicants experiencing technical problems outside of their control must notify FEMA as soon as possible and before the application deadline. Failure to timely notify FEMA of the issue that prevented the timely filing of the application may preclude consideration of the award. "Timely notification" of FEMA means: prior to the application deadline and within 48 hours after the applicant became aware of the issue. A list of FEMA contacts can be found in Section G of this NOFO, "DHS Awarding Agency Contact Information." For additional assistance using the MT eGrants System, please contact the MT eGrants Service Desk at mtegrants@fema.dhs.gov. The MT eGrants Service Desk is available Monday through Friday, 9:00 AM — 6:00 PM Eastern Time (ET). For programmatic or grants management questions, please contact your Program Analyst or Grants Specialist. If applicants do not know who to contact or if there are programmatic questions or concerns, please contact the FEMA Grants Information Desk by e-mail at fema- grants-news@fema.dhs.gov OR by phone at (800) 368-6498, Monday through Friday, 9:00 AM — 5:00 PM ET. FY 2024 PDM Grant Program NOFO 1661 15 c. Anticipated Award Date: No later than 08/30/2024 d. Other Key Dates Event Suggested Deadline for Completion Initial registration in SAM.gov Four weeks before actual submission deadline includes UEI issuance Obtaining a valid Employer Four weeks before actual submission deadline Identification Number EIN Creating an account with login.gov Four weeks before actual submission deadline Registering in SAM or Updating Four weeks before actual submission deadline SAM registration Registering in Grants.gov Four weeks before actual submission deadline Registering in MT eGrants Four weeks before actual submission deadline Submitting the final application in MT By the submission deadline eGrants 2. Agreeing to Terms and Conditions of the Award By submitting an application, applicants agree to comply with the requirements of this NOFO and the terms and conditions of the award, should they receive an award. 3. Address to Request Application Package Applications are completed and submitted through FEMA's MT eGrants System. Application forms and instructions are available at Grants.gov. To access these materials, go to htip://www.gra�gov. Hard copies of the NOFO can be downloaded at Grants.gov or obtained via email from the Awarding Office points of contact listed in Section G of this NOFO, "DHS Awarding Agency Contact Information" or by TTY (800) 462-7585. For a hard copy of the full NOFO, please write a request to: Gerilee Bennett Director, Hazard Mitigation Assistance Division, Hazard Mitigation Directorate Resilience Federal Emergency Management Agency 400 C Street, SW Washington, DC 20472 4. Requirements: Obtain a Unique Entity Identifier (UEI) and Register in the System for Award Management (SAM. gov Each applicant, unless they have a valid exception under 2 CFR §25.110, must: a. Be registered in Sam.Gov before application submission. b. Provide a valid UEI in its application. c. Continue to always maintain an active SAM registration with current information during the federal award process. Note: Per 2 C.F.R. § 25.300, subrecipients are NOT required to go through the full SAM registration process. First-tier subrecipients (meaning entities receiving FY 2024 PDM Grant Program NOFO 1662 16 funds directly from the recipient) are only required to obtain a UEI through SAM, but they are not required to complete the full SAM registration in order to obtain a UEL Recipients may not make subawards unless the subrecipient has obtained and provided the UEI. Lower -tier subrecipients (meaning entities receiving funds passed through by a higher -tier subrecipient) are not required to have a UEI and are not required to register in SAM. Applicants are also not permitted to require subrecipients to complete a full registration in SAM beyond obtaining the UEI. 5. Steps Required to Obtain a Unique Entity Identifier, Register in the System for Award Management (SAM), and Submit an Application Applying for an award under this program is a multi -step process and requires time to complete. Applicants are encouraged to register early as the registration process can take four weeks or more to complete. Therefore, registration should be done in sufficient time to ensure it does not impact your ability to meet required submission deadlines. Please review the table above for estimated deadlines to complete each of the steps listed. Failure of an applicant to comply with any of the required steps before the deadline for submitting an application may disqualify that application from funding. To apply for an award under this program, all applicants must: a. Apply for, update, or verify their UEI number from SAM.gov and Employer Identification Number (EIN) from the Internal Revenue Service; b. In the application, provide an UEI number; c. Have an account with to _ inn. _ oovv; d. Register for, update, or verify their SAM account and ensure the account is active before submitting the application; e. Create a Grants.gov account; L Add a profile to a Grants.gov account; g. Establish an Authorized Organizational Representative (AOR) in Grants.gov; h. Register in MT eGrants; i. Submit an initial application in Grants.gov; j. Submit the final application in MT eGrants, including electronically signing applicable forms; and, k. Continue to maintain an active SAM registration with current information, including information on a recipient's immediate and highest -level owner and subsidiaries, as well on all predecessors that have been awarded a federal contract or grant within the last 3 years, if applicable, at all times during which it has an active federal award or an application or plan under consideration by a federal awarding agency. Applicants are advised that DHS may not make a federal award until the applicant has complied with all applicable SAM requirements. Therefore, an applicant's SAM registration must be active not only at the time of application, but also during the application review period and when DHS is ready to make a federal award. If an applicant's SAM registration is expired at the time of application, expires during application review, or expires any other time before the federal award, DHS may determine that the applicant is not qualified to FY 2024 PDM Grant Program NOFO 1663 17 receive a federal award and use that determination as a basis for making a federal award to another applicant. Further, following a federal award, a recipient's SAM registration must remain active for the duration of the federal award. If a recipient's SAM registration expires during the period of performance of the federal award, DHS may take a remedy for noncompliance at 2 C.F.R. § 200.339, which could include terminating the federal award. Per 2 C.F.R. § 25.1 10(c)(2)(111), if an applicant is experiencing exigent circumstances that prevents it from receiving a UEI number and completing SAM registration before receiving a federal award, the applicant must notify FEMA as soon as possible by contacting [ See Section G. Contact Information] and providing the details of the circumstances that prevent completion of these requirements. If FEMA determines that there are exigent circumstances and FEMA has decided to make a federal award, the applicant will be required to obtain a UEI number, if applicable, and complete SAM registration within 30 days of the federal award date. The Standard Language for Using Grants.gov to Apply is provided to aid in fulfilling these requirements if applicable, based off of https://www. rg ants.gov/grantors/grantor-standard-langua eg html. Specific instructions on how to apply for, update, or verify a UEI number or SAM registration or establish an AOR are included below in the steps for applying through https://www. rg ants.ggv/. 6. Electronic Delivery DHS is participating in the Grants.gov initiative to provide the grant community with a single site to find and apply for grant funding opportunities. DHS encourages or requires applicants to submit their applications online through Grants.gov, depending on the funding opportunity. For this funding opportunity, FEMA requires applicants to submit applications through MT eGrants. 7. How to Register to Apply through Grants.gov a. General Instructions: Registering and applying for an award under this program is a multi -step process and requires time to complete. Read the instructions below about registering to apply for FEMA funds. Applicants should read the registration instructions carefully and prepare the information requested before beginning the registration process. Reviewing and assembling the required information before beginning the registration process will alleviate last-minute searches for required information. The registration process can take up to four weeks to complete. To ensure an application meets the deadline, applicants are advised to start the required steps well in advance of their submission. Organizations must have an UEI number, an EIN, an active SAM registration and Grants.gov account to apply for a federal award under this funding opportunity. FY 2024 PDM Grant Program NOFO 1664 Organizations must also have a Grants.gov account to apply for an award under this program. Creating a Grants.gov account can be completed online in minutes, but UEI and SAM registrations may take several weeks. Therefore, an organization's registration should be done in sufficient time to ensure it does not impact the entity's ability to meet required application submission deadlines. Complete organization instructions can be found on Grants.gov here: https:Happly07. grants. gov/help/html/help/Register/OrganizationRegistration.htm b. Obtain an UEI Number: All entities applying for funding, including renewal funding, must have a UEI number. Applicants must enter the UEI number in the applicable data entry field on the SF -424 form. For more detailed instructions for obtaining a UEI number, refer to: SAM.gov c. Obtain Employer Identification Number All entities applying for funding must provide an Employer Identification Number (EIN). The EIN can be obtained from the IRS by visiting: https://www.irs. gov/businesses/small-businesses-self-employed/apply-for-an- employer-identification-number-ein-online. d. Create a login.gov account: Applicants must have a login.gov account in order to register with SAM or update their SAM registration. Applicants can create a login.gov account here: https:Hsecure.login. og v/sign up/enter _email?request_id=34f19fa8-14a2-438c-8323- a62b99571fd3. Applicants only have to create a login.gov account once. For applicants that are existing SAM users, use the same email address for the login.gov account as with SAM.gov so that the two accounts can be linked. For more information on the login.gov requirements for SAM registration, refer to: https://www.sam.gov/SAM/pages/public/loginFAQ.isf. e. Register with SAM: All applicants applying online through Grants.gov must register with SAM. Failure to register with SAM will prevent an applicant from completing the application in Grants.gov. SAM registration must be renewed annually. Organizations will be issued a UEI number with the completed SAM registration. For more detailed instructions for registering with SAM, refer to https://gpply07.,er� og v/help/html/help/Register/RegisterWithSAM.htm Note: Per 2 C.F.R. § 25.200, applicants must also provide the applicant's immediate and highest -level owner, subsidiaries, and predecessors that have been awarded federal contracts or federal financial assistance within the last three years, if applicable. FY 2024 PDM Grant Program NOFO 1665 19 I. ADDITIONAL SAM REMINDERS Existing SAM.gov account holders should check their account to make sure it is "ACTIVE." SAM registration should be completed at the very beginning of the application period and should be renewed annually to avoid being "INACTIVE." Please allow plenty of time before the grant application submission deadline to obtain an UEI number and then to register in SAM. It may be four weeks or more after an applicant submits the SAM registration before the registration is active in SAM, and then it may be an additional 24 hours before FEMA's system recognizes the information. It is imperative that the information applicants provide is correct and current. Please ensure that your organization's name, address, and EIN are up to date in SAM and that the UEI number used in SAM is the same one used to apply for all other FEMA awards. Payment under any FEMA award is contingent on the recipient's having a current SAM registration. 11. HELP WITH SAM The SAM quick start guide for new recipient registration and SAM video tutorial for new applicants are tools created by the General Services Administration (GSA) to assist those registering with SAM. If applicants have questions or concerns about a SAM registration, please contact the Federal Support Desk at hLtps://www.fsd.gov/fsd-gov/home.do or call toll free (866) 606-8220. L Register in MT eGrants Applicants must register in MT eGrants. For more information, see https://www. fema. gov/sites/default/files/2020-08/fema_mt-egrants-frequently-asked- questions_support_document March_2018.pd£ 8. Submitting the Application in MT eGrants Subapplicants must create project subapplications and submit them to their applicant organization. Subapplicants should contact their applicant agency for information specific to their state's application process. Contact information for the State Hazard Mitigation Officers is provided on the FEMA website at htlps://www.fema.gov/state-hazard-mitigation-officers. If a subapplicant does not use FEMA's grant application system to submit project subapplications to the applicant, then the applicant must enter the subapplication(s) into MT eGrants on the subapplicant's behalf. Applicants must review and approve subapplications submitted by their subapplicants. Applicants must create a PDM grant application and approve the subapplications. The approved project and management costs subapplications may then be submitted and added to the application by the applicant and/or subapplicants. Applicants will be prompted to submit the standard application information and any program -specific information required as described in Section D.I I of this NOFO, "Content and Form of Application Submission." The Standard Forms (SF) may be accessed in the Forms tab under the SF -424 family on Grants.gov. Applicants should FY 2024 PDM Grant Program NOFO 1666 911 review these forms before applying to ensure they have all the information required. After submitting the final application, MT eGrants will provide either an error message or a successfully received transmission in the form of an email sent to the user that submitted the application. Applicants using slow internet connections, such as dial-up connections, should be aware that transmission can take some time before MT eGrants receives your application. For additional application submission requirements, including program -specific requirements, please refer to the subsection titled "Content and Form of Application Submission" under Section D of this NOFO. 9. Timely Receipt Requirements and Proof of Timely Submission All applications must be received by the application submission deadline in Section D above. MT eGrants automatically records proof of timely submission and the system generates an electronic date/time stamp when MT eGrants successfully receives the application. The applicants who submit the PDM grant applications prior to the submission deadline will receive a confirmation message, including the assigned PDM application number in FEMA's grant application system (e.g., PDM -0I -MA -2017). In addition, once FEMA receives and delegates the PDM grant application to begin the review process, FEMA's grant application system will automatically send an email message to the Point(s) of Contact (POC) identified in the grant application. Applicants who experience system -related issues will be addressed until 3:00 PM ET on the date applications are due. No new system -related issues will be addressed after this deadline. Applications not received by the application submission deadline will not be accepted. 10. Content and Form of Application Submission a. Standard Required Application Forms and Information The following forms or information are required to be submitted via MT eGrants. The Standard Forms (SF) are available at https://www.,-ra�nts.gov/web/grants/forms/sf- 424-family.html. Applicants may require their subapplicants to complete and attach the grant application and/or Assurance and Certifications forms to their subapplications in MT eGrants. Subapplicants should contact their applicant agency for information specific to their state/tribe/territory's application process. Contact information for the State Hazard Mitigation Officers is provided on the FEMA website at https://www.fema.aov/arants/mitigation/state-contacts. i. GRANTs.Gov SF -424, Application for Federal Assistance, initial application submitted through Grants.gov Grants.gov Lobbying Form, Certification Regarding Lobbying, submitted through Grants.gov FY 2024 PDM Grant Program NOFO 1667 21 11. MT EGRANTS SF -424A, Budget Information (Non -Construction), submitted via the forms generated by MT eGrants. o For construction under an award, submit SF -424C, Budget Information (Construction), submitted via the forms generated by MT eGrants, in addition to or instead of SF -424A SF -424B, Standard Assurances (Non -Construction), submitted via the forms generated by MT eGrants o For construction under an award, submit SF -424D, Standard Assurances (Construction), submitted via the forms generated by MT eGrants, in addition to or instead of SF -424B SF -LLL, Disclosure of Lobbying Activities, submitted via the forms generated by MT eGrants Generally, applicants have to submit either the non -construction forms (i.e., SF - 424A and SF -42413) or construction forms (i.e., SF -424C and SF -424D), meaning that applicants that only have construction work and do not have any non - construction work need only submit the construction forms (i.e., SF -424C and SF - 424D) and not the non -construction forms (i.e., SF -424A and SF -42413), and vice versa. However, applicants who have both construction and non -construction work under this program need to submit both the construction and non - construction forms. b. Program -Specific Required Forms and Information The following program -specific forms or information are required to be submitted in MT eGrants: Indirect Cost Agreement or Proposal, submitted as an attachment if the budget includes indirect costs and the applicant is required to have an indirect cost rate agreement or proposal. If the applicant does not have or is not required to have an indirect cost rate agreement or proposal, please see Section D.13 of this NOFO, "Funding Restrictions and Allowable Costs," for further information regarding allowability of indirect costs and whether alternatives to an indirect cost rate agreement or proposal might be available or contact the relevant FEMA staff identified in Section G of this NOFO, "DHS Awarding Agency Contact Information" for further instructions. 11. Other Submission Requirements a. Benefit -Cost Analysis (BCA) for Mitigation Projects Applicants and subapplicants applying for mitigation projects must provide a BCA or other documentation that validates cost-effectiveness. FEMA will provide assistance to all applicants and subapplicants with completing their BCA. Through the development of the BCA Toolkit, FEMA created a standardized methodology, specific to mitigation activities, to ensure consistency across applicant and subapplicant benefit cost analyses. In addition to the BCA Toolkit, FEMA provides several streamlined methodologies to demonstrate cost-effectiveness; applicants and FY 2024 PDM Grant Program NOFO 1668 22 subapplicants should use one of the three standard approaches. In no case will FEMA award a hazard mitigation project that is not cost-effective. Further details on hazard mitigation project cost-effectiveness can be found in the 2023 HMA Program and Policy Guide, Part 5. Cost -Effectiveness or the Benefit -Cost Analysis webpage. b. NEPA Requirements for Mitigation Projects Applicants and subapplicants applying for hazard mitigation projects must provide information needed to comply with the National Environmental Policy Act (NEPA) (42 U.S.C. §§ 4321-4370h) and the related Department of Homeland Security and FEMA instructions and directives: DHS Directive 023-01, DHS Instruction Manual 023-01-001-01, FEMA Directive 108-1, and FEMA Instruction 108-1-1. The required information is included in the subapplication in eGrants. EHP Job Aids and Supplements are available on the following webpages: Environmental & Historic Preservation Guidance for FEMA Grant Applications I FEMA.gov and Hazard Mitigation Assistance Job Aids I FEMA.gov c. Acquisition Project Requirements Subrecipients must apply deed -restriction language to all acquired properties to ensure that the property is maintained in perpetuity as open space consistent with natural floodplain functions and allowable uses and structures authorized under 44 C.F.R. Part 80, as agreed to by their accepting FEMA mitigation award funding. Deed -restriction language is applied to acquired properties by recording the open space and deed restrictions with the deed for the property. Subrecipients, as well as recipients and FEMA, are responsible for enforcing open space restrictions. 12. Intergovernmental Review An intergovernmental review may be required. Applicants must contact their state's Single Point of Contact (SPDC) to comply with the state's process under Executive Order 12372 (See https://www.archives.gov/federal-register/codification/executive-order/12372.html; Intergovernmental Review (SPDC List) (whitehouse.gov) 13. Funding Restrictions and Allowable Costs All costs charged to federal awards (including both federal funding and any non-federal matching or cost sharing funds) must comply with applicable statutes, rules and regulations, and policies, this NOFO, and the terms and conditions of the federal award. They must also comply with the Uniform Administrative Requirements, Cost Principles, and Audit Requirements at 2 C.F.R. Part 200 unless otherwise indicated in the NOFO or the terms and conditions of the federal award. This includes, among other requirements, that costs must be incurred and products and services must be delivered within the budget period. 2 C.F.R. § 200.403(h). The following identifies a list of activities for which a recipient may not use federal funds and any cost sharing or matching funds under federal awards: Matching or cost sharing requirements for other federal grants and cooperative agreements (see 2 C.F.R. § 200.306) Lobbying or other prohibited activities under 18 U.S.C. § 1913 or 2 C.F.R. § 200.450 FY 2024 PDM Grant Program NOFO 1669 23 Prosecuting claims against the federal government or any other government entity (see 2 C.F.R. § 200.435) See subsections below for information on any other funding restrictions. a. Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services Recipients, subrecipients, and their contractors must comply with the prohibitions set forth in Section 889 of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232 (2018) (FY 2019 NDAA) and 2 C.F.R. §§ 200.216, 200.327, 200.471, and Appendix II to 2 C.F.R. Part 200. The FY 2019 NDAA and these regulations, as they apply to recipients, subrecipients, and their contractors and subcontractors, provide for two distinct prohibitions: (1) prevent the use of federal award funds to procure or obtain covered telecommunications equipment or services; and (2) prevent the use of federal award funds to contract with an entity that uses such covered telecommunications equipment or services. Guidance is available at FEMA Policy #405-143-1 - Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services Additional guidance is available at Contract Provisions Guide: Navigating Appendix II to Part 200 - Contract Provisions for Non -Federal Entity Contracts Under Federal Awards (fema.gov). FEMA recipients and subrecipients may not use any FEMA funds under open or new awards to: Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; or Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. I. REPLACEMENT EQUIPMENT AND SERVICES FEMA grant funding may be permitted to procure replacement equipment and services impacted by this prohibition, provided the costs are otherwise consistent with the requirements of the NOFO. II. DEFINITIONS Per section 889(f)(2)-(3) of the FY 2019 NDAA and 2 C.F.R. § 200.216, covered telecommunications equipment or services means: i. Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation, (or any subsidiary or affiliate of such entities); FY 2024 PDM Grant Program NOFO 1670 24 ii. For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); iii. Telecommunications or video surveillance services provided by such entities or using such equipment; or iv. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the People's Republic of China. Examples of the types of products covered by this prohibition include phones, internet, video surveillance, and cloud servers when produced, provided, or used by the entities listed in the definition of "covered telecommunications equipment or services." See 2 C.F.R. § 200.471. b. Pre -Award Costs Pre -award costs directly related to developing the PDM grant application or subapplication that are incurred prior to the date of the grant award are allowed subject to FEMA's approval at time of award. Such costs may have been incurred prior to application submission, for example gathering NEPA data or developing a BCA (see Section D, Application and Submission Information, of this NOFO), preparing design specifications, or conducting workshops or meetings related to development and submission of subapplications. To be eligible for PDM funding, pre -award costs must be identified as separate line items in the cost estimate of the subapplication. Applicants and subapplicants may identify such pre -award costs as their non-federal cost share. Pre -award costs may be cost shared or applicants and subapplicants may identify them as their non-federal cost share (see Cost Share or Match subsection in Section C, Eligibility Information, of this NOFO). Costs associated with implementation of proposed projects in the submitted subapplication that are incurred prior to the date of the grant award are not allowed. Mitigation activities initiated or completed prior to the date of the grant award are not eligible. Applicants and subapplicants who are not awarded grants or subgrants (awards/subawards) will not receive reimbursement for the corresponding pre -award costs. FY 2024 PDM Grant Program NOFO 1671 25 c. Indirect Facilities & Administrative (F&A) Costs Indirect (F&A) costs (IDC) means those costs incurred for a common or joint purpose benefitting more than one cost objective and not readily assignable to the cost objectives specifically benefitted, without effort disproportionate to the results achieved. IDC are allowable by the recipient [and subrecipients] as described in 2 C.F.R. Part 200, including 2 C.F.R. § 200.414. Applicants with a current negotiated IDC rate agreement who desire to charge indirect costs to a federal award must provide a copy of their IDC rate agreement with their applications. Not all applicants are required to have a current negotiated IDC rate agreement. Applicants that are not required to have a negotiated IDC rate agreement but are required to develop an IDC rate proposal must provide a copy of their proposal with their applications. Applicants who do not have a current negotiated IDC rate agreement (including a provisional rate) and wish to charge the de minimis rate must reach out to FEMA for further instructions. Applicants who wish to use a cost allocation plan in lieu of an IDC rate proposal must reach out to the FEMA Point of Contact for further instructions. As it relates to the IDC for subrccipients, a recipient must follow the requirements of 2 C.F.R. §§ 200.332 and 200.414 in approving the IDC rate for subawards. e. Management Costs M&A activities, also referred to as management costs, are those defined as directly relating to the M&A of PDM Grant Program funds, such as financial management and monitoring. A maximum of up to ten percent of the total federal award amount may be used by the recipient for M&A purposes associated with the award. Subrecipients may separately use up to five percent of the project award funds for M&A purposes associated with the award and must include those costs as a separate line item within the project budget. M&A costs are any indirect costs, any direct administrative costs, and other administrative expenses that are reasonably incurred in administering an award or subaward. Applicant and subapplicant management cost activities directly related to the implementation of the PDM Grant Program, such as subapplication development, geocoding mitigation projects, delivery of technical assistance, or managing awards and staff salary costs, are eligible for PDM funding in accordance with the 2023 HMA Program and Policy Guide. Applicants may apply for Recipient Management Costs of up to ten percent of the total federal share of each project subaward to manage that specific project. If the applicant would like to apply for Recipient Management Costs, it must be deducted from the subrecipient's JES amount, up to ten percent per subapplication. The recipient must report on the Recipient Management Costs per 2 CFR 200 and the 2023 HMA Program and Policy Guide. Funding appropriated for one project may only be used for that project. Applicant requests for Recipient Management Costs must be submitted in a separate management costs subgrant application in FEMA's grant application system. Recipient Management Costs are 100 percent federally funded. FY 2024 PDM Grant Program NOFO 1672 26 Subapplicants may include Subapplicant management costs of up to five percent of the total of their planning or project subapplication to manage the proposed activity. Subapplicant management cost activities must be added to the Scope of Work section and reflected in the Cost Estimate section of subgrant applications in FEMA's grant application system. Subapplicant management costs must be funded at the project cost share of up to 75% federal share and 25% local share for most projects, or 90% federal and 10% cost share for tribal and small impoverished community projects. Management costs are only awarded in conjunction with awarded project, project scoping or planning subapplications. Applicants and subapplicants who do not receive awards/subawards for any planning, advance assistance or project subapplications will not receive reimbursement for management costs (see the Review and Selection Process subsection in Section E of this NOFO). M&A are not operational costs but are necessary costs incurred in direct support of the federal award or as a consequence of it, such as travel, meeting -related expenses, and salaries of full/part-time staff in direct support of the program. As such, M&A costs can be itemized in financial reports. E. Application Review Information 1. Application Evaluation Criteria a. Programmatic Criteria Applications will be reviewed to ensure completeness, adherence to programmatic guidelines, and cost allowability. b. Financial Integrity Criteria Prior to making a federal award, FEMA is required by 31 U.S.C. § 3354, as enacted by the Payment Integrity Information Act of 2019, Pub. L. No. 116-117 (2020); 41 U.S.C. § 2313; and 2 C.F.R. § 200.206 to review information available through any Office of Management and Budget (OMB) -designated repositories of governmentwide eligibility qualification or financial integrity information, including whether SAM.gov identifies the applicant as being excluded from receiving federal awards or is flagged for any integrity record submission. FEMA may also pose additional questions to the applicant to aid in conducting the pre -award risk review. Therefore, application evaluation criteria may include the following risk-based considerations of the applicant: i. Financial stability. ii. Quality of management systems and ability to meet management standards. iii. History of performance in managing federal award. iv. Reports and findings from audits. v. Ability to effectively implement statutory, regulatory, or other requirements. FY 2024 PDM Grant Program NOFO 1673 27 c. Supplemental Financial Integrity Criteria and Review Prior to making a federal award where the anticipated total federal share will be greater than the simplified acquisition threshold, currently $250,000: i. FEMA is required by 41 U.S.C. § 2313 and 2 C.F.R. § 200.206(a)(2) to review and consider any information about the applicant, including information on the applicant's immediate and highest -level owner, subsidiaries, and predecessors, if applicable, that is in the designated integrity and performance system accessible through the System for Award Management (SAM), which is currently the Federal Awardee Performance and Integrity Information System (FAPIIS). ii. An applicant, at its option, may review information in FAPIIS and comment on any information about itself that a federal awarding agency previously entered. iii. FEMA will consider any comments by the applicant, in addition to the other information in FAPIIS, in making a judgment about the applicant's integrity, business ethics, and record of performance under federal awards when completing the review of risk posed by applicants as described in 2 C.F.R. § 200.206. 2. Review and Selection Process FEMA will review subapplications submitted by each applicant to ensure compliance with federal laws and regulation, the HMA Guidance and this NOFO. This includes eligibility of the applicant and subapplicant, eligibility of proposed activities and costs, completeness of the subapplication, cost-effectiveness and engineering feasibility of mitigation projects, eligibility and availability of the non-federal cost share, and alignment with approved State Mitigation Plan and Local and/or Tribal Hazard Mitigation Plan for mitigation projects. The deadline to respond to any final Request For Information (RFI) is August 1, 2024. Subapplicants must submit a formal withdrawal letter for any project not advancing in the awarding process. For more detailed information, see Part 6, Application and Submission Information, of the 2023 HMA Program and Policy Guide. FEMA will work with applicants and Subapplicants to get projects as close to eligible as possible, however, appeals will not be allowed or approved. F. Federal Award Administration Information 1. Notice of Award Before accepting the award, the AOR and recipient should carefully read the award package. The award package includes instructions on administering the grant award and the terms and conditions associated with responsibilities under federal awards. Recipients must accept all conditions in this NOFO as well as any specific terms and conditions in the Notice of Award to receive an award under this program. FEMA will provide the federal award package to the applicant electronically via MT eGrants. Award packages include an Award Letter, Summary Award Memo, Agreement Articles, and Obligating Document. An email notification of the award package will be sent through MT eGrants. FY 2024 PDM Grant Program NOFO 1674 W. Notification of award approval is made through the MT eGrants system through an automatic electronic mail to the recipient's authorized official listed in the initial application. The recipient should follow the directions in the notification to confirm acceptance of the award. Recipients must accept their awards no later than 60 days from the award date. The recipient shall notify FEMA of its intent to accept and proceed with work under the award or provide a notice of intent to decline through the MT eGrants system. For instructions on how to accept or decline an award in the MT eGrants system, please see the MT eGrants System Applicant Quick Reference Guide, which is available at fema_mt-e agr nts-system-reference-guide-for- recipients_ support_ document March 2018.pdf along with other MT eGrants materials. Funds will remain on hold until the recipient accepts the award through the MT eGrants system and all other conditions of the award have been satisfied or until the award is otherwise rescinded. Failure to accept a grant award within the 60 -day timeframe may result in a loss of funds. 2. Pass -Through Requirements Awards made to the State Awarding Agency (SAA) must be passed through to the entities identified in Appendix A of this NOFO. 3. Administrative and National Policy Requirements In addition to the requirements of in this section and in this NOFO, FEMA may place specific terms and conditions on individual awards in accordance with 2 C.F.R. Part 200. a. DHS Standard Terms and Conditions All successful applicants for DHS grant and cooperative agreements are required to comply with DHS Standard Terms and Conditions, which are available online at: DHS Standard Terms and Conditions. The applicable DHS Standard Terms and Conditions will be those in effect at the time the award was made. What terms and conditions will apply for the award will be clearly stated in the award package at the time of award. b. Ensuring the Protection of Civil Rights As the Nation works towards achieving the National Preparedness Goal, it is important to continue to protect the civil rights of individuals. Recipients and subrecipients must carry out their programs and activities, including those related to the building, sustainment, and delivery of core capabilities, in a manner that respects and ensures the protection of civil rights for protected populations. Federal civil rights statutes, such as Section 504 of the Rehabilitation Act of 1973 and Title VI of the Civil Rights Act of 1964, along with DHS and FEMA regulations, prohibit discrimination on the basis of race, color, national origin, sex, religion, age, disability, limited English proficiency, or economic status in connection with programs and activities receiving federal financial assistance from FEMA, as applicable. FY 2024 PDM Grant Program NOFO 1675 c The DHS Standard Terms and Conditions include a fuller list of the civil rights provisions that apply to recipients. These terms and conditions can be found in the DHS Standard Terms and Conditions. Additional information on civil rights provisions is available at https://www.fema.gov/about/offices/equal-rights/civil- rights. Monitoring and oversight requirements in connection with recipient compliance with federal civil rights laws are also authorized pursuant to 44 C.F.R. Part 7 or other applicable regulations. In accordance with civil rights laws and regulations, recipients and subrecipients must ensure the consistent and systematic fair, just, and impartial treatment of all individuals, including individuals who belong to underserved communities that have been denied such treatment. c. Environmental Planning and Historic Preservation (EHP) Compliance As a federal agency, FEMA is required to consider the effects of its actions on the environment and historic properties to ensure that all activities and programs funded by FEMA, including grant -funded projects, comply with federal EHP laws, Executive Orders, regulations, and policies, as applicable. Recipients and subrecipients proposing projects that have the potential to impact the environment, including, but not limited to, the construction of communication towers, modification or renovation of existing buildings, structures, and facilities, or new construction including replacement of facilities, must participate in the FEMA EHP review process. The EHP review process involves the submission of a detailed project description along with any supporting documentation requested by FEMA in order to determine whether the proposed project has the potential to impact environmental resources including, but not limited to, threatened or endangered species and historic properties; and identify mitigation measures and/or alternative courses of action that may lessen any impact to those resources. In some cases, FEMA is also required to consult with other regulatory agencies and the public in order to complete the review process. Federal law requires EHP review to be completed before federal funds are released to carry out proposed projects. FEMA may not be able to fund projects that are not in compliance with applicable EHP laws, Executive Orders, regulations, and policies. FEMA may recommend mitigation measures and/or alternative courses of action to lessen any impact to environmental resources and bring the project into compliance with EHP requirements. Guidance on the EHP process is found at Environmental Planning and Historic Preservation. The site contains links to various documents including those identifying agency EHP responsibilities and program requirements, such as implementation of the National Environmental Policy Act and other EHP laws, regulations, and FY 2024 PDM Grant Program NOFO 1676 30 Executive Orders. DHS and FEMA EHP policy is also found in the EHP Directive Instruction. All FEMA actions, including grant -funded actions, must comply with National Flood Insurance Program criteria or any more restrictive federal, state, or local floodplain management standards or building code (44 CFR § 9.11(d)(6)). All FEMA -funded non-critical actions in 1% annual chance floodplains (also known as 100 -year floodplains) that involve structure elevation, mitigation reconstruction, dry floodproofing, new construction, repair of substantial damage or substantial improvement of structures must be elevated or floodproofed, at a minimum, to the lower of: Two feet above the 1% annual chance flood elevation (also known as the base flood elevation), in accordance with the Federal Flood Risk Management Standard (FFRMS) "Freeboard Value Approach" (FVA); or The 0.2% annual chance flood elevation. Where 0.2% annual chance flood elevations are not available, such actions must be elevated to at least two feet above the 1% annual chance flood elevation. All FEMA -funded critical actions in 1% annual chance floodplains or 0.2% annual chance floodplains (also known as 500 -year floodplains) that involve structure elevation, mitigation reconstruction, dry floodproofing, new construction, repair of substantial damage or substantial improvement of structures must be elevated, at a minimum, to the higher of: • Three feet above the 1% annual chance flood elevation; or The 0.2% annual chance flood elevation. Where 0.2% annual chance flood elevations are not available, such actions must be elevated to at least three feet above the 1% annual chance flood elevation. See Executive Order 11988, Floodplain Management, as amended by Executive Order 13690, Establishing a Federal Flood Risk Management Standard and a Process for Further Soliciting and Considering Stakeholder Input, and the 2023 HMA Program and Policy Guide. Individual FEMA programs have separate procedures to conduct and document EHP review. Guidance for individual grant programs is available from applicable program offices. Presidential EO 11988: Floodplain Management and EO 11990: Protection of Wetlands require that all federal actions in or affecting the floodplain or wetlands be reviewed for opportunities to relocate, and be evaluated for social, economic, historical, environmental, legal and safety considerations. FEMA's regulations at 44 C.F.R. Part 9 implement the EOs and require an 8 -step review process if a proposed action is located in a floodplain or wetland consistent with 44 C.F.R. § 9.6. The regulation also requires that the federal agency provide public notice of the proposed action at the earliest possible time to provide the opportunity for public involvement FY 2024 PDM Grant Program NOFO 1677 31 in the decision-making process (44 C.F.R. § 9.8). Where there is no opportunity to relocate the federal action, FEMA is required to undertake a detailed review to determine what measures can be taken to minimize future damages to the floodplain or wetland. Through this NOFO, FEMA is giving notice of projects that may be funded under the PDM program, consistent with the requirements of Section 9.8. The public is invited to participate in the process of identifying alternatives to locating a proposed project in the floodplain or wetland and analyzing the impacts of the alternatives on the floodplain or wetland. Comments may be provided by emailing fema-oehp- nofoquestionskfema.dhs.gov within 15 days of its issuance. While analyzing alternatives, FEMA may determine there are no practicable alternatives to carrying out the proposed work within the floodplain or wetland. Relocating facilities may not be practicable and could adversely impact affected communities socially and economically. In addition, no alternative actions may be practicable that serve the same purpose and have less potential to affect or be affected by the floodplain. The no action option would not be appropriate as it would fail to meet the purpose and need of the community. In the course of developing project proposals, subsequent public notices will be published, if necessary, as more specific information becomes available. d. Construction Project Requirements Acceptance of federal funding requires FEMA, the recipient, and any subrecipients to comply with all federal, state, and local laws and regulations prior to the start of any construction activity. Failure to obtain all appropriate federal, state, and local environmental permits and clearances may jeopardize federal funding. Also: a. Any change to the approved scope of work will require re-evaluation by FEMA for recipient and subrecipient compliance with the NEPA and other laws, regulations and executive orders. b. If ground -disturbing activities occur during construction, the recipient and any subrecipients must ensure monitoring of ground disturbance, and if any potential archaeological resources are discovered, the subrecipient will immediately cease construction in that area and notify the recipient and FEMA. c. In compliance with 42 U.S.C. 4012a(a), when financial assistance is approved for acquisition or construction purposes within the SFHA, for structures in the SFHA at the time of project completion, flood insurance shall be maintained for the life of the property regardless of transfer of ownership for any properties. e. Mandatory Disclosures The non -Federal entity or applicant for a Federal award must disclose, in a timely manner, in writing to the Federal awarding agency or pass-through entity all violations of Federal criminal law involving fraud, bribery, or gratuity violations potentially affecting the Federal award. (2CFR 200.113) Please note applicants and recipients may report issues of fraud, waste, abuse, and mismanagement, or other criminal or noncriminal misconduct to the Office of FY 2024 PDM Grant Program NOFO 1678 32 Inspector General (OIG) Hotline. The toll-free numbers to call are 1 (800) 323-8603, and TTY 1 (844) 889-4357. 4. Reporting Recipients are required to submit various financial and programmatic reports as a condition of award acceptance. Future awards and funds drawdown may be withheld if these reports are delinquent. a. Financial Reporting Requirements I. FEDERAL FINANCIAL REPORT (FFR) Recipients must report obligations and expenditures through the FFR form (SF - 425) to FEMA. Recipients may review the Federal Financial Reporting Form (FFR) (SF -425) at hLtps:Hgp]2ly07.grants.gov/gpply/fortns/sgMple/SF425-V1.O.pdf Recipients must file the FFR electronically using the Payment and Reporting Systems (PARS). ll. FFR REPORTING PERIODS AND DUE DATES An FFR must be submitted quarterly throughout the POP, including partial calendar quarters, as well as in periods where no grant award activity occurs. The final FFR is due within 120 calendar days after the end of the POP. Future awards and fund drawdowns may be withheld if these reports are delinquent, demonstrate lack of progress, or are insufficient in detail. Except for the final FFR due at 120 days after the end of the POP for purposes of closeout, the following reporting periods and due dates apply for the FFR: Reporting Period ReportDate October 1 — December 31 January 30 January 1 — March 31 April 30 April 1 — June 30 July 30 July 1— September 30 October 30 b. Programmatic Performance Reporting Requirements I. PERFORMANCE PROGRESS REPORT (PPR) In addition to the FFR reports, Recipients must report on the progress of the grant on a quarterly basis to DHS/FEMA using the Quarterly Performance Report (QPR) in MT eGrants. The QPRs must be submitted electronically in FEMA's grant application system quarterly throughout the POP, including partial calendar quarters, as well as for periods where no grant award activity occurs. Reports are FY 2024 PDM Grant Program NOFO 1679 33 due within 30 days from the end of the first federal quarter following the initial grant award and thereafter until the grant ends. c. Closeout Reporting Requirements I. CLOSEOUT REPORTING Within 120 calendar days after the end of the period of performance for the prime award or after an amendment has been issued to close out an award before the original POP ends, recipients must liquidate all financial obligations and must submit the following: i. The final request for payment, if applicable. ii. The final FFR (SF -425). iii. The final progress report detailing all accomplishments, including a narrative summary of the impact of those accomplishments throughout the period of performance. If applicable The recipient must include with the final progress report an inventory of all construction projects. iv. Other documents required by this NOFO, terms and conditions of the award, or other FEMA guidance. If the final FFR and performance report periods coincide with the end of the period of performance, FEMA has discretion under 2 C.F.R. Part 200 to waive the last quarterly/semiannual/annual reports and only require the final FFR and performance report for closeout purposes. The recipient is responsible for returning any balances of unobligated or unliquidated funds that have been drawn down that are not authorized to be retained per 2 C.F.R. § 200.344(d). In addition, pass-through entities are responsible for closing out their subawards as described in 2 C.F.R. § 200.344; subrecipients are still required to submit closeout materials within 90 calendar days of the period of performance end date. When a subrecipient completes all closeout requirements, pass-through entities must promptly complete all closeout actions for subawards in time for the recipient to submit all necessary documentation and information to FEMA during the closeout of the prime award. After the prime award closeout reports have been reviewed and approved by FEMA, a closeout notice will be completed to close out the grant. The notice will indicate the period of performance as closed, list any remaining funds that will be deobligated, and address the requirement of maintaining the grant records for at least three years from the date of the final FFR. The record retention period may be longer, such as due to an audit or litigation, for equipment or real property used beyond the period of performance, or due to other circumstances outlined in 2 C.F.R. § 200.334. The recipient is responsible for refunding to FEMA any balances of unobligated cash that FEMA paid that are not authorized to be retained per 2 C.F.R. § 200.344(d). FY 2024 PDM Grant Program NOFO 1680 34 11. ADMINISTRATIVE CLOSEOUT Administrative closeout is a mechanism for FEMA to unilaterally move forward with closeout of an award using available award information in lieu of final reports from the recipient per 2 C.F.R. § 200.344(h) -(i). It is a last resort available to FEMA, and if FEMA needs to administratively close an award, this may negatively impact a recipient's ability to obtain future funding. This mechanism can also require FEMA to make cash or cost adjustments and ineligible cost determinations based on the information it has, which may result in identifying a debt owed to FEMA by the recipient. When a recipient is not responsive to FEMA's reasonable efforts to collect required reports needed to complete the standard closeout process, FEMA is required under 2 C.F.R. § 200.344(h) to start the administrative closeout process within the regulatory timeframe. FEMA will make at least three written attempts to collect required reports before initiating administrative closeout. If the recipient does not submit all required reports in accordance with 2 C.F.R. § 200.344, this NOFO, and the terms and conditions of the award, FEMA must proceed to administratively close the award with the information available within one year of the period of performance end date. Additionally, if the recipient does not submit all required reports within one year of the period of performance end date, per 2 C.F.R. § 200.344(1), FEMA must report in Contracting Performance Assessment Reporting System (CPARS) the recipient's material failure to comply with the terms and conditions of the award. If FEMA administratively closes an award where no final FFR has been submitted, FEMA uses that administrative closeout date in lieu of the final FFR submission date as the start of the record retention period under 2 C.F.R. § 200.334. In addition, if an award is administratively closed, FEMA may decide to impose remedies for noncompliance per 2 C.F.R. § 200.339, consider this information in reviewing future award applications, or apply special conditions to existing or future awards. d. Additional Reporting Requirements I. DISCLOSING INFORMATION PER 2 C.F.R. § 180.335 This reporting requirement pertains to disclosing information related to government -wide suspension and debarment requirements. Before a recipient enters into a grant award with FEMA, the recipient must notify FEMA if it knows if it or any of the recipient's principals under the award fall under one or more of the four criteria listed at 2 C.F.R. § 180.335: i. Are presently excluded or disqualified; ii. Have been convicted within the preceding three years of any of the offenses listed in 2 C.F.R. § 180.800(a) or had a civil judgment rendered against it or any of the recipient's principals for one of those offenses within that time period; FY 2024 PDM Grant Program NOFO 1681 35 iii. Are presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state or local) with commission of any of the offenses listed in 2 C.F.R. § 180.800(a); or iv. Have had one or more public transactions (federal, state, or local) terminated within the preceding three years for cause or default. At any time after accepting the award, if the recipient learns that it or any of its principals falls under one or more of the criteria listed at 2 C.F.R. § 180.335, the recipient must provide immediate written notice to FEMA in accordance with 2 C.F.R. � 180.350. ii. REPORTING OF MATTERS RELATED TO RECIPIENT INTEGRITY AND PERFORMANCE Appendix XII to 2 C.F.R. Part 200 sets forth a term and condition related to recipient integrity and performance matters that will apply to all federal awards under this funding opportunity. If the total value of currently active grants, cooperative agreements, and procurement contracts from all federal awarding agencies exceeds $10,000,000 for any period of time during the period of performance of a federal award under this funding opportunity, then a recipient must maintain the currency of information reported in the Contracting Performance Assessment Reporting System (CPARS) about civil, criminal, or administrative proceedings described in paragraph 2 of Appendix XII at the reporting frequency described in paragraph 4 of Appendix XII. III. SINGLE AUDIT REPORT A recipient that expends $750,000 or more during the recipient's fiscal year in federal awards (as defined by 2 C.F.R. § 200.1) must have a single audit conducted in accordance with 2 C.F.R. § 200.514 except when it elects to have a program -specific audit conducted in accordance with 2 C.F.R. § 200.501. The audit must be conducted in accordance with 2 C.F.R. Part 200, Subpart F and, as required by 2 C.F.R. § 200.514, in accordance with the U.S. Government Accountability Office (GAO) Generally Accepted Government Auditing Standards, which can be found on the Yellow Book page of the GAO website. 5. Monitoring and Oversight The regulation at 2 C.F.R. § 200.337 provides DHS and any of its authorized representatives with the right of access to any documents, papers, or other records of the recipient [and any subrecipients] that are pertinent to a federal award in order to make audits, examinations, excerpts, and transcripts. The right also includes timely and reasonable access to the recipient's or subrecipient's personnel for the purpose of interview and discussion related to such documents. Pursuant to this right and per 2 C.F.R. § 200.329, DHS may conduct desk reviews and make site visits to review project accomplishments and management control systems to evaluate project accomplishments and to provide any required technical assistance. During site visits, DHS may review a recipient's or subrecipient's files pertinent to the federal award and interview and/or discuss these files with the recipient's or subrecipient's personnel. Recipients and subrecipients must respond in a timely and accurate manner to DHS requests for information relating to a federal award. FY 2024 PDM Grant Program NOFO 1682 36 Effective monitoring and oversight help FEMA ensure that recipients use grant funds for their intended purpose(s); verify that projects undertaken are consistent with approved plans; and ensure that recipients make adequate progress toward stated goals and objectives. Additionally, monitoring serves as the primary mechanism to ensure that recipients comply with applicable laws, rules, regulations, program guidance, and requirements. FEMA regularly monitors all grant programs both financially and programmatically in accordance with federal laws, regulations (including 2 C.F.R. Part 200), program guidance, and the terms and conditions of the award. All monitoring efforts ultimately serve to evaluate progress towards grant goals and proactively target and address issues that may threaten grant success during the period of performance. FEMA staff will periodically monitor recipients to ensure that administrative processes, policies and procedures, budgets, and other related award criteria are meeting Federal Government -wide and FEMA regulations. Aside from reviewing quarterly financial and programmatic reports, FEMA may also conduct enhanced monitoring through either desk - based reviews, onsite monitoring visits, or both. Enhanced monitoring will involve the review and analysis of the financial compliance and administrative processes, policies, activities, and other attributes of each federal assistance award, and it will identify areas where the recipient may need technical assistance, corrective actions, or other support. Financial and programmatic monitoring are complementary processes within FEMA's overarching monitoring strategy that function together to ensure effective grants management, accountability, and transparency; validate progress against grant and program goals; and safeguard federal funds against fraud, waste, and abuse. Financial monitoring primarily focuses on statutory and regulatory compliance with administrative grant requirements, while programmatic monitoring seeks to validate and assist in grant progress, targeting issues that may be hindering achievement of project goals and ensuring compliance with the purpose of the grant and grant program. Both monitoring processes are similar in that they feature initial reviews of all open awards, and additional, in-depth monitoring of grants requiring additional attention. Recipients and subrecipients who are pass-through entities are responsible for monitoring their subrecipients in a manner consistent with the terms of the federal award at 2 C.F.R. Part 200, including 2 C.F.R. § 200.332. This includes the pass-through entity's responsibility to monitor the activities of the subrecipient as necessary to ensure that the subaward is used for authorized purposes, in compliance with federal statutes, regulations, and the terms and conditions of the subaward; and that subaward performance goals are achieved. In terms of overall award management, recipient and subrecipient responsibilities include, but are not limited to: accounting of receipts and expenditures, cash management, maintaining adequate financial records, reporting and refunding expenditures disallowed by audits, monitoring if acting as a pass-through entity, or other assessments and reviews, and ensuring overall compliance with the terms and conditions of the award or subaward, as applicable, including the terms of 2 C.F.R. Part 200. Cost overruns are not allowed. FY 2024 PDM Grant Program NOFO 1683 37 G. DHS Awarding Agency Contact Information 1. Contact and Resource Information a. Program Office Contact General questions about the PDM Grant Program can be directed to the appropriate FEMA Regional Office or State Hazard Mitigation Officer. Contact information for FEMA Regional Offices is provided at Contact Us I FEMA.gov. Contact information for the State Hazard Mitigation Officers is provided at https://www.fema.gov/grants/mitigation/state-contacts. For questions about FY24 PDM, contact the HMA Helpline by telephone at 1-866- 222-3580 or email FEMA-ASK-PDMkfema.dhs.gov. For questions about cost-effectiveness and FEMA's BCA software, contact the BC Helpline by telephone 1-855-540-6744 or email BCHelpline(.fema.dhs.gov. The Feasibility and Effectiveness Helpline is available for guidance on FEMA Building Science publications by email FEMA-BuildingScienceHelpgfema.dhs.gov. For questions about NEPA or EHP requirements, the EHP Helpline is available by email FEMA-EHPHELPLINEgfema.dhs.gov. Resources intended to help applicants and subapplicants prepare planning subapplications are available on FEMA's webpage at Hazard Mitigation Planning as well as Tribal Mitigation Planning and HMA Grant Application Development (2021) and Considerations for Local Mitigation Planning Grant Subapplication. FEMA publications that specify the documentation and information necessary for FEMA to review project applications for feasibility and effectiveness, cost- effectiveness, and potential impacts on environmental and cultural resources are available on the FEMA website at https://www.fema.gov/grants/guidance-tools. o�v/._ ar�nts/guidance-tools. b. FEMA Grants News FEMA Grants News is a non -emergency comprehensive management and information resource developed by FEMA for grants stakeholders. This channel provides general information on all FEMA grant programs and maintains a comprehensive database containing key personnel contact information at the federal, state, and local levels. When necessary, recipients will be directed to a federal point of contact who can answer specific programmatic questions or concerns. FEMA Grants News Team can be reached by e-mail at fema-grants-newsgfema.dhs.gov OR by phone at (800) 368-6498, Monday through Friday, 9:00 AM — 5:00 PM ET. c. FEMA Regional Offices FEMA Regional Offices manage, administer, and conduct the application budget review, create the award package, approve, amend, and close out awards, as well as conduct cash analysis, financial and programmatic monitoring, and audit resolution for PDM. The Regions also provide technical assistance to PDM recipients. FY 2024 PDM Grant Program NOFO 1684 FEMA Regional Office contact information is available at https://www.fema.gov/fema-regional-contacts. d. Equal Rights The FEMA Office of Equal Rights (OER) is responsible for compliance with and enforcement of federal civil rights obligations in connection with programs and services conducted by FEMA and recipients of FEMA financial assistance. All inquiries and communications about federal civil rights compliance for FEMA grants under this NOFO should be sent to FEMA-CivilRightsOfficekfema.dhs.gov. e. Environmental Planning and Historic Preservation The FEMA Office of Environmental Planning and Historic Preservation (OEHP) provides guidance and information about the EHP review process to FEMA programs and FEMA's recipients and subrecipients. All inquiries and communications about EHP compliance for FEMA grant projects under this NOFO or the EHP review process should be sent to fema-oehp-nofoguestionskfema.dhs.gov. 2. Systems Information a. Mitigation eGrants (MT eGrants) For technical assistance with the MT eGrants, please contact the Mitigation eGrants Helpdesk at mte ra�nts&fema.dhs.gov. Information, training, and resources on MT eGrants are available on the FEMA website at https://www.fema..gov/grants/mitigation/mitigation-e ar�ystem- resources. Frequently asked question can be found at https://www.fema.gov/sites/default/files/2020-08/fema mt-egrants-frequently-asked- guestions_support_document March 2018.pdf b. Payment and Reporting System (PARS) FEMA uses the Payment and Reporting System PARS) for financial reporting, invoicing, and tracking payments. FEMA uses the Direct Deposit/Electronic Funds Transfer (DD/EFT) method of payment to recipients. If you have questions about the online system, please call the Customer Service Center at (866) 927-5646 or email ask-GMDgfema.dhs. gov. H. Additional Information 1. Termination Provisions FEMA may terminate a federal award in whole or in part for one of the following reasons. FEMA and the recipient must still comply with closeout requirements at 2 C.F.R. §§ 200.344-200.345 even if an award is terminated in whole or in part. To the extent that subawards are permitted under this NOFO, pass-through entities should refer to 2 C.F.R. § 200.340 for additional information on termination regarding subawards. a. Noncompliance If a recipient fails to comply with the terms and conditions of a federal award, FEMA may terminate the award in whole or in part. If the noncompliance can be corrected, FEMA may first attempt to direct the recipient to correct the noncompliance. This FY 2024 PDM Grant Program NOFO 1685 39 may take the form of a Compliance Notification. If the noncompliance cannot be corrected or the recipient is non-responsive, FEMA may proceed with a Remedy Notification, which could impose a remedy for noncompliance per 2 C.F.R. § 200.339, including termination. Any action to terminate based on noncompliance will follow the requirements of 2 C.F.R. §§ 200.341-200.342 as well as the requirement of 2 C.F.R. § 200.340(c) to report in FAPIIS the recipient's material failure to comply with the award terms and conditions. See also the section on Actions to Address Noncompliance in this NOFO. b. With the Consent of the Recipient FEMA may also terminate an award in whole or in part with the consent of the recipient, in which case the parties must agree upon the termination conditions, including the effective date, and in the case of partial termination, the portion to be terminated. c. Notification by the Recipient The recipient may terminate the award, in whole or in part, by sending written notification to FEMA setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. In the case of partial termination, FEMA may determine that a partially terminated award will not accomplish the purpose of the federal award, so FEMA may terminate the award in its entirety. If that occurs, FEMA will follow the requirements of 2 C.F.R. §§ 200.341-200.342 in deciding to fully terminate the award. 2. Program Evaluation Federal agencies are required to structure NOFOs that incorporate program evaluation activities from the outset of their program design and implementation to meaningfully document and measure their progress towards meeting agency priority goal(s) and program outcomes. OMB Memorandum M-21-27, Evidence -Based Policymaking: Learning Agendas and Annual Evaluation Plans, implementing Title I of the Foundations for Evidence -Based Policymaking Act of 2018, Pub. L. No. 115-435 (2019) (Evidence Act), urges federal awarding agencies to use program evaluation as a critical tool to learn, improve equitable delivery, and elevate program service and delivery across the program lifecycle. Evaluation means "an assessment using systematic data collection and analysis of one or more programs, policies, and organizations intended to assess their effectiveness and efficiency." Evidence Act, § 101 (codified at 5 U.S.C. § 311). As such, recipients and subrecipients are required to participate in a DHS-, Component, or Program Office -led evaluation if selected, which may be carried out by a third -party on behalf of the DHS, its component agencies, or the Program Office. Such an evaluation may involve information collections including but not limited to surveys, interviews, or discussions with individuals who benefit from the federal award program operating personnel, and award recipients, as specified in a DHS-, component agency-, or Program Office -approved evaluation plan. More details about evaluation requirements may be provided in the federal award, if available at that time, or following the award as evaluation FY 2024 PDM Grant Program NOFO 1686 M requirements are finalized. Evaluation costs incurred during the period of performance are allowable costs (either as direct or indirect) Recipients and subrecipients are also encouraged, but not required, to participate in any additional evaluations after the period of performance ends, although any costs incurred to participate in such evaluations are not allowable and may not be charged to the federal award. 3. Period of Performance Extensions Extensions to the period of performance (POP) for this program are allowed. Extensions to the POP identified in the award will only be considered through formal, written requests to the recipient's FEMA Program Analyst and must contain specific and compelling justifications as to why an extension is required. Recipients are advised to coordinate with the FEMA Program Analyst as needed when preparing an extension request. All extension requests must address the following: a. The grant program, fiscal year, and award number; b. Reason for the delay —including details of the legal, policy, or operational challenges that prevent the final outlay of awarded funds by the deadline; c. Current status of the activity(ies); d. Approved POP termination date and new project completion date; e. Amount of funds drawn down to date; £ Remaining available funds, both federal and, if applicable, non-federal; g. Budget outlining how remaining federal and, if applicable, non-federal funds will be expended; h. Plan for completion, including milestones and timeframes for achieving each milestone and the position or person responsible for implementing the plan for completion; and Certification that the activity(ies) will be completed within the extended POP without any modification to the original statement of work, as described in the investment justification and as approved by FEMA. Extension requests will be granted only due to compelling legal, policy, or operational challenges. Extension requests will only be considered for the following reasons: • Contractual commitments by the recipient or subrecipient with vendors prevent completion of the project, including delivery of equipment or services, within the existing POP; • The project must undergo a complex environmental review that cannot be completed within the existing POP; • Projects are long-term by design, and therefore acceleration would compromise core programmatic goals; or Where other special or extenuating circumstances exist. Recipients should submit all proposed extension requests to FEMA for review and approval at least 60 days prior to the end of the POP to allow sufficient processing time. Based on sufficiency of justification, the FEMA Regional Administrator can issue extensions of the POP not to exceed September 30, 2028. FY 2024 PDM Grant Program NOFO 1687 41 No additional federal funds will be awarded as part of period of performance extensions. 4. Disability Integration Pursuant to Section 504 of the Rehabilitation Act of 1973, recipients of FEMA financial assistance must ensure that their programs and activities do not discriminate against qualified individuals with disabilities. Grant and cooperative agreement recipients should engage with the whole community to advance individual and community preparedness and to work as a nation to build and sustain resilience. In doing so, recipients are encouraged to consider the needs of individuals with disabilities into the activities and projects funded by the grant or cooperative agreement. FEMA expects that the integration of the needs of people with disabilities will occur at all levels, including planning; alerting, notification, and public outreach; training; purchasing of equipment and supplies; protective action implementation; and exercises/drills. The following are examples that demonstrate the integration of the needs of people with disabilities in carrying out FEMA awards: • Include representatives of organizations that work with/for people with disabilities on planning committees, work groups and other bodies engaged in development and implementation of the grant programs and activities. • Hold all activities related to the grant in locations that are accessible to persons with physical disabilities and intellectual disabilities to the extent practicable. • Provide auxiliary aids and services, including American Sign Language interpreters, that provide public information across the community and in shelters. • Ensure shelter -specific grant funds are in alignment with FEMA's Guidance on Planning for Integration of Functional Needs Support Services in General Population Shelters. • If making alterations to an existing building to a primary function area utilizing federal funds, complying with the most recent codes and standards and making path of travel to the primary function area accessible to the greatest extent possible. • Implement specific procedures used by public transportation agencies that include evacuation and passenger communication plans and measures for individuals with disabilities. • Identify, create, and deliver training to address any training gaps specifically aimed toward whole -community preparedness. Include and interact with individuals with disabilities, aligning with the designated program capability. • Establish best practices in inclusive planning and preparedness that consider physical access, needs of individuals with intellectual disabilities, and information access FEMA grant recipients can fund projects towards the resiliency of the whole community, including people with disabilities, such as training, outreach and safety campaigns, provided that the project aligns with this NOFO and the terms and conditions of the award. FY 2024 PDM Grant Program NOFO 1688 42 5. Conflicts of Interest in the Administration of Federal Awards or Subawards For conflicts of interest under grant -funded procurements and contracts, refer to the section on Procurement Integrity in this NOFO and 2 C.F.R. §§ 200.317 — 200.327. To eliminate and reduce the impact of conflicts of interest in the subaward process, recipients and pass-through entities must follow their own policies and procedures regarding the elimination or reduction of conflicts of interest when making subawards. Recipients and pass-through entities are also required to follow any applicable federal and state, local, tribal, or territorial (SLTT) statutes or regulations governing conflicts of interest in the making of subawards. The recipient or pass-through entity must disclose to the respective Program Analyst or Program Manager, in writing, any real or potential conflict of interest that may arise during the administration of the federal award, as defined by the federal or SLTT statutes or regulations or their own existing policies, within five days of learning of the conflict of interest. Similarly, subrecipients, whether acting as subrecipients or as pass-through entities, must disclose any real or potential conflict of interest to the recipient or next -level pass- through entity as required by the recipient or pass-through entity's conflict of interest policies, or any applicable federal or SLTT statutes or regulations. Conflicts of interest may arise during the process of FEMA making a federal award in situations where an employee, officer, or agent, any members of his or her immediate family, his or her partner has a close personal relationship, a business relationship, or a professional relationship, with an applicant, subapplicant, recipient, subrecipient, or FEMA employees. 6. Procurement Integrity Through audits conducted by the DHS Office of Inspector General (OIG) and FEMA grant monitoring, findings have shown that some FEMA recipients have not fully adhered to the proper procurement requirements at 2 C.F.R. §§ 200.317 — 200.327 when spending grant funds. Anything less than full compliance with federal procurement requirements jeopardizes the integrity of the grant as well as the grant program. To assist with determining whether an action is a procurement or instead a subaward, please consult 2 C.F.R. § 200.331. For detailed guidance on the federal procurement standards, recipients and subrecipients should refer to various materials issued by FEMA's Procurement Disaster Assistance Team (PDAT), such as the PDAT Field Manual and Contract Provisions Guide. Additional resources, including an upcoming trainings schedule can be found on the PDAT Website: https://www.fema.gov/arants/Trocurement. The below highlights the federal procurement requirements for FEMA recipients when procuring goods and services with federal grant funds. FEMA will include a review of recipients' procurement practices as part of the normal monitoring activities. All procurement activity must be conducted in accordance with federal procurement standards at 2 C.F.R. §§ 200.317 — 200.327. Select requirements under these standards are listed below. The recipient and any of its subrecipients must comply with all requirements, even if they are not listed below. FY 2024 PDM Grant Program NOFO 1689 43 Under 2 C.F.R. § 200.317, when procuring property and services under a federal award, states (including territories) must follow the same policies and procedures they use for procurements from their non-federal funds; additionally, states must now follow 2 C.F.R. § 200.321 regarding socioeconomic steps, 200.322 regarding domestic preferences for procurements, 200.323 regarding procurement of recovered materials, and 2 C.F.R. § 200.327 regarding required contract provisions. All other non-federal entities, such as tribes (collectively, non -state entities), must have and use their own documented procurement procedures that reflect applicable SLTT laws and regulations, provided that the procurements conform to applicable federal law and the standards identified in 2 C.F.R. Part 200. These standards include, but are not limited to, providing for full and open competition consistent with the standards of 2 C.F.R. § 200.319 and the required procurement methods at § 200.320. a. Important Changes to Procurement Standards in 2 C.F.R. Part 200 States are now required to follow the socioeconomic steps in soliciting small and minority businesses, women's business enterprises, and labor surplus area firms per 2 C.F.R. § 200.321. All non-federal entities should also, to the greatest extent practicable under a federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States per 2 C.F.R. § 200.322. More information on OMB's revisions to the federal procurement standards can be found in Purchasing Under a FEMA Award: OMB Revisions Fact Sheet. The recognized procurement methods in 2 C.F.R. § 200.320 have been reorganized into informal procurement methods, which include micro -purchases and small purchases; formal procurement methods, which include sealed bidding and competitive proposals; and noncompetitive procurements. The federal micro -purchase threshold is currently $10,000, and non -state entities may use a lower threshold when using micro -purchase procedures under a FEMA award. If a non -state entity wants to use a micro -purchase threshold higher than the federal threshold, it must follow the requirements of 2 C.F.R. § 200.320(a)(1)(iii)-(v). The federal simplified acquisition threshold is currently $250,000, and a non -state entity may use a lower threshold but may not exceed the federal threshold when using small purchase procedures under a FEMA award. See 2 C.F.R. § 200.1 (citing the definition of simplified acquisition threshold from 48 C.F.R. Part 2, Subpart 2.1). See 2 C.F.R. §§ 200.216, 200.471, and Appendix II as well as section D.13.a of the NOFO regarding prohibitions on covered telecommunications equipment or services. b. Competition and Conflicts of Interest Among the requirements of 2 C.F.R. § 200.319(b) applicable to all non-federal entities other than states, in order to ensure objective contractor performance and eliminate unfair competitive advantage, contractors that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. FEMA considers these actions to be an organizational conflict of interest and interprets this restriction as applying to contractors that help a non-federal entity develop its grant application, FY 2024 PDM Grant Program NOFO 1690 M project plans, or project budget. This prohibition also applies to the use of former employees to manage the grant or carry out a contract when those former employees worked on such activities while they were employees of the non-federal entity. Under this prohibition, unless the non-federal entity solicits for and awards a contract covering both development and execution of specifications (or similar elements as described above), and this contract was procured in compliance with 2 C.F.R. §§ 200.317 — 200.327, federal funds cannot be used to pay a contractor to carry out the work if that contractor also worked on the development of those specifications. This rule applies to all contracts funded with federal grant funds, including pre -award costs, such as grant writer fees, as well as post -award costs, such as grant management fees. Additionally, some of the situations considered to be restrictive of competition include, but are not limited to: • Placing unreasonable requirements on firms for them to qualify to do business; • Requiring unnecessary experience and excessive bonding; • Noncompetitive pricing practices between firms or between affiliated companies; • Noncompetitive contracts to consultants that are on retainer contracts; • Organizational conflicts of interest; • Specifying only a "brand name" product instead of allowing "an equal" product to be offered and describing the performance or other relevant requirements of the procurement; and • Any arbitrary action in the procurement process. Per 2 C.F.R. § 200.319(c), non-federal entities other than states must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed SLTT geographical preferences in the evaluation of bids or proposals, except in those cases where applicable federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When contracting for architectural and engineering services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified fn -ms, given the nature and size of the project, to compete for the contract. Under 2 C.F.R. § 200.318(c)(1), non-federal entities other than states are required to maintain written standards of conduct covering conflicts of interest and governing the actions of their employees engaged in the selection, award, and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a federal award if he or she has a real or apparent conflict of interest. Such conflicts of interest would arise when the employee, officer or agent, any member of his or her immediate family, his or her partner, or an organization that employs or is about to employ any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the non- federal entity may neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, non-federal entities may set standards for situations in which the financial interest is not FY 2024 PDM Grant Program NOFO 1691 45 substantial, or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the non-federal entity. Under 2 C.F.R. 200.318(c)(2), if the recipient or subrecipient (other than states) has a parent, affiliate, or subsidiary organization that is not a state, local, tribal, or territorial government, the non-federal entity must also maintain written standards of conduct covering organizational conflicts of interest. In this context, organizational conflict of interest means that because of a relationship with a parent company, affiliate, or subsidiary organization, the non-federal entity is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. The non-federal entity must disclose in writing any potential conflicts of interest to FEMA or the pass-through entity in accordance with applicable FEMA policy. c. Supply Schedules and Purchasing Programs Generally, a non-federal entity may seek to procure goods or services from a federal supply schedule, state supply schedule, or group purchasing agreement. I. GENERAL SERVICES ADMINISTRATION SCHEDULES States, tribes, and local governments, and any instrumentality thereof (such as local education agencies or institutions of higher education) may procure goods and services from a General Services Administration (GSA) schedule. GSA offers multiple efficient and effective procurement programs for state, tribal, and local governments, and instrumentalities thereof, to purchase products and services directly from pre -vetted contractors. The GSA Schedules (also referred to as the Multiple Award Schedules and the Federal Supply Schedules) are long-term government -wide contracts with commercial firms that provide access to millions of commercial products and services at volume discount pricing. Information about GSA programs for states, tribes, and local governments, and instrumentalities thereof, can be found at https://www.gsa.gov/resources- for/programs-for-State-and-local-governments and https://www.asa ov/burg- selling/purchasing-prorg ams/gsa-schedules/schedule-buyers/state-and-local- governments. For tribes, local governments, and their instrumentalities that purchase off of a GSA schedule, this will satisfy the federal requirements for full and open competition provided that the recipient follows the GSA ordering procedures; however, tribes, local governments, and their instrumentalities will still need to follow the other rules under 2 C.F.R. §§ 200.317 — 200.327, such as solicitation of minority businesses, women's business enterprises, small businesses, or labor surplus area firms (§ 200.321), domestic preferences (§ 200.322), contract cost and price (§ 200.324), and required contract provisions (§ 200.327 and Appendix II). FY 2024 PDM Grant Program NOFO 1692 46 11. OTHER SUPPLY SCHEDULES AND PROGRAMS For non-federal entities other than states, such as tribes, local governments, and nonprofits, that want to procure goods or services from a state supply schedule, cooperative purchasing program, or other similar program, in order for such procurements to be permissible under federal requirements, the following must be true: • The procurement of the original contract or purchasing schedule and its use by the non-federal entity complies with state and local law, regulations, and written procurement procedures; • The state or other entity that originally procured the original contract or purchasing schedule entered into the contract or schedule with the express purpose of making it available to the non-federal entity and other similar types of entities; • The contract or purchasing schedule specifically allows for such use, and the work to be performed for the non-federal entity falls within the scope of work under the contract as to type, amount, and geography; • The procurement of the original contract or purchasing schedule complied with all the procurement standards applicable to a non-federal entity other than states under at 2 C.F.R. §§ 200.317 — 200.327; and • With respect to the use of a purchasing schedule, the non-federal entity must follow ordering procedures that adhere to applicable state, tribal, and local laws and regulations and the minimum requirements of full and open competition under 2 C.F.R. Part 200. If a non-federal entity other than a state seeks to use a state supply schedule, cooperative purchasing program, or other similar type of arrangement, FEMA recommends the recipient discuss the procurement plans with its FEMA Program Analyst. d. Procurement Documentation Per 2 C.F.R. § 200.318(i), non-federal entities other than states and territories are required to maintain and retain records sufficient to detail the history of procurement covering at least the rationale for the procurement method, selection of contract type, contractor selection or rejection, and the basis for the contract price. States and territories are encouraged to maintain and retain this information as well and are reminded that in order for any cost to be allowable, it must be adequately documented per 2 C.F.R. § 200.403(g). Examples of the types of documents that would cover this information include but are not limited to: • Solicitation documentation, such as requests for quotes, invitations for bids, or requests for proposals; • Responses to solicitations, such as quotes, bids, or proposals; • Pre -solicitation independent cost estimates and post -solicitation cost/price analyses on file for review by federal personnel, if applicable; • Contract documents and amendments, including required contract provisions; and FY 2024 PDM Grant Program NOFO 1693 47 Other documents required by federal regulations applicable at the time a grant is awarded to a recipient. Additional information on required procurement records can be found on pages 24-26 of the PDAT Field Manual. 7. Financial Assistance Programs for Infrastructure a. Build America, Buy America Act Recipients and subrecipients must comply with the Build America, Buy America Act (BABAA), which was enacted as part of the Infrastructure Investment and Jobs Act §§ 70901-70927, Pub. L. No. 117-58 (2021); and Executive Order 14005, Ensuring the Future is Made in All of America by All of America's Workers. See also 2 C.F.R. Part 184 and Office of Management and Budget (OMB) Memorandum M-24-02, Implementation Guidance on Application of Buy America Preference in Federal Financial Assistance Programs for Infrastructure. None of the funds provided under this program may be used for a project for infrastructure unless the iron and steel, manufactured products, and construction materials used in that infrastructure are produced in the United States. The Buy America preference only applies to articles, materials, and supplies that are consumed in, incorporated into, or affixed to an infrastructure project. As such, it does not apply to tools, equipment, and supplies, such as temporary scaffolding, brought to the construction site and removed at or before the completion of the infrastructure project. Nor does a Buy America preference apply to equipment and furnishings, such as movable chairs, desks, and portable computer equipment, that are used at or within the finished infrastructure project but are not an integral part of the structure or permanently affixed to the infrastructure project. For FEMA's official policy on BABAA, please see FEMA Policy 207-22-0001: Buy American Preference in FEMA Financial Assistance Programs for Infrastructure available at httDs://www.fema.Lov/sites/default/files/documents/fema build-america- buy-america-act-policy_pdf. To see whether a particular FEMA federal financial assistance program is considered an infrastructure program and thus required to include a Buy America preference, please see Programs and Definitions: Build America, Buy America Act I FEMA. gov. and httDs://www.fema.aov/sites/default/files/documents/fema build-america-buv- america-act-policy_pdf b. Waivers When necessary, recipients (and subrecipients through their pass-through entity) may apply for, and FEMA may grant, a waiver from these requirements. A waiver of the domestic content procurement preference may be granted by the agency awarding official if FEMA determines that: • Applying the domestic content procurement preference would be inconsistent with the public interest. FY 2024 PDM Grant Program NOFO 1694 M The types of iron, steel, manufactured products, or construction materials are not produced in the United States in sufficient and reasonably available quantities or of a satisfactory quality. The inclusion of iron, steel, manufactured products, or construction materials produced in the United States will increase the cost of the overall project by more than 25%. For FEMA awards, the process for requesting a waiver from the Buy America preference requirements can be found on FEMA's website at: "Buy America" Preference in FEMA Financial Assistance Programs for Infrastructure I FEMA.gov. c. Definitions For BABAA specific definitions, please refer to the FEMA Buy America website at: "Programs and Definitions: Build America, Buy America Act I FEMA.gov." Please refer to the applicable DHS Standard Terms & Conditions for the BABAA specific term applicable to all FEMA financial assistance awards for infrastructure. S. Record Retention a. Record Retention Period Financial records, supporting documents, statistical records, and all other non -Federal entity records pertinent to a Federal award generally must be maintained for at least three years from the date the final FFR is submitted. See 2 C.F.R. § 200.334. Further, if the recipient does not submit a final FFR and the award is administratively closed, FEMA uses the date of administrative closeout as the start of the general record retention period. The record retention period may be longer than three years or have a different start date in certain cases. These include: • Records for real property and equipment acquired with Federal funds must be retained for three years after final disposition of the property. See 2 C.F.R. § 200.334(c). • If any litigation, claim, or audit is started before the expiration of the three-year period, the records must be retained until all litigation, claims, or audit findings involving the records have been resolved and final action taken. See 2 C.F.R. § 200.334(a). • The record retention period will be extended if the non-federal entity is notified in writing of the extension by FEMA, the cognizant or oversight agency for audit, or the cognizant agency for indirect costs, or pass-through entity. See 2 C.F.R. § 200.334(b). • Where FEMA requires recipients to report program income after the period of performance ends, the program income record retention period begins at the end of the recipient's fiscal year in which program income is earned. See 2 C.F.R. § 200.334(e). • For indirect cost rate computations and proposals, cost allocation plans, or any similar accounting computations of the rate at which a particular group of costs is FY 2024 PDM Grant Program NOFO 1695 M chargeable (such as computer usage chargeback rates or composite fringe benefit rates), the start of the record retention period depends on whether the indirect cost rate documents were submitted for negotiation. If the indirect cost rate documents were submitted for negotiation, the record retention period begins from the date those documents were submitted for negotiation. If indirect cost rate documents were not submitted for negotiation, the record retention period begins at the end of the recipient's fiscal year or other accounting period covered by that indirect cost rate. See 2 C.F.R. § 200.334(f). b. Types of Records to Retain FEMA requires that non-federal entities maintain the following documentation for federally funded purchases: • Specifications • Solicitations • Competitive quotes or proposals • Basis for selection decisions • Purchase orders • Contracts • Invoices • Cancelled checks Non-federal entities should keep detailed records of all transactions involving the grant. FEMA may at any time request copies of any relevant documentation and records, including purchasing documentation along with copies of cancelled checks for verification. See, e.g., 2 C.F.R. §§ 200.318(1), 200.334, 200.337. In order for any cost to be allowable, it must be adequately documented per 2 C.F.R. § 200.403(g). Non-federal entities who fail to fully document all purchases may find their expenditures questioned and subsequently disallowed. 9. Actions to Address Noncompliance Non-federal entities receiving financial assistance funding from FEMA are required to comply with requirements in the terms and conditions of their awards or subawards, including the terms set forth in applicable federal statutes, regulations, NOFOs, and policies. Throughout the award lifecycle or even after an award has been closed, FEMA or the pass- through entity may discover potential or actual noncompliance on the part of a recipient or subrecipient. This potential or actual noncompliance may be discovered through routine monitoring, audits, civil rights complaint investigations and compliance reviews, closeout, or reporting from various sources. In the case of any potential or actual noncompliance, FEMA may place special conditions on an award per 2 C.F.R. §§ 200.208 and 200.339, FEMA may place a hold on funds until the matter is corrected, or additional information is provided per 2 C.F.R. § 200.339, or it may do both. Similar remedies for noncompliance with certain federal civil rights laws are authorized pursuant to 44 C.F.R. Parts 7 and 19 or other applicable regulations. FY 2024 PDM Grant Program NOFO 1696 50 In the event the noncompliance is not able to be corrected by imposing additional conditions or the recipient or subrecipient refuses to correct the matter, FEMA may take other remedies allowed under 2 C.F.R. § 200.339. These remedies include actions to disallow costs, recover funds, wholly or partly suspend or terminate the award, initiate suspension and debarment proceedings, withhold further federal awards, or take other remedies that may be legally available. For further information on termination due to noncompliance, see the section on Termination Provisions in the NOFO. FEMA may discover and take action on noncompliance even after an award has been closed. The closeout of an award does not affect FEMA's right to disallow costs and recover funds as long as the action to disallow costs takes place during the record retention period. See 2 C.F.R. §§ 200.334, 200.345(a). Closeout also does not affect the obligation of the non-federal entity to return any funds due as a result of later refunds, corrections, or other transactions. 2 C.F.R. § 200.345(a)(2). The types of funds FEMA may attempt to recover include, but are not limited to, improper payments, cost share reimbursements, program income, interest earned on advance payments, or equipment disposition amounts. FEMA may seek to recover disallowed costs through a Notice of Potential Debt Letter, a Remedy Notification, or other letter. The document will describe the potential amount owed, the reason why FEMA is recovering the funds, the recipient's appeal rights, how the amount can be paid, and the consequences for not appealing or paying the amount by the deadline. If the recipient neither appeals nor pays the amount by the deadline, the amount owed will become final. Potential consequences if the debt is not paid in full or otherwise resolved by the deadline include the assessment of interest, administrative fees, and penalty charges; administratively offsetting the debt against other payable federal funds; and transferring the debt to the U.S. Department of the Treasury for collection. FEMA notes the following common areas of noncompliance for FEMA's grant programs: • Insufficient documentation and lack of record retention. • Failure to follow the procurement under grants requirements. • Failure to submit closeout documents in a timely manner. • Failure to follow EHP requirements. • Failure to comply with the POP deadline. 10. Audits FEMA grant recipients are subject to audit oversight from multiple entities including the DHS OIG, the GAO, the pass-through entity, or independent auditing firms for single audits, and may cover activities and costs incurred under the award. Auditing agencies such as the DHS OIG, the GAO, and the pass-through entity (if applicable), and FEMA in its oversight capacity, must have access to records pertaining to the FEMA award. Recipients and subrecipients must retain award documents for at least three years from the date the final FFR is submitted, and even longer in many cases subject to the requirements of 2 C.F.R. § 200.334. In the case of administrative closeout, documents must be retained for at least three years from the date of closeout, or longer subject to the requirements of 2 C.F.R. § 200.334. FY 2024 PDM Grant Program NOFO 1697 51 If documents are retained longer than the required retention period, the DHS OIG, the GAO, and the pass-through entity, as well as FEMA in its oversight capacity, have the right to access these records as well. See 2 C.F.R. §§ 200.334, 200.337. Additionally, non-federal entities must comply with the single audit requirements at 2 C.F.R. Part 200, Subpart F. Specifically, non-federal entities, other than for-profit subrecipients, that expend $750,000 or more in federal awards during their fiscal year must have a single or program -specific audit conducted for that year in accordance with Subpart F. 2 C.F.R. § 200.501. A single audit covers all federal funds expended during a fiscal year, not just FEMA funds. The cost of audit services may be allowable per 2 C.F.R. § 200.425, but non-federal entities must select auditors in accordance with 2 C.F.R. § 200.509, including following the proper procurement procedures. For additional information on single audit reporting requirements, see section F of this NOFO under the header "Single Audit Report" within the subsection "Additional Reporting Requirements." The objectives of single audits are to: • Determine if financial statements conform to generally accepted accounting principles (GAAP); • Determine whether the schedule of expenditures of federal awards is presented fairly; Understand, assess, and test the adequacy of internal controls for compliance with major programs; and Determine if the entity complied with applicable laws, regulations, and contracts or grants. For single audits, the auditee is required to prepare financial statements reflecting its financial position, a schedule of federal award expenditures, and a summary of the status of prior audit findings and questioned costs. The auditee also is required to follow up and take appropriate corrective actions on new and previously issued but not yet addressed audit findings. The auditee must prepare a corrective action plan to address the new audit findings. 2 C.F.R. § § 200.508, 200.510, 200.511. Non-federal entities must have an audit conducted, either single or program -specific, of their financial statements and federal expenditures annually or biennially pursuant to 2 C.F.R. § 200.504. Non-federal entities must also follow the information submission requirements of 2 C.F.R. § 200.512, including submitting the audit information to the Federal Audit Clearinghouse within the earlier of 30 calendar days after receipt of the auditor's report(s) or nine months after the end of the audit period. The audit information to be submitted include the data collection form described at 2 C.F.R. § 200.512(c) and Appendix X to 2 C.F.R. Part 200 as well as the reporting package described at 2 C.F.R. § 200.512(b). The non-federal entity must retain one copy of the data collection form and one copy of the reporting package for three years from the date of submission to the Federal Audit Clearinghouse. 2 C.F.R. § 200.512; see also 2 C.F.R. § 200.517 (setting requirements for retention of documents by the auditor and access to audit records in the auditor's possession). FEMA, the DHS OIG, the GAO, and the pass-through entity (if applicable), as part of monitoring or as part of an audit, may review a non-federal entity's compliance with the FY 2024 PDM Grant Program NOFO 1698 52 single audit requirements. In cases of continued inability or unwillingness to have an audit conducted in compliance with 2 C.F.R. Part 200, Subpart F, FEMA and the pass-through entity, if applicable, are required to take appropriate remedial action under 2 C.F.R. § 200.339 for noncompliance, pursuant to 2 C.F.R. § 200.505. 11. Payment Information FEMA uses the Direct Deposit/Electronic Funds Transfer (DD/EFT) method of payment to recipients. FEMA utilizes the Payment and Reporting System (PARS) for financial reporting, invoicing and tracking payments. For additional information, refer to https:Hlsource. fema. gov/sf269/execute/Lo gln? sawContentMessage=true. 12. Whole Community Preparedness Preparedness is a shared responsibility that calls for the involvement of everyone—not just the government—in preparedness efforts. By working together, everyone can help keep the nation safe from harm and help keep it resilient when struck by hazards, such as natural disasters, acts of terrorism, and pandemics. Whole Community includes: • Individuals and families, including those with access and functional needs • Businesses • Faith -based and community organizations • Nonprofit groups • Schools and academia • Media outlets • All levels of government, including state, local, tribal, territorial, and federal partners The phrase "Whole Community" often appears in preparedness materials, as it is one of the guiding principles. It means two things: 1. Involving people in the development of national preparedness documents. 2. Ensuring their roles and responsibilities are reflected in the content of the materials. 13. Report issues of fraud, waste, abuse Please note, when applying to this notice of funding opportunity and when administering the grant, applicants may report issues of fraud, waste, abuse, and mismanagement, or other criminal or noncriminal misconduct to the Office of Inspector General (OIG) Hotline. The toll-free numbers to call are 1 (800) 323-8603, and TTY 1 (844) 889-4357. 14. Extraordinary Circumstances Applicants and subapplicants must have an approved hazard mitigation plan at the time of application submission and at the time of the award; hazard mitigation plans pending adoption are not sufficient. For subawards, FEMA may grant an exception to this requirement through Extraordinary Circumstances (EC) when justification is provided and with concurrence from FEMA Headquarters (Hazard Mitigation Assistance and National Mitigation Planning Program) prior to granting an exception. If this exception is granted, a local or Tribal Mitigation Plan must be approved by FEMA within 12 months of the award of FY 2024 PDM Grant Program NOFO 1699 53 the project subaward to that community. EC must be requested by the applicant or subapplicant prior to award. Funding holds may not be used in lieu of EC to grant an exception for the Planning requirement. EC exists when a determination is made by the applicant, FEMA Region, and FEMA HQ that the proposed project is consistent with the priorities and strategies identified in the State or Tribal (Standard or Enhanced) Mitigation Plan and that the jurisdiction meets at least one of the criteria below. • The jurisdiction meets the small impoverished community criteria per section C.4 of this NOFO; • The jurisdiction has been determined to have had insufficient capacity due to lack of available funding, staffing, or other necessary expertise to satisfy the mitigation planning requirement prior to the current disaster or application deadline; • The jurisdiction has been determined to have been at low risk from hazards because of low frequency of occurrence or minimal damage from previous occurrences as a result of sparse development; • The jurisdiction experienced significant disruption from a declared disaster or another event that impacts its ability to complete the mitigation planning process prior to award or final approval of a project award; or • The jurisdiction does not have a mitigation plan for reasons beyond the control of the state, federally recognized tribe, or local community, such as Disaster Relief Fund restrictions that delay FEMA from granting a subaward prior to the expiration of the local or Tribal Mitigation Plan. For PDM, the applicant must provide written justification that identifies the specific criteria from above or circumstance, explains why there is no longer an impediment to satisfying the mitigation planning requirement, and identifies the specific actions or circumstances that eliminated the deficiency. When a PDM project funding is awarded under EC, the recipient shall acknowledge in writing to the Regional Administrator that a plan will be completed within 12 months of the subaward. The recipient must provide a work plan for completing the local or Tribal Mitigation Plan, including milestones and a timetable, to ensure that the jurisdiction will complete the plan in the required time. This requirement shall be incorporated into the award (both the planning and project subaward agreements, if a planning subaward is also awarded). Written concurrence must be obtained from the Regional Administrator with HQ concurrence. 15. Inflation Reduction Act Hazard mitigation projects should focus on building resilient communities and when possible reduce climate effects by incentivizing investments in greenhouse -gas reduction strategies, such as the use of low -carbon materials, and low -carbon and net -zero energy projects through implementation of the Inflation Reduction Act of 2022 (IRA) as explained in FEMA's Implementation memorandums. VA Through September 30, 2026, the Administrator of the Federal Emergency Management Agency may provide financial assistance under sections 203(h), 404(a), FY 2024 PDM Grant Program NOFO 1700 54 and 406(b) of the Robert T. Stafford Disaster Relief and Emergency Assistance Act (42 U.S.C. 5133(h), 42 U.S.C. 5170c(a), 42 U.S.C. 5172(b)) for: (1) costs associated with low -carbon materials; and (2) incentives that encourage low -carbon and net -zero energy projects. Under Section 70006, an applicant is free to propose the use of low -carbon materials as long as the project meets existing program eligibility and compliance criteria. FEMA encourages the use of environmentally friendly construction practices when completing PDM hazard mitigation projects. In particular, FEMA encourages that PDM projects follow the FEMA building materials program and consider the use of low carbon materials and the development of low -carbon and net -zero energy projects, as defined in the FEMA's IRA Implementation memorandum. • When subapplications include eligible low -carbon materials, FEMA encourages that these materials follow the definition of low -carbon materials presented in the Inflation Reduction Act Implementation Memorandum for FEMA Public Assistance and Hazard Mitigation Assistance Programs. • Subrecipients should ensure that federally funded infrastructure investments reduce life cycle emissions of construction materials, specifically concrete, asphalt, glass, steel, and assemblies comprised of at least 80% of these materials. • Subrecipients should request disclosure of Environmental Product Declarations (EPD) and provide these so FEMA may evaluate eligibility. A product -specific Type III (third -parry verified) EPD must be shown and reported in a third -party dataset, such as the Embodied Carbon in Construction Calculator (EC3) and could be used to evaluate the eligibility of these lower -carbon materials. See the FEMA Inflation Reduction Act Implementation memorandum for additional information. 16. Hazard -Resistant Building Codes Hazard -resistant building codes are a foundational element of a more resilient nation, safeguarding communities and lives against natural disasters, with an estimated S 11:1 return on investment. The adoption, enforcement and application of modern building codes mitigates community vulnerabilities, reduces disaster recovery costs, and strengthens nationwide capability. FEMA is working to promote and support building codes in all areas of its work in support of the multi -agency National Initiative to Advance Building Codes. In the interest of building a stronger, more resilient nation, FEMA encourages all grant recipients and subrecipients to meet current published editions of relevant consensus -based building codes, specifications and standards, and to exceed them where feasible. FY 2024 PDM Grant Program NOFO 1701 55 Appendix A Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount Kenai Peninsula Borough Seward Bear Creek Service Area $655,000.00 Flood Mitigation Projects AK Matanuska-Susitna Flood Mitigation for Acquisition of $2,500,000.00 Borough High Hazard Areas City of Demopolis Demopolis Storm Shelter $2,700,000.00 AL City of Daphne City of Daphne Main Street Utility $5,000,000.00 Relocation Project City of North Little Rock North Little Rock East Bethany $3,300,000.00 Road Drainage Improvements North Little Rock Magnolia and AR City of North Little Rock Olive Street Drainage $4,700,000.00 Improvements City of Heber Springs Heber Springs Stormwater $4,700,000.00 Improvements AZ City of Maricopa City of Maricopa Desert Sunrise $1,383,069.00 High School Box Culvert Project City of Glendale Fire Wildfire Fuel Reduction and $75,000.00 Department Hazardous Brush Abatement City of Ca itola Ca itola Cliff Drive Infrastructure $450,000.00 West Valley Water Emergency Generator Project $525,000.00 District County of San Luis Arroyo Grande Creek Levees $1,200,000.00 Obispo County of San Diego Critical Infrastructure Wildfire $1,275,000.00 Vulnerability Assessment City of Agoura Hills City of Agoura Hills Civic Center $1,383,068.00 Micro rid Project CA City of Thousand Oaks City of Thousand Oaks Water $1,383,068.00 Pumps Micro rid Project City of Hidden Hills City of Hidden Hills Utility $1,383,069.00 Undergrounding Project Town of Atherton Upper Atherton Channel Flood $1,383,069.00 Mitigation Project Foster City Lagoon Pump Station City of Foster City Seismic Rehabilitation and $1,383,069.00 Ca ac ty Enhancement [Countyf San Joaquin Countywide Back-up Generators $1,383,069.00 and Pumps FY 2024 PDM Grant Program NOFO 1702 56 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount Napa's Lake Hennessey & Deer County of Napa Park Fuel Reduction and $1,383,069.00 Community Infrastructure Protection East Bay Regional Park Wildfire Mitigation, and Safe, $1,383,069.00 District Resilient Forests and Communities Ouray County Corbett Creek Bridge Installation $1,034,000.00 CO City of Golden Bachman Farms Park/Flood $1,383,069.00 Attenuation Facility CT City of Hartford City of Hartford for North Main $4,500,000.00 Street Corridor Drainage System District Homeland 2nd Street Bioretention Flood DC Security and Emergency Mitigation Project $1,383,069.00 Management Agency Town of Briny Breezes Briny Breezes Stormwater Pump $1,383,069.00 Stations City of St. Petersburg St. Petersburg Storm Drainage $1,383,069.00 FL Im rovement Boynton Beach Boynton Harbor Marina Seawall Community Replacement $1,383,069.00 Redevelopment Agency HI Hawai'i Emergency Backup Generator for Pali Momi $1,383,069.00 Management Agency Medical Center IA City of Dubuque Dubuque Flood Mitigation Gates $8,000,000.00 and Pumps ID Idaho Office of Mackay Dam Rehabilitation $7,082,856.00 Emerge cManagement City of Crystal Lake Re -Establishment of Crystal Creek $1,383,069.00 Metropolitan Water Metropolitan Water Reclamation IL Reclamation District District Farmers- Prairie Creek $1,383,069.00 Project Town of Normal Storm Water Improvements $1,550,000.00 City of Indianapolis Mars Hill IN City of Indianapolis Flood Control Improvement $1,383,069.00 District KY City of Ravenna Ravenna Stormwater Improvements $2,160,391.00 East Baton Rouge Parish LA Mayor's Office of South Flannery Road Bridge & $3,520,950.00 Homeland Security and Channel Improvements Ecy Preparedness MA City of Everett Island End River Flood Resilience $123,413.00 Project FY 2024 PDM Grant Program NOFO 1703 57 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount City of Quincy Sea Wall along Manet Ave in $450,000.00 Houghs Neck City of Cambridge Cambridge Community Center $1,000,000.00 Resilience Hub City of Chelsea Mill Creek Resilience Project $1,000,000.00 City of Melrose Lebanon and Sylvan Street $1,000,000.00 Stormwater Management System Climate Resilience & Equity in City of Boston Downtown Boston for a Resilient $1,150,000.00 Christopher Columbus Park & Long Wharf Chelmsford Water Watershed Lane Culvert $1,275,000.00 District Replacement Project Climate Resilient Neighborhood in Weymouth the Coastal Fort Point Road $1,383,069.00 Community Massachusetts Emergency Management Scituate Harbor Seawall $5,500,000.00 A enc City of Annapolis Jonas and Anne Catharine Green $450,000.00 Park Coastal Restoration Project Maryland Department of City of Rockville Potomac Woods $900,000.00 Emergency Management Storm Drain Improvements Frederick County Frederick County Micro rid Project $1,275,000.00 MD Maryland Department of Flooding Control in Anacostia Emergency Management River Watershed for Environmental $1,383,069.00 Justice City of Annapolis Annapolis City Dock Resilience $1,383,069.00 Project Town of Cheverly Town of Cheverly Flood Mitigation $1,688,000.00 Project Town of Greenville Greenville Stormwater $975,000.00 Management Improvements ME Town of Dover-Foxcroft Town of Dover-Foxcroft—Lincoln $1,455,000.00 St Bridge Project Charter Township of Chocolay River Flood Mitigation $112,000.00 Chocolay Feasibility Stud MI Charter Township of East China Belle River Pump $294,000.00 East China Station Flood Mitigation Huron -Clinton Lake St Clair Metropark Electrical $1,420,000.00 Metro olitan Authority Grid FY 2024 PDM Grant Program NOFO 1704 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount City of St. Clair Shores Sewer Separation of the St. Clair $1,755,303.00 Shores Martin Drain District MN City of New Ulm New Ulm 18th South Street Storm $1,125,000.00 Sewer Lift Station The City of Yazoo Yazoo City Community Safehouse $1,027,000.00 University of Mississippi UMMC Electrical Infrastructure $2,215,000.00 Medical Center Modernization MS City of Ridgeland Purple Creek Flood Mitigation and $4,000,000.00 Restoration Mississippi Emergency Mississippi College/Hinds County Management Agency Saferoom $5,063,000.00 MEMA McDonald Brook Channel and City of Passaic Benson Avenue Realignment Flood $380,000.00 Control Project NJ Borough of Bay Head Bay Head Flood Mitigation Project $815,250.00 Neptune Township Shark River Living Shoreline— $1,145,000.00 Phase II Stafford Township Stafford Bulkhead $1,340,000.00 New Mexico Department Bosque Redondo Memorial at Fort of Cultural Affairs Sunmer Historic Site Fire $150,000.00 Mitigation New Mexico Department Fort Stanton Historic Site Fire $250,000.00 NM of Cultural Affairs Mitigation City of Aztec City of Aztec—Flood Mitigation $300,000.00 Los Alamos County Jemez Mountain Fire Mitigation $450,000.00 Town of Estancia Town of Estancia Flood Mitigation $1,040,000.00 Project Clark County Rural Fire Station Emergency $588,572.00 Generators NV City of Reno City of Reno—Swan Lake $2,869,000.00 Irrigation Pipeline New York State New York State Thruway Authority $375,000.00 Thruway Authority Clarkstown Flood Mitigation NYC Department of Borden Avenue Veterans Shelter $1,383,069.00 Homeless Services Flood Resilience Project NY City of New York Financial District-Seaport Flood $1,999,348.00 Mitigation Project Town of Clarkstown Jeffrey Court Flood Prevention $2,100,000.00 Incorporated Village of west End Recharge Basin $4,050,000.00 Floral Park FY 2024 PDM Grant Program NOFO 1705 59 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount Hefner Water Treatment Plant OK City of Oklahoma City Emergency Power Generation $10,000,000.00 Project City of Warrenton Iredale Tidegate and Culvert $1,087,000.00 Project—City of Warrenton OR David Douglas School Mill Park Elementary School District 40 Seismic Rehabilitation Project, $1,383,069.00 Portland, OR Borough of Bridgeville Bridgeville Commercial Street $750,000.00 Culvert Replacement Redevelopment Paxton Creek Dechannelization Authority of the City of project $750,000.00 Harrisburg PA Lackawanna County Lackawanna County Dam No. 5 $1,383,069.00 and Spillway Rehabilitation Project City of Philadelphia Increasing Flood Resilience in $1,383,069.00 Eastwick, Philadelphia City of Williamsport Williamsport Levee Flood Control $3,500,000.00 Project Town of North Town Hall Generator $33,000.00 Providence RI City of Pawtucket The Arc of the Blackstone Valley $112,000.00 Generator Town of North Town of North Providence for $639,000.00 Providence Flood Mitigation Tribe Menominee Indian Tribe Powerline Conversion $845,000.00 of Wisconsin City of Glenn Heights Emergency City of Glenn Heights Warning System Replacement $510,000.00 Project City of Dallas Dallas Resilience Hub-Kiest $1,383,069.00 Recreation Center City of Harlingen 5th and 7th Streets Storm Sewer $1,383,069.00 Drainage Improvements TX City of San Antonio Concepcion Creek—Phase 1 $1,383,069.00 Harris County Flood P118-08-00 Conveyance and $1,383,069.00 Control District Detention Improvements Replacing Aging Emergency El Paso County Generator and Adding Solar $1,383,069.00 Ca acit City of Houston Kingwood Diversion Channel— $4,000,000.00 Walnut Lane Bridge Project FY 2024 PDM Grant Program NOFO 1706 60 Recipient Project (State, Tribe, or Subrecipient Project Name Federal Territory) Amount City of Payson Payson City Pre -Disaster $1,500,000.00 UT Mitigation Project Millcreek City Neffs Canyon Debris Basin Project $2,400,000.00 County of Franklin Franklin County Emergency $705,000.00 Shelter Generator City of Hampton Office Resilient Hampton Property VA of Emergency Acquisition in Flood Prone Areas $1,383,069.00 Management Joint Base Langley -Eustis City of Hampton, VA (JBLE)--Langley Access $2,000,000.00 Protection Project VT Town of Calais Renovate Curtis Pond Dam $525,000.00 Port of Longview Portable Backup Generators $272,000.00 The Seattle Public Seattle Public Library University $1,383,069.00 WA Library Branch Seismic Structural Up rade Yakima County Public Yakima County Gap to Gap $4,000,000.00 Services Protection Project City of Hinton Bellepoint Park Stormwater Drain $480,000.00 Replacement WV Town of Hendricks Hendricks Stormwater $1,296,000.00 Improvement Project Saint Albans Rams Horn Stormwater System $2,873,000.00 Improvements FY 2024 PDM Grant Program NOFO 1707 Tack, Timothy From: Flikier, Becca <Becca.Flikier@mail.house.gov> Sent: Wednesday, June 5, 2024 4:45 PM To: Tack, Timothy Cc: Goldstein, Felicia; Fleming, Trevor Subject: Update on your FY25 CPF This Message Is From an External Sender This message came from outside your organization. Hi Tim, I hope you are doing well. Following up on my voicemail with some good news regarding your FY25 CPF application. The FY25 Homeland Security Appropriations Bill that the House Appropriations Committee will be voting on next week includes $1,150,191 for the marina seawall. I know that's not quite as much as we had asked for, but given the budget constraints this year, we are pretty happy that it has been included. As you know, it will take many months for Congress to pass a budget, and we may not pass one at all for FY25. FY24 was not finalized until March of this year. However, in years past, getting included in the preliminary bill was the biggest hurdle, as after that point, we have not seen projects be eliminated or reduced. So in all, while nothing is guaranteed, in all likelihood this project will receive the funding if Congress passes a budget. Happy to answer any questions! Becca Becca Flikier #' 2305 Rayburn House Office Building # # C � OMAN L FRANKEL u0V.. .(AC 'S 22rIY) DISTMO 1708 RESOLUTION NO. R24-03 A RESOLUTION OF THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY APPROVING AND ADOPTING THE 2024 PALM BEACH COUNTY LOCAL MITIGATION STRATEGY PLAN AND PROVIDING AN EFFECTIVE DATE. NOW THEREFORE, BE IT RESOLVED BY THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY: WHEREAS, the Boynton Beach Community Redevelopment Agency ("CRA") is a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes; and WHEREAS, Palm Beach County is susceptible to a variety of natural, technological, and human -caused disasters, including but not limited to, severe weather, hazardous materials incidents, nuclear power plant emergencies, communicable diseases, and domestic security incidents as well as climate change impacts and sea level rise that causes increased inundation, shoreline erosion, flooding from severe weather events, accelerated saltwater contamination of ground water and surface water supplies, and expedited loss of critical habitats; and WHEREAS, the Disaster Mitigation Act of 2000, was enacted to establish a national disaster hazard mitigation program to reduce the loss of life and property, human suffering, economic disruption, and disaster assistance costs resulting from disasters, and to assist state, local and tribal governments in implementing effective hazard mitigation measures to ensure the continuation of critical services and facilities after a natural disaster; and WHEREAS, the Disaster Mitigation Act of 2000, as a condition for qualifying for and receiving future Federal mitigation assistance funding as well as reimbursement for Presidentially Declared Disasters, requires such governments to have Federal Emergency Management Agency approved hazard mitigation plans in place that identify the hazards that could impact their jurisdictions, identify actions and activities to mitigate the effects of those hazards, and establish a coordinated process to implement plans; and WHEREAS, Palm Beach County has developed a Local Mitigation Strategy (LMS), in coordination with governmental and non-governmental stakeholders having an interest in reducing the impact of disasters, and with input from the private sector and other members of the public; and WHEREAS, the LMS serves as a basis for comprehensive mitigation planning, project identification and prioritization, and provides assistance to project sponsors in securing and allocating available federal, state, local and other disaster mitigation assistance fundings; and WHEREAS, LMS projects cover a range of topics including major drainage improvement projects, hardening of public structures, Emergency Operation Center purchases, and more; and WHEREAS, LMS has approximately 100 community mitigation projects on its Prioritized Project List ("PPL"); and 1 4876-5882-4681, v. 1 1709 WHEREAS, the Boynton Beach Marina Seawall Replacement project, is ranked as number twelve (12) on the adopted Palm Beach County PPL; and WHEREAS, mitigation projects on the LMS PPL may be eligible for funding under a variety of programs such as the Pre -Disaster Mitigation ("PDM") Program, Flood Mitigation Assistance ("FMA") Program, and Hazard Mitigation Grant Program ("HMGP"); and WHEREAS, on September 17, 2024, Palm Beach County approved and adopted the 2024 LMS; and WHEREAS, on March 23, 2024 the CRA was awarded the DHS/FEMA/HMA FY23 Pre - Disaster Mitigation Grant; and WHEREAS, the PDM Grant program makes federal funds available to state, local, tribal, and territorial governments to plan for and implement sustainable cost-effective measures to reduce the risk to individuals and property from future natural hazards; and WHEREAS, in order to be eligible to receive mitigation funding for the Boynton Beach Marina Seawall Replacement Project, the CRA is required to adopt the 2024 LMS before August 6, 2025; and WHEREAS, the Board has been presented with the 2024 LMS; and WHEREAS, due to Florida's weather, geography, and miles of coastline, the state is highly vulnerable to disasters; and WHEREAS, the CRA supports efforts to make our community more disaster -resistant, thereby reducing the costs of disasters, preventing or mitigating their impact to residents, and reducing the time needed for recovery; and WHEREAS, the Board has examined and approves the adoption of the 2024 LMS in substantially the same form as the attached; and WHEREAS, the Board has determined that this Resolution is for a proper purpose and in the best interests of the CRA, and its residents; and WHEREAS, the Board finds that the prevention of disaster impacts will also prevent slum and blighted conditions in the CRA Area. NOW THEREFORE, BE IT RESOLVED BY THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY BOARD THAT: Section 1. The forgoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof. Section 2. The Board hereby approves and adopts the 2024 LMS, attached hereto as Exhibit A, in its entirety, as submitted to the Palm Beach County Board of County Commissioners, the Florida Division of Emergency Management and the Federal Emergency Management Agency. 2 4876-5882-4681, v. 1 1710 Section 4. The Board authorizes the Executive Director of the CRA to pursue available funding opportunities for implementation of proposed mitigation initiatives described in the Local Mitigation Strategy, and upon receipt of such funding or other necessary resources, seek to implement the actions in accordance with the mitigation strategies set out by the Local Mitigation Strategy. Section 5. The Resolution shall be in full force and take effect immediately upon Board approval and shall remain in effect until the Board votes to terminate it. FIRST and FINAL READING this day of 12024. Boynton Beach Community Redevelopment Agency Chair - Ty Penserga Vice Chair - Aimee Kelley Thomas Turkin Woodrow Hay Angela Cruz 4876-5882-4681, v. 1 1711 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.G SUBJECT: Consideration of an Interlocal Agreement between the Boynton Beach CRA and Solid Waste Authority of Palm Beach County SUMMARY: On September 24, 2024, CRA staff submitted a new application to the Solid Waste Authority (SWA) for the 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Program (BDPCBGP). The grant application requested a total funding amount of $29,566.21 for the demolition of 1017 N. Railroad Avenue and 321 E. Martin Luther King Jr. Boulevard (see Attachment 1). Staff received notification on October 24, 2024, that the CRA was awarded the full funding request of $29,566.21, subject to the execution of the Interlocal Agreement (ILA) (see Attachment 11). The ILA outlines the terms and responsibilities of each party and has been reviewed by CRA and SWA legal counsel (see Attachment III). The first 50% disbursement of grant funds will occur after full execution of the ILA by both parties. The remaining 50% will be disbursed after SWA verification of completion and written request by the CRA. BACKGROUND The CRA has been awarded a total of $510,809.27 in grant funding from the SWA's BDPCBGP for the past seven (7) years in the following amounts: Fiscal Year Amount Completion Date 2016-17 - $62,310.00 September 2016 2017-18 - $73,550.75 April 2019 2018-19 - $77,050.00 January 2020 2019-20 - $95,450.00 December 2020 2020-21 - $65,342.00 September 2021 2021-22 - $88,518.00 October 2022 2022-23 - $48,588.52 April 2024 2023-24 - No Demolition Projects FISCAL IMPACT: FY 2024-2025 Project Fund, line item 02-58200-405 (Site Work & Demolition), $29,566.21 1712 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve the 2024-2025 Interlocal Agreement between Boynton Beach CRA and Solid Waste Authority of Palm Beach County and authorize the Board Chair to execute the Interlocal Agreement. 2. Do not approve the 2024-2025 Interlocal Agreement between Boynton Beach CRA and Solid Waste Authority of Palm Beach County. 3. Provide alternative direction to CRA Staff. ATTACHMENTS: Description • Attachment I - 2025 SWA Grant Application Package • Attachment II - SWA Approval of Grant Funding • Attachment III - FY 2025 Blighted Grant ILA 1713 .. ..................... . . . ...... .. ........................ ....... . ­ ............ . . . .... . ....... ............ . .. . ........... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application .............................. ...................... .... . . ........... Sofid'Waste Authority of Palm Beach County BlIghted and Distressed Property Clean-ulp Grant Program �Boynton Beach CRA 100 E. Ocean Avenue,, 4th Floor V BO, YN`'� TO 'CRA ,COIWN41,,,INUY,'REDE'VEL,O�P'MEI'll�ff AGB4(:Y ............ ......................................... - - ................ _'_ ............ ........ . . . . . . . . . . . .......... . 100 Aw'.mue, Boynton 1714 Boynton Beach CRA ......._. . _ .. �.. 2024-2025 SWA Blighted ......... ........ .......... __ and Distressed Property Demolition Application Clean-up and Beautification Grant Application Solid Waste Authority of Palm Beach County Blighted Property Grant Application I. General Information 1. Project True: ....... . Boynton Beach CRA Demolition/Beautification Grant Application.......... ......__._ ...ry..... _......... 2. Applicant Name Boynton Beach Community Redevelopment Agency ............ ........... (Governmental Entity) 3. Contact Person: Theresa U terback, Dev. Services Manager 4. Telephone: 561 µ6O0 9094,Alternate # 954„-296-,7327 5. Mailing Address: 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 6. Email Address: ufterbackt@bbfl.us 7. Federal Tax Identification #: 43-1973410 q 5.2 8. Grant Amount Requested from SWA: a 29�661 ,.,,, ,.... I certify that the above inrmation is cor Ind th I am thorized to submit this application. u fl t c', / ; , Signature of Applicant: Name of Applicant (printed', ... Theresa .. Utterba.c.w�k...�w _�_ ....._..... Title: Development Services Mana g e r Date: C 1715 ---- - - - ---- - ------ .......... ........................................... .......................................... ........................................... ... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application ....... ............... — . . ........ . ..... .......... . . . ..... ....... ... - ........... -1 ........... --.1.1.1.1 .......... Section I Section 11 Section III Section IV Section V Section VI Section VII Section Vill '­i:rble Con tents General Information Description of the Project Estimated Timeframe for Completion Project Schedule Project Location and Cost Estimate How Will the Project be Maintained Project Budget a. BBCRA Projects b. Boynton Beach CRA 2022 Annual Report . ... ............. .... ...... . . . ........................... . . ........................... ­­­ . .................... ­­.­­­­ . ........................... . ­­­_­_­ --------- I IE Boynton 1716 Boynton Beach CRA _. 20242025 SWA Blighted ...__._.............................. ....... y g and Distressed Property Demolition Application Clean-up and Beautification Grant Application L Ge ru',;� 1�°al hrilf"awnrw i lon I3, ,')a6l'ii.I. aaii,nn,"111U 11"i.1,I f r".e,d v4�...�c�i������I���..".�9�.��"lol��,��...� � �iuiY�li� Ir rmllYlh�� �ilr< aw�ll �I�m„ The Boynton Beach Community Redevelopment Agency (BBCRA), a public agency created by the City of Boynton Beach pursuant to Chapter 163 Part III of Florida Statutes (The Community Redevelopment Act of 1969), is tasked with eliminating slum and blight within its designated area (see Section 1 - BBCRA Map). The BBCRA was established by the City of Boynton Beach City Council on August 4, 1981, with the adoption of Resolution No. 81 -SS and ordained pursuant to Ordinance No. 82-13 adopted on May 18, 1982 (see Section 1). The original BBCRA boundaries were subsequently established pursuant to Resolution No. 82 -KK adopted in May 4, 1982, and later expanded pursuant to Resolution 98-33 adopted on September 3, 1988. On October 6, 2015, the City Commission appointed itself as the governing body of the BBCRA with the adoption of Resolution R15-128. Pursuant to Florida Statutes, a community redevelopment area is an area where slum and blight exist. Examples of conditions that can support the creation of a Community Redevelopment Area include, but are not limited to the presence of substandard or inadequate structures, a shortage of affordable housing and inadequate infrastructure. The BBCRA improves deteriorated areas through revitalization efforts which improves the property values within the designated BBCRA Area and increases property tax revenues. The BBCRA Area is 1,650 acres along the eastern edge of the City of Boynton Beach. The major north/south road in the BBCRA is Federal Highway/U.S.1. The east/west connectors are Gateway Boulevard, Boynton Beach Boulevard, Woolbright Road, and Gulfstream Boulevard. BBCRA MAP:t y:�d y mot u y l: au l(f Ih �I M Pt in �'n ID tftn-bt)cl� /ltff p-of'-IL)brra-bf uncfalri es l t, aPoi`�9mo i��i.oio°��I��aaa 11 . a oar ir..oio moa :��t IB a lm� x.11� �m l a lir =eecl13680 :fll,i 4°.�bbc,18133dfafb42 d ............................................ , „µ....p .....----.-.-.-..�._.�„ ,,_...._.._............................ The BBCRA is responsible for developing and implementing the Community Redevelopment Plan that addresses the unique needs of the targeted area. The plan includes the overall goals for redevelopment in the area, as well as identifying the types of projects planned for the area. Examples of projects include streetscapes, redevelopment incentives for such things as fagade improvements and structural improvements, infill housing, transportation and infrastructure improvements, and downtown and waterfront revitalization. The redevelopment plan is a living document that can be updated to meet the changing needs within the Community Redevelopment Area. The funding source for BBCRA redevelopment initiatives is tax increment financing (TIF), a unique tool available to cities and counties for redevelopment activities. It is used to leverage public funds to stimulate redevelopment activity in the targeted area without raising taxes. There are six districts in the consolidated 2016 Boynton Beach Redevelopment Plan (Plan) which may be viewed by clicking the following link: P-11Ik fish rda ��ctjirr ent/ / 962 S'5 "1 : "70000 '0 tlrarit II'IIe q, M hW44i, For the FY 2024-2025 grant cycle, the BBCRA is respectfully requesting a total of $29,566.21. The BBCRA will utilize the SWA funding for the demolition of two sites both located within the Heart of Boynton District. The demolitions are desperately needed in order to deter illegal dumping and trespassing. • 1017 N. Railroad Avenue, Boynton Beach, FL 33435 -Located next to a daycare center. • 321 E. Martin Luther King, Jr. Boulevard, Boynton Beach, FL 33435 -Located on the Martin Luther King, Jr. Blvd. Corridor. 1717 Boynton Beach CRA..... ............................. 2024-2025 SWA Blighted and Distressed _.._— ......... ressed Property Demolition Application Clean-up and Beautification Grant Application -7 MAP OF CRA AREA Ocean Boyintor� 1718 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application CRA History— Establishment of Boynton Beach Community Redevelopment Agency RESOLUTION Bl- S S A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BOYNTCU BEACH, FLORIDA, TO ESTABLISH A BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. WHEREAS, the City Council of the City of Boynton Beach, Florida, hereby finds that one or more slum or blighted areas exist in the City of Boynton Beach with a need for rehabilitation, con- servation or redevelopment or a combination thereof; and WHEREAS, the City Council of the City of Baynton Beach, Florida, finds that it is necessary in the interest of public health, safety, morals or welfare of the residents of the community to address the rehabilitation, conservation or redevelop- ment of one or more slum or blighted areas within the City; and WHEREAS, the City Council of the City of Boynton Beach„ Florida, finds that there is a need for a community redevelopment agency to function in the City, to carry out the purposes of re- development. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMTCIL OF THE CITY OF BOYNTON BEACH, FLORIDA; Section 1. The City of Boynton Beach Community Redevelop ment Agency is hereby established as outlined in Florida Statutes Part 3, Section 163.356 for the purbose of carrying out redevelop- ment activities for the area(s) in its jurisdiction, and that the 'City Manager of the City of Boynton Beach is hereby directed to prepare for City Council consideration a description of one or more alum or blighted areas within the'City of Boynton Beach which consists of, among other things, a substantial number of deteriorating structures and conditions which endanger life or property by fire or other causes; faulty lot layout in relation to size; deteriorating storm and sanitary services: a disproportion number of police calls; a predominance of inadequate street lay- outs; a high density of population and overcrowding; and private (1) Boynl.oin Beach 1719 . . ................... . .................. . 11 .... 1.1---- ........ . . . ...... _ - — - - - _- Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application ... ... ................ . . sector disinvestment evidence by a high, degree Of vacancies and commercial structures or undeveloped land. Seo -- 2�. Tha'-_c4ty Council!'Cipter. 'Utin:04 , �ttwt ;it will, at a subspquent:meeting of the City.Co uno.*4 members to 'thst6ynton fe Beach'I . 'r Staggered 'Red—lopmpht p4ehey, terms, to have those poWara enume teo rg F10.r3da Statute 16.370 'to be furthet,: delpi tied JA'• a. subsequent rasojutj6, PASSED AIM ADOPTnn', this day'Of Augtwt, 1981. i Clark (Corp. sea!) CITY tW BOMC�q B4ACH, ft?P4DA couaciL ........ . ......... ...... . ... .. .... .. ... ­­ ..................................... E�oynlon 1720 �i AN ORDINANCE OF THE CITY OF g BOYNTON BEACH, FLORIDA APPOINTING �i THE MEMBERS OF THE CITY'S COMMUNITY REDEVELOPMENT AGENCY l IN ACCORDANCE WITH FLORIDA STATUTE 5163.356; ENUMERATING THEIR TERMS j OF OFFICE; APPOINTING A CHAIRMAN i AND VICE-CHAIRMAN; PROVIDING A ?' REPr,A:LXNG CLAUSE; SAVINGS CLAUSE; �) AN ?FFECTIVE DATE AND FOR OTHER PURPOSES IN ACCORDANCE WITH FLORIDA STATUTE §163.356 k WHEREAS, by Resolution, a Community Redevelopment Agency I has been created in the City of Boynton Beach, Florida, in lj accordance with Florida Statute 5163.356. WHEREAS, Florida Statute 5163.356 requires that the City 6 [ � Council by Ordinance appoint the members of said Ccmmx ity s Redevelopment Agency. f� NOW, 'THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF iTHE CITY OF BOYNTON BEACH, FLORIDA: y Section . The Following members are appointed to the Board of Commissioners of the Community Redevelopment Agency as follows: H. Dale Hatch For a Period of 1 Year L. Don Combs For a.Period of 2.Years Donald Mc Kone For a Period of 3 Years Samuel Scheiner For a Period of 4 Years Henry "Hank" Thompson For a Period of 4 Years All of the above terms will be effective as of the date of the I last appointment. All appointments after the first, as identified above, will be for a period of four (4) years,. Section 2. Henry "Hank" Thompson is hereby (designated as Chairman for a period of one (1) year and Samuel Scheiner, is hereby designated as Vice Chairman for a period of one (i) year. Section 3, All ordinances or parts of ordinances in conflict herewith be and the same are hereby repealed. Section 4. Should any section or provision of this ordinance or an portion thereof, an y p p paragraph, sentence or word be declared by a court of competent jurisdiction to be invalid, such decision shall not affect the validity of the l 1721 Boynton Beach CRA Demolition Application 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application remainder hereof as a whole or part thereof other than the part declared to be invalid. j` Section 5. This Ordinance shall become effective immediately upon its passage at.second reading. FIRST READING this day ofCyC�,._ 1982. SECOND, FINAL READING and PASSAGE this �y day of ...._.w _ r 1982. .ATTEST. ci 4�L4� - city clert '47� Corp. Seal CITY OF BOYNTON BEACH, FLORID w Y._ or w.. 8 �" mo. M r F, L r 1722 Boynton Beach CRA Demolition Application 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application .RESOLUTION NO,i A'RESOLUTION OF THE CITY OF BOY14TON BEACH DECLARING CERTAIN AREAS AS BLIGHTED A SLUM AREA AS DEFINED IN CHAPTER 163, PART III, FLORIDA STATUTES; DECLARING A NEED FOR REHABILITATION OF SUCH AREAS; FINDING A NEED FOR A COMMUNITY REDEVELOPMENT AGENCY AND CREATING SAID COMMUNITY RE- DEVELOPMENT AGENCY;, PROVIDING FOR AN EFFECTIVE DATE AND FOR OTHER PURPOSES WHEREAS, the City Council of.the City of Boynton Beach, Florida, hereby finds that one or more slum and blighted areas as defined in Florida Statute 163.340 and exist in the City of Boynton Beach. WHEREAS, a need for rehabilitation conservation or �i redevelopment or a combination thereof is necessary in such areas in the interest of public health safety morals-.or.-- welfare orals_ox=welfare of the residents of Boynton Beach; and WHEREAS, the City Council of the City of Boynton Beach finds it is necessary to create a Community Redevelopment Agency as a public.body as provided in Florida Statute, Chapter 163, Part III, Section 163.356; and WHEREAS, the City Council of the City of Boynton Beach find it necessary to appoint a'five member Community Redevelopment Agency Board; and WHEREAS, the Mayor and City Council of the City of Boynton Beach finds it necessary to designate a Community Development Project, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BOYNTON BEACH THAT: Section 1. One or more slum and blighted areas exist in the City of Boynton Beach. Sec't'ion 2 The rehabilitation, conservation and redevelopment or a combination thereof of such area or areas is necessary in the interest of public health safety morals: and welfare of the residents of such County and Municipality. Section 3. The City of Boynton Beach Community Redevelopment Agency is hereby established as outlined in Florida Statutes, Chapter 163, Part III, Section 163.356 -for the purpose of carrying out redevelopment activities for the area(s) in Boynton Beach. 1723 Boynton Beach CRA Demolition Application 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application . ....... ...._...... __.._........ .__ .... _........................._ ........................................................... Section 4. The Boynton Beach Community Redevelopment Agency will function under the powers outlined in Florida �f r' Statute, Chapter 163, Part III. ction 5. ..._.,_ The City Council designates as a Se_ ...__ . Community Redevelopment Area a section of the City generally from SE 6th Avenue to NE. 6th Avenue between the FEC Railroad, �I NE 3rd Street, the Intracoastal, SE 6th Street, SE 2nd Avenue and Federal Highway, more specifically described in Appendix A and pictured in Appendix. B. if Section "6. It is further resolved that the area fR described above has: l A. A street layout that is predominately defective and inadequate. B. A lot layout that is faulty in relation to size, i adequacy, accessibility and usefulness. f C. An area that suffers from unsafe and unsanitary conditions. D. An area that, to a significant degree, has deterioration of site and other improvements. E. An area that has diversity of ownership which prevents the free alienability of land. F. An area in which there exists faulty and inadequate street, parking facilities, roadways and bridges. 'Section 7. It is further resolved that the powers of the Community Redevelopmeht Agency shall be exercised in accordance with provisions of Florida Statute, Chapter 163, Part III. 5M 1724 Boynton Beach CRA Demolition Application 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application Section 8. This Resolution shall become effective immediately upon adopting. PASSED AND ADOPTED, this day of 1982. ATTEST City.' .er _.._w__.... Corp. Sea CITY OF BOYNTON BEACH, FLORIDA BY 7AYor 47 r a Memei__1 /5_1 da r ou t;em res 1725 Boynton Beach CRA Demolition Application C 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application i' The area included within the following described boundaries; i Commence at the intersection of the centerline SE 2nd Avenue and the east right-of-way line of the Florida East Coapt'Railroad (FECRR); thence easterly along said centerline of'SE 2nd Avenue 'to the centerline of US' 1; ' thence northerly 130 t feet to the centerline of SE 2nd Avenue extended; thence easterly along said centerline of SE .2ndAvenue ' extended to the intersection of the centerline of SE 6th Street;; thence northerly along said centerline of SE 6-th Street :o the centerline of Ocean Avenue (S.R.804); thence easterly along said centerline of Ocean Avenue :o the intersection with the west right-of-way line of the ntracoastal Waterway; thence northerly along said westerly right-of-way line f the Intracoastal Waterway to the northeast corner of Lot y 0, Dewey's Subdivision as recorded in Plat Book 1, Page 37, fficial Records of Palm Beach County; thence westerly along 'the north line of said Lot 20 and ie north line of Lots 21, 22 and 23 to the northwest corner of Lid Lot 23; thence northerly along the easterly line of R.S. Merritsl "division as recorded in Plat Book 1, Page 68, Official Records: f Palm Beach County to the north line o£ said Subdivision; thence westerly along said north line of R. S. Merrits ;Lbdivision extended to the intersection with the centerline of .5.1; thence continue westerly along the north line of Blocks and 4 of Roberts addition -as recorded in Plat Book 1, Page 91, Official Records of Palm Beach County extended to the east ght-o£-way line of the FECRR; q� thence southerly along the east right-of-way line of i I FECRR to the point of beginning. IPlus the area bordered on:the north by NE 3id Avenue; lithe east by the Florida East Coast Rail Road (FECRR); the ,south by SE 2nd 'Avenue; the'west by NE/SE 3rd Street. Plus the area bordered on the north by SE 2nd Avenue; lithe east by Us #l; the south by SE 6th Avenue; the west by �Ij!!the PECRR.. ' Plus lots 1, 2. and 3 of Block 2, Civic Center Subdivision las recorded in Plat Book 12, Page 68,Official Records of Palm liBeach County and Blocks 1 and 2 of Robert Addition to Town of ;y Boynton Subdivision as recorded in Plat Book 1, Page 51, Official .,Records of Palm Beach County. j t. �i - u _. �,....,.,......... ............ .... .. fIIp�I1I1I1I �1I11111I1�1�1I�1I1IIII 1726 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application .... ....... _.................._........ LJt___ -fir :�« i • T ` - ' r' 1� .".�.. �� r/v �. � 6TMT 4V[ ...� � r,._. D r F y ..., �... � . .,��.�.,~ EC AV _... d e 4 �y f ,CYW C=111111 ME .:fes COMMUNITY W -VELD DE 'E PtV1ENT TT - Y y, 1 AREAZ>~ Li f I W —.. : jj r� ,.� • 1 i 1.-.-.� --1 i w a _.. , 1 , T _ E` .. J J , Ell. I A .�. r - p STH "....�.....- T. . ; Hi atilt � ,e � �� � Y •i_ r r. „ t _ Agency� Avenue, 1727 Boynton Beach CRA Demolition Application f r - 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application ORDINANCE NO. 83-41 AN ORDINANCE OF THE CITY OF BOYNTON BEACH ESTABLISHING A REDEVELOPMENT TRUST FUND PURSUANT TO SECTION 163.387, FLORIDA STATUTES (1983); ALLOCATING THE"FONDS APPROPRIATED THERETO TO FINANCE OR REFINANCB-.THE- COMMUNITY REDEVEZ;OPMENT PLAN FOR DOWNTOWN BOYNTON .BEACH;. APPROPRIATING A "TAX.I4JCREMENT" TO SAID 'TRUST FUND; DELEGATING,TO'THE BOYNTON BEACH':comt1DN.=-Y,,REDEVELOPMENT AGENCY AUTHORITY TO: ADMINISTER SAID. FUNDS( PAOV,IDXNG FOR:.:SEVERABItITY; PROVIDING AN E 1010TIVE DATE. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BOYNTON BEACH, FLORIDA: Section 1. There is hereby established and created in accordance with the provisions of Section 163.387, Florida Statutes (1983), aredevelopment trust fund (hereinafter referred to as the "Trust"). Section 2. The funds allocated to, and deposited into the Trust are hereby appropriated to the Boynton Beach Community Redevelopment Agency (hereinafter referred to as the "Agency") to finance or refinance each community redevel- opment project it undertakes. The Agency shall utilize the funds and revenues paid into and earned by the Trust for all and every community redevelopment purpose as contained in the plan for redevelopment and as provided by law. Section 3. The annual funding of the "Trust" shall be in an amount not less than that increment in the income, proceeds, revenues, and funds of the City or County derived from or held in connection with its undertaking and carrying out of community redevelopment projects therein. Said increment shall be determined and appropriated annually, and shall be that amount equal to 95 per cent of the dif- ference between: (1) That amount of ad valorem taxes levied each year by all taxing authorities except the School Board of Palm Beach County on taxable real property contained within the geographic boundaries of the community redevelopment project; and 1728 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application ........ __w _-__.. w.w ....__ (2) That amount of ad valorem taxes which would ~ have been produced by the rate upon which the tax is levied each year by or for all taxing y authorities except the school board upon the total of the assessed value of the taxable real property in the community redevelopment project as shown upon the most recent assessment roll used in connection with the taxation of such property by each taxing authority, last equalized prior to the effec- tive date of this ordinance. Section 4. All relevant taxing jurisdictions' 4 obligation to fund the Trust shall continue until all loans, advances, and indebtedness, if any, and interest thereon, of the Agency incurred as the result of a community redevelop- ment project have been paid, but only to the extent that the tax increment described in Section 3 of this ordinance accrues. Said taxing jurisdictions shall make their appropriation to the Trust at the beginning of their fiscal year. The Trust shall receive the increment above described, only as, if, and when such taxes are collected. Said taxing jurisdictions shall fund the Trust for the duration of each project undertaken by the Agency and approved by the City. The first appropriation shall begin with tax revenue received subsequent to October 1, 1984. (1). The revenue bonds and notes of every issue of the Agency shall be payable solely out of revenues pledged to and received by the Agency and deposited to the Trust. The lien created by such bonds or notes shall not attach until the revenues referred to herein are deposited in the Trust at the times—and to the extent that, such revenues accrue. The holders of such bonds or notes shall have no right to require the imposition of any tax or the establishment of any rate of taxation in order to obtain the amounts necessary to pay and -2- ...... . 2- ........,. ................ D 3.4.3 1��1��1�\\� 1729 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application _..ww..w ... _....w.....w_ _,....w. ........ ;I retire such bonds or notes. The Trust shall I receive the tax increment described in Section 3 of this ordinance only as, if, and when such i ii taxes are collected. I� (2) Revenue bonds issued by the Agency shall not be deemed to constitute a debt, liability, or obligation of the City or the state or any political subdivision thereof, or a pledge of the faith and credit of the City or the state or any political subdivision thereof, but I shall be payable solely from the revenues pro- vided therefor. All such revenue bonds shall i contain on the face thereof a statement to the effect that the Agency shall not be obligated to pay the same or the interest thereon except &I from the revenues of the Agency held for that j purpose and that neither the faith and credit nor the taxing power of the City or of the t state or of any political subdivision thereof is pledged to the payment of the principal of, or the interest on, such bonds. i Section 5. The Agency is hereby directed to deve- lop and promulgate rules, regulations, and criteria whereby I i the Trust may be promptly and effectively administered, including the establishment and the maintenance of books and records and the adoption of procedures whereby the Agency may expeditiously utilize said funds for their allocated statutory purpose. Section 6. If any section, subsection, paragraph r or other provision of this ordinance, or its application to any person or circumstance, shall be held invalid or unconstitutional, such holding shall not affect the validity of any other.section, subsection, paragraph or provision or its application to other persons or circumstances, and towards that end this ordinance is declared severable. Section 7. This ordinance shall take effect imme- diately upon its passage. FIRST READING this day of%/� 1963. i -3- 1730 Boynton Beach CRA Demolition Application . . .............. 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application . ............ ................ .......... SECOND., FINAL READING AND PASSAGE this day ofn n meY 1983. ATTEST: izly 4ca, Z' (Corp. Seal) CITY OF BOYNTON BEACH, FLORIDA Vice Cmc ncilmember Mem Member -4- .. .. ...... . . . ............... IE, Ocean 1731 ..w..._.w.....w.w...w._.w..w.w......w..w.w..._ w..w.w.w...... .._.......... . _._...................... ...... ................. _. _...w.. Boynton Beach CRA 2024.2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application .._ ............ . .......... .. ..... __ ............---............... _ twill2 ?�,? z o/, ORDINANCE 098-" AN ORDINANCE OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING AN AMENDED COMMUNITY REDEVELOPMENT PLAN FOR THE CTTY'S EXPANDED REDEVELOPMENT AREA; FINDING THAT THE PLAN CONFORMS TO THE COMMUNITY REDEVELOPMENT ACT OF 1969, AS AMENDED; PROVIDING AUTHORITY TO MODIFY OR AMEND SAID PLAN; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Legislature of the State of Florida enacted Part III of Chapter 163,w.,.Florlda__5 t es, (The Community Redevelopment Act of 1969, referred to as "The Act); and WHEREAS, the City Commission of the City of Boynton Beach, Florida, pursuant to the Act has created the Boynton Beach Community Redevelopment Agency; and WHEREAS, the City Commission, pursuant to the Act, has declared an area of Boynton Beach, as described in the Proposed Redevelopment Plan to be a blighted area as defined in the Act, and that the rehabilitation, conservation or redevelopment,, or combination thereof, of such area is necessary in the interest of the public health, safety, morals or welfare of the residents of the City of Boynton Beach; and WHEREAS, the Boynton Beach Community Redevelopment Agency has caused to be prepared a Community Redevelopment Plan for "Downtown Boynton Beach"; and . 1732 ........ ............................. .._.. ................................................. ._._.. w .......... .. ......... ..................... .... _..__..., �.w.w.w... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application 1-1111". WHEREAS, the City Commission now wishes to amend the Community Redevelopment Plan for the Central Business District, adopted pursuant to Ordinance No. 89-49, so that it will net be utilized in conjunction with the plan adopted herein which includes the expanded redevelopment area; and WHEREAS, the City Commission has held a public hearing after public notice in conformance with the requirements of the Act. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. The Community Redevelopment Plan for downtown Boynton Beach, having been duly received and considered as provided by law, Is hereby amended to include the expanded Redevelopment Area approving and adopting the Plan for the expanded area, attached hereto as Exhibit "A" and made a part of this Ordinance by reference. Said plan is hereby designated as the official redevelopment plan for the expanded redevelopment area, the boundaries of which are described in the plan. It is the purpose and intent of the City Commission that this redevelopment plan be implemented in the project area, and shall be utilized in conjunction with the redevelopment plan for the Central Business District adopted pursuant to Ordinance No. 89-49. Sectipn 2,,, It is hereby found and determined that said redevelopment plan for redevelopment of the project area: (1) Conforms with the Community Redevelopment, Act of 1969, as amended; 1733 Baynton Beach CRA.20�.wm�.................._.._.w.. ....mmww....mm wawa .... .......... 24-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application (2) Is necessary and in the interests of public health, safety, morals and welfare of the residents of the City of Boynton Beach, and will effectuate the purpose of the Act by revitalizing the area economically and socially, thereby increasing the tax base, promoting sound growth, improving housing conditions, and eliminating the conditions which the Florida Legislature has found in the Act to constitute a menace which is injurious to the public health, safety, welfare and morals of the residents; (3) Is sufficiently complete to Indicate such land acquisition, demolition and removal of structures, redevelopment, improvements and rehabilitation as may be proposed to be carried out in the community redevelopment area; zoning and planning changes, if any; land uses; maximum densities; and building requirements. (4) Will not result in the displacement of families from the community redevelopment area, and therefor it is not necessary to provide a feasible method for the location of families displaced from the community redevelopment area; whole; (5) Conforms to the general plan of the City of Boynton Beach as a (6) Gives due consideration to the provision of adequate park and recreational areas and facilities that may be desirable for neighborhood improvement, with special consideration for the health, safety and welfare of children residing in the .general vicinity of the site covered by the plan; and 1734 Boynton Beach CRA � 2024-2025 SWA Blighted and WDistressed~Property.. ....w.www......�.�.w Y g Demolition Application Clean-up and Beautification Grant Application (7) Will afford maximum opportunity, consistent with the sound needs of the City of Boynton Beach as a whole, for the rehabilitation or redevelopment of the community redevelopment area by private enterprise. In order to implement and facilitate the effectuation of the redevelopment plan hereby approved and adopted, it is found and determined that certain official action must be taken by the City Commission with reference, among other things, to changes in zoning, the vacation and removal of streets, alleys, and other public ways, relocation of public facilities, the establishment of new street patterns, and other public action. Accordingly, the City Commission hereby: (A) pledges its cooperation in helping to carry out the redevelopment plan; (B) Requests the various officials, departments, boards and agencies of the City of Boynton Beach likewise to cooperate in carrying out the redevelopment plan, exercise their respective functions and powers in a manner consistent with the redevelopment plan; (C Stands ready to consider and take appropriate action upon proposals and measures designed to effectuate the redevelopment plan; and (D) Intends to undertake and complete any proceedings necessary to be carried out by the City under the provisions of the redevelopment plan. All of the foregoing shall be done and performed in a timely manner. The Redevelopment Agency shall, from time to time, present specific developmental plans in the implementation of the redevelopment plan to the City Manager in order ........................... _._ Aw aM Ue 1735 Boynton Beach CRA �...._ ..2024-202..,5 S ....... .. ............�. � ......__.. ..._.__w_.... ....._........ y WA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application that the City Commission may be assured of compliance by the said agency with the redevelopment plan. Section 4, The Community Redevelopment Plan may be amended or modified as set forth in Section 163,361, Forda Statuttesas amended. Section 5. This Ordinance shall take effect immediately upon passage. FIRST READING this lA day of August, 1998, SECOND, FINAL READING AND PASSAGE this 3 day of September, 1998. ATTEST: 2 CITY OF BOYNTON BEACH, FLORIDA Mayor r � Vice y.p. _.�..... _.�.. w.�w�........._..w_............._www...._......._ ayor Pro Tem �� Commissi ..._.....w...�._._............ww.,,.._......,....� Commissio r 1736 1-1- 11,11-11, . ...... . 1111 ...1111 ................ . ..................... . . . . . ........................................................ . . .......... 3oynton Beach CRA 2024-2025 SWA Blighted and Distressed Property )ernolition Application Clean-up and Beautification Grant Application ".1-1-1 . . ...................... ­..... ................... -11-1-11-11-1- . . . . . . . . . . . . ..... . . ..................... .... "I'll"-,.-.""""'ll""I'll""I'll",l,",.I . ........ II t N Gateway Bv(L Boynton Beath Blvd. Boynton Beach ... Community Redevelompen Area Lae El Current CR Area Proposed CR Expan Area .......... . ........... 100 AverMe, Boynton 33435 1111 �.����IVIV�VIVI��(I ��������Ila�����������1i1� 1737 Boynton Beach CRA Demolition Application 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application RESOLUTION R15-128 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA APPOINTING THE CITY COMMISSION AS THE GOVERNING BODY OF THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (CRA) AND THE MAYOR AND VICE MAYOR THE CRA CHAIRPERSON AND VICE -CHAIRPERSON; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, On September 15, 2015, the City Commission of the City of Boynton Beach, Florida, voted to designate itself to be the community redevelopment agency of the City of Boynton Beach; and WHEREAS, pursuant to Florida Statute 163.357, the governing body as an alternative to the appointment of not fewer than five or more than seven members of the agency, the governing body may, at the time of the adoption of a resolution under s. 163.355, or at any time thereafter by adoption of a resolution, declare itself to be an agency, in which case all the rights, powers, duties, privileges, and immunities vested by this part in an agency will be vested in the governing body of the county or municipality, subject to all responsibilities and liabilities imposed or incurred; and WHEREAS, the members of the governing body shall be the members of the agency, but such members constitute the head of a legal entity, separate, distinct, and independent from the governing body of the county or municipality; and WHEREAS, if the governing body declares itself to be an agency which already exists, the new agency is subject to all of the responsibilities and liabilities imposed or incurred by the existing agency. WHEREAS, the City Commission desires to conform the City's Code of Ordinances to properly reflect that the City Commission constitutes the community Page I 1738 Boynton Beach CRA Demolition Application 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 2024-2025 SWA Blighted and Distressed Property Clean-up and Beautification Grant Application redevelopment agency. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA: Section 1. That the foregoing "WHEREAS" clause is true and correct and hereby ratified and confirmed by the City Commission. Section 2. That the governing body of the community redevelopment agency shall be the members of the City Commission and the Mayor shall be the Chairperson and the Vice -Mayor the Vice Chairperson of the Board of the Community Redevelopment Agency. Section 3. This Resolution shall be effective immediately after adoption by the City Commission. PASSED AND ADOPTED this 6TH day of OCTOBER, 2015. CITY OF BOYNTON BEACH, FLORIDA YES NO Mayor — Jerry Taylor Vice Mayor — Joe Casello Commissioner — David T. Merker Commissioner — Mack McCray Commissioner — Michael M. Fitzpatrick Page 2 VOTE 1739 Baynton Beach CRA.......................................�......_.............................w.w_..._....2Q24-2Q2.5W5 � ........ .... ........._. ............ ..........._ .... .......... WA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application The Solid Waste Authority (SWA) Blighted and Distressed Property Clean -Up Grant is used to further the implementation of the 2016 Boynton Beach Community Redevelopment Plan and more specifically, the Heart of Boynton District (2016 Boynton Beach Redevelopment Plan — Page 28). If awarded, the BBCRA will utilize the SWA grant funding for the demolition of two vacant structures in order to deter illegal dumping, littering and trespassing. The two properties are located at 1017 N. Railroad Avenue & 321 E. Martin Luther King, Jr. Boulevard, Boynton Beach, FL 33435. The BBCRA purchased 1017 N. Railroad Avenue on September 6, 2024. The BBCRA entered into a Purchase and Sale Agreement for 321 E. Martin Luther King, Jr. Boulevard on September 10, 2024 with a closing scheduled on or before October 31, 2024. The scope of work under the current funding cycle will further the BBCRA's efforts to provide a safer, healthier and more aesthetically pleasing environment for the residents and will comply with SWA's Section 1.3, Eligibility Requirements. Supportive documents are included as part of this submission package. iq ind `I..'t a.t.e...o.�f...e is The SWA grant funding will help keep the property in presentable condition by deterring the ongoing issues of trespassing, vagrancy, littering and illegal dumping on the lots until the BBCRA can designate specific redevelopment projects for the properties. Boyinton 1740 ...Boynton.Beach CRA... ... ...... ...... ............w ...._.__ .. .....�_ .......2p24-2025 5WA Blighted .....__.w.�_.w...w.� �.w .._...... _ w .__ ............. hted and Distressed Property Demolition Application Clean-up and Beautification Grant Application D i's tric t t d LI Ct i 0 r "' n n i n g C Ili a I �I e in Planning Con side rations "'I he Visiari 707 co m mu u rn fty I 1741 ___._ ........... ._._.... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application 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 – Gcea n 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. The Heart of Boynton District is bounded by the 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. 708 .............. _....._.w.wm. ..... ... .... .. ........ _..... E. 1742 I ........ . ....... . . ....... ............ - ........... .w__....._ .......... _ -11111111-- ..................... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application ­,­ ........ .. . . . .. I ___ .. . ........ ................................................................ . . ... ...... . ................................. . . . . .... . .. . .. .. .. . . 1101 N Federal Highway —._ FUure 57 Head of Boy nitwi ON rot I.ricaton M a p I ....................... ­­ F 1. .­.­,­­­ ........ .. 1162� 1743 .................. _,........... . Boynton Beach CRA 2024-2025 5WA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Au':II.Li'.ang...:hiif"1 The Heart of Boynton area suffers from an aging and poorly maintained housing stock. The CRA and City, in partnership with local non -profits, continue to develop single-family homes, but there is a need for quality affordable multi -family rental housing. The problem is that—given low 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 Dollarstore atthe cornerof Martin Luther King,Jr. Boulevard and Seacrest Boulevard has been a welcome addition, butthere 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 the neighborhood; clearly, the road is not presently designed at a neighborhood scale. Both Seacrest Boulevard and Martin Luther King, Jr. Boulevard have older, ill -maintained power poles with overhead utilities, causing a "visual blight." 710 1744 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application _....... .... ....�...._www ................�._.�.........................._........................_........................................w................._ ... ...... w ......... ........ .... .. _,......... .............................. ......_....._...... 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 %2 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 Hi,stgr c.D,strict. 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 1st 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. 711 1745 ­­............... _._. ..­_._............. _.._.. _. ....... . Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application 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. 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 1 stAvenue, 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 712 r 1746 ... . ......... . .............. ­ ................ . . . ...... 11 ...... . .................... . ..... . . -1.1- .......... ­ - . ............ ­­­'­­­­­ . ..... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application .......... . . . .. . . . . . . ................................................ . . . ..... .......... Fffjure 60 Saacrest Blvd Streetscape Area 45' Max. RES, MAW t 'I 24% WOW . . ..... . SW WAIr V&�: TV OW 110 Figure 62: MLK JR. Blvd. Street Section 713 ..................................................................... --I.- ............................... . . .......... ­­­­­­­­ .......... Beach I Boyr�toin 111, 111211 1747 ---1-_-'- . ....... . . .... ...... w-........__ .... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application .. ....... ...... .................. . . . . ..... . . &91101111112rm�'�� The existing land use designations within the Heart of Boynton District are: • Low Density Residential — 5 units per acre (all of this land used ignation 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 oeacrest Boulevard) ® High Density Residential —11 units per acre (currently over the Ocean Breeze West development and along W. Seacrest from IV, m 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. BoulevarcD • Local Retail Commercial, General Commercial, Industrial, Recreational, and Public & Private Govern menta I/Institutional Below is a table of the proposed land use and zoning designations that will apply within the FecleW Highway Corridor District: Table 7: Recommended Future Land Use (FLU) Classifications within the Heart of Boynton District LAND USE DENSITY' CORRESPONDING ZONING DENSITY MAX Us e ­­ ..... ........ . .... - ___C'AP�* _.'H"E1"G"H1, Medium* . . . . .............................. 50 ­­­­ - ................. . MU -2, MU -3 . . ........... . . . . . . -------- . . .. . 50 ............... 75' I I Mixed-UseLow 20 MU -1 20 49 Fligh Density 15 R4, IPUD 1 15 1 46' Residential DJledlaam Density 11 11 11 R3, IPUD .......................................... .......... ............................ Residential 11 45' Low Density 7.5 . ................ - ........................... . . . . . . _­­ .. .......... .. R -1 -AAA, R-1- R-1- R -1 -AA, R -1-A, R-1, Residential PUD T5 46 T a, ff aif-1111-111-- 1�c n/a ....... . "I ..... C-2, C-3, POD ............................................. ......... ....... .. . ......... . . ...... . .............. Commercial a 45' ...... ............. General . ....................... ­'­­_'_'..­­­'­ n/a ..................................... . ................ — . C-4 ...... . .... Commercialn/a ................ . ................--------- . . . . ................... ................ 45' Industrial n/a M-1 .. .......................... ------------- infa 4-9 PPGI rVa Public Usage . .................. ...... ...................... rVa .. . .............. 1—, 1-1 ............... I . 45' . . ................. .... Recreation -11111111111 ............... ..'.,.l,",.,.,.,,.l,""""""I n1a -11,111". ....... Recreation rola 45' Properties located qjthInjqg_ �rp, may recleve a 251% density bonus . ................ . ------- --------- - ------- M 714 . ......... . . . ...... ..... . . .......... . . ... . . . ........................ . .... . 100 Avenue, f, 1748 - - _-- - - - - - _-- Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application . ....... ............ Figure 63: Recommended Land Use for the Heart of Boynton District LCOMD =4_404 Omr&a W 716 ... .................... ...... . . ........... . ........... ...... .... .. . 1749 _. _..... . ............... .. Bo_.....w..... __ Boynton Beach CRA 2024-2025 SWA Blighted andmDi y g /stressed Property Demolition Application Clean-up and Beautification Grant Application • There are three architectural styles of historic structures in the Heart of Boynton: Mission, Frame Vernacular, and Mediterranean Revival. When building inthis District, new development shall attempt to utilize one of these architectural styles. • A Historic Cottage District should be considered adjacent to the proposed Cottage District; where feasible, historically contributing cottages in the area shall be relocated in the Historic Cottage District. • Commercial buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall maximize the amount of glazing. • Residential buildings fronting MLK Jr., Boulevard and/or Seacrest Boulevard shall be designed to have pedestrian access from the main road and have front door facing the main road. • All buildings along MLK Jr., Boulevard and/or Seacrest Boulevard shall be set back to allow for a pedestrian zone. • Approximately 75% of the lotfrontage must be occupied by structure and be adjacentto the pedestrian zone. • Buildings fronting MLKJr., Boulevard shall be a maximum of two story and stepped back to continue to the maximum allowed height in the designated Zoning District. • Parking shall be located to the rear or side of the buildings • Curb cuts shall be permitted on Boynton Beach Blvd only when access is not possible from the rear or side. • When adjacent to commercial uses, single-family areas shall be protected through the use of landscape buffers and/or walls as appropriate LK Commercial & Mtjlflfarw'�fly — Model Block — Sara Sini rlr Ocean Breeze East Cottage Mstrict�'--', ��'Iroposed Historic Cottage District Figure 64: Heart of Boynton Projects 4 716 it Ocean Eloynton 1750 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property W......................__.w............ Demolition Application Clean-up and Beautification Grant Application _.w .......... _ .... ........ ............ .I...... . . . ........... ...... . . . Sara Sims Park Expansion Working with residentsofthe community, the CRAand its consultant created a master pian forth e 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. 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. C. tt.age.-.laistr..il. The CRA owns approyimately 5 acres on the block between N.E. 4th and 5th Avenue. The CRA's goal forthis site isto attracts 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 Figure 67: Cottage District work with developers to attract new and needed neighborhood retail Figure 66: Ocean Breeze East W. K M.g.Itf...F.pmil„ 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. 717 .......... ............... ......... ......_ .... ...- ....__ _._ ..M. Beach, Ii' l.. 1751 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property .,,Demolition Application ........ Clean-up and Be.a.ut.ificat.ion Grant Application Figure 68: Example of a Commercial Project on MILK Jr. Blvd. 718 ...... . ..... .......... ...... . .... ... .. ... -- --111 ------ Ageiicy I Ocear� Avenue, Boyntori Beach,��lUlljl �����a���� 1752 .Bo Boynton Beach CRA _. . _,._. ...,2024-2.. _..... w. ..............................._........... _.. ..__ .,,,..._,......... y 025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Figure 69: Example of Multi Family Project on MLK Jr. Blvd. 719 ... .... .... Avenue, Beach, 1753 ..._ww__................. w_ _ __ . .. .. .... _ ........ ....._... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application �°;°��f IP �u ii �,� �� �i.� � � a u ���1a mw^ u n i of� � �,.� ir,i� it a c 9E ,.":� i� S e iu �%t � � � � v�,�u �..................... ......................................................�............................ �......... All BBCRA activities relating to the SWA grant must comply with the attached excerpts of the City of Boynton Beach's procurement procedures and policies. City of Boynton Beach Boynton Beach, Florida REVISED AUGUST 17, 2020 FDUSOAU 82,) Purchasing Policy Page 1 of 89 . . . . . . .................. 1 -111,11 -I. -I-1- , �� I Beach, );� a itl 11i is 1754 ......1-1-1-...._ ... _.._ ..... _.w Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Y � p rtY Demolition Application Clean-up and Beautification Grant Application Section XXI CONTRACT ADMINISTRATION PoMM.53M-0001621) Purchasing Policy Page 2 of 89 1755 TABLE OF CONTENTS Section I INTRODUCTION Section It DUTIES AND RESPONSIBILITIES Section III DEFINITION OF PURCHASING TERMS Section IV PURCHASE REQUISITIONS Section V BLANKET PURCHASE ORDERS Section VI CHANGE ORDERS Section VII PROCEDURES FOR FORMAL BIDS Section VIII ALTERNATIVES TO FORMAL SEALED BIDS Section IX REQUEST FOR PROPOSALS (RFP) Section X CONTRACTING FOR PROFESSIONAL SERVICES (CCNA) Section XI ERRORS & OMISSIONS Section XII CONSTRUCTION CONTRACTS Section XIII EMERGENCY PURCHASES Section XIV DEBARMENT & SUSPENSION Section XV BID PROTESTS Section XVI TERMINATION FOR CONVIENENCE OR DEFAULT Section XVII PURCHASING CREDIT CARD Section XVIII PETTY CASH Section XIX DISPOSITION OF SURPLUS PROPERTY Section XX LOCAL BUSINESS PREFERENCE Section XXI CONTRACT ADMINISTRATION PoMM.53M-0001621) Purchasing Policy Page 2 of 89 1755 ........ ..__­. _...w Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application INTRODUCTION PURPOSE: The purpose of this Purchasing Manual ("Manuar) is to set forth City of Boynton Beach ("City") policies for the purchase of supplies, equipment, and services and provide for the fair and equitable treatment of all persons and entities involved in Purchasing by the City, to maximize the Purchasing value of public funds in Purchasing, and to provide safeguards for maintaining a Purchasing system of quality and integrity. This Manual provides the policies and procedures that frame the Purchasing of contractual services and commodities beginning with the Purchasing policy, proceeding through contract document or purchase order preparation, contract administration, and eventually, contract closeout. The goal of the City is to get best value for qualitative solicitations or lowest price from a responsive, responsible bidder for the Purchasing of commodities and services conducted by fair and open competition and in accordance with all applicable Federal Statutes, Florida Statutes, Palm Beach County Code, and the City Charter and Code of Ordinances of the City of Boynton Beach M µµ p ppwM Is. Requirements for approvals of all Processln Rer uirements and - roval Leve construction and non -construction purchases follows: Personal Property, Commodities, and Services (Non -Construction) - Bid Threshold $35,000 Total Requisition Process Approval Level Purchase Type Purchase Amount Total Purchase Less than $2,000 One ruotat�on De�rtment Head` $2,000 to $4,999 Three Written Quotes Department Head* ($5,000 to $34,999 I Three Written Quotes City Manager* j.._.__...._._ $35,000 8 over per . ",...„_­ .__. Formal Bid , -__ .. .. . .... .City Commission � nnum Construction Projects - Bid Threshold $100,000 Total Requisition Process Approval Level AmountPurchase Total Purchase ... L ss than $2,0 _ ._ One Quotation Department Director* $2,000 to $4,999 Three Written Quotes $5,000 to $99,999 $100,000 or above JOWS 8.5 sos- M182i} Quotes Formal Bid Process City Commisslon *Or Designee Purchasing Policy Page 3 of 89 Requisition/P.O ui q s Re .. .. ition/Contract Purchase Type Requisition/P.O. RequisltionlP.O. Requisiti6n/0.6 1756 ....... ........... .. ................................ ..._..www, .._, .._.. .............. _.. www_ _... ..... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application APPLICABILITY OF FLORIDA LAW. To qualify to do business with the City, vendors, contractors, suppliers and professions must agree that Florida law governs the provisions of their transactions with the City and that venue, In the event of arbitration or litigation, is Palm Beach County Florida. Vendors must also agree to comply with Florida scrutinized company and public records laws. II. DUTIES AND RESPONSIBILITIES - PURCHASING SERVICES Members of the Purchasing Services department ("Purchasing Services') have a special responsibility of trust unique in public service. Purchasing Services is responsible for the Purchasing of commodities and services which will eventually result in the expenditure of City funds; or, more important, the taxpayers' money. Purchasing Services has the duty to assist departments with the Purchasing of necessary goods and services. All members of Purchasing Services shall adhere to the following duties and responsibilities: 1. To assure that all Purchasing procedures are consistent with all applicable federal, state, and local laws, and contractual obligations with other governmental entities. 2. To adhere to the Palm Beach County Ethics Code. 3. To regard public service as a trust and support the professional principles of governmental Purchasing. 4. To be guided In their actions by integrity and honor, to merit the respect and inspire the confidence of the City and the public which they serve. 5. To accept full responsibility and accountability for their actions related to the purchase and supply functions undertaken by them for the benefit of the City and the public. 6. To reject all gifts or other items of value from vendors. 7. To be courteous, considerate, and prompt and to conduct themselves In a professional manner in all Purchasing dealings, including with their employers, employees, vendors, the media, and the public. 8. To procure goods and services seeking to obtain the maximum ultimate value for each dollar of expenditure. 9. To fully cooperate with all City departments in obtaining their needs to further the goals and policies set forth by the City in the City Charter and the City's (OMM.530"M821) Purchasing Policy Page 4 of 89 ..... ......... ......... .. ... _..._...... 4�a.1111Y)u 1nit1� _ ... ...w. _ .. pi �IU��UiIUIUI������IVIVIVVIUI�VIVi�V���� 1757 ... ... 1111..... _1111...... .. _ ..1111 ........1111... ... _1111_................ 11"..."11111111111111-1 ......... .. Boynton Beach CRA 20242025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application APPLICABILITY OF FLORIDA LAW. To qualify to do business with the City, vendors, contractors, suppliers and professions must agree that Florida law governs the provisions of their transactions with the City and that venue, in the event of arbitration or litigation, its Palm Beach County Florida. Vendors must also agree to comply with Florida scrutinized company and public records laws. If. DUTIES AND RESPONSIBILITIES - PURCHASING SERVICES Members of the Purchasing Services department ("Purchasing Services") have a special responsibility of trust unique in public service. Purchasing Services is responsible for the Purchasing of commodities and services which will eventually result in the expenditure of City funds; or, more important, the taxpayers' money. Purchasing Services has the duty to assist departments with the Purchasing of necessary goods and services. All members of Purchasing Services shall adhere to the following duties and responsibilities: 1. To assure that all Purchasing procedures are consistent with all applicable federal, state, and local laws, and contractual obligations with other governmental entities. 2. To adhere to the Palm Beach County Ethics Code. 3. To regard public service as a trust and support the professional principles of governmental Purchasing. 4. To be guided In their actions by integrity and honor, to merit the respect and inspire the confidence of the City and the public which they serve. 5. To accept full responsibility and accountability for their actions related to the purchase and supply functions undertaken by them for the benefit of the City and the public. 6. To reject all gifts or other items of value from vendors. 7. To be courteous, considerate, and prompt and to conduct themselves in a professional manner in all Purchasing dealings, including with their employers, employees, vendors, the media, and the public. 8. To procure goods and services seeking to obtain the maximum ultimate value for each dollar of expenditure. 9. To fully cooperate with all City departments in obtaining their needs to further the goals and policies set forth by the City in the City Charter and the City's (00346W.5306 -9 M821) Purchasing Policy Page 4 of 89 ..........__1111. irnrnLAnut 100 ^........((�p0(���f�iml� �.o��Boynton33435 1758 ...... ...... ........ ........ _ . _ . ..... _......­­ ....... BOY.........._...w.w. _............................. ..........w_.... nton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Personal Property, Commodities, and Services (Non -Construction) - Bid Threshold $35,000 Total Purchase Amount Requisition Process Approval Level Total Purchase I Purchase Type ss than $2,000 One Quote Department Hese d" Requisition/P.O. ,000 to $4,999 Three WriHen Quotes Department Head" Requisition/P.O, ,000 to $34,999 Three Written Quotes City Manager' Requisition/P.O 5,000 & over per Formal Bid City Commission Requisition/Contract num Construction Projects - Bid Threshold $100,000 Total Purchase Amount Less than $ 2,000 $5,000 to $99,999 Requisition Process One Quote Three Written Quotes Three Written Quotes $100,000 or sbave Formal Bid Pr Approval Level Total Purchase Department Director* Department Director` City Manager* City Commission "Or Designee Purchase Type RequisitIon/P.O. Requisition/P.O. Im Requisition/Contract Departments Purchasing from the same items from the same vendor, within each department in multiple transactions are subject to Formal Bid Thresholds. Departments will need to get approval from the City Commission if they exceed the set amounts for needing to use the Formal Bid Process. In lieu of quotations, a requesting department can utilize other governmental contracts such as: state contract, SNAPS, RESPECT, PRIDE, piggy -back, etc. If another Governmental Agency Contract is used, it is up to the originating department to obtain a copy of the bid and award documents to support the awarded vendors, award dates, and pricing. This documentation will be transmitted to Purchasing Services to support the electronically processed Purchase Requisition. Procedure: PRecific „Forms for Purchase,R # uisition..and Direct w_Pa rrn Re uisitior Form 127: Departments must use specific forms for a Purchase Requisition or a direct payment requisition. The Purchase Requisition will be electronically processed through the Sunguard H.T.E. Purchasing/inventory system. The direct payment requisition can be located on the share -drive at S:%CityTemplateslFinancelBlank121Form. 1. mm i 9ct Pa ment Requisition Formµ 121 Departments must submit all direct payment requests to the Finance Department on Form 121 providing the amount to be paid, the name of the vendor, the allocated fund source, and Form 121 must be signed by the Department Director, or his/her designee. All supporting invoices must be attached to the requisition. Sales tax will not,o,beidw„on„direct„pa menta. The City is a tax-exempt entity, and it is up to the rooa,ssaesaossoo,azs� XX Purchasing Policy Page 15 of 89 2111111111 100 1759 Boynton Beach CRA.... 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application If the BBCRA is awarded the grant, BBCRA staff will begin to obtain written quotes from contractors upon the official award notification by the SWA. Demolition permits are expected to be issued within 30-90 days from application. Demolition is anticipated to take no longer than 30 days from obtaining a permit. The project would be completed and closed out within the 12 -month 2025 SWA grant cycle. The BBCRA has streamlined the grant implementation and reporting processes to effectively communicate and address unforeseen issues efficiently for the successful completion of the project. loo Pnc,,��"@ ;u�d ao@ atldm, 1st Property 1017 N. Railroad Avenue, Boynton Beach, FL 33435 Parcel Control Number: 08-43-45-21-04-000-0011 The BBCRA purchased this property for a future assemblage with City owned lots to the south as outlined in red on the map below. The BBCRA will pursue the two adjacent southern lots (outlined in yellow in the map below) for an assemblage of the entire corner of NE 911 Avenue and N. Railroad Avenue. Redevelopment of the properties will also include the widening of N. Railroad Avenue from NE 911 Avenue to E. Martin Luther King, Jr. Blvd. which is currently a one-way road. Upon closing the CRA had the property cleared at an expense of $7,000 in order to deter the ongoing trespassing violations. The CRA conducted a Phase I with no findings. An asbestos inspection is scheduled for November. The CRA anticipates asbestos removal will be required based on the age of the home (built 1950). The cost for the asbestos removal is unknown at this time. I . . . ..... .. ....... . . .. . . ................. . .... . . . . . .. .................. ............ .. ..................... . .... 11 I'll 1760 ....... _ Boynton Beach CRA., ._...... ... .wwww .­­.. ww _._. �,_ww. ��....vw..._ 2024.2025...SWA ... ..........,�..�.............. ..........__ ...... y Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application c�adh Ccro�nlrirra�nity..���..devel(a�ament Agency � __ ..... ............ . .. _, B I l�)i� E. r�tz��u A4�u-�rnfJE�.�u-i�yrutc��� Il���c.�, 3435 NNIIIIIIIII�I� 1761 .. ...... ........... .-. ............. .......... .......... ............ ........ ... ...... ............ ....... ..-..._............. ..... ......................................... .. __.._.... ..........._........,..... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Prepared by and return to: Kenneth W. dodge Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue, Suite 1100 West Palm Beach, FL 33401 Telephone: 561-640-0820 File Number: 24-0020 {Space Above This Line For Recording Datel Warranty Deed This Warranty Deed made this 6th day of September, 2024, between Nina Clark, a single woman, whose post office address is 2031 NE 1st Lane, Boynton Beach, FL 33435, grantor, and Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III, of Florida Statutes, whose post office address is 100 E. Ocean Avenue, 4th Floor, Boynton Beach, Fl, 33435, grantee: (Whenever used herein the terms "grantor" and "grantee' include all the parties to this instrument and the heirs, legal representatives, and assigns of individuals, and 1he successors and assigns of corporations, trusts and trustors) Witnesseth, that said grantor, for and in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other good and valuable considerations to said grantor in hand paid by said grantee, the receipt whereof is hereby acknowledged, has granted, bargained, and sold to the said grantee, and grantee's heirs and assigns forever, the following described land, situate, lying and being in Palm Beach County, Florida to -wit: Lot 1, less the North 50 feet thereof, of Robert Wells Subdivision, according to the plat thereof as recorded in Plat Book 11, Page 66, Public Records of Palm Beach County, Florida. Parcel Identification Number: 0843-45-2144-000-0011 Together with all the tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. To Have and to Hold, the same in fee simple forever. And the grantor hereby covenants with said grantee that the grantor is lawfully seized of said land in fee simple; that the grantor has good right and lawful authority to sell and convey said land; that the grantor hereby fully warrants the title to said land and will defend the same against the lawful claims of all persons whomsoever; and that said land is free of all encumbrances, except taxes accruing subsequent to December 31, 2023. III Witness Whereof, grantor has hereunto set grantor's hand and seal the day and year first above written. DoubleTlme® 1100, Avenue, 33435 1762 Boynton Beach CRA µXµ~µ 2024-2025 SWA Blighted and Dist .......... y ...... .... -1-1-1-1....- .... Distressed Property Demolition Application Clean-up and Beautification Grant Application _._- ............. .................__ ................. ................ ......... __ ..... _._. ._ ...... ................... ._.._ _. ........ _ ...._ ..... Signed, sealed and delivered In our presence: Nina Clark Witness Name. �� wt�u"� w Witness Name: Witness`Address: i � State of Florida County of Palm Beach The foregoing instrument was acknowledged before me by means f [X] physical p Bence or [, online notarization, this 6th Y P Y L P yr or [X has dad eenso, as identification. Pro da of September, 2024 b Nina Clark who is ersonall i no m �o- [ m rrvew i [Notary Seal] Notary Public '' Printed Name: Worrgnry Deed - Page 2 �.. ..........._._ ..._.,.,__................. .._,. ...... ............. _._,_... My Commission Expires: """� TI�AESAUiTEl�1�K r MYOOAItF6t22U1/ Rr V E»R6�H6f�rryi.2006 'i Double'rlmad' 1763 Boynton Beach CRA _...._....2024-2025 SWA Blighted and Property__ .....�___.�....... y Demolition Application Clean-up and Beautification Grant Application imp R ( ) O IF OF` P i'? 0 P i . R TY CHANGE ORDER #28 TO STANDARD FORM F AGREEMENT BETWEEN..OWNER ANDmmCONTRACTOR THIS CHANGE ORDER made by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (hereinafter called "Owner"), and Vincent and Sons Landscaping, Inc., a Florida Corporation, with a business address of 4420 Mango Boulevard, West Palm Beach, FL 33411-9117 (hereinafter called "Contractor'). Collectively, Owner and Contractor may be referred to as the Parties, and individually as Party. In consideration of the mutual covenants, promises, and consideration hereinafter set forth, the sufficiency of which both Parties hereby acknowledge, Owner and Contractor agree as follows: Change in SCOPE OF WORK — CATEGORY TWO: Vacant Lots The Owner, without invalidating the original Standard Form of Agreement between Owner and Contractor ("Contract") with an effective date of July 1, 2021, hereby orders the addition of work in which event, the monthly invoice will be adjusted accordingly. The actual services to be provided differ from the Scope of Work provided for in the Contract and the Owner will pay the Contractor based on the agreed price below: Mowing of this lot is being subtracted from: SCOPE OF WORK — CATEGORY TWO: Vacant Lot 1017 N. Railroad Avenue ($52.00, per contract) TOTAL OF NEW CHARGES: $52.00 CURRENT CONTRACT PRICE: $4,412.00 (which was calculated by adding the Original Contract Price of $2,384.00 and Change Order #1 $156.00; Change Order #2 $100.00; Change Order #3 $104.00, Change Order #4 $52.00, Change Order #5 -$104.00; Change Order #6 $160.00, Change Order #7 -$52.00, Change Order #8 $520.00, Change Order #9 $52.00, Change Order #10 $156.00, Change Order #11 $260.00, Change Order #12 -$52.00, Change Order #13 $52.00, Change Order #14 $100, Change Order #15 $160.00, Change Order #16 $208.00, Change Order #17 $52.00, Change Order #18 $52.00, Change Order #19 $52.00, Change Order #20 $52.00, Change Order #21 -104.00, Change Order #22 $52.00, Change Order #23 $52.00, Change Order #24 $52.00, Change Order #25 $52.00, Change Order #26 $52.00 and Change Order #27 -$208.00) NEW CONTRACT PRICE: $4,464.00 (which was calculated by taking Current Contract Price $4,412.00 and adding Change Order #28 $52.00) This Change Order will become effective on the date and time that the last party signs it. Billing for this service will begin September 1, 2024. SIGNATURES ON NEXT PAGE. 1764 Bo_..Boynton Beach CRA _ .......m...2024-2025 SWA Blighted and Di.._.._ ............. .......� ._.... ........_....._.., y g stressed Property Demolition Application Clean-up and Beautification Grant Application IN WITNESS WHEREOF the parties hereto have executed this Change Order #28 the day and year written below. OWNER: Baynton Beach Community Redevelopment Agency Timothy T �*, Acting Executive Director Dates:� ........ ...............,,...,,.... CONTRA CTOR: Vincent ztpd•Son Landscaping, Inc. Page 2 of 3 ...... ....._, ,.,,,_, .w -... _ .......------ ,........... .... .... 1100 Beach, 33435 1765 _. _...................... _._. -1 ................. 1-1-1- .......... —._ ....... ___ ....................... _.._.... _._.. ............ .___ .__...... ..... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Page 3 of 3 _..—,_--------------- _ __-------- _ ................. 1100 BoynLon Beach, 1766 _.Baynton - - - ----------­-­ - ........2024-2.._.w . . . . .... Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application ............... . I.,.,.,.,., . . . . . .... ........................... ­­ - ­­­ . ..................................... .. . . . . . ................ - ................ . ........................ ­,� .............. . . . . .................... - . ......... . ____ ................. . . ­­­­ . . . . . . ......... ........... ...... ............ .. - .......... .. Beach Conirnunity Redevelopment Agency 1100 Ckear, AveuWe, Boynton Bea(h, R. 33435 1991 1767 ............ .............. ... .. . . ........................... . . . . . . . .. . ............ - ................ . . . . . . ... Boynton Beach CRA . ....... 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application . . . . .......... - . . . . ................... ___ . . .................. . . . - ........... .. ............ ... ..... ... Beach Corrununity RedevdopmenL Agency 1100 Ocean Avenue, Boynton Beach, 33435 1768 Boynton Beach CRA _._.___. 2024-2025 SWA Blighted and Distressed ....t rv..,_ ......_M......_.... _...._wwwww.__._ .._w._ww._........_v. ressed Property Demolition Application Clean-up and Beautification Grant Application 1769 _..........w....ww... ............._.w.. _ ,_.a... ,.. ,..,...................................... _. _.. Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application ...... .......... ......... _ _................................... .____.___... 1770 . . . ... .... . . Boynton Beach CRA 2024-2025 SWA Blighted ... .... and Distressed Property Demolition Application Clean-up and Beautification Grant Application ............ . - ..... ....... -111111 ................ . - . . . . ........ ..... . . . .................... - .......... Vincent & Sons Landscaping, Inc DBA, V&S Landscaping PO Box 20605 West Palm Beach, FL 33416-0605 USA office@100pmh.com I 0opmh.com BILL TO Theresa Utterback Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave Boynton Beach, Florida 33435 United States LOCATION 1017 N. Railroad ACTIVITY Landscaping:Landscape Cut and clean, removal of all unwanted vegetation as directed by CRA Representative, removal of all trash,debris,fencing, etc Not to exceed $7000. Our Estimate is forecasted for $6300, $700 for any unforeseen circumstances .......... . . . .............. . ... -1 ............ ­_..." ------ . ..... OTY BALANCE DUE Landscape IsMaintenance INVOICE 4 2066 DATE 09/17/2024 DUE DATE 09117/2024 TERMS Due on receipt RATE AMOUNT 7,000.00 7,000.00 $7,000.00 1771 ...w..._. ............... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application ........ ... ....... ...... ............ . . . . . ................................ . . . . Boynton Beach. -TD BANK. 1291 P6fmmtuilt.yRediailetopmeritAiency' IGO. fi: ocean Ave -,.4th FL q0yftWn'be'ci','Ifj X3435-5612 6d•1482(670: 6eNIFRA1 FJ NO OPERATING ACCOUNT 13.200.0007 PAY --Tlii[teenThiiusandTwo Hundr#dDonars.afidOO/10OCents=- TO THE VfNCFNt AND SONS LAN DSCAPING INC. ORDER F66aX 2005 0- 1yEj5r PALM BE`ACH,. q- 334i6' 012991W 40P,701148221: Boynton Beach VENDOR: 1889 VINCENT AND SONS LANDSCAPING INC. DATE INVOICE H PO# DESCRIPTION 9/1712024 2065 MARINA - LANDSCAPE 9/1712024 2066 1017 N MR AVE -LANDSCAPE VOID AFTER 90 DAYS 6860094I4Oill 09/18/2024 12961 GL# AMOUNT 01-51630-209 61200-00 01-51620-20 7,000.GD CHECKTOTAL 13,200.00 . . ..................... ................. ............... 1772 .——. _ .... ......... ......... ........ ._..................... --_______._............ w_______....... .... _..w_.._ ...___ ... _www ....___ ._nw. _w..___ ........................ ..... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application 2nd Property 321 E. Martin Luther King, Jr. Boulevard, Boynton Beach, FL 33435 Parcel Control Number: 08-43-45-21-27-001-0150 IoM. y_ �.._vo..... " =084,34521,2700101,501 II,I'AtM - ° ._ . ,P .: E1 iir Kiri: I i iu �: � : IU � °j. The BBCRA is currently under contract for the property located at 321 E. Martin Luther King, Jr. Blvd. The property will be used for a future assemblage with CRA owned lots to the east -outlined in yellow on the map on page 61. The BBCRA is in the process of pursuing the adjacent lot to the east (outlined in blue on the map on page 61) for a contiguous property assemblage of approximately 0.804 acres. These properties are within the MLK Corridor with a future land use of mixed-use low with a density of 20 units per acre at a maximum height of 45'. A mix -use low project would compliment the extensive redevelopment of the MLK Corridor to the west, HOB Village Apartments & Shops. The Heart of Boynton Village Apartments and Shops (pictured below) were completed Spring 2024 and are fully occupied. It is the most significant project to occur on Martin Luther King, Jr. Boulevard in the past 20 years; featuring 124 affordable multi -family rental units as well as 8,250 sq. ft. of commercial space. 1 00 €i L or7i 11111111210,11111 1773 ......................... ......._. .......... ._._ ............. ._.............................. _ww...... ........... ........ ...... . _w....wwww......... ....... _....................... ............... .. .................. ......... ............. ............ . Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application (..orxrmunoty...R( de veQoprrre rut A . �;�rr�;y° 11��C� E. C�c;��r� A��u��a��, E4c"iyu�k�rrr B1a���Fu, F�334i a 1774 _. __ _... ._ ........ Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application 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 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "PURCHASER") and GAIL M. CLAYTON, and DEIDRA D. CLAYTON (hereinafter "SELLER"). In consideration of the mutual covenants and agreements herein set forth, the Parties hereto agree as follows: 1. PURCHASE AND 561f 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") and more particularly described as follows: 321 NE 10th Avenue, Boynton Beach, FL 33435 aka 321 E. Martin Luther King Jr. Blvd., Boynton Beach, FL 33435 PCN 08-43-45-21-27-001-0150 Lot 15, Block 1, E. ROBERTS ADDITION, according to the Plat thereof on file in the Office of the Clerk of the Circuit Court in and for Palm Beach County, Florida, recorded in Plat Book 1, page 123. 2. PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be Three Hundred and Seventy -Five Thousand Dollars ($375,000.00), payable in cash, by wire transfer of United States Dollars at the Closing. 3. DEPOSIT. 3.1 Earnest„Money„Deposit,. Within five (5) Business days after the execution of the Purchase Agreement by both parties, PURCHASER shall deliver to Lewis, Longman & Walker, PA ("Escrow Agent") a deposit in the amount of Five Thousand Dollars ($5,000.00) (the "Deposit"). 3.2 A,it,plication dDisbursement of,_DeCosit., The Deposit shall be applied and disbursed as follows: The Deposit shall be delivered to SELLER at Closing and the PURCHASER shall receive credit for such amount 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 0070449&1 PURCHASER's Initials: � SELLER's Initials: '�"-kin S- W.3r�r�urtcar� Community _..,, ....... _ 1111121111111 Agency I :1.00 F. Avenue, Boynton Beach, � 33435 1775 Boynton Beach CRA µW µµ .................w.... µ2O24-2025 SWA Blighted and Distressed Property W _.........................._. Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 2 of 15 Deposit shall be delivered to (or retained by, as 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. EFF,ECTIVE,DATE, The date of this Agreement (the "Effective Date") shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. .LO.S N,G, The purchase and sale transaction contemplated herein shall close on or before October 31, 2024 (the "Closing"), unless extended by 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. FD. The PURCHASER, and its designees shall have thirty (30) EASImBI_LITY PERIO_M 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 II investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCHASER may elect, in PURCHASER's sole and absolute discretion, to terminate this contract and receive back all deposits hereunder. If PURCHASER elects to PURCHASER's Initials: SELLER's Initials: k _ 2 .... 4887-9249-5065, v. 1 Community Red velopment Agency 1100 E. A_ veni,,ie, Boynton ......b..e....i.c.h, , 33435 3pJ5 IIIQQIIIIIIIIIffIIIII�IIIjIII IIIQQII����I�I� 1776 _w...._w._w....ww., ....... ......... ... .......... .__._._ .__a,_ww__. ____a__ w ......... _._...... ...................... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 3 of 15 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 768.28, 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, attorney's 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 TitleReview. 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"), 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 8 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 charges, delinquent property taxes and/or code enforcement and 4867-9249-5065, v. 1 PURCHASER's Initials: SELLER's Initials:' Boynton Beach, 1777 Boynton ... ..._ ...�....... ... .... .... .. .. ................. ... _ ..�_.-__ __ ------_. ._.wwwwwwww __ ...._..._ .... Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 4 of 15 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, 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. 5urvey„ 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. 7.3 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), authorizations, and approvals required by law or by 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 PURCHASER's sole and absolute discretion, which: (i) effectuate the transfer to PURCHASER of those Governmental 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 .µ PURCHASER's Initials: SELLER's Initials: k 4867-9249-5065, v. 1 .... �.. i 100 Avenue, Boynton 1778 ....._..._-------------------........ --- ....--- _................................... .... _..... _....... Boynton Beach GRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 5 of 15 any Governmental Approvals. No later than thirty (30) days prior to the Closing Date, SELLER 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 applicable rules), if any. 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 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. Re presentations, and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 8.2. Condition of,,Prooerty. 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. P , „endinS,w„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. Co mp iance with, ,Laws 01 and,,, _Reg.u,lation,s. 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. 8.5. Occupancy. The property shall be conveyed to the PURCHASER at time of closing unoccupied. 9. CLOSING,DOCUM,ENTS. 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. Deed. 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, 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 PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. i ........ ...._._. Red eveio p m e n t I AVEMue, 1779 .B.o....nton Beach..�.A......__......w ............................... _... 2p24-............ .......,....................................._.....___. ....... Boynton 2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 6of15 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. ClosipgJ tatement, 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. Docuents. Documentation required to clear title to the 9.4. Corrective......._. _.m . Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 9.5. Add ,Rional,Docu_ments., 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. PRORAT „� w,o„ vmI,O,NS,„CLOSING COSTS AN„D CLOSING PROCEDURES,, 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. orem Taxes. PURCHASER and SELLER shall comply with Section 10.2 Ad Val.............._...... 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. 5j ecial .AssessmentLien,s. Certified, confirmed and ratified special 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. PURCHASER's Initials: SELLER's Initials:cJ X 4867-9249.5065. v. 1 �. 1100 Boyinton 2435 1780 ..................... Boynton Beach CRA .... ...._.. .......w..w. 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 7 of 15 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 PURCHASER. 10.5 Closin ny, 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,,,,M,,orttaEeS ant ,Othe ien. 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. �.... TATI mNSsCOVENANTS AND WARRANTIES. To induce PURCHASER to 11. REPRESENTATIONS, 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: 11.1 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). 11.2 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 litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 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 PURCHSER's Initials: of LER s Initials: mm Ix 4867-9249-5065, v. 1 ... ......,,......... ,,,., ---------- —.,-.. _.-,_,._-- ...., 1.00 Avenue, Boynton 33435 1781 _._... ... _............. ...... ._._....... .................... 1-1.1_ ..... ...._... -1-1.1-1g _. _ ......1.1-1-1 .......... -1 . _.. _. -1.1-1 . ... .__ Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property . Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 8 of 15 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 liens, claims, options, or other encumbrances, encroachments, rights-of-way, leases, easements, covenants, conditions or restrictions. Additionally, SELLER represents that SELLER will not, between the date of this Agreement, and the Closing take any action to terminate or materially, amend or alter any existing leases presently in existence, without the prior consent of PURCHASER, which consent shall not be unreasonably withheld or delayed. 11.5 SELLER represents that there are no parties other than SELLER in possession of the Property or any portion of the Property as a lessee. 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. 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. 11.7 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 litigation, claim, action or proceeding, in a materially adverse fashion) the use, occupancy or value of the Property or any part thereof or which would otherwise relate to the Property. 11.8 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, 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)"). PURCHASER's Initials: SELLER's Initials: 4867-9249-5065, v. 1 ...... _.... ._,, .. ...._.... ................ __.,,... _,...,,.... _ m. ....__.......... ,. 1.00 Avenue, Boynton 1782 .......111.1. .....1111............ .... .......,, w.... .. _�.......... __ 1111...... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 9 of 15 11.9 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. 11.10 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. 11.11 Auth,orit. 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. 11.12 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). 11.13 Ad,ditional,,,,,WarrantiesandRerrresentatians,.,.,of,.SEtL�R. 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: 11.13.1 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. 11.13.2 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 defects in the condition of the Property which will impair the use or operation of the Property in any manner. 11.13.3 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. PURCHASER's Initials: SELLER's Initials:—> 4867-9249-5065, v. 1 .................... ....1... 1111....... ...... ..1.111 .... ............ . . . . . ... ....._ 1111. ..,_,........-..._ _ ww-_ww......... ...._.�.. VM 1.00....... i�Oyntcnl 1783 ._.._........... ....___- . ...................... _.. _ .... .... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 10 of 15 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. Noticeof, 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 Parry 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 4867-9249-5065, v. 1 PURCHASER's Initials: SELLER's Initials: I Avenue, 1784 Boynton Beach ..... _.w__ 2024-2025 SWA Blighted and Distressed .............w...... ....,.,......... .............. y Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 11 of 15 delivery to the following addresses: If to Seller: c/o If to Purchaser: Timothy Tack, Acting Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 With a copy to: Kenneth Dodge Lewis, Longman & Walker, PA 360 South Rosemary Avenue Suite 1100 West Palm Beach, FL 33401 14. BINDINGOBLIGATION 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 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 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. PURCHASER's Initials: SELLER's Initials: X 4867-9249-5065, v. 1 1785 Bo......w ... -- .._ .. -..--w... ____._._.___ .... _. _._ . ......... a.._.._____._.... ....w....... ...._ . ...... ............. y ........ Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 12 of 15 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. 17. PUBLIC RECORDS. PURCHASER is a public agency subject to Chapter 119, Florida Statutes. The SELLER is hereby notified that the PURCHASER is required by law, pursuant to Chapter 119, to maintain and disclose upon request all records deemed public 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 4867-9249-5065, v. 1 PURCHASER's Initials: SELLER's Initials: 8 y �.,_.... ... .,.,.,... _, .. .....,.,, ............„ 1100 Boynton Beach, 1786 ........... _ ........ __ _..... ........... ___ ._.... _ Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application _............. ........ _ _ ... _ ... Purchase and Sale Agreement Page 13 of 15 documents into the court. In either event, SELLER agrees to pay PURCHASER'S reasonable attorneys' fees and costs, both trial and appellate. 18. MISCELLANEOUS, 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. Computation„of Timemm 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 any of such terms, provisions, covenants, agreements or conditions. This paragraph shall survive termination of this Agreement and the Closing. 18.4. Construction of, A,reem„ent,., 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 4667-9249-5065, v. 1 PURCHASER'S Initials: SELLER's Initials: I Avenue, Boynton il;��I ��Ilillill���lUAitVI! 1787 Boynton Beach OB...........................w............................._..................w._......M. .............. .................. y A 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 14 of 15 context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 18.5. Severabilky,, 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 Jury 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. 18.8. AttornemsmmFees 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. 18.9 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 18.10 Recording. This Agreement may not be recorded in the Public Records of Palm Beach County, Florida without the prior approval of both parties. 18.11 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 SELLER'S Property Deed and PURCHASER's possession of the Property. ,w,,,, d Costs. SELLER acknowledges and agrees that 18.12 SELLER,Attorne s',,,Fees an„,,,,,,,,y,,, SELLER shall be responsible for its own attorneys' fees and all costs, if any, incurred by SELLER in connection with the transaction contemplated bythis Agreement. SIGNATURES ON FOLLOWING PAGE. 4867-9249-5065, v. 1 PURCHASER's Initials: SELLER's Initials: YZ& x ...... ............... . ......... ..... __. _........._w _ . 1 100 1788 Boyn....� ..... .... h.. ......... .....w .. -. ......... w............................._...w. ton Beach CRA 2024-2025 SWA Blighted and Distressed Prop erty Demolition Application Clean-up and Beautification Grant Application Purchase and Sale Agreement Page 15 of 15 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective date. PURCHASER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY aCh7 Date: �1( SELLER: GAIL M. 9AYTON Date: WITNESS: WITNE S: r - _ Printed Name: _� _ : m : a��::...._..rPrinted Name ESCROW AGENT: LEWIS, LONGMAN & WALKER, P.A. Printed Name: Date: 4867-9249-5065, v. 1 SELLER: DEIDRA D. CLAYTON <w- Date-°..� WITNESS: Printed Name: PURCHASER's Initials: SELLER's Initials: X _. ..... ...................... ... ............. . .... 9cvynIon.. i.'100 C9G,ean Aver ue, 33435 1789 . . ......... . .............. . . . ....................w.... ......... . ­­­­ ................ . . . . Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application . ............. . . . .......... . . ...... ... ____ ..I...' .......................... ......... . ... ... ..... . . ............... ..... . ........ _­­­­ .................................. - ­ ...... . . ....... .................. ...... . ................ . ................... . ...................... . . ..................... ".1-1- .................. . . .......................... - ... .. . ......... ­­­­ ...................... . . . . . . . . . ........................................... Boynton Beach Community Redevelopment Agency 1100 Ocean Avenue, Boynton Beach, 33435 1790 ............................._.................... ..................._­ ..,...... ....__�w�...w_._..._.w __. ..._.......... "' . ....... .... Boynton Beach CRA 2024-2025 SWA Blighted and Dis y g tressed Property Demolition Application Clean-up and Beautification Grant Application Boynton Beach Community Agency 1 100...._ Ocean Ave no..ae, Boynton Be _...... I�IIIIOf (�IfQ .... ��cG,, ��.� v 1791 Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application .......... . . .... . .. ......... ---. 1 .1.1.1 ..... ............ ................... .......... . . . . ......... ... . .... . ..... . . ...... ........................... . . ........ .. .. . ­­­­ . ...................... I//. flow Will the Prxyects be Maintained? The BBCRA employs a full-time Development Services Manager, Ms. Theresa Utterback, whose primary job is to procure services and manage all activities needed to rehabilitate/renovate and maintain all BBCRA-owned properties. In addition, the BBCRA also contracted with Vincent and Sons Landscaping, Inc. for property and lawn maintenance services for BBCRA-owned properties (see attached executed contract and change orders). All services have been previously procured in accordance with the BBCRA's procurement policy. This will ensure that the property maintenance will not be interrupted. Ms. Utterback will be the BBCRA's representative for the SWA Blighted and Distressed Property Clean -Up Grant Program. She will be overseeing the administrative components of the grant and daily implementation through the BBCRA's contractors. Successful revitalization/redevelopment does not stop at the brick and mortar activities. Ongoing maintenance needs to be considered to protect the public and private investments within the entire BBCRA Area, not just on BBCRA-owned properties. The BBCRA will continue to commit its resources and employ best management practices on a regular basis to achieve the highest standard of care and the most efficient fiscal management. Below is the link to the Contract with Vincent and Sons Landscaping, Inc. for FY2021-2024 as approved by the BBCRA Board on June 8, 2021. Minutes approving the contract are on page 80. Vincent and Sons Landscaping, Inc. Contract: hit : 11WWWIggqIhgmgLsl!!Qwdocumet'it'?id=ll..05&.t=.6.386267839996293,36I ............... . . .......................... .. . .......... . . ­ ...... ...... ..... . . ...... . . ..... ... . .. ..... . .......... . . ................. -1 ............ . ..... ... . ................................ 1-1-1 .......... -.--_...-.1 I—- ............... ............... Beach Agency I 1GO Avemie, Bc)ynton Beach, 33435 1792 Boynton Beach CRA 2024~2025 SVWA0Uighted and Distressed Property Demolition Application Clean-up and Beautification Grant App|i ti Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida June8,2021 Board Member Penserga moved to table the item for staff to bring back more information. Board Member Romelus seconded the motion. The motion passed unanimously. C.Consideration mf Award and Contract for Responses to the Invitation hpBid (mPerform Landscape Wntenamce Services mmProperties Owned by the CRA Ms. Uuedbovkexplained theou,nantuontnyotieupo the end cfJune. They went out mo bid and received three responses. She reviewed the lowest bid was Vincent and Sons who isthe current contractor. Motion Vice Chair Hay moved »oapprove. Board Member Katz seconded the motion. The motion passed unanimously. 17.Future Agenda Items A.Discussion and Consideration ofaPurchase and Development em between the CRA and Habitat for Humanity cfSouth Palm Beach County, Inc. for the CRA Owned Property located ut545NVv11thAvenue B. Consideration of Award and Contract for Responses for the Management of the Boynton Harbor Marina C.Approval ofthe FY2O21-3O23Boynton Harbor Marina Dockage Lease AQnwomem D.K4LKJr. Boulevard Corridor Commercial Redevelopment and Affordable Multi -Family Rental Apartment Project Update E.Ocean Breeze East Affordable Multi -Family Rental Apartment Project Update 18. Adjournment M,.Ka closing statement explaining how the public could access the video. There being nofurther business oodiscuss, Chair Grant adjourned the meeting au73Op.m. Catherine Cherry � Minutes Specialist 15 11.00 Boynton .......... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application . ....... . . ......................... ­­­ . ............. ........... .. .. 1/11., � I't,o) "I i, ct The BBCRA will pay for any additional costs above the requested SWA grant funding. Bids need to be obtained and may exceed the proposed budget. Njihted Grant Bud et Form Lot Clearing -CRA paid ck#1 2961 $7.000.00 Asbestos Abatement for 1017 N. Railroad Avenue. estimate cost $2,500-$5,000 Note'. The BBCRA will pay for any overages exceeding the requested grant amounts since the estimates for the services have not been bid or secured by a written contract. . ................ Beach I Avenue, Boynton V�V�IVII�If QI������0���������� 1794 — - .............. ........... . . ........... __ . ........................ - . . ........ _,__ ____ .......... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application I ...... ........ . . . ...... ................................................ . ­­­­­ _­­­­­ . .. .. .......................... . ........... IL/111 a. Pro ject's q ct.s .._­ ... ... .....­ ..................... . . ................................ -.1-1.1-1 .......... ­­­­ .......... - ............... . . . ...... ­­ ----------- Boynton Beach Community Redevelopment Ager�cy G 100 , Ocean Avenue, Boynton 1795 .......... ....... --,_-------- ,,,_. ................................... _._.. ........ .....__... _....._........_......... Boynton Beach CRA 2024-2025 SWA Blighted and Distressed Property Demolition Application Clean-up and Beautification Grant Application II ill b,,, BBC" RA 2022 Annixi Report, The BBCRA 2023 Annual Report may be viewed from the following link: .....: �� � � iraxorn ID a I� IU iIr I� i ui X10'-rg, irts Agency I E Boynton Beach, 1796 Utterback, Theresa Subject: FW: 2025 Blighted Property Grant Application - Boynton Beach CRA From: Eileen Lorenzo <elorenzo@swa.org> Sent: Wednesday, October 23, 2024 3:27 PM To: Utterback, Theresa <UtterbackT@bbfl.us>; Tack, Timothy <TackT@bbfl.us> Cc: Simon Gonsalves <sgonsaIves @swa.org> Subject: RE: 2025 Blighted Property Grant Application - Boynton Beach CRA This Message Is From an External Sender This message came from outside your organization. Good afternoon, Today Wednesday, October 23rd ,2024 the SWA held its Board Meeting & approved your grant project application for funding. We will be emailing you the Interlocal Agreement (ILA) for the review of your legal counsel. Congratulations! Wishing you a wonderful week! I'; iollleeur: Il..oreirao CIS U)iriiutiu°att Ski e:„'Aalliiist )°a6:11.) 640...4/4'll. Office 611.) 6� /...a 9683 Cc HI y61kcl Waste Au.:i:huoiru ity of IIBC 7501. N .Jog Rd WIF' III» Hou ida 334.12. 1797 INTERLOCAL GRANT AGREEMENT BY AND BETWEEN BOYNTON BEACH CRA AND SOLID WASTE AUTHORITY OF PALM BEACH COUNTY (Blighted and Distressed Property Clean -Up Grant) THIS INTERLOCAL GRANT AGREEMENT ("the Grant Agreement") is made and entered into this day of , 2024, by and between the Solid Waste Authority of Palm Beach County, a dependent special district created pursuant to Chapter 2001-331, Laws of Florida, as amended, hereinafter (the "Authority") and Boynton Beach Community Redevelopment Agency, a public agency created pursuant to Chapter 163, Part III, Florida Statutes hereinafter (the "CRA" or "Applicant"), by and through its duly authorized Board. WITNESSETH: WHEREAS, Section 163.01, Florida Statutes, authorizes local governments to make the most efficient use of their powers by enabling them to cooperate with other localities on a basis of mutual advantage and thereby to provide services and facilities that will harmonize geographic, economic, population and other factors influencing the needs and development of local communities; and WHEREAS, the Authority's Governing Board has appropriated in the Authority's adopted 2024/2025 fiscal year budget funds for Blighted and Distressed Property Clean-up and Beautification Grants (the funds to be disbursed to the CRA, in the amount identified below, under this Grant Agreement are hereinafter referred to as a "Grant"); and WHEREAS, this Grant Agreement is intended to assist in the cleanup and beautification of distressed, blighted, or otherwise impacted public properties within both the unincorporated and incorporated areas of Palm Beach County; and WHEREAS, this Grant Agreement is provided as an incentive to improve the quality of life and provide a safer, healthier and more aesthetically pleasing environment for the residents of Palm Beach County; and WHEREAS, the Applicant owns and controls the properties that are the subject of this Interlocal Grant Agreement which is located within the CRA boundaries of the Applicant and identified by Parcel Control Nos. 08-43-45-21-27-001-0150 and 08-43-45-21-04-000-0011, and referred to hereinafter as (the "Property"); and WHEREAS, the Property is in a state of disrepair, is visible to the surrounding community, and attracts nuisances, including illegal dumping, littering and criminal activity to the detriment of the surrounding community; and WHEREAS, the Applicant wishes to demolish two (2) vacant structures (the "Project"); and 4892-7448-1658, v. 1 1798 WHEREAS, the Authority is the agency responsible for providing solid waste disposal and recycling programs for Palm Beach County and desires to assist the Applicant by defraying the cost of the demolition, disposal and hauling, and improvement activities associated with the Project through the provision of this Grant. NOW, THEREFORE, in consideration of the mutual terms, conditions, promises, covenants, and obligations set forth herein, the Authority and Applicant agree as follows: 1. Incorporation of Facts The facts and background set forth above in the Preamble to this Grant Agreement are true and correct and incorporated into and made a part of this Grant Agreement. 2. Purpose The purpose of this Grant Agreement is to set forth the respective duties, rights and obligations of the parties relating to the Authority's provision of this Grant and the Applicant's performance of the Project. 3. Contract Representatives and Monitors The Authority's Contract Representative and Monitor during the execution of the Project shall be Paul Gonsalves, Director of Customer Information Services, or his designee, whose telephone number is (561) 697-2700. The Applicant's Contract Representative and Monitor shall be Theresa Utterback, Development Services Manager whose telephone number is (561) 600-9094 or (954) 296-7327. 4. The Project A. The demolition of two (2) vacant properties. 5. Effective Date and Term This Grant Agreement shall take effect upon execution by the parties and shall remain in full force and effect until December 31st, 2025, or until the last day of any extension granted pursuant to this Grant Agreement. 6. Conduct of the Project A. The Applicant shall be solely responsible for all aspects of the Project, including but not limited to securing funding, securing all permits and approvals, procuring all labor and materials, and maintaining the Property consistent with the intent of this Grant Agreement for its full term. B. The Applicant agrees to comply with all applicable local, state and Federal laws, rules and regulations. C. The Authority shall only, without exception, be responsible for providing the Grant funding in the amounts and upon the Project milestones identified herein. D. Applicant agrees that it shall endeavor to complete the Project prior to the expiration of this Grant Agreement. The Applicant may request an extension(s) beyond this period for the purpose of completing the Project. The Authority agrees that it may not unreasonably refuse Applicant's request for an extension(s) as long as the Applicant is diligently pursuing the completion of the Project. 2 4892-7448-1658, v. 1 1799 Requests for extension and acceptances thereof may be agreed to through email correspondence. E. Prior to commencement of the Project, Applicant shall submit a final project schedule to include starting and completion dates. The Authority shall review all documents within ten (10) business days of receipt. If the Authority does not respond within the ten (10) day period, then the Applicant may proceed as if the Authority had no comments or objections. 7. Funding The Authority shall disburse Grant funds in the amount of $29,566.21 as follows: A. Upon execution of this Grant Agreement, the Authority shall disburse a check equal to 50% of the total Grant award. B. Upon Project completion and subsequent verification by the Authority, the Applicant shall submit to the Authority a detailed cost statement or invoice that accurately reflects the actual expenses incurred for the demolition portion of the Project. Any unused funds will be subtracted from the final 50% disbursement, less any deductions for unused funds authorized herein. This final disbursement shall be made within 20 calendar days following the Applicant's written request. The Authority retains the right to allocate any unused funds from the demolition project at its sole and unfettered discretion in a manner it deems appropriate. Applicant is solely responsible for providing all other funds necessary to complete the Project. The Authority shall not have an obligation to provide additional funding beyond the dollar amount set forth in this Grant Agreement. S. Ownership and Maintenance of the Project Applicant hereby represents and warrants that it is the fee simple owner of the Property and that the Property is unencumbered and free and clear of other interests, of any type or character. In the event any liens or encumbrances are filed or recorded against the Property, the Applicant shall immediately take all necessary steps, at its sole cost and expense, to clear and remove all such liens, interests or encumbrances. The Applicant represents and warrants that it has full legal authority to enter into this Grant Agreement. The Applicant further warrants that it has the financial ability to maintain the Property as specifically intended and required under this Grant Agreement. A. The Applicant shall be solely responsible for all necessary costs, expenses, fees, charges, and all other liabilities of any type related to the execution and maintenance of the Project consistent with the intent of this Grant Agreement. B. The Applicant shall maintain the Property for the entire duration of this Grant Agreement in order to prevent the Property from reverting back to its previous state. In its application, Applicant provided a plan for maintaining the Property consistent with the intent of this Grant Agreement and the Applicant will faithfully execute that plan. C. The rights and duties arising under this Grant Agreement shall inure to the benefit of and be binding 3 4892-7448-1658, v. 1 1800 upon the parties hereto and their respective successors and assigns. However, this Grant Agreement shall not be assigned without the prior written consent of the Authority, and any such assignment without the prior written consent of the Authority shall constitute grounds for termination of this Grant Agreement for cause. 9. Access and Audit Each party will maintain all books, records, accounts, and reports associated with this Grant Agreement for a period of not less than five (5) years after the later of the date of termination or expiration of this Grant Agreement. All said records will be available to the other upon request. In the event claims are asserted or litigation is commenced related to or arising out of the performance of this Grant Agreement, each party agrees that it will maintain all records relating to the Project and the Property until the other party has disposed of all such litigation, appeals, claims, or exceptions related thereto. 10. License and Permit The Applicant hereby grants to the Authority an irrevocable license and permit to access the Property, surrounding roadways, walkways, and any other means of ingress and egress to the Property for the purpose of ensuring compliance with this Grant Agreement for the duration of this Grant Agreement. The Parties each acknowledge that good and valuable consideration has been received to maintain such irrevocable license for the duration of this Grant Agreement. 11. Insurance A. Without waiving the right to sovereign immunity as provided by Section 768.28, F.S., each party acknowledges that it is either insured or self-insured for General Liability and Automobile Liability under Florida's sovereign immunity statutes with coverage limits of $200,000 Per Person and $300,000 Per Occurrence, or such other sovereign immunity waiver limits that may change as set forth by the State Legislature at the time of such occurrence. B. The Applicant agrees to maintain or to be self-insured for Workers' Compensation & Employers' Liability insurance in accordance with Chapter 440, Florida Statutes. C. When requested, each party shall provide to the other an affidavit or Certificate of Insurance evidencing insurance, self-insurance and/or sovereign immunity status. D. Compliance with the foregoing requirements shall not relieve either party of its liability and other obligations under this Grant Agreement. E. The Applicant shall require that all contractors that Applicant hires to perform the construction, use, or maintenance of the Project and the Property provide, at a minimum, the above -stated insurance requirements as to type of coverage and dollar amount, and shall establish and maintain such coverage as a requirement for the issuance of any permit, license, or right to use or occupy the Project and Property. This requirement may be expressly waived in writing by the Authority's Contract Representative and Monitor with the approval of Authority's Department of Risk Management. M 4892-7448-1658, v. 1 1801 12. Public Entity Crimes Applicant shall comply with Section 287.133(2)(a), F.S., as amended, which provides in pertinent part as follows: A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, F.S. for Category Two for a period of thirty-six (36) months from the date of being placed on the convicted vendor list. 13. No Third -Party Beneficiaries Except as specifically set forth and as limited herein, this Grant Agreement confers no rights on anyone other than the Authority and the Applicant and is not otherwise intended to be a third -party beneficiary contract in any respect. Nothing contained in this Grant Agreement shall constitute the Authority's acceptance of any obligation or liability not otherwise imposed under this Grant Agreement or by law upon the Authority. 14. Termination A. In the event the Applicant fails to comply with any provision of this Grant Agreement, the Authority may exercise any and all rights available to it, including termination of this Grant Agreement. The Authority will notify the Applicant of its noncompliance and provide the Applicant thirty (30) days or such additional period granted by the Authority to cure the noncompliant event(s) or act(s). In the event the Applicant has not cured the noncompliant act(s) or event(s), or if the Applicant cannot cure the noncompliant act(s) or event(s), the Authority may terminate this Grant Agreement. If the Authority terminates this Grant Agreement for the Applicant's failure to cure under this provision, the Authority may require the Applicant to repay to the Authority the Grant funds that were provided by the Authority for the Project, or some lesser sum determined by the Authority. B. The Authority may also terminate this Grant Agreement for convenience, in whole or in part, at any time, by written notice of such termination to the Applicant should the Authority, in its sole discretion, determine that it is necessary to do so for any reason. The Authority shall notify the Applicant of its intent to terminate for convenience at least ninety (90) days in advance of the termination date by delivering notice of such to the Applicant specifying the extent of termination and the effective date. In the event the Authority terminates this Grant Agreement for convenience, the Applicant will be relieved of any obligation to repay the funds received from the Authority pursuant to paragraph 7 above. The Applicant affirms that the benefits promised to it under this Grant Agreement are adequate consideration to support not only its duties and obligations under this Grant Agreement, but also support the Authority's right to terminate this Grant Agreement for convenience and its limitation of remedies against the Authority to those specifically set forth herein, regardless of the harm, if any, 5 4892-7448-1658, v. 1 1802 caused by the Authority's termination of this Grant Agreement for convenience. C. Upon termination of this Grant Agreement as set forth herein, both the Authority and Applicant agree and acknowledge that their respective legal or equitable remedies against the other for termination of this Grant Agreement are expressly limited to those contained in this Grant Agreement. Notwithstanding the foregoing, the parties agree to comply with all applicable statutory dispute resolution procedures as provided under Florida law. 15. Office of the Inspector General Palm Beach County has established the Office of the Inspector General pursuant to, Ordinance No. 2009- 049, as amended, which is authorized and empowered to review past, present and proposed County contracts, transactions, accounts and records. The Authority has entered into an agreement with Palm Beach County for Inspector General services. This agreement provides for the Inspector General to provide services to the Authority in accordance with the authority, functions, and powers set out in the Inspector General Ordinance as amended. All parties doing business with the Authority and receiving Authority funds shall fully cooperate with the Inspector General including, but not limited to, providing access to records relating to this Grant Agreement. The Inspector General has the power to subpoena witnesses, administer oaths, require the production of records, and audit, investigate, monitor, and inspect the activities of the Applicant, its officers, agents, employees, and lobbyists in order to ensure compliance with the Agreement and detect corruption and fraud. Failure to cooperate with the Inspector General or interference with or impeding any investigation shall be a violation of the Inspector General Ordinance, as amended, and punishable pursuant to Section 125.69, Florida Statutes, in the same manner as a second- degree misdemeanor. 16. Sovereign Immunity Authority and Applicant each agree to assume the risk of death, personal injury, or damage to property caused by the negligent or wrongful acts or omissions of their respective employees acting within the scope of the employees' office or employment. Neither party shall be deemed to have assumed any liability for the negligent or wrongful acts or omissions of the other party. Nothing contained in this Grant Agreement shall act or constitute a waiver of either party's sovereign immunity in excess of that waived by the Florida Legislature in Section 786.28, F.S., nor as a waiver of any defense the parties may have under such statute, nor an agreement by either party to indemnify the other, nor as consent to be sued by third parties. 17. No Agency Relationship Nothing contained herein is intended to nor shall it create an agency relationship between the Authority and the Applicant. 18. Remedies and Limitations of Liability A. This Grant Agreement shall be construed by and governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement shall be in a State Court of competent jurisdiction located in Palm Beach County, Florida. B. The Authority and Applicant both acknowledge that their respective remedies against the other for 6 4892-7448-1658, v. 1 1803 termination of this Grant Agreement as set forth herein are limited solely to those in this Grant Agreement. C. The Authority's remedies against the Applicant shall be limited to the recovery of any sums of money provided to it under this Grant Agreement. The Authority shall have no further or additional liability to the Applicant or any other person or entity arising from, or related in any way to this Grant Agreement, and in no event shall the Applicant's liability to the Authority, for any reason, exceed the total amount of the Grant. D. The Applicant's remedies against the Authority shall be limited to the sum of money the Applicant has expended or is expressly liable for pursuant to a written contract entered into for the sole purpose of completing the Project itself, and not related, ancillary or adjunct matters. However, in no event shall the Authority's liability to the Applicant for any reason, exceed the total amount of the Grant. 19. Enforcement Costs To the extent that enforcement of the Grant Agreement becomes necessary by either the Authority or the Applicant, each party shall bear their own attorney's fees, taxable costs, or any other costs related to such enforcement, including any form of alternative dispute resolution. 20. Notice All written notices required under this Grant Agreement shall be in writing and hand delivered or sent by certified mail, return receipt requested, and if sent to the Authority shall be mailed to: Paul Gonsalves, Director Customer Information Services 7501 N. Jog Road West Palm Beach, FL 33412 with copies to: County Attorney's Office 301 North Olive Avenue Suite 601 West Palm Beach, FL 33401 and, if sent to the Applicant shall be mailed to: Theresa Utterback Development Services Manager Boynton Beach CRA 100 E. Ocean Avenue, 4t" Floor Boynton Beach, FL 33435 Each party may change its address upon notice to the other. 7 4892-7448-1658, v. 1 1804 21. No Waiver No waiver of any provisions of this Grant Agreement, or any amendment hereto, shall be effective unless it is in writing, signed by the party against whom it is asserted. Any such written waiver shall only be applicable to the specific instance to which it relates and shall not be deemed a continuing or future or continuing waiver. 22. Captions The captions and section designations herein set forth are for convenience only and shall have no substantive meaning. 23. Joint Preparation The preparation of this Grant Agreement has been a joint effort of the parties, and the resulting document shall not, solely as a matter of judicial construction, be construed more severely against one of the parties than the other. 24. Severability Should any section, paragraph, sentence, clause, or provision hereof be held by a court of competent jurisdiction to be invalid, such shall not affect the remaining portions of this Grant Agreement. 25. Entirety of Contract and Modifications The Authority and Applicant agree that this Grant Agreement sets forth the entire agreement and understanding between the parties of their respective rights or obligations hereunder, including the intent of this Grant Agreement. There are no promises or understandings other than those stated herein. No modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and equality of dignity herewith. 26. Survivability Provisions of this Grant Agreement which are of a continuing nature or impose obligations which extends beyond the term of this Grant Agreement shall survive its expiration or earlier termination. 27. Filing A copy of this Agreement shall be filed with the Clerk and Comptroller of the Circuit Court in and for Palm Beach County. 28. Commercial Nondiscrimination Policy As a condition of entering into this Grant Agreement, the Applicant represents and warrants that it will comply with the Authority's Commercial Nondiscrimination Policy as described under Section 6.3 of the Authority's Purchasing Manual that is incorporated herein by specific reference. As part of such compliance, the Applicant shall not discriminate on the basis of race, color, national origin, religion, ancestry, sex, age, marital status, familial status, sexual orientation, gender identity or expression, disability, or genetic information in the solicitation, selection, hiring or commercial treatment of contractors, subcontractors, vendors, suppliers, or commercial customers, nor shall the Applicant retaliate against any person for reporting instances of such discrimination. The Applicant shall provide equal �3 4892-7448-1658, v. 1 1805 opportunity for contractors, subcontractors, vendors and suppliers to participate in all of its public sector and private sector contracting, subcontracting and supply opportunities, provided that nothing contained in this clause shall prohibit or limit otherwise lawful efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the Authority's relevant marketplace in Palm Beach County. The Applicant understands and agrees that a material violation of this clause shall be considered a material breach of this Grant Agreement and may result in termination of this Grant Agreement, disqualification or debarment of the company from participating in Authority contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party. IN WITNESS WHEREOF, the Solid Waste Authority of Palm Beach County and Boynton Beach CRA have hereunto set their hands the day and year above written. ATTEST: M. Sandra Vassalotti, Clerk to the Board APPROVE AS TO LEGAL SUFFICIENCY Michael W. Jones General Counsel WITNESSES: Witness Signature Print Witness Name Witness Signature Print Witness Name SOLID WASTE AUTHORITY OF PALM BEACH COUNTY By: Daniel Pellowitz, Executive Director (SEAL) APPROVE AS TO TERMS AND CONDITIONS By: Paul Gonsalves Director, Customer Information Services BOYNTON BEACH CRA By: Signature Print Name Title (SEAL) Approved by the Solid Waste Authority Board on October 23`a , 2024, Item 9.1).1. Approved by the Boynton Beach CRA on , 2024 Item 9 4892-7448-1658, v. 1 1806 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.1-11 SUBJECT: Discussion and Consideration of the 2025 CRA Board Meeting Dates SUMMARY: CRA Board meetings are held on the second Tuesday of every month at 6:00 p.m. in Commission Chambers at City Hall located at 100 E. Ocean Avenue, Boynton Beach, FL 33435. The following is a list of the CRA Board meeting dates for the period January - December 2025 (see Attachment 1): • January 14 • February 11 • March 11 (2025 Municipal Election Day) • April 8 • May 13 • June 10 • July 8 • August 12 • September 9 • October 14 (2025 Annual FRA Conference at the Hilton, West Palm Beach - Tuesday, October 14 - Friday, October 17, 2025) • November 11 (Veteran's Day - City Hall Closed) • December 9 Alternative dates for the above conflicts: • Tuesday, March 11 (2025 Municipal Election Day): o Monday, March 10 or Wednesday, March 12 • Tuesday, October 14 (2025 Annual FRA Conference at the Hilton, West Palm Beach - Tuesday, October 14 - Friday, October 17, 2025): o Monday, October 13 (Columbus Day - City Hall is Open) • Tuesday, November 11 (Veteran's Day - City Hall Closed): o Monday, November 10 or Wednesday, November 12 1807 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1. Approve the 2025 CRA Board meeting dates as presented. 2. Approval of alternate dates and times after discussion by the CRA Board. ATTACHMENTS: Description • Attachment I - 2025 Proposed CRA Board Meeting Dates 1808 2025 CRA Board Meetings Calendar for Year 2025 (United States) January ©©0©00© M T W T F S mmm0©©0 Apr 21 • Easter Monday Oct 13 1 2 3 ©00 5 ' N Omm 9 n mmmmmmm 12 13 14 15 16 m mmm®mmm ®®®m®m M Mm®® 22 23 24 m® ' M Mm®m ®mm O m mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 April ©©0©00© M T W T F S mmannn© Apr 21 • Easter Monday Oct 13 1 2 3 00 5 ' Omm® Omm 9 n mmmmmmm 12 13 14 15 16 m M®®®m®m ®®®m®m M Mm®® 22 23 24 ® ' MMMMM Mm®m ®mm O m July ©©0©00© M T W T F S mmanum© Apr 21 • Easter Monday Oct 13 1 2 3 00 5 n ommm Omm 9 n mmmmmmm 12 13 14 15 16 m ®' ®®®m®m M Mm®® 22 23 24 ® O M®' Mm®m ®mm O m mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 October ©©0©00© M T W T F S mmm0©©0 Apr 21 • Easter Monday Oct 13 1 2 3 ©00 5 6 N Omm 9 n mmmmmmm 12 13 14 15 16 17 Mm®®®m® 19 M Mm®® 22 23 24 m® 26 M Mm®m 29 O m mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 February ©©0©00© M T W T F S mmmmmm0 Apr 21 • Easter Monday Oct 13 1 2 3 mannum 5 6 7 8 9 n ommmmmm 12 13 14 15 16 17 mm 19 M Mm®® 22 23 24 ®m®mm 26 27 28 29 O m mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 May S M T W T F S MMMMM0© Apr 21 • Easter Monday Oct 13 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 August ©©0©00© ® New Year's Day Apr 20 • Last Day of Passover Oct 2 • Yom Kippur Jan 2 MMMMM0© Apr 21 • Easter Monday Oct 13 a Columbus Day Jan 14 w CRA Board January 2025 Meeting annum Omm®®m Omm®® • Last Day of Sukkot Jan 20 un 0 mmmmmmm Oct 14 o CRA Board October 2025 Meeting ' MM® Jun 10 o CRA Board June 2025 Meeting m M M®' mmm® ®®® a Juneteenth Nov 11 mmmm M®' o CRA Board February 2025 Meeting mmmm m m®' M mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 November ©©0©00© ® New Year's Day Apr 20 • Last Day of Passover Oct 2 • Yom Kippur Jan 2 mmmmmm0 Apr 21 • Easter Monday Oct 13 a Columbus Day Jan 14 w CRA Board January 2025 Meeting mannum Omm®®m Omm®® • Last Day of Sukkot Jan 20 ® Inauguration Day (DC, MD (partly), n Omm®®m® Oct 14 o CRA Board October 2025 Meeting ' MM® Jun 10 o CRA Board June 2025 Meeting mm e Veterans Day m mmm® Jun 19 a Juneteenth Nov 11 ®m®mm M®' o CRA Board February 2025 Meeting mmmm a Independence Day O M mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 timeanddate March ©©0©00© ® New Year's Day Apr 20 • Last Day of Passover Oct 2 • Yom Kippur Jan 2 mmmmmm0 Apr 21 • Easter Monday Oct 13 a Columbus Day Jan 14 w CRA Board January 2025 Meeting mannum Omm®®m Omm®® • Last Day of Sukkot Jan 20 ® Inauguration Day (DC, MD (partly), n ommmmmm Oct 14 o CRA Board October 2025 Meeting ' MM® Jun 10 o CRA Board June 2025 Meeting mm e Veterans Day M Mm®® Jun 19 a Juneteenth Nov 11 ®m®m® M®' o CRA Board February 2025 Meeting mmmm a Independence Day O M mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 June ©©0©00© ® New Year's Day Apr 20 • Last Day of Passover Oct 2 • Yom Kippur Jan 2 W©©n©um Apr 21 • Easter Monday Oct 13 a Columbus Day Jan 14 w CRA Board January 2025 Meeting 0 Omm®®m Omm®® • Last Day of Sukkot Jan 20 ® Inauguration Day (DC, MD (partly), May 26 ®mm Oct 14 o CRA Board October 2025 Meeting ' MM® Jun 10 o CRA Board June 2025 Meeting ®®M®m® e Veterans Day Jan 20 a Martin Luther King Jr. Day Jun 19 a Juneteenth Nov 11 Wmmmmmm M®' o CRA Board February 2025 Meeting mmmm a Independence Day Nov 27 * Thanksgiving Day September ©©0©00© ® New Year's Day Apr 20 • Last Day of Passover Oct 2 • Yom Kippur Jan 2 m0©©0©0 Apr 21 • Easter Monday Oct 13 a Columbus Day Jan 14 w CRA Board January 2025 Meeting 0 U Omm®® • Last Day of Sukkot Jan 20 ® Inauguration Day (DC, MD (partly), May 26 mmmmmmm Oct 14 o CRA Board October 2025 Meeting VA (partly)) Jun 10 o CRA Board June 2025 Meeting m®mmmmm e Veterans Day Jan 20 a Martin Luther King Jr. Day Jun 19 a Juneteenth Nov 11 M M®' o CRA Board February 2025 Meeting mmmm a Independence Day Nov 27 * Thanksgiving Day mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 December ©©0©00© ® New Year's Day Apr 20 • Last Day of Passover Oct 2 • Yom Kippur Jan 2 m0©©0©0 Apr 21 • Easter Monday Oct 13 a Columbus Day Jan 14 w CRA Board January 2025 Meeting 0 N Omm®® • Last Day of Sukkot Jan 20 ® Inauguration Day (DC, MD (partly), May 26 mmmmmmm Oct 14 o CRA Board October 2025 Meeting VA (partly)) Jun 10 o CRA Board June 2025 Meeting ®®®m®m® e Veterans Day Jan 20 a Martin Luther King Jr. Day Jun 19 a Juneteenth Nov 11 M Om®mmm o CRA Board February 2025 Meeting Jul 4 a Independence Day Nov 27 * Thanksgiving Day mmmmmmm a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 Jan 1 ® New Year's Day Apr 20 • Last Day of Passover Oct 2 • Yom Kippur Jan 2 • Last Day of Chanukah Apr 21 • Easter Monday Oct 13 a Columbus Day Jan 14 w CRA Board January 2025 Meeting May 13 o CRA Board May 2025 Meeting Oct 13 • Last Day of Sukkot Jan 20 ® Inauguration Day (DC, MD (partly), May 26 * Memorial Day Oct 14 o CRA Board October 2025 Meeting VA (partly)) Jun 10 o CRA Board June 2025 Meeting Nov 11 e Veterans Day Jan 20 a Martin Luther King Jr. Day Jun 19 a Juneteenth Nov 11 CRA Board November 2025 Meeting Feb 11 o CRA Board February 2025 Meeting Jul 4 a Independence Day Nov 27 * Thanksgiving Day Feb 17 a Presidents' Day Jul 8 o CRA Board July 2025 Meeting Dec 9 a CRA Board December 2025 Meeting Mar 11 o CRA Board March 2025 Meeting Aug 12 o CRA Board August 2025 Meeting Dec 15 • Chanukah/Hanukkah (first day) Apr 8 e CRA Board April 2025 Meeting Sep 1 * Labor Day Dec 22 • Last Day of Chanukah Apr 12 • Passover Eve Sep 9 CRA Board September 2025 Dec 24 • Christmas Eve Apr 13 • Passover (first day) Meeting Dec 25 a Christmas Day Apr 20 • Easter Sunday Sep 23 • Rosh Hashana Dec 25 e Christmas Day (Most regions) 1809 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.1 SUBJECT: Discussion and Consideration of the Commercial Business Marketing Grant Program Guidelines and Application for Fiscal Year 2024-2025 SUMMARY: The BBCRA Commercial Business Marketing Grant Program is designed to support local businesses within the BBCRA area (see Attachment 1). This grant program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to offset the costs of marketing and branding initiatives that help businesses grow and expand their reach to the local community and desired target demographics in accordance with the BBCRA Community Redevelopment Plan. The grant provides a valuable opportunity for businesses to invest in their marketing efforts, drive growth, and contribute to the vibrancy of the Boynton Beach community. This initiative is in line with the BBCRA's ongoing commitment to stimulate economic growth and enhance business visibility within the BBCRA area, in accordance with the BBCRA Community Redevelopment Plan. Grant Program Objectives: • Purpose: To help businesses enhance their visibility and attract more customers through effective marketing and branding strategies. • Reimbursement: Commercial businesses can apply for reimbursement of marketing - related expenses, including but not limited to advertising, digital marketing campaigns, branding materials, and promotional activities. • Maximum Grant Amount: $2,500 is the maximum reimbursable amount per business. • Funding Availability: Funding will begin upon finalization of program documents and within the new fiscal year starting October 1St annually. • Approval of Funding: Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. • Cost -Effective: Reduce the financial burden of marketing expenses through reimbursement. Eligibility Requirements: • Open to businesses located in a commercial property within the BBCRA boundaries. 1810 Applicant must have valid City of Boynton Beach and Palm Beach County Business Tax Receipts (BTR). Each applicant must demonstrate a strategic marketing plan and the anticipated impact on business growth. Must demonstrate a need for marketing assistance to enhance business operations (see Attachment II). Eligible needs include: • Declining Sales or Revenue • Low Customer Awareness • High Competition • New or Expanding Product/Service Offerings • Underutilized Capacity • Poor Online Presence or Engagement • Ineffective Current Marketing Efforts • Target Market Challenges • Need for Rebranding or Brand Refresh • Strategic Business Goals Approved marketing initiatives must be implemented within six months of Board approval and reimbursement requests made within 60 days of completing the marketing initiative (see Attachment III), with the option for one (1) 60 -day administrative extension. Request for extension must be made in writing. Must meet with Social Media Outreach Program (SMOP) at least two times to be eligible for reimbursement. Application Process: • Applications can be submitted online via the BBCRA Eventeny site. • 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. • All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. • BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. • Applicants submit an outline of their proposed marketing plan, and, upon approval and completion of the project, can receive reimbursement based on documented expenses up to the maximum award. • Applications will be considered on a first-come first -serve basis with preference given to commercial businesses that have not received prior Commercial Business Marketing Grant funding. • Up to 20 businesses will be awarded a $2,500 grant on a reimbursable basis. FISCAL IMPACT: FY 2024-2025 Budget, Project Fund 02-58400-445, $50,000 CRA BOARD OPTIONS: 1. Approve the FY 2024-2025 Commercial Business Marketing Grant Program and Application as presented, pending any final review from CRA legal counsel. 2. Other options or directions as provided by the Board. 1811 ATTACHMENTS: Description • Attachment I - Rules & Regulations • Attachment II - Demonstrated Need for Commercial Business Grant Assistance • Attachment III - Reimbursement Form 1812 n / BOYN BEAC uuw O M VIII IIf III I@'ILtlli' Ili'IIIOIIF'l,'11 7' Ili'IIP O October 1, 2024 — September 30, 2025 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL BUSINESS MARKETING GRANT PROGRAM Program Rules and Regulations The Boynton Beach Community Redevelopment Agency (BBCRA) is offering a Commercial Business Marketing Grant Program designed to support local businesses within the BBCRA area. This grant program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to offset the costs of marketing and branding initiatives that help businesses grow and expand their reach to the local community and desired target demographics in accordance with the BBCRA Community Redevelopment Plan. This grant provides a valuable opportunity for businesses to invest in their marketing efforts, drive growth, and contribute to the vibrancy of the Boynton Beach community. This initiative is in line with the BBCRA's ongoing commitment to stimulate economic growth and enhance business visibility within the BBCRA area, in accordance with the BBCRA Community Redevelopment Plan. The BBCRA reserves the right to approve or deny any Commercial Business Marketing Grant application and to deny payment at any time if, in its sole and absolute discretion, it determines the business will not advance the goals and objectives established for the economic growth of the BBCRA area. The BBCRA is a public agency and is governed by the "Florida Public Records Law" under Florida State Statute, 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. Key Highlights and Benefits • Purpose: To help businesses enhance their visibility and attract more customers through effective marketing and branding strategies. • Reimbursement: Commercial businesses can apply for reimbursement of marketing -related expenses, including but not limited to advertising, digital marketing campaigns, branding materials, and promotional activities. • Maximum Grant Amount: $2,500 is the maximum reimbursable amount per business. • Funding Availability: Funding will begin upon finalization of program documents and within the new fiscal year starting October 1St annually. • Approval of Funding: Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. • Professional Growth: Access to resources and tools that elevate your business's marketing efforts. • Cost -Effective: Reduce the financial burden of marketing expenses through reimbursement. Page 1 of 7 Attachment I: Program Rules and Regulations 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9097 „Io�rirntoirnbeachcra„com 1813 ..................................... Initials Incentive Funding The Commercial Business Marketing Grant offers financial assistance to commercial business owners in the form of a reimbursable grant for 100% of eligible expenses, up to $2,500, associated with eligible marketing or advertising expenses. Eligible Marketing Expenses: o Digital marketing campaigns (social media ads on Facebook, Instagram, Twitter, and Linkedln, Google ads, etc.). o SMS marketing o Website development or enhancement. o Branding and graphic design services. o Print advertising. o Promotional events and activities. Eligibility Requirements Applicant must meet all of the following requirements in order to be considered eligible to receive grant funding: • Applicant must be the principal owner of the business entity or d/b/a named the principal owners named on the corporation. • Must be located in a commercial property within the boundaries of the BBCRA area. Attachment 11 — Map of BBCRA area • Applicant must be open and operating and have valid City of Boynton Beach and Palm Beach County Business Tax Receipts (BTR). • Must demonstrate a need for marketing assistance to enhance business operations. Please view Attachment 111 - Demonstrated Need for Commercial Business Marketing Grant Assistance. • Grant funds will be reimbursed exclusively for approved marketing, advertising, and promotional items and tools as outlined below. • Grantees shall allow the BBCRA the right and use of photos and project materials. • There is no application fee. • Applications will be considered on a first-come first -serve basis with preference given to commercial businesses that have not received prior Commercial Business Marketing Grant funding. • Applicant can apply for the grant annually, but preference will be given to businesses that have not previously received grant funding. • Approved marketing initiatives must be implemented within six months of Board approval and reimbursement requests made within 60 days of completing the marketing initiative, with the option for one (1) 60 -day administrative extension. Request for extension must be made in writing. • Must meet with Social Media Outreach Program (SMOP) at least two times to be eligible for reimbursement. Page 2 of 7 Attachment I: Program Rules and Regulations 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9097 „�oyntonbeachcra„com 1814 ..................................... Initials Project items eligible for funding under this grant program are limited to: Digital Marketing • Social Media Advertising o Facebook Ads o Instagram Ads o Linkedln Ads o Twitter Ads • Search Engine Marketing (SEM) o Google Ads o Microsoft Ads o Yelp Ads • Email Marketing Programs o MailChimp o Constant Contact o iContact • Online Directories • Outdoor Advertising o Design and advertising costs for: ■ Billboards ■ Street Signs • Content Marketing o Sponsored Blog Posts o Video Marketing (YouTube, Vimeo) Influencer Partnerships • Website Development and Enhancement o Website Design and Redesign o WordPress o Wix o Domain Purchase o Website Hosting Services o SEO Services o E -Commerce Integration Print Marketing • Print Collateral (Flyers, Posters, Brochures) o Design Costs o Printing Costs o Distribution Services • Business Cards o Design and Printing Services • In -Store Displays o Window Decals and Graphics • Direct Mail o Design Costs o Printing Costs o Mailing Services • Magazine and Newspaper Ads: o Local publications o Specialty Magazines Other Mediums of Marketing • Graphic Design Services or Tools o Graphic Design Company o Canva o Adobe Creative Products o Affinity Designer o Inkscape o Similar design programs • Television Advertising o Local TV Commercials o Cable TV Ads • Branding or Rebranding • Logo Creation • Radio Advertising o Local Radio Spots o Internet Radio (Spotify, Pandora) • Vehicle Wraps o Design and Application for Branded Vehicles Page 3 of 7 Attachment I: Program Rules and Regulations 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9097 „Iboynton beachcra„com Initials 1815 • Promotional Materials o Branded Merchandise (T- shirts, pens, bags, etc.) o Signage and Display Martials • Additional campaigns and items will be considered on a case-by-case basis by BBCRA. • In -Person Exhibiting o Vendor Booth at Local Events o Banner Placement at Sponsored Events Ineligible Expenses for Reimbursement Note: This list is not exhaustive. The BBCRA reserves the right to determine the eligibility of expenses on a case-by-case basis. Businesses are encouraged to consult with the BBCRA before incurring expenses if there is any uncertainty about eligibility: • TikTok Ads • CapCut Pro • Video Production Services • Employee Uniforms • Any marketing materials, ads, or tools that were purchased prior to the approval of the grant. • Sponsorships or donations • Late fees or penalties Ineligible Businesses The following businesses are considered ineligible for assistance under the Commercial Business Marketing Grant Program: • Firearm Sales/Shooting Range • Religion -Affiliated Retail Stores • Non-profit organizations • Check Cashing Stores • Kava Tea Bars • Adult Entertainment • Adult Arcades • Alcohol and/or Drug Rehabilitation Centers/Housing • Massage/Personal Services • Auto Services Facilities — repair, storage, sales, etc. • CBD Retail Stores, etc. • Convenience Store • Churches/places of worship • Medical Research Centers/Housing • Tattoo Shops / Body Piercing / Body Art Shops • Liquor Stores • Vapor Cigarette, E Cigarette Stores • Pawn Shops • Political offices, campaign headquarters, or other businesses focused on politics or political operations • Any other use that the BBCRA staff or BBCRA Board determine will not support the redevelopment of the BBCRA Area Page 4 of 7 Attachment I: Program Rules and Regulations 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9097 „toyirntoirnbeachcra„com Initials 1816 Application Process Applications can be submitted online at v�,,,,,,,,,,,,,,,,,jboytonbeachcira,.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. All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. 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, however online submissions are preferred. Applicants will be considered on a first-come, first -serve basis. Application to this grant program is not a guarantee of funding. Funding is at the sole discretion of the BBCRA Board. Application packets must include the following documentation: 1. 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. 2. Copy of the corporate documents for the applying business entity. 3. Copy of a commercial lease agreement. 4. Attachment I - Initialed and signed Rules & Regulations (pages 1-9) 5. Attachment I II — Demonstrated Need for Commercial Business Marketing Grant Assistance 6. Attachment IV — W-9 Form 7. Attachment V — Grant Intake Form 8. Attachment VIII — SMOP Application 9. Cost estimate(s) describing the project costs for which the applicant is requesting reimbursement. 10. Copy of City of Boynton Beach and Palm Beach County licenses (Business Tax Receipt). Approval of Funding Request All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at uu„.Iba yim girllb g1hcr ..corn.. 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 5 of 7 Attachment I: Program Rules and Regulations 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9097 „I�oyntonbeachcra„com 1817 ..................................... Initials Procedures for Reimbursement Once the grant is approved, applicant must meet with SMOP at least two times before submitting for reimbursement. The reimbursement request shall be summarized in a report and accompanied by the following documentation for the completed marketing initiatives: • Submission of Reimbursement Request: o Business shall submit a formal reimbursement request to BBCRA, including the following documentation: ■ Completed Reimbursement Form: Summary of the marketing activities, expenses, and outcomes. Attachment VI — Reimbursement Form. ■ Proof of Payment: • Paid invoice describing marketing initiative completed • Proof of payment(s) totaling contract amount. Payments in cash and/or cryptocurrency are not eligible for reimbursement. 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. For credit card payments, a copy of the statement showing the payment to the exact marketing or advertising entity must be provided. Payments must be made in the name of the applicant. • If applicable, provide Verification of Final Payment (Attachment VII). ■ Proof of Completion: Copies of final marketing materials, digital campaign reports, media schedules, and any other relevant documentation. For temporary signage, proof of permit approval by the City of Boynton Beach. ■ Proof of Vendor Usage: Any documents, such as proposals, invoices, contracts, or agreements, received from vendors for eligible expenses. • Submission Deadline: All reimbursement requests must be submitted within 60 days of the completion of the marketing activity. • Review of Documentation: BBCRA staff reviews the submitted reimbursement request and supporting documentation to ensure compliance with grant guidelines. — BBCRA staff may request additional documentation or clarification if needed. • Reimbursement Approval: - If all documentation is in order and expenses align with the approved plan, BBCRA staff approves the reimbursement. - Businesses are notified of the approval or denial of their request within 30 days of submission. • Disbursement of Funds: - BBCRA staff processes and disburses the approved reimbursement amount to the business via check. • Feedback and Reporting: - Businesses are encouraged to provide feedback on the grant process and report on the outcomes of their marketing efforts. — BBCRA staff may request a post -campaign report highlighting the impact of the marketing activities on business performance. 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. Page 6 of 7 Attachment I: Program Rules and Regulations 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9097 „Ioyntonbeachcra„com 1818 ..................................... Initials 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. 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 Business Marketing 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 to the maximum extent permitted by law 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 Business Marketing Grant Program Rules and Regulations. 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 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 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. Signature Date: Page 7 of 7 Attachment I: Program Rules and Regulations 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9097 „I�oyntonbeachcra„com 1819 ..................................... Initials I � BOYNTON ZA =BEACO Ui IIP III°I"Y ff H,,,,IS [ „N II@' !!III G IIEl O Y DEMONSTRATED NEED FOR COMMERCIAL BUSINESS MARKETING GRANT ASSISTANCE DECLINING SALES OR REVENUE • Data Evidence: Provide sales or revenue data showing a downward trend over a period of time. Data can be shared in percentages for a YOY or monthly comparison. • Explanation: Explain how a lack of effective marketing could be contributing to the decline. LOW CUSTOMER AWARENESS • Survey Results: Share results from customer surveys indicating low brand recognition or awareness in the target market. • Market Research: Present research or market analysis that shows competitors are better known or more visible in the area. HIGH COMPETITION • Competitor Analysis: Provide an analysis of competitors' marketing efforts and explain how they are outperforming your business in attracting customers. • Market Share Data: Show data indicating a loss of market share to competitors with more robust marketing strategies. NEW OR EXPANDING PRODUCT/SERVICE OFFERINGS Product Launch: Explain the need to promote a new product or service that the market is unaware of. Expansion Goals: Demonstrate plans for business expansion and the need to reach a larger or different demographic. UNDERUTILIZED CAPACITY • Operational Data: Present data showing that the business has excess capacity (e.g., empty tables, unsold inventory, or underused services) that could be filled with better marketing. • Growth Potential: Explain how marketing could help in utilizing this capacity by attracting more customers. Attachment III: Demonstrated Need for Commercial Business Marketing Grant Assistance 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1820 POOR ONLINE PRESENCE OR ENGAGEMENT Website Traffic Data: Provide analytics showing low website traffic or poor engagement rates on digital platforms. Social Media Metrics: Share data on low social media followers, likes, shares, or comments compared to industry averages. INEFFECTIVE CURRENT MARKETING EFFORTS • Campaign Performance Data: Present evidence of past marketing campaigns that failed to achieve their objectives (e.g., low ROI, minimal engagement). TARGET MARKET CHALLENGES • Demographic Data: Show that your current marketing is not effectively reaching key demographics or geographic areas. • Customer Feedback: Provide feedback from customers indicating they were unaware of promotions, services, or products until much later than desired. NEED FOR REBRANDING OR BRAND REFRESH • Brand Perception Studies: Share results from studies showing that the brand's image is outdated or no longer resonates with the target audience. • Market Shifts: Explain how changes in market trends or consumer preferences necessitate a refreshed marketing approach. STRATEGIC BUSINESS GOALS • Growth Objectives: Link the need for marketing to strategic goals like market expansion, entering new markets, or increasing market share. • Investment Justification: Justify the need for marketing as a critical investment to achieve specific business milestones. Attachment III: Demonstrated Need for Commercial Business Marketing Grant Assistance 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1821 I � BOYNTON ZA C u iiN iii I"Y=BEACH,,,,i itiii N iiia r iii GEI COMMERCIAL BUSINESS MARKETING GRANT REIMBURSEMENT REQUEST Business Information: Business Name: Contact Person: Business Address: Phone Number: Email Address: Grant Approval Date: Reimbursement Request Submission Request: 1. Marketing Campaign Details: Digital Marketing: • Social Media Advertising: o ❑ Facebook Ads o ❑ Instagram Ads o ❑ Linkedln Ads o ❑ Twitter Ads o ❑ o ❑ • Search Engine Marketing (SEM): o ❑ Google Ads o ❑ Microsoft Ads o ❑ Yelp Ads o ❑ o ❑ • Email Marketing Programs: o ❑ MailChimp o ❑ Constant Contact o ❑ iContact o ❑ o ❑ Attachment VI: Reimbursement Form 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1822 • Content Marketing: o ❑ Sponsored Blog Posts o ❑ Video Marketing (YouTube, Vimeo) o ❑ Influencer Partnerships 0 ❑ o ❑ • Website Development and Enhancement: o ❑ Website Design and Redesign o ❑ WordPress o ❑ Wix o ❑ Domain Purchase o ❑ Website Hosting Services o ❑ SEO Services o ❑ E -Commerce Integration 0 ❑ o ❑ • Outdoor Advertising: o ❑ Billboards (Design and Advertising Costs) o ❑ Street Signs (Design and Advertising Costs) 0 ❑ o ❑ Print Marketing: • Print Collateral (Flyers, Posters, Brochures): o ❑ Design Costs o ❑ Printing Costs o ❑ Distribution Services 0 ❑ 0 ❑ • Direct Mail: o ❑ Design Costs o ❑ Printing Costs o ❑ Mailing Services 0 ❑ o ❑ • Magazine and Newspaper Ads: o ❑ Local Publications o ❑ Specialty Magazines 0 ❑ o ❑ 0 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1823 • Business Cards: o ❑ Design and Printing Services o ❑ o ❑ • Signage and Banners: o ❑ Design Costs o ❑ Permitting Fees o ❑ Printing Costs o ❑ Installation Costs o ❑ o ❑ • In -Store Displays: o ❑ Window Decals and Graphics o ❑ o ❑ Other Mediums of Marketing: Graphic Design Services or Tools: o ❑ Graphic Design Company o ❑ Canva o ❑ Adobe Creative Products o ❑ Affinity Designer o ❑ Inkscape o ❑ Similar Design Programs o ❑ Branding or Rebranding o ❑ Logo Creation O ❑ o ❑ Radio Advertising: o ❑ Local Radio Spots o ❑ Internet Radio (Spotify, Pandora) o ❑ o ❑ Attachment VI: Reimbursement Form 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1824 Television Advertising: o ❑ Local TV Commercials o ❑ Cable TV Ads 0 ❑ o ❑ In -Person Exhibiting: o ❑ Vendor Booth at Local Events o ❑ Banner Placement at Sponsored Events 0 ❑ o ❑ Promotional Materials: o ❑ Branded Merchandise (T-shirts, Pens, Bags, etc.) o ❑ Signage and Display Materials 0 ❑ o ❑ Vehicle Wraps: o ❑ Design and Application for Branded Vehicles 0 ❑ o ❑ Miscellaneous Approved Campaigns and Items: 0 ❑ 0 ❑ 0 ❑ 0 ❑ 0 ❑ 2. Marketing Objectives: 3. 0 0 0 Target Audience: a. b. C. Attachment VI: Reimbursement Form 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1825 Expense Details: Expense Description Facebook Ad Campaign Vendor/Service Provider Facebook Ads Invoice Number INV12345 Date of Expense MM/DD/YYYY Total Amount Paid $500.00 Reimbursement Amount Requested $500.00 Print Flyers Clear Copy INV12345 MM/DD/YYYY $250.00 $250.00 Website Redesign Saffire Web Design INV12345 MM/DD/YYYY $1,000.00 $1,000.00 Total Reimbursement Requested Attachment VI: Reimbursement Form 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1826 Supportive Documentation: Please attach the following documentation to support your reimbursement request: • ❑ Copies of paid invoices and receipts for each expense listed above. • ❑ Proof of payment (e.g., bank statements, credit card statements) and/or Verification of Final Payment • ❑ Samples or evidence of the marketing materials produced (e.g., screenshots, copies of print ads, links to digital campaigns). • ❑ Proof of payment and permit issuance for temporary signage with the City Boynton Beach applicable Certification: I, the undersigned, certify that the information provided in this reimbursement request is accurate and that the expenses listed were incurred in accordance with the approved Commercial Business Marketing Grant guidelines. I understand that providing false information may result in the forfeiture of grant funds and potential legal action. • Authorized Representative Name: • Title: • Signature: • Date: BBCRA Office Use Only: • Date Received: _ • Reviewed By: • SMOP Verification: Meeting One: Meeting Two: • Approval Status: ❑ Approved ❑ Denied • Reimbursement Amount: $ • Date Check Request Submitted: • Date Check Issued: • Comments/Notes: Attachment VI: Reimbursement Form 100 East Ocean Avenue, 41" Floor, Boynton Beach, FL 33435 — Phone: (561) 600 - 9090 www.boyntonbeachcra.com 1827 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 NEW BUSINESS AGENDA ITEM 15.J SUBJECT: Discussion and Consideration of a Two Year Lease Extension with the United States Postal Service for the Property Located at 217 N. Seacrest Boulevard SUMMARY: The United States Postal Service (USPS) is leasing the CRA property located at 217 N. Seacrest Blvd., Boynton Beach, FL 33435 (Attachment 1). The original lease (see Attachment 11) was extended by the CRA Board on April 11, 2023 (see Attachment III) and again on December 12, 2024 (see Attachment IV). The current rental rate is $189,131.25 annually which was a 5% increase from the previous year ($180,125.00) and is due to expire on January 31, 2025. USPS would like to remain at the current location until the new long-term retail facility is completed. The CRA is in the process of entering into a Purchase and Development Agreement with Maple Tree Investments, LLC. for the construction and ownership of a new downtown USPS retail space at 401-411 E. Boynton Beach Blvd. USPS has submitted a request to extend the lease for a two (2) year period expiring on January 31, 2027 (see Attachment V). USPS has offered a fixed annual rental rate of $208,200.00 which includes the reimbursement of USPS's real estate support services provider's (Jones Lang LaSalle Brokerage, Inc.) commission of 4%. The rent minus the brokerage commission provides an annual rent increase of approximately 3.74% over the two (2) year period. Pursuant to USPS's letter dated July 10, 2024 (see Attachments VI & VII), the normal course of managing their leases includes the use of a real estate support service provider to whom the landlord (CRA) pays commission on the aggregated lease value. The landlord (CRA) is reimbursed the commission through the rental increase. The CRA has been requested to execute a Commission Agreement with Jones Lang LaSalle Brokerage, Inc., as USPS's real estate support services provider, and pay their commission in the amount of $16,656.00 (see Attachment VIII). If approved, the Board Chair will need to sign the Commission Agreement and each CRA Board member will need to sign the Lease Extension and a Real Estate Conflict of Interest Certification (see Attachment IX). 1828 FISCAL IMPACT: Fiscal Year 2024-2025 Budget: Rental Income TBD CRA PLAN/PROJECT/PROGRAM: 2016 CRA Redevelopment Plan and 2010 Downtown Vision and Master Plan CRA BOARD OPTIONS: 1. Approve and authorize execution of the two-year lease extension documents under the terms and conditions presented.. 2. Do not approve an extension to the lease. 3. Provide staff with other alternatives as approved by the Board. ATTACHMENTS: Description • Attachment I - Location Map • Attachment II - Boynton Beach - Downtown Station Lease LED 1-31-23 • Attachment III -Approved Lease Extension 1 • Attachment IV - Approved Lease Extension 2 • Attachment V - Lease Extension • Attachment VI - 7.10.24 Letter RE JLL Real Estate Service Provider • Attachment VII - USPS Email Confirmation of JLL Real Estate Services Provider.pdf • Attachment VIII - Commission Agreement • Attachment IX - Real Estate Conflict of Interest Certification 1829 O M O T- PALM n COINK 33435-4011 voiew; H09301 X= I no WASE"Mde and Wned IMC by and WWeen THE VALLEY LAND CORP WWWMIKI M& LMWK MW Rie WnwMaWs fWal Kwvk�ze, hei!'eMniifler c;alk-cl the F�"�?�stal $erv'i�cv `. hi cons of Oie rrlk,dh,)W piromni�,es ,-,;et Wol-, and lor athu guml apcl� vaWatlkr is hemby admoydedged, tle pwl�lez ccpver,,�,iri, and ,agree as fa4ovm 1, Tho ossm, hareby leases to Put Posm! SoNke and the WMI Semma laws trornthe Iiia k,��,Iowmg �,Ije 11�"qrjjir� an�,,O �e ' her6,roafter �e,,- u)� [I o(�h ,JaWy �,,JAnzsont,�ed M para�,�,ra�,Yti: 9, �n aciciordan�cie witl'� and comained in the "Goneirai Cnnviucx"m ["v LIS. � Pu' sl Seivkl,g RLreaSe,,,* SeUbn & 2MWNd IMOD Ud MM 0 pWt herect, Upon wtch us a one Utory maounry bui Laing OW Wh5h mw fan; oanWn,5 wu�5,r,pxv�s, OPPUMMIMS as kwhW& AREA SO FEET WEA Sa FEET Net HoovSpaue REWC.'jry Mono and Uanw"eyo,,? ."06 Drwoway Landacaptg 14 ShewMis 083 T,otal Sft Ajran;� =X29: 39,39, 2, E F 1Rr,x�, tal 0i vii(�;O w W P2 Yr.W0 L of ww a m a n mmo PNO al M ,'"Sixty -Three "Mmmand Three HurvAred 10irty ana 00/100 DoI:a:SRIW 1n equat oisIa,,Jrnen[s at the end,()i c,Wendw, 7ncbn,fl,4 'f3,eW fior "I Rord r 17,ka,cKs shWI IDedisbta-sud as 1.' 0 i ^ZYL, is D11, Vil I'T E R IJE­"r:7 I, ,�,T 0 5 1 , 2 U ➢ �,. 5 thle Wer h named in wimig by Lemon W any change in p"ve cw Was allent Q (W) d4is t'),etorelf'"Ile 04�ed*w�l (,,I Ihi"'I 3, 1"0 HAVE ANI) iC.) I-K)L[Dflle p-ar7nu5N0s%vM E.",P, � I'hy toy a !Wv:"v ; nu F"Y; 01 , 7001 col andinu Jan 11, 101 1 Na.. a :0011 & U� yea I S RRLE45E (WZjune IW%Q, 1831 TE C'�.S- TA TES UOVI, RM 4, RRJEW,AL 1`11"J'e f-earQ may be lenewed at Cie cn)rian W the Po5vaj Sesvice Co�R� the f011owing nepaliate aral congeuutive 7arms and ar nho, foj2uwtng annua: rvntajn� 921'190,11WAL, Z-7P'VEC'T1"%TE EXPIVAVAON' PER AMMAII S, PS CXFA"r XC'V? LKAIrIZ DATE RENTNUAI, vnicup; for causp pursuant !0 We general 2 A 1 2 P 13 IMAM too My W) Qr,; 2 2 0 18 j /3112021 S74 V 92910 othpr vrachnents We paxt this lease. Afrer rhe, Y rcm dwi thar nn7 oce is sent, in WilLing, M UP Qsgor n, Cas" Wo"' ,a'��� Wow the Ohm c"'r:ginal less" �erm ancl aaon renmwal tgom All nons aw'1 Condic Mrs CE this Lean" wit rema n tTe sar/.�t"'- 'L;j zmy wenewa: rem un!esn snum,J nallve to the lessor. 5, TE1 MINA, � K,)tt This 1Q,esc may non In WrminnoM S, PS Wring We Med tarx, vnicup; for causp pursuant !0 We general owndirionn lease nr Any no =Qnze Qr,; Rgreemenr aztl Des! gna v 1 on of cor othpr vrachnents We paxt this lease. Afrer rhe, fixed Cerm, this Wase imy No terminved, puyvwni Lo thi, 't:r,- t]:,s Vc,�E—al recOrded in e;nrvLue Plal 500 upon 60 days wriviron nallve to the lessor. 6� U7 TO IES, SER%x!E. mM'JIL) Lesson as Pao OF &W rsrflaclvmNoemubn' har'�63� ffie U�Axwirvg Knew SOMMS and eqvp'nq'wA Hearong SYStem, Air 201"'dit6oning Ebbl uipmenn, wi'r%v' 7% OTHER PROWS40tJ& T'he fiY11rjv,6r adidUval ProWns, �li upwi ppWy Mi evawAWn wird nwde a pan hmwo,- MaIntenmnCe MUM USPS M 1 0 '1',(I:K H"L,de'r v' 98 S, PS in"s-vion being zaken Wx screw, Wide"mvp and Lots 17, IR, 19. 2D, Lessor to have lease rarnrded an no =Qnze to ups. TWrKqMqee"S Rgreemenr aztl Des! gna v 1 on of Worgency RQPaj a per wcnnal a re a'�" a7corOng Cnntr3C71 the Flat ;hereuf am filp In 7he off2ve 0j tpe Cj,q f LK, Cj,,,,, ,o -'V 8" 'T"YnRW COMWeWdthici 9-E(Al EYESC1R11F11'111CPV',J-' ar r FM RELEASE (UZAme 19M), M RDYWHA REXT MA MH cmwn' 1832 in"s-vion being zaken Wx screw, Wide"mvp and Lots 17, IR, 19. 2D, 21, and Che MINIC!'K 1B feel A 007 22, excepting that part naknn inr srreet widening: uf HWW,"'� 4'' su".,div Sion a7corOng oi the Flat ;hereuf am filp In 7he off2ve 0j tpe Cj,q f LK, Cj,,,,, ,o -'V and for PaW Beach Cointy, finrVA, recOrded in Plal 500 10, page 64, slrumrod Vi ar r FM RELEASE (UZAme 19M), M RDYWHA REXT MA MH cmwn' 1832 0" Ktdi Lease EXECUTED BY LESSOR tTs CO,Rl'�OFRATION rHE VAI LEY I AND C,0Hr-l0FqA I (a ft(,aqmlrwonn',� Mlb,� GeW TF"Fl "�, 7� :i F�178—mi� —", '' .......... . - - ----- 1-111,1-11- �511, .............. . ... — . ... . .. . .......................... . .......... . .. . .. . .. . . . . . . . . . .... ......... 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Form of Ackviiowledgment for, Corporations befi,-,ve me, a Nelary R,,pbfic, Cjr and for Nklme Ctm,jinlymnd S,,J:ale Voresakc, . .. ...... llsA�111Oe krv,zil,vair, lo irni-i u.) the, ... . .... . ...... - af i k 01 d3o,; 04 "YOW."a mm the s,,%rne Noreigpoung aeaso. eilrvd�°,a kr)L,,vjCj,,) y Unla?� &,zlkl PEK:S ,,:mf 'Nile tiiai O'ge 8u4'"a! alftXed to lh* nt)vje Vnv"ri'v'r*0 iS VIED Of Sad persorB(s) INS I'ly, file DQ,fsull(s) umn fnaeanel vrcluntary act.. I the af m. IN�j . . . . ............ 140TAFII AL SEAUL. . ... . ...... . . . . .......... .. im PAX,E , roll 0% Rcq,4 a 0 el jp,. -0l In .J Mll 4m A 0) V,,., rl l r ruln g a 9 t9p ! 0 u", d c", w,,; P, n ruj Uri j the Saki haS filar S, FE". A, C C owl: ,;t 1834 U.S. POSTAL SERVICE Fn, 011,110,s Deplartmient F a r of Ac k no w, I e dg m e ri I fair C o rdrucAl ng Whoor .. ... .............. C.",C)LYNTY OF DEKALEB Pa isunaj appeairlr.,ci hlek.:i�rc rnr,,�,, �,'i NkAi,,v'y PAhc A and flrl'10, COLJll"Y/F"aiSh and Slate Maresek]. 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NXI 0 SYMM Ok, 25 LESSOR'S S11,C)CESSORS �5 rylfli'l, , lua, Lt`y.,16,uG�-,virr>uw Ma MMMU01S I-ImPh WO n,%,J ,ivlj hoea ', RETERMS N22, Awe Kf,y 5 1% calpato mng OUR wd MqA0 MW of duo 0 Ahma all TWIT(Mms nm Bud in MO WjQaW;gMbvMMn bw 10 W empomd Zr;,. w up U.M."In A WnqQM M OdaiPr7a.ao,rm a.a ar MN E* wm",6 1841 ........... 111 Totci Ell C- L'r 'P"R ajD(ViiY'As as d.1%.mm wo wnuirw 'ri i0roje Ioti,1011 9tifrAr'lyrny pollil�' 1 yj 7 no WWR Im *0 pnowmed by ow cm*ndnauun layukmeo is nm pm1wnwd by a cossotmIxon in Me wog wdemmommll: P�o Me I jWoW on Mv,, awa by am, mdum an IGmlrNwm fide ofiomqa benou. beam a malm.,flnubhi'? tMe"s rinl,0 IfEt0-J1111911B Vi", Un", wmqu V"Ide alivid irljn°,IQ bWMMS MOMIr 410 CMVWlJr,09 `,YIIIoCQ� 010 iggons mon gle vow, M Me hUmmuNd pariimm, WXJ'Ivio CAXm U'achnq %"m holiMm 30 doy(" OI� aj]I!Yro)w°fl iniolifIl'y'. or ldN,kV4,1111rllx,* Qqioe"4y PUP135,841 ilv"�"'Iivnw 015SITabon a0ml on allso a MW Wrerrunwon 0 die Palos dhonwnw, =A ^kw"`= awhe *on umwz"g mopl":Zeir Yv Iwcu1Pd "* 'N"O alnkfi'NVW h""Yea is necessany the NnA oml!Pri rr-ovr!V, wry'00181ge t M o Iflrr. rem ZMj:YI3lUPH'N1o0r al Lm'4 r518�4'r im as wwrte ms h.lin, U'Il, olasascatoan orner lohn CDn"Mat rrmn me mrs! cjaI� m rhry For& Las:"',Icor 000O P00 a o",00" Nwh tho fiouol WTO Me a! om Who Cd me mak oY Labcr wolonmahon CoNeafvo aniol rarwrirCrig oro i1,5 i"oJbf"IVQ anij irl h"vol,,, cirio:lirM alVirrovAd M,n CII cA Ilatarraga,,).ownli, CI Ml CWTO "Woo IM to" D ) I Appemmus "My U45 ,q, nicirm: wnyily wvticqa joro!Njrv,,)niaglMwod '0031 6 SP,14190 W 1 10 f, C, I V, ims,,uipiYaW by We &MMU 01 Appalike04I WIN IMUMIJ wims so a aws, uMm a pmlpimn tom *=d Who MO 113weaut"10 airlirf' Tmlrflrgar 01 o mA rimmm"y reakwied & m(j i ii pyoarn, clefs rlecl u,q Enyiiew",io ari,:d 'rravillsAa u, I wonry Ins wympmon; 0 Ce elomw or Ili? M;2oy "'o M4,40r as MI an"MVMe I ?aqwV1 moy to perjm.gpej, ID qvinlo! oirle A roiqittprlooir"11 M is pecumm wpomwcbly Ilov, EniNtrrneii-0 ar%l NA NIM AaUmMaWnn 11 S DopmMumni 31 L a brij, �2, kn 'r'jovy crolp'r roci4r4°P 1pu.aNPrlNor than rom pamdwl 1'z'r No LwsKs MGM Vk Come urxls^ir mr'r;e Iname gwognInn AjqmMWWS MW Imams VMXA no Pam d W AWA vl"Ue QNV"'f,$ 8'11!j U'01[]Iin olw Iih., Immma pwgam l0ur Me pamcmar. 3VMqM=0A nr Rjlilr9Hv 550,3 05 0 pmonvillovu W tlll'ar 0owainson P the appenwoWvp of lw=3 ,q��jwinlkes for �IaJnuvs n lam be pad wi MD spoot"i'q)� '� �A fi,A bwwIN Nstod al, to or me o py 'flll�'awk'r Linl(iI �ll@ 1"j0 whqe ala Ham Drvosoc-,',,, u0c'vjlniinovt,f, owl a dl=d sma0cm ;Petals. Any a sayie"'A V, "In I'raw,R,) lrwil,�, nkn nit Irrrum r iwu y wQk on Wo pb WN Al excess Of Me WO 0% w9mmad PmIm"n "Wat be Paz Me ir,auma. MR General (,o�,jdjtj,oras to USPS, Leases as 00 wage dQWMMW4 IM!" cmMumul 0 mph alwy i 3 Kv'�Iol orall,liq U)r �5jUllx(AI0,1"U""-f "OnagNowl bv QU SWO&I As apo prat lom) muldnW& albormik 0 an pnog"'Wi-, I)i it "('cal Dvwm�oojrlerlI U;lirl ov�mnlnilt vsilll INC"'bflgev N W"NJ W WIN OPWRN Or t'as' 0,,CqhC'Bbf"ff rpq,,'v Wonorie'd r"'arnfor'110 w1u(Ili, OrNITT" IN "qppr^ave'd ;Re 29 CFP 5, 6 mpf"IP ll himig VNI5 api,po cyvei'l ix 4, ilk ioA? the IRN)r PNW Rhkogu'v n'j ii ni'21 I I1111 UAA000lNy wols INR c, 0orwiwe I Tl'rii � VNjy pidN lieqijirr �✓Pu vniit any hy"aao (Ir ampo"MI W1 woril," r'In"Jin I'lle V�inIfev'p In 4iiyk rinra 11fan nows pi wvy wohooNk W m SUNW1 M-00 pokins 01 ml� CumacCoAftolir, o-foolis ir,�j 1whN Act Wit ka W7 Mfit OV ess "M None W MMUM mmmin =%mmmo M a we m Uri trim W uAl", Pilo tfrivor rhu", k7'b:N&A a mowwnwr Impi: woe or peq for am ,cloud "w" momw w ems"O Qh-rs 2 r"V'r I jMMaNj Uwwp�, Onh wN be ampukhio or aT �1 0 1by, Wand day two vd'rN fl 'tiv 011'),"Pli5la" was rvjqiooIt4d isf, poon""Atorl rfl HIYi C 1 Xloij 7 S V � o (" o"i S �Ilju ut"VACac'orig qqy �( ra �,ji sjr � in ,tofay be oWonnilmd fQ00561,rVio ID 8H� MY itra Les!v" w; wpm oaWn mW UmMMM dwmip�% pi.lrqualnm I ") "Re III MIra g1jil"ll" r..r alomlv4N d PaoyrcC ,Iir lcg ()rii ir"P AnmbnlN N= orinood I and pomm Mow "low Am wr*=� cyrl�",couboi' Too rooxas rrmsh anah, $ir& nl�vnp" RXMiIIJ SVGLI'dftf i"11090VI ^4 ojell()qem",'Yea' theflirw1cljo4s votrofcl' OUSUSHM, raw d PY Twoly 00 01 wommm W assu"med ic, fnnpk! kovivn!NIE�I' rofir TilrOy Innij MIN114,11Y rnmbel CA pwams MMA01 dVWWXW nude and adum *Rpm gum, ql'irv�„v inwer Vne 11-65:Uy or OlAwwa mpww"Wn VW 9wrowy 0 I aboir 10 assime a vwmlilwirmitifl lij, t*aiInle al N/'TiiWpberla''% torock,or IIAMYnflk, qvu Le, (,it m0 ITCAhkin reclucts shailislirm"'; ifole ("'cmirnonllmeq ma,ml.h 411apirsaiia"", 01 Ill, phn w pogiam = No moMlm ah= Wd M aw"AIAWW of tilyl onlim T'0' jollon ny t'aw""n A,r N�lloiv� lfirid�iil aplpvc.lvw9 prvqlgiv,N rnolhIalil` ma4urn midiiinc* r� t'me Ple), ij e" oldl 01 1 rioine4 Llu) arw"? V'Io-feelr5' CI -tNi nVlip" and Hfa',iq �-"'kiroe pil�a jnbe'j If" "In' al, i_,Itrhi! InfliNvriihoa oxy WIG r."'udplj)" urs air im'J t 7 SOD! 2 To Ummir nM MWA 0904e tf' 61'&Ir W&Rk V mo I swevo t r Ns 0A.F I ppmmmwi a Wo 010 pmyak a) Me sopmeho bAN WIN= of 01 POPIN no a RvalrEwly Dw CMY nmv VV amcwTwmeM ny a rrm4M wrM Lq 00 9-M irdbahs 9WN� paocvjagr'r nlllr avld hmi Vm yvajjix fle ghmr aw mw WS3 CIH'auiq b, We&weimo- LaAoix 1842 MW UMT Mo umnmMumm so lam kv WW@Rtw)rf.W 00 wv'ri worwik COP %=map" of um t"7f <�pnpH")Ohc* t'�dlll e 29 CFR 55500AMI we mull unjd�,,.�ir a4' " "fli'l lent wSMAM5 "A, wan"n"Um" Iqq1IAlA1e1[r )" y Iheo sludble"M a, I26ruy Clj� "u""y ap['Ilwvwd (ly ow, �tar l)u,,tmrtnmuV. ca I. afl'wbr r, kv rTu',.)vk.-xn anflaclins and rspnnw"�"'j r resp I's (I'd m'WUW�5 NI` 11 H lw Lroort rArmrZ. urw, wm y �„y V!,IC'r P'wq,,)jf k4i'viagfum, arl as, 13idge'r COAB crm!V�nl nurnbr&r 1215,4) ,�,O :3 7he Loswi% rowds loquOed ondef Uw li'vilal The I"xAilial&”' fcJj onspo"Unn Liv, iluVwx1rell thr""', '10r nQM4 pewro the W, %IAUMWM anspajogn g"Wo awreauwwr il hg P H 111Ar„; . .. . . 1!", 1pwrl� pqh' Tk,,io rn!„fuw milml! cun"mpta"; flwa Q14 IIho S=Wq Of 111,01)01 4, MWh UM WOW lllr1lWrhVu.MWd In Vila cunwdlcl by qR, vrl)rno gil Frjrwl�-,, �nml Vr'v LQ""";wrfurgler lhwicj' ary oU-Tur ,;riu,.Amv! wIT, Me La war so AAO ch or mrr acr,lruad paVrnontsi c,,r ndvnywcrm ays Is, cninsliforeill ry %,,l pow ai W"'d C?4 `ulO wirloulfl 0 vvag't!l;' t'ly VIIS 17"MWW rp(VMgtracl qc) thcp' Dia"a 'r AlActl3in primmonItIng iwi I"wlkd Ili,lr 1011I L'wxlR!5�,"r H Vw Way w wy yi lwvrvfirac,cn, rfi�Ws to jpwy, any 'vtk,Voyew cx, merlwank: PrnyAalmd an "a Mmal to www a" co Py wap,,; toqbw&J by Me =wo Njo comocung Whcur Iney, aRor, mg,lIj,jer'll lv'�l rj-(e"' 3.dspevicL P&VI"nolift, ar ad'vwxxvs, to Inn r IRS sc,, rurwHl vIclialinna, hAve Tir�a lngnrror� lm inzowt IIAivs, n"munse, qnch,cflnq 11,,As giaragrrarxhj II, in aA he(eur,'adiev Thu T)umrr� Nil Mw mmme & MW wwwMMIL M U.MMI M mot M 0" Www- Cov q Ampowe WIT11 and "Tel,'Iflad A,cts Rkmjumamunt& Ab and trVIq 4Ar,v rrrNll r cwu 11,,e Day Arcl' clm'$ irctLIMAJ 'ac"!L Ws 29 CFA Pals 1, & sod 5 Wo homby mcwqxWed b1PY In cuntroul" I'roqnifi�cal cv, M E 11�lg'b&ty B'y' AMm:bvbfmj 'r"Fo dw:v thu IW;!l;,UA 117,,,mhO',grB tmjn�wh mqrilMer A Cl';" nny n, t'rivn, hgrvllim,g Bin, E0116HM1 oKr, khe lkr ",�'M�dr i�'a IrilmhgdAQ to Do 0AJOAX Cw0mcm by Mule ul swuan 30, sol me cmw. Bacon Act or'29 5, 0, Z No pan at Mo ummuM Irl be A0111y: P&SM, I Ion dwAvNe AV wi iG"rWu, l lvvalb h,JN: X"O ul Ow L�JavAVI" " , Clc OW dRmmvM as as ;I,, CFR 512 Oupwas Labu, 3rsbg ajI rnc 'P(10 alo atlas 5w-'r""hwcl '�"o lhu Qawns wKi lWow QwUse 1ha M1 be rewyed 0 U=Cmanma W H I H I PrMR dw W I h G laymkI nan t A L a 4 or noT by I o wi 29 C F F1 Mlls 5, it ana 7. 111hsill:mAes ndr,e, r,u wn��,.masj u df:SrAAa& k��"�xw Icuj twq"'aF eIqs F'rE,TERPAS N2 2 1, J � In, A! I S 99) Gen!v*.ral Coridiflom to USPS Lease and, ffw Rliv,'fl S 0, "llir cic�' vw u & Dammm"If Uwn w mgr Pas SANNAUPTI0V I,, UP,* wqx'av Ilw f' RM811'R 116 vwfii nh I, r rw v vin r u ,t,,A 1 "'1 P)rf 11'Alhuurllt'l J), e i I, � 5 r va�hl III "'h, k'B y 1; 0 1'144 ez'J rvW, I[ Won nwRwawiri[,.,A vrw ovh,m,uFlvj Iul V' cullIt'nk)"I'lly Wficw reson, 111SNO �cir acflnui-Eisi@,,v,rg V,i a nmw aim Wmawmw he lummovermli hu dA 0 Me mln(wl fl po The man KdWv No daAR cw,, wt,wJfhp hIvIv"I'qAry ;"4'te�frl vao. vv"e lul Mllk"'Is 0 1 [�rewomw Ma am a w W Plow Wo wwaf""> c:AhKq;z II'mr :'4l Iuw filqr�)V "M SW rrade TI"") LadgM Vh*VM&&)1 Em 1843 VYVITEFI)STATETS, SECTION 8 BA rYF5'E OT� BtJ&INIESS, OJRGA�AZATIOINJ RepresenMons and CertRicallons a, vVeyes ms C a CWVWW,n I Ilhe "'advY. of Ih'q SOM:u rfl� . ....... . ..... I'D a 01 ;"1 J'6w" veMuQ Ll a ommpraNl up9nnimp, or 11 an SAMWWW MMWW; Wid h. is a [] SW WWrOOMON Wjs'liriess' U %dWQlrRW9' ('fiWned F]atIt,'x'sLirrflus El own aknM or M her nan- pro h c SMALL WWW SNESS CONGERNIL A e4naw buoviess covaurn Im 1ho puzpuass :A R=W S"wo Mmmmml q a cmmlra, Whoh IS all I and. is nol; 0"Ahmni "I' the k�, an al%o and A ad a &me awmAWra wMw Me set hnarlh, be ° B Fn CFA F'art II2m(,)v 1 ml� ,--,Ialmdaid Ims Wn of a sas empbyhg nW morell,'mink, °i)0 (ANcp See US"Ps C'ha"g,"Vkr 1,51oc6lin 'I I aha MHU)MTTCWllfh1EDBUS1N,r-,.5S A mirlodty owned twsWwss 1!5 k�� """'hal 6 8A, IPIHO "',I �,@riunrfl clarnhid by, afnilffeihos'e n,W Id da4y buaMess npemlkln�l�W9W co,M'Wed by, on& ar mom rwolms a)f f"I y rnhoMy gmul namey U.S. c4lens who xv bWd� Kspa"allc Arntval-,wnz�, 140adJvn Aawfewn,AWnTack Amemovs, m AWawhdan Anrehmn& I No% AlrnckaW FWWls Amwkan IndWas, Eakhms, sI Ajvl natlav Ha allvs,, "Aslar Pnidk, Aiiyvlcnkl�ans" lnicaninls uwcsie voilase crerl,,glns are roan Tm.Wm -rimmmms 01 Me palmho Whands. Me Maviawnz 11�sWr7lis 1[ la?cs, 'Aslamlu"10,vm Mom uwmaaaise anglom amMv MGM FWkWwn or MmqWM=K) e, WOMAN-C)VVNED BUSMESS A tbo'Iness I a busim.""s wlNch is W kn,� 51, arlfl Ioperated, rvy' ""a 'vNicran or wonx, Ccvn'virlii41 i"� clic'finvd as axer:�islnq thv Power Wo v adlvd, mmsed M the da"N) day mynagm„ mem, t LABOR SURPLUS AREA. A gw)gmphhW ama Whch al Me We d0werad � jo,0hw,'It, or un1amrrpk3pmeM, a perr4s,Wanl h Wh,h 4 surpks alioll, I substalntlW Ubor silun,,1:41un area, 0, drafinhed b Hus �pwagrdpi V SaWn of awmvIntraled ui"eqipl,�cfqelmen� co k)y aw"r l' 2 Flcusisteimk zurp% men memis an awa wh1h 19 015gred by W, LAmi[ as im Wi mkscvlliolarld pmwsWM WWxwwpWs PNoloWdAma of IMMa;MW and PeKsWcl Area 'TreV ICZ ill I`VuYrnilarl lani'l subsionval Imbal"Umws ama mawls an sma WhAl W WNW by thl? DOPM=00 L6W am in man 0 SAMMAI whcx stjrphbs cWAd Amn of WmMMW Wh W Wd as 5uicn!)D?j BPlliltll 0epaolmliar'A lrN cvpjncun vf AriaJq 'II reed's v,i harm Wwraaw°varwawl.orh anlc,' g LABOR SURPLUS AREA CONCERN. A Hni mblich %1VIIH ;?1Wf0'fM0'lJ (3AUSe lx'- ble, pedornnpd as Wmwoal pw"alon W &=W in a ubm sulp4m amEv, K EoucxnONAI. OR 'HER NOF&PRORTORGANWAVOK IVI MOWWWbn, f0ull'ldxk,,,,l, Vru!4 o; IAhe,' Whal qemWd it cir rmjijcaflcriaih kir rlroW, no panoVMv not sharshakferar BA PARENT COMPANY AND I'AXPAYEA MENTWICATION NLJMB1.--',,R gJzkrerV CIDIMDI BIUVw * nifne lMtt n wo'bam or WWWIS MO W'!I',-',T7,,. hUG;111e5G V)'Ialicles al, an OV01,01! TO hvn f'fW!41n8 lD Dwjlro P"g"c"re pi�=maw °:ll pamon" W Ill U01mu IV= J1 "No 0"eml I a 0WIMI mwma to he abW Nu, nofrrrvuali> deIel?6imE, w "�o'o: bw'LaC 'chv'cu51civr!5 I A plamm cwiwany need nut own VM OUMM40 MMMIDNI IIW IMVIII'rlof'lhpji vol"I"ra"j, IJghs(�uruxy v9uNng' ca'r1rfar'Au',','0 th'IR iPmlcnorb Impsymr Idenchcalmn Nxm%ev I FIN) "n tho qnane pimAkd1le Ke dw Omni Wd &W, Nlwnberai War ErpQee WNINwahmi Numbo"ned on % ollerors (Ijanery, FedeTWl"ax YJS 'I m,,isaiy Fcnat Ml ofielic"i's HIIQ� �D,3-0 1, 9,0735— sk El cAmck Ulan bkmk aH We oOmai w"7una"w cal"Wd tq a pmem cmnWwV- REREPS IwZ2, Aarie 1999,'� 1844 �DSTArE5 Ji 97posbu S-15?0 , FlepresenWona ond C=Nabuns, d V Me tfl,cCck, & ("Iheckt"'Id' WIq� wOmmaWn ablul MopmIeM CORQWqf(:. Pwwn cwmmwy!l, P � a r r" n F ow curnp my a NMI 11-11, (1 hu;10 em"5111'e, rt!,; s" . ..... i�,i ad S rreev C'if'y! , " . . ......... . ...... .. W„ . ...... . . ... ...... ZIP carj'a.� Pamma Companys IN; 0, Vitua ofleu'"Js ISomu.nw CA an pommed gmup Mxl fil'i"Is 4S 'kldetM cor"WIIIJ'alrNJ lof i"s for nol, I�Iie Aa mr i s own od in cwwv Nd by ,ri tinj, e�n , cr),71 nq, as fga mod wave) ImcwPda Me nmw A MN 0 te wmmm PM1 01 Onp aHmwacl group: 11mme OF conumm pamm': B,, 3 CER11MATE CF INDEPENDEINT PRICE DETERMINATION a By wAmImN INs pwposak Pie Ohm comMes, and in 111p, G,a'T'v c'sl is PMA rrapsw owl paq M A Ice= as h IN own In iqyeernpny., lcp this IYJFM)01'150 K)" 1eSfI1c"fl'1'lg ors' W an'e maHer mUmIng U3 thH, W�V",C6S 14401 w1y 2 s Rdem, oumnume raqwraj ty iaw, the pnces larc*mwed 1mve noc *on p"j www we & mmly, dnowd w ve dwrair bWmw awmd 01 a cmtaU AMDA 0"MIMAY ti0 arw e,a�,hilar affeiar oq to, ainy ca r'rq)OIOn; xyld 2 l tras been rnade Or wlfl tm Imade by tho 000m,,,m Oa, any o0w; pomwi or qnn to suhmo or not mAmd a k1i 1111'n�I q"J rewfllrting Canir H'ir)1rj- b Each paman vgnmg No pUMOSW cer!Wles Vnat� I Warr n®sj le kttio pommi m Mw Wwm% a Mmmm0an mspwWb5 Nr Use (IM25JM Ian tn rhCu pr eS, 0110ffmi HiNTE111k1l sim'd mm h'It, Saar '.Ilnn N"as FN]sl Panic, ill used, anirl vdfl n'(Af w1l, ac,,fica-w ccainl,inaip;y Uruor,amravdalG"a w,wrw,u1(xveor 2 He or WW IS MA Me pWIM 41 loi fhe 0 r 9 h@ h ag been a lu%h Z DU 01 WA AY4 V OVO 5 ag a It j nrajj,,I e poemllD nis r ponllMllll"'Ie' III.,), $lal Vir"V xi miy achan corAraq; to paiagraph a above, alvl as Maw agw"cxvs aindhe ordle has nol partN,Op,,Ved, aQ mH nM paAcown in wy adlsorf ;)aragnalph 0ave, c", tho,"I'Mccv"Join cw dolielion ol' lir,arm ifavvispon W1 IN ct'vok.we rnay resic,A ln IliAny nn,I-,4ticaTlo,n ic)l, diokI,lkmn sArHnH-Ad be accnirniianklid by a mgnmi wswmwio,,, ejqjanlnlng E3,-4 CON'T�P14C; NT FEE REPAESENTwIl-mi a. TH dkmr mliasia7r'MM;NMalawyr,hr 'flu,- I`qplliowl.nq nol empWymi ar oomhwl any canoany ca person IMhw tan a luldme I Me eaphnec", wamlng SOWN Mr Me 050Y"")U rto e".'afi,,At tKis clornNir,�,, 2 0,ie cfferrw l has Eyhon rwt paW or noveld lo pay anir companv or peonan YANn lhan a WKWO hOna Ad! OMMOo womog swmy or ow 0H.00 nry Q"�OMMKOVI, P00"Onrape, waw DrokeNage fee, cznkmqenii ".'Pil, m31IIAj'1g Nam l0"'Ou'rkA, INS COMM b. R odher repre&enimbn A Ivi Ihm Alumnl5ve, av (0QU1@S1 C"I % CW=Mg OMMV Me onomr nw UNA& in dupmh', R computed Fomi 73IR "Comiumcurs fhavurnum of Canhnyem :x 41her Fbo,T = anF rnQ Met, H be c0onc�rras prep v,o,,Ysludo` WmAed a comyNed Fwa; 7319 to the IIjlbsolnttjan, ld ruj� accompany Is re"�'�V v 'a!skj'I I0,"cl k Woommg Am ths compk= Mrm wns wwammy kmpohM 2. hAan7ai V',r 0143 It, '10 Mjvvfl" T cA W10� sommahan c" convao, 0 any. w ww lmmm$ —3 "C° lq"�) REREPS MT June 190) 02, 1845 N7 , 'Fie presen tations, wid Ceirlffication�5 Z"AT SERM'. L , Mo agents w brakemi� r�dvmg 1,1� �censud �egi� e S1 on ampmy tar rarV, 0 accord� ``ooaM gemtull VHNamce, arx'j qwlu"J' h"Rvip n(a infivarled such live 000mas kv I6W10 sok. u:'ovposia n4 rc"ArecuNjnq thp,L 35b'Uflil GKhR 911rI'Dyees',Orr sew,au D WM51 Tho 0"Opmn u1'o dait"sie. B,'5 C',ER"T�F1CA'TJ0N OF NONSEGREGUED FACILITIES & By sat n0ing Ands pmpnah "mail cc rvtkes that Aches n at am I wN not mamimn 110y hCHU W any to K5 and Mal d does tnA mid wN nW pmnW Ilei arnjric-i,p�'s k) �fl Vjp'1'Ir &s cotit'rol sw"wgiu"xja:M'Oxl ar�,', MM=01 I he aMmm aWaas Rol a Wasa N Me mAknp z a woop d Me pua� C�' t,�, h'o Uhr,; cuMcahan, "Sogrogoled raatHes' rneans z.iirlr)" vldmtl�fing XOCmMS' 0w"Cfflk NDWIS, R?'Ma7uMN's C)11' 01hh eEanng are8s, Ume UxAs, Beker :'rfiwage 0; aream ui hawang 90=5 [M.00d 101 Set SegrogRkni art the basm of NOT Wac r0gwi m"wiInd adqinhpecaiusn tl_d kxa�oxoPoirn,od),�ronwjptlse, The -,,AhN"rir f'urther agmes IhW 0whass I has obl,,fli'�iod piavicxfl;Pd oefll otoahl ;dMINU CUrtdkG,,M'XVS 9'0171 PIrC4,),(,SOd SubtX9WWrs bOwe awwdng s0ochads emnedmg$1103 Mal arik,� 111101 Qxeqrrid"'o I'nonr� ItIC t')f lhe EquW Oa pMuNN donvalml I MM PMOAI Mese Wabourols blwgitrtd tfiuitdW&dd k5marij Vie t6'1dowi'riiq J'-(Olce, to [this e pr�nposp I (excepl when 1hey have auh=d GNml mUm&xts W spMc Wu NO"= A ceWaWm of 1ir'wi�,(:�gregated hrUNWs =1 be Sul vn0,'IL°u tmkmR the of a subcyxiftrEurt urva,'firiq SNI,00p,') is nM mmmit frorn fi'Vo, irio.ay itsUmmmi e6wr hr ism LEASES BETWEEN THE POSTAL SERVICE AND RTS EMPLOYEES,, CWs"I'RACI EMPLOYEES,, OR BUSINESS� ORGAN12ATIONSi S;UiRs r,04TI.ALLI OWNED OR WtZTROLLED BY POSTAL SERVICE EMPLOYEES 0 R CON T"1RACT'WPt.0'YEE:$ By submOng Uls rvMnW, Me oRmar comhas thal 1he a0wor [I m, is not mi anwhpa n pemw smum cmmwl wRope w a member of Me immedMa larrtNy iq)f a ProvW Senne e1'r#(yyee a'r pwsuna�,, zarnzr� nwdr,,,icl errpjkr,0o0f1 a ltuMr,.,esz nfrtpinmzaflot u(paxlnpirsfiipr,,rjrporaVrV',1jj6M vW%w% e0fsubstanhaly owned or CoMnNWd[ay 'R emoo". nnmmuwa lamly- wwwm S.Mmon IMMM OWE or Mcknen, and rain iw, rrui,'ji vwhj"Vflh"u 0Fvq':0oV("m("'r by b"knod, ywhu We relimcmreour. ' W, V ic&Urpoyer im"a' RE R E PS 02 Z W ne 199%) 1846 9:77-T Maintenance Rider AS szqvtxcl-rl'' USPS Responsibility (Partial) a. H he PoWi Sf,,,rwcre us, assum&V manNrrame respons6HIly loor the cWICS" Wed penihes for dw nw By Me Unwo musl cowrect aR ffMdllenance d0klem!�Oes and Oblahl a wOHOM COMNMUNI hwn a pQeQmW FWAC N3n MW Te h000ng, Vm"Noing airv,-,J,R�r syaRrns have be w"amnMawd aml w a hipmper no; Wgcon&1w; I he I Rsmq wil regllaIn wtO nP dWemwi mWnWranoe waM has been ewn Wood W No toomon N Me PMWSMQ.q, ant"I 'Sr',,arvice is on wurpi oi an�,j ax;,,,epts, t� ),le aforemen,,,1=0 wrinen cem1rlU.aW, b rhie aaa9aaa 111,10irnWed PMWOWOs ust"W In Ifirs judgr 1h prerrisies d Ir Ov,,, lLease, Me 0prvoirrIcrts ainclU) SKI Pwamloses af,41 0 and hmums Ns Was, c, rawe pclst"111I *,-� riefjpqxrf,50;�le Nw- ordinaay repaws la, and magilenance rejga,,,Os 4 iaire SIPWACONY mmdan we rammnwiamIry Ot ggud Lie,&SK)f w lo , -ds Laase 1"ho TO PamwSawd, 35 SCEOO'Co I"IK2,fcn) &H 00 HOMMd at such tinnei And W wch nranner as 10" e Pnstaa Smwm amwom wonw, w kmp hes ,(,,j s iri,�e w,w,a",^ilall" s for, ril riuspauz to aH awwon Or plirA t,rse common or jant use eqWpowl ard fixturi",s'hal rray be iol(.Iudadas AOI neIjjPaWrs lo, SH'11LCZLSINV Efl0�110f)IS and 21C PMMS 01 Me rwA syMwn, Tl.&p Nrirr as, �,MedNn khis Cla"'ise, Ds uO Phe froijr�c ficvr,o, wa]lIs Noc�mS iiriW Iwww.wwld,uVpf/,)r cuwi�rlqg),, ar"j rg,,)fijrnr� TJ h,e bi rl is, �i,rnil.,Od kh AO 1100 cowenng, Hashag and rfns,uiahlon, arY,eJ (3) Repays resiWtmg Awn kis of (A a pf,,ItUic ei �xaa �y� jot io�r nnsr,,roveficro, (4ajrzpechi:,Pri, prevogwVon ard erwtcalioof 1wWas and any aMar kvincid avirig ar"tiIj k"'I, flq:go@,48 Iof UY dairnage resuking theriefrorn. (5) Repads ra5ulklng I'mmi d~z in DWWPig ccmsMmVon aw inwaRamni al owumm omwes, ui appudwmiwas MnSAmd by Mw Lonmr, (6) Repwrs reirulbig from We or atewr casuattws, rjrOwss, casualt",#Q, wwas L�,aN,osedl i�YY Ow 10g1111 er?"e twnptyees of agenM of Me PoMW Serv0cu,a, (7) Any orrfirary Irapahm by Me FbstiV Sery,,,,v whkil"i weir ,a tv, of' kvw,b,/J0 fl -le Lessor 1 respanKS, o, JVVPI�erf 0he net?d all NSIDE� 1101 -1hik-11 airo!w gh,u respOTONEW of Me Las= =509 my mpw"v wNnow wNah 'Ane 1poosisor Is respowbwD =Rr parnoaph a.�we:* Ne FloW SwuRe ON Wmelm I wnergendoo jo tho I assor wMal rerlairs anu wifl spcvIh 'rI y a sorii a Q deaMA 0 Rx COMM= OrMe wO&A cap Cd sh, nahce ON be seal by con0fed or ? uomgstertA<1 mad to die LASSors rnoMgagee and wWpae U mwWs doa oila Nume d,J,o.e piur,,itiara fi) r],fis,, n8mas and Wasses have, toeer none of lose pants; Oassay, moggagoo or Hs&yrseef pmceed wiM frtle voi sxh Nqnce so as W wsure, C.01110eflOn vv#fln thie t9rnP spe�h I P the rKmoe jar any Fux1cm*,mn Serweal or ach"My = M compote 1he wwk whNn sod Amu, Me Postal Slaryme has PNw righ;o 9w,Y woIk, b , a�*o, co)ICKYOG619, V1Y,1Ph120dJ N^10, GUSt c"'Iwwtx,-1k (vjh,,J11cAm rna PapneN5 cue mi-R��,w lhiis Lease, In aadkom We PaWal Somwo may pmpumnW, aMw to md Q; wy pmol Me mwnhed premkon or amy part therech ana Oetwenwed by Via PoK.A. f Un heeql 'xmlmlflab�o go :aLy rerasoni '-')f s".x,,h co,ndr,;cm RenmweN, te Po= &N,ivico Ii,,iayl,, If the demisad pwas wo to be' unlvl ft'Gr c,,ur, upan,(, y1l, w, Is s0v dwcm0w, !aa wwN 1his L �JiabVy P"'EhI14HIOU I've t4glo"I Ax � 1847 r4 L SEY.? Vwff'. V 7 N SGORMT R VD INYM ON S.CK r! MWW jUjw"w%PwaMNunQwP 08 43 do iH n w mo, IMMUMMMM Relimbur-svernertit of Paid Taxes/98 in, T'e Tvw. A Ule PMPAY, I MMMMora awww, auwws Pelt or as tflf"5 peir$l Ity ugpj. �H,sdcluanr. L- , f �p ylap ad u'dovon Ujcw ml�i' "Pf,- 'Ijgj��S als l�'scrl I "I �'N,50'8w��e' silW 111'u�u ticc* -,,nd Omgm dn"m msmsed w9 woo wW w a"M&% MW PlWw" NVwQ0 Me-" to o"o A a wwq mMwq% imadkiky and dw,[Au0'kfWII"XKy a WwAg MAKSW to MO SWPwhd gmemmwnr tea swowd"a mmy ww" !wtmsgpw d to mx wamsseV wWcdWwWrl I hie tesm� ,y ag cv:5 % Py wmmm M wly k4f Pl'olp'19fly l'axus' SP&La0 lyll wild Jun 0 ney Ww wo zMA vid w to DMAK Plum "Is N i've, Posloil Sqv"'Iff vg"1111 N'wlMaase a rt s u� mg pad RaW PwpwN Taw, as dOhmQUuwv . my luMOIKITO WbwPq tom& -le I' � essor volay menti wlar, (,rm voqi�,,eSJ if'.11 arvy ye' w, lnegPecilve nlnlrbem,ul 1111 V 110INt E'mf iki"', rn;"(le ovat, llawe han on* u6l�wo- wl. ray No v riggardlo." of roodw."0 "!l dipcouill am mW,d w be mwW MyN wo ll wmaWw"aW Kober 1w w1hirl, ik"wiofrfrV Bye MOO ONY tl MAW ?w pmWs d Mw wMM Me An OF troch, Lam, 0 M mom w govy For mwml mrrwuwAwa7i 8. ille Mw" tplbll ta.'-'i isls'dluid by pruum auklun dww,usi perialn furfly, X,'� hrt Deljj,5e,,j P,Ep,,plsa,s, Anio to mc1brar irea; YckpOfy Lessrbir vIvASI pro0l copies Of the fT0111 k arid back 01'91a Complete tax Ibilll J166l tTV Mlle 1,0XIT19, authwity, a9eog'01- "i'ahslaltlov V plw!' or Paylflewli, '13xAtsfack"ITy" lI9tI(.'0 al payprfur, shaI be 0) " MCGIliPlfi)f rii G)-'vqm cwn rhe w" W UM II mumpup a wwPy UF H on ,h v d w r xi F bah 01, aIjpe Cre4,no,Vr"'j pk(Ap'7,HE"d ram wk, 01 n Mal h. m CA Winder vel'RPh 'll"lig palvlr'or�M 0 to M w 04 2"lo il,(PSVJ� WWI. fl, rmicviinptatll oll iln, qiTc(pull mjju'U*0�j ll',If rewin,rd lot twv,a, paymant "Ma Pactai Semw is ntil rvo�,qolitnnd to reRriabu7se pnild taxa, sf urfless Vie, reqlla.,V, trAw NA gwj&dw. wid-1 r'R claw of the lax VLNIC io i"hu Pctr""'W c)"" all notices Coq nna"l'�o"llc'cl cr, 111'vc kv RPAII Pri0l,,PiIy i',RXj fhAlpil",lllr.,ts w tw mmomd % on or MSMwnwq 0 ROM PMPOY faws Mwow, H I www dcas naUmmay funkh Gorr h n5m HIMg houLMOn OWMIS W MO MW Or ass(,"'$SmencO `'sxuu I'l "Q iega� pmmNsw 51 OPM nn"'A JhP, Ma ngm Univ te!;r mJ eva%lovv oir o,lr, mmum o u e ww& mw vw RnW Svoly MaHm um4ot%Ne m mwbuW LNM�,'h)r zw'4)1Y.,," 0111 a^V�c lialfan ctimm* two the vcv ,nomlh,,Od RETAX3 'v2,2, Jow 1964li 1848 AI - OLI All TED S Ed !X, 0711 J'_` jZ! ��kVKZE� DesignaMm of Bnergency Repair Personnel R mbu rn oom�ple wii si c op v 'at th 113 knirl kv� PuMat Unit,, jODY PROYA"r Nl' I LWA F S 41,__...... ....................... . . . . . ..................... DF�fC�dB " _­ . ..... T ,: " 3 'd * 4- NON33 . . . . . ...................... .. . . . . ........ . . ------ ......... . ....... . . ...... ....... . rwl.ekir COPT, 22D WWAY DR SVE 27, MATE RIVER JmjW sm 05001-205 WMI ux foomy pmarpm kx lurPe my8C- 41ifl kl oaf "N di r nq mgm* camml ba renchod mhot a mmunawle plimiud ul Wa W Aixes,1 Ci­mJic'.,, & . .. . . .... 5— 3 3 513 t% ke ev eng I , ui PmN;m 8. vmv m Una MR to COAMCI I Nod pm oil4044uf el"Ncyv g47"I'MN hu P 4F MV s qN, S 11.vcP I lAH l"'101 .5 loa'*"1'EliAk'1 k)' lmd,"vn Swope py "Ammmid maNW000, Such wiauk s by n(mmi�'r11ijr5ud try Ow WS'sm, 1849 Sign Wgirial Signa °marw ;,OlOwn P�r �*r (Dwn en Agen . ......... itvd��w Nis nr'q 'A—,Q a do haxm#"q m v $ Njyoto' N a mi(a (T) 191h Ww" m C 'PC1C]Zj:Ml'n1' K �7 Rq Nhip j S FC',tai Amfdrems. ......... . .. 20 kik"), I J rod 2,,7 . . . . . . . . . ............... . . ........ R a bo, 211 P 4 Ocl'nv�liev 19r9i P011mazler mmino EIN Ama ...................... . 1849 AZPOSUNITEDSTATES TA L kW— Lease Extension Facility Name/Locabon DOWNTOWN STATION (110960-001) Lease Extension No: 001 217 N SEACREST BLVD, BOYNTON BEACH, FL 33435-9998 Lease: H00000100547 This refers to the Lease accepted by the United States Postal Service, hereinafter called the Postal Service, under date of 06/25/2002 , 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 02/01/2023 and ending 01/31/2024 at an annual 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 1850 1JNITEDSTATES 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 & Title 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 WitnessV;Witness f+ Zip+433435-4515 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: OZtl 2 3 EonP BRENN tracbngotticer ACCEPTANCE BY THE POSTAL SERVICE tgnature of Contracting Officer 7500 E 53rd Place, Rm 1108, Denver, CO 80266-9918 Address of Contracting Officer Signature Page ieaseamd Gvt. Entity (June 2020) 1851 !JM,TEDSTATES POST.dL SERVICE: Lease Extension Facility Name/Location Lease Extension Na 002 DOWNTOWN STATION (110960-001) 217 N SEACREST BLVD, BOYNTON BEACH, FL 33435-9998 Lease: H00000100547 This refers to the Lease accepted by the United States Postal Service, hereinafter called the Postal Service, under date Of 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 02/01/2024 and ending 01/31/2025 at an annual rental of $189,131.25. 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 1852 OSTBL SERVES UNITED STA ICE. Lease Extension EXECUTED BY LANDLORD this _f4'day ofi�,`�'� GOVERNMENTAL ENTITY By executing this base 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). FN rrName 8 Title - iy-J*A _..........._........ . _ .._...._ Name Ti . Landlord's Address: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY 100 E OCEAN AVE - 4TH FL BOYNTON„BEA. H,m,FI Zip+433435-451.5..................... I's Telephone i umbers : 561 600 - 9098 Tax Identifica6 I 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(tes) 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. ACCEPTANCE BY THE POSTAL SERVICE Terrence Digitally signed by Date: Terrence P. Brennan P. Brennan Date; 2024.01.23 Terrence P Brennan11:07:01 -07'00' Contracting Officer ...,, ... .............. ...... Signature of Contracting Officer Western FSO 7500, E 53RD PIL RM 1108, DENVER, CO 80266-9918..........................._....._...�.._.............................................,,,,,,,,,,,......�.�.....�.�.�.. Address of Contracting Officer Signature Page leaseamd GA. Entity (June 2020) 1853 UNITED STATES POST13L SERVICE. Lease Extension Facility Name/Location DOWNTOWN STATION (110960-001) Lease Extension No: 003 217 N SEACREST BLVD, BOYNTON BEACH, FL 33435-9998 Lease: H00000100547 This refers to the Lease accepted by the United States Postal Service, hereinafter called the Postal Service, under date of 06/25/2002 , 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 02/01/2025 and ending 01/31/2027 at an annual rental of $208,200.00. See attached Addendum 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. .lune 2020 1 1854 AUNITED STATES POST13L SERVICE. Addendum Facility Name/Location DOWNTOWN STATION (110960-001) County: Palm Beach 217 N SEACREST BLVD, BOYNTON BEACH, FL 33435-9998 Lease: H00000100547 1. The parties agree that if the signature(s) of either Landlord or the Postal Service on this Lease or any amendments, addendums, assignments, or other records associated with this Lease is not an original but is an electronic signature, scanned signature or a digitally encrypted signature, then such electronic signature, scanned signature or digitally encrypted signature shall be as enforceable, valid and binding as, and the legal equivalent to, an authentic original wet signature penned manually by its signatory. Signatures required under this Lease, or any amendments, addendums, assignments, or other records associated therewith, may be transmitted by email or by fax and, once received by the party to whom such signatures were transmitted, shall be binding on the party transmitting its signatures as though they were an original signature of such party. 1855 June 2020 2 LINI TED STATES JIMM 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 TIMOTHY TACK 100 E OCEAN AVE - 4TH FL BOYNTON BEACH, FL Zip+433435-4515 Landlord's Telephone Number(s): (561) 600 - 9091 Federal Tax Identification No.: XX-XXX3410 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: Terrence P Brennan Contracting Officer ACCEPTANCE BY THE POSTAL SERVICE Signature of Contracting Officer Western FSO 7500 E 53RD PL RM 1108, DENVER, CO 80266-9918 Address of Contracting Officer Signature Page leaseamd GA. Entity (June 2020) 3 1856 FACILITIES HEADQUARTERS 10.1 .o . o � � " .. ..rc.,...,.... ..,..._,.............. ........... � July 10, 2024 Dear Postal Service Landlord: Jones Lang LaSalle Americas, Inc. (JLL) is a Real Estate Services Provider ("RESP") for the Postal Service. JLL has experience and expertise in real property transactions and provides the Postal Service with real estate support services, including lease management and brokerage services. As the Postal Service RESP, JLL will represent the Postal Service in your leasing transaction. Note, however, that only a warranted Postal Service contracting officer has authority to execute a lease on behalf of the Postal Service. The Postal Service anticipates that you and JLL will make appropriate arrangements for the payment of a commission to JLL for brokerage services pursuant to a separate agreement between you and JLL. The Postal Service understands that the rental rate may take such commission, along with other market-based factors, into account. The Postal Service, through JLL, looks forward to working with you on this leasing transaction. In that regard, we appreciate your cooperation with JLL as the Postal Service RESP. If you have any questions, please contact Tim Kastens, JLL Contract Executive at 202-533-2506 or at Firri,,lKasten °Uim arn. Sincerely, Donald L. Digitally signed by Donald L Mackey MackeDate; 2024.07.1016:24:27 f� y -04'00' Donald L. Mackey Director, Facilities Leasing 7029 ALBERT PICK RD SUITE 300 GREENSBORO, NC 27409-0300 VW WV. USPS. COM 1857 From: Hancock, Richard A - Greensboro, NC <RicharcLA,Hancock2@usps.gov> Sent: Thursday, November 14, 2024 9:39 AM To: Utterback, Theresa; Boward, Kyle Cc: Tack, Timothy Subject: RE: [EXTERNAL] FW: USPS Lease Renewal - FL., Boynton Beach, 217 N Seacrest Blvd (110960-001) LED 2025 -Jan -31 This Message Is From an External Sender This message came from outside your organization. Good morning, thank you for your help. It is greatly appreciated. This is my authorization to move forward with the Lease extension with JLL and to communicate directly with Kyle as the Postal National Real Estate Provider Representative. Please contact me if I can be of any assistance. Richard Hancock Real Estate Specialist USPS Facilities PO Box 27497 Greensboro, NC 27498-1103 919-420-5284 336-324-7891 (Cell.) RlaNard —a.han—r—ock2@b�usps.gCLv From: Utterback, Theresa <UtterbackT@bbfl.us> Sent: Thursday, November 14, 2024 9:19 AM To: oward, Kyle <KyIe.Boward@jII,com>; Hancock, Richard A - Greensboro, NC <Richard.A.Hancock2@usps.gov> Cc: Tack, Timothy <TackT@bbfl.us> Subject: RE: [EXTERNAL] FW: USPS Lease Renewal - FL, Boynton Beach, 217 N Seacrest Blvd (110960-001) LED 2025 -Jan - 31 CAUTION: This email originated from outside USPS. STOP and CONSIDER before responding, clicking on links, or opening attachments. Good Morning, Thank you for speaking with me yesterday Kyle and explaining the process. 1858 Mr. Hancock can you please give your written consent that this is now the process. I want it to be clear for the CRA Board when we present it to them next week. Appreciate your help on this. Theresa Theresa Utterback Development Services Manager Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave. I Boynton Beach, Florida 33435 561-600-9094 ( JJJ 561-737-3258 fa UtterbackT@bbfl.us https://www.boyntonbeachcra.com America's Gateway to the Gulfstrearn Please be advised that Florida has a broad public records law, and all correspondence to me via email may be subjeM to disclosure. Under Florida law, email addressesrecords. email address may 1, subject! public disclosure I From: Boward, Kyle <i�e.Illoa�au'd��IIIII izum> Sent: Wednesday, November 13, 2024 1:52 PM To: Hancock, Richard A - Greensboro, NC <ii,iw Uiaii- ,haiiac:)cIII(2 -a gL)TV,a)v>; Tack, Timothy < ad( ,t: l l !Ai> .t1Et....),a,..... ., ark r'� i > Cc: Utterback, Theresa <u��ta�.ri�acla l �����IWillwwi�>• Utterback, Theresa <fUtpirlb„ Subject: RE: [EXTERNAL] FW: USPS Lease Renewal - FL, Boynton Beach, 217 N Seacrest Blvd (110960-001) LED 2025 -Jan - 31 This Message Is From an External Sender This message came from outside your organization. Hello Timothy, I left you a VM you could please give me a call at your convenience. Rick used to handle these short term extensions on the facilities we are in process of relocating and I just did the supporting documentation as a favor to him, but recently 2. 1859 USPS management has been pushing the Renewals team to handle these as they typically handle space that is already occupied. They do contract with JLL for all extensions. That being said, is the issue the leasing commission? Kyle Boward Sr. Transaction Manager Jones Lang LaSalle 2020 K Street, NW Suite 1100 � Washington, CSC 20006 Phone: 202.71.9.5662 1703,772,7935 (Mobile) I l=ax: 312.601.1035 ... l�emlll'o,pl�,,'���I�I TpiuU ' ayo.��l�mci17m From: Hancock, Richard A - Greensboro, NC< Vii: in������ mrm. 11�fllc�c cJu rS v> Sent: friday, November g, 2024 12:04 PM To: Tack <"µa l<u", �'%fl.us>; Boward, Kyle <1� Cc: Theresa Utterback <i..�:��t:ia.a� �u l fl ?� Via, l o � ; Theresa Utterback <,Utte� ba( JAM e�b fI tg> Subject: Re: [EXTERNAL] FW: USPS Lease Renewal - FL, Boynton Beach, 217 N Seacrest Blvd (110960-001) LECA 2025 -Jan - 31 II Caution: Message from external sender Hi Tim Good afternoon, Kyle from JLL will be your POC. He is the same POC for the new .space project and is award of the situation, Kyle Please explain the situation to the renewals team and follow up with Tim and Theresa on the lease extension. Thank you Rick Sent from my iPhone On Nov 8, 2024, at 11:38 AM, Tack, Timothy <fp1.1!,,k011 k i ll?R, us> wrote: f:`AUTION: This email originated from outside USPS. STOP and CONSIDER before responding, clicking on links, or opening attachments. Richard, Please see the attached and the email chain below. Previously, all lease related concerns have been routed through you as our primary point of contact. Please confirm that JLL has been retained by the USPS for these lease negotiations and is required. I would prefer not have to enter an agreement with a 3rd party leasing agent, if possible. Please call me to discuss. Thanks, 1860 Aug 26, 2024 COMMISSION A GREEMENT This Commission Agreement (this "Agreement"), made as of the last date written below, is between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ("Lessor"), and Jones Lang LaSalle Brokerage, Inc. ("Broker") as co -broker to Jones Lang LaSalle Americas, Inc. ("Agreement"), ("Agreement"), and confirms the terms under which Lessor will pay a real estate brokerage commission to Broker if a lease ("Lease") is executed by Lessor and the United States Postal Service ("Tenant") for that certain real property described as: BOYNTON BEACH DOWNTOWN STATION, 217 N SEACREST BLVD, Boynton Beach, FL USPS Property ID 110960-001 Hereinafter, the "Property" 1. Lessor will pay Broker, and Broker will accept as its compensation for representing Tenant in connection with the Lease a commission equal to: Annual Rent Aggregate Lease Value Commission Rate Commission Amount Due $208,200 $416,400.00 4% 1 $16,656 2. The commission will be earned 100% upon full execution of the Lease and will be paid to Broker within thirty (30) days. 3. The Aggregate Lease Value will include the initial rental to be paid by Tenant on all space leased by the Tenant and any fixed annual or other periodic bumps and/or fixed annual other periodic rent escalations occurring during the initial term of the Lease. The Aggregate Lease Value will not include any rental abatement, operating expenses and/or real estate taxes, any additional amounts paid by Tenant for services over and above those furnished by Lessor as part of the Lease, and option periods and/or lease terms beyond the initial term of the Lease. In no event shall the foregoing preclude Broker from receiving a commission for any extension, renewal, expansion or additional leasing in the event Tenant has engaged Broker to represent it. 4. Lessor agrees that it will not modify or in any way reduce the amount of Broker's commission hereunder. 5. This Agreement shall be construed under and in accordance with the laws of the state in which the Property is located. If either party institutes any action or proceeding against the other relating to the provisions of this Agreement, the unsuccessful party in the action or proceeding will reimburse the prevailing party all reasonable expenses, attorneys' fees, and disbursements. THE PARTIES HEREBY WAIVE TRIAL BY JURY. Delinquent payments hereunder shall earn interest at the rate of one -and - a -half percent (1.5%) per month from the date due until paid. 6. In the event of a sale or other conveyance of the Property by Lessor, any portion of the commission which has not yet been paid to Broker pursuant to this Agreement shall thereupon become due and payable by Lessor in full upon closing of the sale or conveyance of the Property, unless the buyer or new owner of the Property executes and delivers to Broker an agreement, reasonably acceptable to Broker, which assumes the obligation to pay the unpaid portion of the commission to Broker. If the foregoing occurs, then Lessor shall have no further liability for the unpaid portion of the commission. 7. This Agreement will continue to be in effect until the first anniversary of its full execution. If on the first anniversary the Lessor and Tenant are still negotiating for the Lease of the Property, to the extent not prohibited by law, this Agreement will be automatically extended until such negotiations cease, or a lease is fully executed. 8. Pursuant to the Florida Commercial Real Estate Leasing Commission Lien Act (the "Act"), when Broker has earned the Commission pursuant to the terms of this Agreement, Broker may claim a lien against Lessor's interest in the Property for the Commission. Broker's lien rights under the Act cannot be waived before the Commission is earned. 9. This Agreement constitutes the entire agreement between Lessor and Broker and supersedes all prior discussions, negotiations, and agreements, whether oral or written. No amendment, alteration, or withdrawal of this Agreement will be valid or binding unless made in writing and signed by both Lessor and Broker. This Agreement will be binding upon the successors and assignees of the parties. 10. Lessor acknowledges that a client fee share may be payable by Broker to Tenant, if allowed by applicable law. 11. Each signatory to this Agreement represents and warrants that it has full authority to sign this Agreement on behalf of the party for whom it signs, and that this Agreement binds such party. BROKER: Jones Lang LaSalle Brokerage, Inc. By: Name and Title LESSOR: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: Name and Title Dated: 1861 Facility Name: BOYNTON BEACH -DOWNTOWN STATION Fin/Sub No: 110960-001 Address: 217 N SEACREST BLVD City, ST, ZIP: BOYNTON BEACH, FL 33435-9998 Real Estate Conflict of Interest Certification To avoid actual or apparent conflicts of interest, the United States Postal Service ("Postal Service") requires the following certification from you as a potential Landlord/Supplier/Contractor to the Postal Service. Please check all that apply in item A below. Further, please understand that the Postal Service will be relying on the accuracy of the statements made by you in this certification in determining whether to proceed with any possible transaction with you. I, hereby certify to the Postal Service as follows: [PRINT: name of potential Land lord/Su pplier/Contractorl A. (Check all that apply) I am: (i) A Postal Service employee; (ii) The spouse of a Postal Service employee; (iii) A family member of a Postal Service employee; (Relationship) (iv) An individual residing in the same household as a Postal Service employee; (v) I am one of the individuals listed in (i) through (iv) above AND a controlling shareholder or owner of a business organization leasing space or intending to lease space to the Postal Service; OR (vi) None of the above. B. (Complete as applicable) i. I have the following job with the Postal Service(Title) (Location) ii. My Spouse who works for the Postal Service holds the following job: (Title) (Location) iii. My family member who works for the Postal Service holds the following job: (Title) (Location) iv. My household member who works for the Postal Service holds the following job: (Title) (Location) C. If you have checked "none of the above" and during the lease term or any renewal term, you do fall into any of the categories listed in A (i) through (v) above, you shall notify the Postal Service Contracting Officer in writing within 30 days of the date you fall into any of the such categories and shall include an explanation of which of the above categories now applies. D. The person signing this certification has full power of authority to bind the potential Landlord/ Supplier/Contractor named above. Executed this day of , 20 by BY: [Insert Signature] BY: [PRINT: name of entity or person] Title: [Insert title] Effective March 1, 2014 Appendix A_Conflict of Interest Certification 1862 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.A SUBJECT: Social Media & Print Marketing Update - September & October 2024 SUMMARY: Throughout the month of September and October, a variety of marketing efforts were made to promote various BBCRA initiatives and projects, as well as, a variety of local businesses that operate within the BBCRA area. Social Media Marketing • BBCRA Project Posts: • September ■ Coastal Cruiser, Boynton Harbor Marina, and MLK Jr. Blvd mural. • October ■ Coastal Cruiser, Invitation to Bid, and MLK Entry Feature Project. • Business Promotional Posts: Utilized Facebook and Instagram feed and stories to promote a variety of businesses, such as: o September ■ Bailey's Blendz, Beach House Boutique, The Butcher & The Bar's Battle of the Beaches competition, Hurricane Alley, Marina Cafe, Bond Street Ale and Coffee, Sweetwater, and Banana Boat. o October ■ ArtSea Living, Bond Street, Fly & Flow, Kabuki, and ROK Korean BBQ. • Promotional Events o Holiday Boat Parade, Rock the Block, ROK Safai Grand Opening. Digital Marketing Fused In Glass, ManCave for Men, Korean BBQ Grand Opening, and • Blog Posts: Promoted the following blogs on Boynton Beach Insider.com: o September ■ Battle of the Beaches Cocktail Showdown, September is Dive Time in Boynton Beach, Celebrate Art Every Day in Boynton Beach , RUFF RUFF There's a New Gog Groomer on Our Turf, Winner Winner Chicken Dinner, Summer Isn't Over Yet - There's Still Time to Indulge in the perfect sunny 1863 day treat. o October ■ BBCRA Named Finalist for 2024 Structure Award for Best Mixed -Use Project, BBCRA Wins Prestigious 2024 Excellence in Economic Development Award, Momentum in Motion: Roadmap for the Coming Year, In Boynton Beach We Dance to a Different Tuna , Discover the Dining Gems at Boynton Harbor Marina, Healing Heart Veterinary Clinic: Your Trusted Pet Care Provider. • Redevelopment Works Newsletters: • September newsletter promoted the following: ■ Battle of the Beaches ■ FY 2024-2025 Budget Finalization ■ MLK Entry Feature ■ The Ark ■ Bailey's Blendz ■ Florida Festivals & Events Association SUNsational Awards ■ Coastal Cruiser Rideshare ■ Diving Charters located at the Boynton Harbor Marina • October newsletter promoted the following: ■ Goals and objectives for FY 2024-2025 ■ EDO of the Year ■ Public Input Request for MLK Jr. Blvd. Entry Feature Project ■ Healing Heart Veterinary Clinic ■ South Florida Business Journal Notable Honor ■ Waterfront Dining ■ Sushi Simon ■ Holiday Boat Parade ■ Pirate Fest Print Marketing • Coastal Angler: A quarter -page ad was published in the magazine to promote the Marina. • Coastal Star: A full-page ad was published in the publication to promote the Coastal Cruiser • Florida Sport Fishing: A quarter -page ad was published in the magazine to promote the Marina. • Marinalife: A half -page ad was published in the magazine to promote the Marina. A digital ad was also shared on the Marinalife Facebook page. • Neighborhood News: A full-page ad was published to promote the Marina. See Attachment I for an overview of the social media and print marketing that were published in September and October, and Attachment II for a full listing of the Facebook and Instagram posts that were shared. FISCAL IMPACT: FY 2023-2024 Budget, Project Fund Line Item 01-57400-216 - $900 FY 2024-2025 Budget, Project Fund Line Item 01-57400-216 - $1,286.25 1864 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - September & October Marketing & Social Media Overview • Attachment II - September & October Facebook & Instagram Posts 1865 cn i cn O CL U LU mn O w CL i a D W J Q H cn cn 0 CL on LU mn 0 w CL LU 2 0 0 cn I cn F- cn 0 CL 67n LU mn 0 w CL Fill, -A 'Ek t t cn U) O CL LU z D m 1 a W J U O cn 0 ti Co �� rs m t' } r I r � F 0 ti Co cn U) O CL W z D m Q D LU 2 J Q U O cn J , dR o101, W ,�, �q ri .p 9 u ii o" wti n `h� i ii`�,V4'MMr ii ILI cn LU z cn D a 0 LU J Q H N ti Co T- j /. YI I� i N ti Co T- cn U) O CL W z D m Q D LU 2 J Q U O cn c� ti Co cn U) 0 CL C/) C/) LU z Cl) D m LU 2 0 cn � iii%��� j , 3/1 z W W Q D LU 2 J Q U O cn LO ti w z W W Q W 2 J Q U O cn co ti Co w W J Z Q J ti Co ti Co 0 z LL O CL U) Q O J LL rn ti Co LU LL J Q Z DC Q 0 co Co T- oo Co 0 0 0 0 W z Ln +j 0Ln a_ E m 4--j Ln C: 06 _lz 0 0 U m Li- I Ln +j Ln 0 a_ E 4--j Ln C: 06 _lz 0 0 ZLU m Li- ". 1 11 . I , I . I - . 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The Boynton Beach Insider Blog is ongoing to aid local businesses and the BBCRA with web search engine optimization (SEO) and to build awareness to the Boynton Beach community about local businesses and CRA projects and programs. The BBCRA has published the following (see Attachment III): o July, 23, 2024 - Support Local and Light Up the Night at the Boynton Beach Night Market • August 1, 2024 - Discover Boynton Beach's newest medical spa, Dimensional Health Care! • August 29, 2024 - September is the Time to Dive in Boynton Beach! This quarter, the Boynton Beach CRA's Social Media has consistently reached Boynton Beach community members, enabling businesses to reach potential clients if a connection is made with the CRA's platforms. Attachment IV contains examples of the top performing posts and all posting activities during this quarter. The results from this quarter indicate the BBCRA's social media platforms are still a useful marketing and promotional tool (see Attachment V). • Facebook has interacted with 6,800 users this quarter 1892 • Instagram interacted with 2,500 users this quarter Upcoming Activities Include: • Assist in implementing BBCRA Marketing Grant • Develop new social media strategies to assist local businesses via the BBCRA social media channels • Launch the 2025 Business Development Video Campaign and develop new strategies to reach a larger audience • Continue the Boynton Beach Bucks campaign in conjunction with the BBCRA Business Promotions & Events Team • Continue with one-on-one business assistance • Continue updates of the CRA's business listing • Coordinate with BBCRA Grants and Project Manager to promote the SMOP Program to prospective grant recipients • Continue in-person business visits to spread awareness to businesses on BBCRA Resources, including upcoming construction activities associated with CRA projects such as Cottage District Infill Housing, and 115 N. Federal Highway Infill Mixed Use Redevelopment Projects. FISCAL IMPACT: FY 2022-2023 Budget, General Fund, Line Item 01-57400-100, $146,167 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - SMOP Businesses Visited • Attachment II - SMOP Assistance • Attachment III - Blog • Attachment IV - SM Posts • Attachment V - Comparison 1893 bA 0 J a- U (6 i O V L v 0 a) C N E m E M v p M Q N O v a) C .N m m v Q Q Or V m m CL O c '0 x x x x x x x x x x x x x x x x x x x x x x x x x x x a, v Mo a) v fC N O N N N N OO N N N N N N N O N O N O N O N O N N N N N O N O N O N O N N N N N N N N N N0 O O N N O O O O O N N N N N O O O O N N N N O O O O O O O O O 0\ U IZI- N \ N \ N\\ \ O O N \ N \ N \ N \ N\\\\\ \ O O O N \ N \ N \ N\\\\ \ N O N \ N \ N \ N \ N \ N \ N \ N \ N \ +' N N \ \ \ \ \ \ m \ m \ \ \ \ \ Ln n Ln \ r-1 \ r -I \ r -I \ \ \ \ \ \ \ \ \ \ m a) 00 00 w w w LD Lfl LD t.0 <D (.0 lD J Ln Ln Ln Ln -4 m m �t m Ln m Jm ''� M J LL s Ln M m m m m N� Ln m m m 'n 'n m Ln m `� 'n 'n m m LL J LL LL m m Ln m m m Ln m � LL - � m s u a) M J m m m m J M M M � m m M L) m M LL M M M M M m LM � M m m t m m m m M CU J m LL J LL J J J LL LL J M J LL J Ln M M J LL J U Ln rn J J J LL J LL LL a) m m O U LL LL LL LL LL LL LL m M LL LL N LL LL U O 0 a..i ra a) U U U V CU6 m LTJ M J LL s i s CO M s s t t O O O > m m ca ca a) u �" U to U ca 0 m U U to U M U to W +•' C O a) a1 a) a) Co a) N L0 [0 J s (9 Ln O J LL Ln Ln CO C >- m m Q m m m m m N m m W CO a) °° LL U) Co CO m m m CO CO CO O c 0 0 aJ c +' C c c c c O C cD c c a� c c m> c m c c c Co O m m c O O O O O +1 C O O C C v m C o o m O u o M m o o o lD C N C O C C C C >` C C +� +� C LL CO a) J LL O> > > > m >- > A> O >, C >- 000 �O C p m T LL m Co a m a m m m m m O >' m m Q O C C O o o ri C O s O O O 4� s 3 Co m m o >` m m °° a +, o °° m m m > U W _ >' >� >- Ol ri N >: m° >. >' +' O °° >- Ln -0 a) C C N a) a) -0 N -0 Ln n ami v > > — 3 xc t > _ a > 3 xt > m Z) >, 4 m m > # > > _ > °° O _ _ = a) a) _ = r 1 O a) = v co 0= a) O Co a) c c m a) co a a C: LU — F Baa > > — �_ _ L — ��,— # = m > a Faa > O +�a > > a+�+� O o m > a m C L a) C Q a--� E � N a) L a) L a) C C L N a) a) U) (a L �-- Ln C L aJ C E C >- C N C C >, C >, C M (6 ra C O -1 1LL � a) a1 N s 0 s m-0 m JO O m s m O O a) N +., a) >- N a1 a) N a) aJ -0 LL 4- a) a) m a) a-+ a) m m a) H U LL to o U Q +� m LO Li- LL LL V U LL LL lD v LL U LL U m U lD U (B Z U tv Ln ON V O m C ^ Z (/') N O O LL Z Z w LU (n O, co O w 0 co co , O i w O w w V �# O Ln M w w V) lD Z Z Ln w^ w V ,C w Z w C C V w V "+3 O N Lei) O cn O Ln N m O O O O 00 ri O O O m r -I 0 0 0 m O LD O m O 00 -1 c I (B O O m r -i Ln O��IZI- O O:1- M O O O'tLn m � O� m� N Q Ln r 1 V to r 1 Ln I� r 1 r 1 N 1-1 410 L.0M 1-1 r 1 1-1 r 1 N m L,D r-1 L D 1" lD r 1 lD I� lD I� m V)a) a) O Ci u E - r6 oC •� to C cocli v — a) O Ln txo U o?S rB m N U bn m a) C a) OC C 4C +1 a) f6 m to E U +0.+ cli q0 O ra a) NC C L (6 O U N a) > +, rB > a) CO O (O ami O U s O s 0 m C, to Ln Ln 73 (O C:H = ,c L L L 0A v — }, a) L to U C - U a) tao O O m OU O J a -- LL In N C 0 c- U (6 E C (a L 1n i m O Ln a1 O `� C7 O Q O Q n U d O L 0 Y E x H p L L s a) U a) N D U n N _ >. a L c O LL ai a) L 7 Lu N w N s} C7 •3 Lra Q U CL J ;} a1 U to r O a1 (6 .� 7 Q i Q L m z u H m a m o m a c� m a m o= a u m° u Ln a= Ln L� ii C7 LQn Lin 1-1 N M l.n lD I� 00 01 O c -I N M � m LD I,, w m O 1-1 N m m LD I-, 00 M O -1 N M c -I c -I c -I 1-1 1-1 1-1 1-1 1-1 1-1 1-1 N N N N N N N N N N MM M M as 00 T- b0 O J a- U (6 C O V L v a) a) C N E m t M v p M Q N C (6 Ln v a) C .N m m v Q a Or V m m a O c -0 x x x x x x x x x x x x x x x x x x x x x x x x a, v Mo a) V1;t 1;T 1;T 't���t �t �t M N M N co M M mM N M M M M M M M M M M M m N N N N N N N N N N N N N N N O O N N N O N N N N N N N N N N N N O O O O O O O O O O O O O O N N O O O N O O O O O O O O O O O O O N \ N \ N \ N \ N N \ N \ N \ N \ N \ N \ N \ N \ N \ N \ \ N \ N \ N \ \ N\\\\\ N N N N N —r,, N \ N \ N \ N \ N \ N \ U LO Ln N O\ m M mw O O Ln � a) \�� 00 \\\ r- Ln M M M M M m M y, N \ N \ N \ N \ N N \ N \ -i \ r1 \ -i \ N \ N \ -i \ N N N -i \ -i \ -i \ -i \ -i \ -i \ -i \ to J Lf) Ln Ln Ln Lr)\ M m N N N rl ci r1 N N r-1 -4 r1 Ln Ln Ln m M CO Ln Ln Ln rn rn m 't� m m m m � m 1n m m rn ro M m M M ro Ln Ln m Ln Ln J J J Ln Ln tMA M m m m m LL LL m m m m m Ln m J m J m`� m Ln Ln J M m Ln m J Ln LL LL M M m rn M� rn m U -C en LL m m m m Ln m� M t LL f n m M rn m U J ,� U� rn J rn M� m M U J J J LL J J � LL M a) rB M t J LL J� m m J U M U f6 11 LL 11 11 L1 m M m m M U LL LL LL m M J LL N ra M LO a) sc: u a) U L M LL t m a) Co m U U � U U ca LL O LL m co n3 U J LL LL U �O co LL ra a) U M ca a) N n3 N co aJ C a) m s 41 C C a) a) m n3 a) t L U m N Q C L O +J m m CO m m >. 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The program assisted Dimensional Healthcare in establishing an online presence on Google, Facebook and Instagram. As a new business, this has helped them with public awareness in the Boynton Beach Community. Facebook Dimensional IHallth, Cra t krPM ar 4'I' Akfou: poi ITw1 iYtY h, sf ,1'dV"; R N' lira' Ate" 110o', m Intro " ivvrs!-cnaM sp- aldzc ii— wrtte rai p f snr dual spa se.v to welGre s prrnprarns.. pante H.altlt"beaiuty -4eabth & waeR n_,s. wEt t_ w�_d nk Los Eo./I t:10- Be3Ghc f'L Unrad'ltat sa F Io,r=da �mm «1 561-5{y'p-6,y,7r7 u -p i7Vroc- �invenolonall altl. are.c:nm IJP Y'n I I I) 41 a',nrvt. 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Instagram d i mensiona I healthca remedspa = Message g ... 139 posts 135 followers 314 following Dr. Erica Roberts Ph.D, APRN Dvmensicnal Health Care Med Spa specializes in a wide range if medical spa services, from skill rejuvenation to wellness. more 4� N r,,fl 1 vvy, f,o,m:,;ri W" (1) linkti.ee/climensloiialliealtlicare I ci I lu—, I by d sty i i Ill ee41 1, p ic n ics i npa rad i set o and i d it i I a g y-fi t 911 POSTS R L F I '� Google Dimensional Health Care 5 0 - 6 Google ieviews Me,dlical .,,pa in Bk-qnton Beach F:krids Service options: Onsite servkes Address:: 458 IN Fecialall Hvly, BoVintoin Bearlh. FL 33435 Hours: C")Ipeni ClIoses G PNI � Confiln-ed by lhIS bUslne',ss 9 wer.,,ks ago Phone:: (561) 509-6887 SLIggest an edit Oven this b'L[SilneSS? 1903 The BBCRA SMOP program has also assisted Beach House Boutique with activating their social media pages. Previously, their pages lay dormant, but with help in content creation and by use of the scheduling tool, they are now active which has helped to increase online sales. Facebook P.m.., hAh.r ;Y NO,R. i r 6 n it W.r. a F'A""!o. Pi vbo, Ind m,o. Intro posts hNopr na¢;r„ 4 ti,.a.'.Wura'f- Har acrd Hai Hayne, 19'dna I. _ Fal 'cr' I' Y.. Ilfe, dia,ch th.me 10101 Peiye Bi tqu c.."..,e "A t, 2-1,yr — B' e h,, FL, Unit c -stat- Rorirde Nct'yet retard i2 Aern ,rq} IPhotius u ,1,' h�a'�liuh�✓' 7(� PBearh HOLise Gift Boutique ¢h 0 S6ghit—'E p,-v;lue Hanb.g Vu ;--4.,—' a s in t rL kdu., wJ- you r-err,A — tl — ✓ h— .',, g. ,Awed. ]la Iry c1i$Rere nR purse sires and "Ate114 to a+S h'r%o —u,IqueB pnb-5--hr nn- ortalir^re er..... Se:e un,o- 1904 I nstagram „✓�J11lUJwJAlwll'vv, beach h ou segiftboutiq ue IiilVml Message -A ••• 42 pasts 81 follcrwens o following /lliffWf , Beach House Gift rs 41WWt14 e 1 Bol( II �,, c;lrr:" www.beacl,hususeyiftbc,utique.cun, F dlaweb by disc—b.ynt-l—ch —kAekakes ® POSTS &, 1/+",;6111 a Google / r i ,;7�srrci Beech Nouse Boutique 6d'c1ssi1tls Di—ti—. '.sa:vz can mnV{ P'>u :Iiu .: ; Ialnitl�al in V,rrLrrrY wt fico= h, IFly,.ni da Address 1120 FeBelrai Rory, Boynton Beach, F1L:3:3435 Hours;: G:: peel Clasps 6 P m Phone: (561) 7710-711'.3 5utggest an edit Oven kh Its Ws8ness7 Questions & answers Be the first to ask e gLJPSti®Il sk question Send 4c, your phone S—d Revi :V'vs Write a review Add a Phot. Be the first to revieWv As always, the SMOP program assisted the BBCRAArea based businesses by sharing seasonal and holiday specials. These are some of the most engaged -with posts on the BBCRA social media oaaes. p.wyFnitora Feach C.IRA SYR ......,4Ap y Pde„Susdne Ales lk;,r. ,`ud I tik, r'r'ac, i, _ .p-a 141013 :,i fr Il H,,,,;. Get —, f.F. I Ig 9 renc,, Iankh,!g their b­aN'tw:`A.I in. I..11 J.t 1 }Y 51'fl .IY PY"Y Ird 'I,' Pei ec yr S mfmut a s aay have a Shish Tau that need, grooming thank: yem for d' -iia pot. I "iH be contacting U,em for en alppLc intrnie.riit I by t b—, t _ ... boyiilc n l'achc rzi Me battle is o n fai-tPt Gess cf aft cocktails in B t F VIII V PIV41 M Ild�ll�C J l-, , 7h B.ti and Th, B 'd ii ft uod L tNaach i,, Urs G pa,t see rd dsc p cal ,Mble taslifig same del , diinka,. A rt I It IIII �I II I�I� , uffi al_he0piut n�pnlgn (1 j n-l'IY rel na .aveboynton Cl klgood tea: � Too cr✓ol r Neely sctclal in eunerald Io nds fun til rtelrry /� a Y l a Y n W,°A Ths.h ould bieg-d h i, I'P1'.. NII�I'yy I �� jyry V'^inr lts yh 1, III Lk' 7 by ray,, isrex and 50 ot1, U ,rL t 1906 1907 Attachment III Boynton Beach Insider Blog Posts July 2024 through September 2024 Support Local and Light Up the Night at the Boynton Beach Night Market July 23, 2024 The Boynton Beach Night Market returns on Saturday, July 27th from 6PM to 11 PM at Centennial Park & Amphitheater, located at 120 East Ocean Avenue in Downtown Boynton Beach. This isn't just any market — it's a vibrant showcase of the Boynton Beach's thriving local businesses, offering a night of live music, delectable food, and unique shopping opportunities that you won't find anywhere else. Here's a sneak peek at some of the incredible local businesses you'll have the chance to support during the Boynton Beach Night Market: 1908 BBCRA AREA BUSINESSES WILL BE EXHIBITING IN COLORFUL TENTS A Taste of Africa: A Taste of Africa offers a unique catering service specializing in barbeque and African inspired dishes. Bond Street Ale and Coffee: Savor the flavors of local pastries and artisanal coffee blends at Bond Street, a cozy spot where caffeine enthusiasts, foodies, and beer aficionados unite. Cafe Frankie's: Experience the charm of Cafe Frankie's as you indulge in delicious Italian cuisine. Cafe Prelude: A croissant a day keeps the blues away! Buy your much -kneaded piece of happiness at Cafe Prelude. Coastal Palms Realty: Whether you're in the market for a new home or seeking expert real estate advice, Coastal Palms Realty is here to help you find your perfect slice of paradise. Dimensional Health Care: Dimensional Health Care is a new medical spa that recently open at Casa Costa. Their team is passionate about skincare and aesthetic procedures, including cosmetic injections. JKEN Boutique: Discover trendy fashion finds and unique accessories at JKEN Boutique, your go -to destination for chic and stylish apparel. Mancave for Men: Gentlemen, elevate your grooming routine with premium grooming products and services from Mancave for Men, where sophistication meets masculinity. Picnics in Paradise: Elevate your outdoor dining experience with Picnics in Paradise's beautifully curated picnic setups, perfect for romantic dates or family gatherings. The Boardwalk Italian Ice and Creamery: Cool off with a refreshing treat from The Boardwalk, where you'll find a tempting selection of Italian ice and tasty ice cream. Tiki Taxi and Cruises: Embark on a nautical adventure with Tiki Taxi and Cruises, offering scenic Intracoastal cruises and transportation services with a tropical twist for only $10. Gillion & Co.: Find your dream home with Gillion & Co. Realty — where exceptional service meets unparalleled expertise in real estate. Napi Dog Grooming: Transform your furry friend's look with Napi Dog Grooming — where every dog leaves looking their best and feeling pampered! 1909 Paola's Boutique & Alterations: Discover the perfect fit and style at Paola's Boutique and Alterations — where fashion meets flawless tailoring. Pio Pio: Located in Downtown Boynton Beach, Pio Pio stands out as a delectable haven offering a fusion of Colombian and Peruvian cuisine. The family owned establishment charms its patrons with a delightful mix of flavors and impeccable service. Stoic Financial: Stoic Financial is dedicated to providing investment management and strategic wealth planning that is specific to you and your situation. As a financial advisory firm, their primary focus is to provide sound advice that is designed to achieve long-term investment results. Trilogy Fitness: Trilogy Fitness is a mixed martial arts training facility that will be opening soon at within Ocean Palm Plaza. The new gym will offer a variety of programs including: Boxing, wrestling, jiu-jitsu, kickboxing and large group fitness classes for adults. Guaca Go: At Guaca Go fresh is key! Avocado Based Bowls full of flavor. Seed Oil Free, House Made & Made to Order. Please note — they will be giving out promotional items. If you would like to try their bowls, please visit their storefront in Downtown Boynton Beach. Common Grounds: Common Grounds is a place where specialty coffee and our surrounding community meet. Try their delicious hot or cold brews. 1910 LIGHT UP THE NIGHT AND SUPPORT LOCAL BUSINESSES During the Night Market, the businesses outlined above will be featured within colorful tents and will have special neon signage. Each of these vendors will offer complimentary glow and light -up novelty items to attendees who visit their booths. Visit each business to "glow up" and help us light up the night! 1911 BOYNTON BEACH BUCKS OFFERS Don't forget to ask about Boynton Beach Bucks at the BBCRA's information booth, where you can score exclusive deals and discounts for some of the participating businesses. The vouchers function like cash and can be redeemed at participating vendors during the outlined promotional period. From discounts to special deals, these offers are your ticket to saving some green while supporting local businesses. It's a win- win for both you and the local community. 1912 SPIN THE LUCKY WHEEL While at the information booth, be sure to take our short feedback survey for your chance to spin the lucky wheel! The wheel will feature new promotional items and gift certificates from some of our fantastic participating businesses. Whether you're hoping to snag a great deal or a fun keepsake, spinning the lucky wheel adds an extra layer of excitement to your night out. Join in the fun and see what prizes await — every spin is a chance to win! Mark your calendars and join us for a celebration of Boynton Beach's small business community at the Night Market. See you there! 1913 For more information, check out our Facebook Event Page or Boynton Beach Insider Blog. 1914 Discover Boynton Beach's newest medical spa, Dimensional Health Care! August 1, 2024 Join us for a Ribbon Cutting Ceremony on August 8th at 6pm. Dimensional Health Care is the newest addition to Casa Costa, located at 458 North Federal Highway. This brand-new medical spa is owned and operated by Dr. Erica Roberts. Her goal is to empower you through a range of services designed to enhance your well-being. Whether you're looking to revitalize your body or prioritize your holistic wellness, Dimensional Health Care is your path to a healthier you. Dr. Erica and her expert team are passionate about skincare and aesthetic procedures. They offer a multitude of services including Botox, dermal fillers, IV Hydration, micro needling, chemical peel, and more, all designed to boost your health and happiness in a luxurious setting. The BBCRA is proud to support Dimensional Health Care through our Commercial Property Rent Reimbursement Grant Program, which will provide $19,176.00 in rental assistance to help offset the first year of rent for this new business. At Dimensional Health Care they understand that everyone is unique, and they are here to help you on your journey to a better you. Be among the first to enjoy their personalized care and revitalizing services. Schedule your appointment today! 1915 September is the Time to Dive in Boynton Beach! August 29, 2024 Did you know that Florida is the only state in the continental U.S. with extensive, shallow reef formations near its coast? Boynton Beach, a gem in South Florida, is a premier destination for diving enthusiasts! Its warm, shallow waters sit on the edge of the Gulf Stream and are home to vibrant reefs and historic shipwrecks, teeming with marine life like turtles, sharks, eels, snapper, lobsters, and the legendary Goliath September is a particularly exciting time to dive in Boynton Beach. The waters come alive as Goliath Groupers gather to spawn, and Florida's Spiny Lobster Season is in full - swing. Just off the coast, these natural wonders await your exploration. 1916 The Boynton Harbor Marina offers a variety of daily dive charters, including South Florida Diving Headquarters, Splashdown Divers & Loggerhead Enterprise, and Starfish 1917 Scuba—all renowned for their quality and professionalism. Remember, each charter requires passengers to be SCUBA certified, but if you are new to diving, they also offer classes and gear to get you started. 1918 1919 For those interested in harvesting Florida Spiny Lobsters, don't forget to secure a permit. And while you're in town, swing by Force -E, Boynton Beach's local dive shop, to stock up on any last-minute essentials. The underwater adventure of a lifetime is just a dive away! 1920 Attachment IV BBCRA Social Media Top Business Promotional Posts (7/1/24 - 9/24/24) OvPI-vIlPvj Reach 0 impressinnsO interactions 0 1 clicks P1170 21212 62-- Hiugllwir ifiain typcall Hiigll-r thaii, typical Higlier 91-n typical Rt';aC. i ISy =b Hh 'iFh 1<7 Fh 3,_, a.. 17ci Typica Face'riool, post reach Performance Oveivllew Reach IImpressibinsO InteractionsO ILiink clicks 0 7�085 7�085 84, Hiogh- Rialifil iYpi,rcalll High- thalifil iy peal'. H6glher damn kypc.l Reach SK CIK 41K, . ........ . 71" Sm7 4h ?h IFIL' ld T�, 3C, 7d I 7d Post f�adh 1922 Boynton ReadhiCIRA P b�iTe�ad tf, 1:1,al,Ae F�AJ,:�in Ros:M'Ikl� 7ake a k,. st thc:ze rccert unizredible catch;is frizirn thE, Sea IMhst 111111 Dflrt Flshiinig at the Bic°rton Harbor M, -.m no .jCILy nSXt fShIl"g, tr.p tmiday aral 11 'S,ee urvslghts anidl alcis C)o SeB %ist W Cr ft RENnq �d 1 2r� others 'S 6 zhai=- Overview Reach 0 Impressions 0 interactions 0 (Link clicks 0 15,889 16,212 1,41 Hkgl�— khm, hYp',Imll Hiiglr thain rypmcalHligh�.r than typ-1 Rpadlh 2,01K .. .... ...... . 15n- 9 r 16� Id 6� 3C 7 d 17 d Typical — FBcebodk: p -,t reach Overall Facebook reach trended upward this quarter, while Instagram trended downward. With both platforms, there was an overall uptick in reach surrounding the Bovnton Beach Niaht Market Retic, Export . F&cell)crcI reacJYr11 31 S. 8 K" 3 ° 6F)l". qf")K "DIK. Jl,i"la. E: . ;r;l F All a +esu 14 Peach lrx ta.'ralixr.. reae.h 0 . 1.514: 1 h; The BBCRA Facebook gained 503 new followers in the past quarter Follows Export Facellboolk ffoilows 0 503 5l] Jun =5 Jul 16 Aug 5 Aug [..`. Sep I- 1924 BBCRA Social Media Posts (7/1/24 - 9/24/24) The following is a list of all BBCRA social media posts for the 4th Quarter. The BBCRA social media posts consist of a variety of BBCRA events and projects and programs, original content with information about BBCRA businesses, and shared posts from BBCRA businesses. In general, additional paid boosts or advertisement are used to highlight a special campaign or event in order to reach a broader audience. As a result, these promotions brings a higher number engagement. An alternative to paying for the paid advertisement is to vary the content of the post by using videos, trivia, contests, etc. in addition to the still photos or images. This quarter's social media data indicates: • Posts highlighting summer specials gained the most attention • BBCRA development projects & district programs continue to perform extremely well without paid advertising. • The BBCRA Audience engaged the most this quarter with business posts highlighting BBCRA's Boynton Beach Night Market. 1925 Post Content Date Reach Engagement 1926 E—t Ici 11 5. ZMP, E—tKi lul ii ZMP, 11C11 1b,1111,11 ILI lly 7 11C11 1b,1111,11 ILI lly -i at ILI I linyo,.4V- lfl,ly 11 -ate 11 L 1 1 , � . - ja Ei,-t W,d j,, i 0 at n .r11yo,.4!1" 11 11 It 1117 1 —DAI-111 L I -i; SI Ili I ^o,IC Wed;W I `D Elllt Ti,e J_1 2 L, 17 1 5 CNO L, I' ' Fill- tti[ - lil- 111 11 F-1111 15 2ji I- -i- ,l TEJ71111-1 I -12l 2— I'll iLi F-1111 I "IV111 7 Fill"' I Prot i V,,i11, 52 Li Ll W,, "i !I c..,.ix.,i" I 1926 Post Content Date Reach Engagement 6� 7C j c i, I 5,,i, 7--' EII: p! i I II, I ij I l" t, I i I Ell— T" f I 0 ij Ell- T" f ":l, 11 4011 1 j- Eill— 1— 12 :Ij: -'1, Eel, "i I Y', i" I I g - -t- I g S- S cl It Ill Iii I Ill -11 11 S.1111 Sl— l7 Iti"'Ii, S.1111 Sl— l7 ig C1 1E Ti 1 2 C Ti Ei"I't )11-)., 24 I&i;j- 11 76 -p- "It 1, Y Eil"'t 91* ii.111t 1 iii ll- Itil Sh.- Sh.- S."'t fu-. 3,3 5t a 2 19 51" SO It i'll 11t, il 11 11"i 111i I'll Il "1 11 il 11 1 111 Ill ill 11 1 S."'t Si—v l7 ei`13jl7 1927 Post Content Date Reach Engagement MCI, 71 ivo 1-1 111, A 117 D11111 1 11 11 He. El— M", A�g A.l 1 1.7p, 22 C Ml 1411 11-1 7 . ...... . g IC, C DO IF 5, 44 A I-, L�411 9 ii 5, 1928 Post Content Date Reach Engagement I D -r i 1 9 1- "Ir -f-- a Isar N 1. Eli " Eli Eli ae Md OF 5C 5 17 AIRey 21, 17 .... ..... all, Rexucnn 71, �11 5-111 712 11 S, :Ii 1111i 1929 Post Content Date Reach Engagement 17 V✓-1 ip 11 1 �'7 17 91411 Flo, g 'ZI IIll 1 21l 1 27 2 ROO OR 71 7— n.e s" 7 j7- .. .......... 1930 Attachment V BBCRA Facebook 2024 3rd Quarter Compared to 2024 4th Quarter The graph below shows an increase in total Facebook interactions over the past 90 days. This in- crease can be correlated to the business promotions & events in the 4th quarter which typically spike audience interest. The BBCRA also ran more page ads during this time. This quarter posts with multiple images performed best out of any other format. ------------------------------------- Interactions 0 .8 I Post munteil by Il ilillod D 010 DOILD Post interactions laby media type '�Ffl) _lO CY Wl1 tpi L?-kL °'decs F`Fot.rs OtFe Text rv.eel_1 The graph below shows an increase total interactions with the BBCRA's Instagram page over the past 90 days, following the same trend as seen on Facebook. On this platform photos also performed the best. -------------------- In',nteil .5 K 4 r1;:- Post. ill Ite re c t,[01,11S ll pein clod 30101 1300 0 al rrr��rrrrrr%i%%�, Rost interactions by ltype 91 iX0 rh-lr' 0 F1-'o,tas 1931 10YN10N Levo %BEACH ����� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.0 SUBJECT: Neighborhood Officer Program 4th Quarter Report for FY 2023-2024 (July 2024 - September 2024) SUMMARY: The CRA funded Neighborhood Officer Program (NOP), in partnership with the Boynton Beach Police Department, has submitted their Unit Activity Report for the 4th Quarter (July 1 - September 30) Fiscal Year 2023-2024, along with the Crime Stats for the same time period (see Attachments 1-11). The NOP Quarterly report is required under the the funding terms of the Interlocal Agreement between the CRA and the City of Boynton Beach for FY 2023-2024 (see Attachment III). The FY 2023-2024 NOP Budget is provided as Attachment IV. FISCAL IMPACT: FY 2023-2024 Budget, Project Fund 02-58500-460: $695,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan, Heart of Boynton District (pages 105- 118) CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description • Attachment I - 4th Quarter Report • Attachment II - Crime Stats • Attachment III - Executed Fourth Amendment to the Interlocal Agreement Between the City and CRA for NOP Operations Funding • Attachment IV - NOP FY 2023-2024 Budget 1932 0000/0" /////////, 11111J�)1)J111!�y)J J�iI11111JJJ�JJJIIUJJJJ1Jill))J)J)�� �� °°°� �Illllllllllllll�ll�ll�lll�ll�ll�l�ll�lBOYNTO BE AC �II BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY NEIGHBORHOOD OFFICER POLICING PROGRAM Quarter 4 Fiscal Year 2024 Quarterly Report July 1, 2024 to September 30, 2024 a1z TABLE OF CONTENTS I. Community Oriented Policing Defined page 3 II. Quarterly Report Requirements page 3 III. CRA & Boynton Beach Police ILA Activities page 4 IV. Neighborhood Officer Program (NOP) • NOP Organizational Chart page 5 • Mission Statement & Tasks page 5 • Officers Quarterly Work Hours page 7 • Significant Quarterly Activities by week page 8 • Photos — Community Events & Business Walks page 19 • CRA Area Crime Statistics page 25 2 Community Oriented Policing Defined Community policing definitions typically focus on three components that characterize many programs: some level of community involvement and consultation; decentralization, often increasing discretion to line -level officers; and problem solving. Because community policing is focused on close collaboration with the community and addressing community problems, it has often been seen as an effective way to increase citizen satisfaction and enhance the legitimacy of the police and the evidence is supportive in this regard. A major goal of this proposed neighborhood officer program is to cultivate high levels of mutual trust, understanding and respect between police and the residents of the neighborhoods they patrol and to ensure there is a visible presence of police in the community. In order to achieve this, it is necessary that these Community Partners develop relationships which transcend the confines of ordinary community policing activities and instead focuses upon building sustainable problem - solving partnerships. Additionally, the building of problem -solving partnerships and substantive relationships with invested members of the community will lead to a greater understanding of some of the challenges members of the public face and help the police department garner unique insights which might aid in addressing these challenges. This program helps effectively integrate police personnel into the fabric of our community. Reducing crime and disorder and improving the quality of life within historically blighted neighborhoods requires the development of these types of productive and meaningful relationships between citizens and representatives of their local government. As the most visible and accessible municipal agency, police personnel are uniquely postured to serve as a catalyst to an array of city services, community resources and organizations which can aid those in need as they work to better their circumstances and work in concert with other Community Partners to confront the challenges they identify within the community. Quarterly Report Requirements: The scope of this quarterly report is to fulfill the Program requirements set forth in the Inter -Local Agreement (ILA) between the City of Boynton Beach and the Boynton Beach Community Redevelopment Agency (CRA); whereas the CRA shall be provided a written report outlining the following: • Hours worked by the Program Officer; • Name, rank and badge number of Program officers who have worked the Program during the reporting period; • Activities undertaken to achieve the goals of the Program; and • Crime statistics for the reporting period 3 CRA & BOYNTON BEACH POLICE DEPARTMENT ILA ACTIVITIES • The Boynton Beach CRA and the City will provide a visible base of operations for this Program located at 119 E. Martin Luther King Jr. Blvd. Unit #8, which will act as a neighborhood storefront police station (Under Construction). • Police personnel assigned to this Program will be assigned within the CRA area. • Assist with public education and crime prevention within the CRA area. • Identify neighborhood specific problems and help with the coordination of other City services to resolve the issues. • Implement the use of an automatic license plate reader (ALPR) as an intelligence gathering platforms. • On a quarterly basis, the Police Department shall provide the CRA with crime statistics for the CRA area along with data gathered by the ALPR and a GIS map identifying where crimes are occurring in the area. • Police personnel assigned to this unit shall patrol: (a) On foot, (b) on bicycle, or (c) on Segway vehicles, (d) on golf carts, or (e) other department issued vehicles. • Police personnel assigned to this function shall work a minimum of 40 hours a week. Twenty of these hours should be spent being visible in the community, building relationships, collecting information and providing resources and information to residents and business owners who seek to promote positive change within their neighborhood. Specific emphasis should be given to those actions which will contribute to the attainment of the goals established with Community Partners such as but not limited to attend regularly scheduled Community Partners' meetings and establish attainable goals with measurable outcomes with Community Partners. • The schedule for these Police personnel shall not be set, established or publicly posted. Their presence should be anticipated at any time by those who may be disrupted by their integration into the CRA area. • Police personnel assigned to this function will be furnished with either cell phones or, at minimum, voicemail accounts, which will be used to correspond with police personnel directly. CRA staff shall be provided with a list of these phone numbers and protocol for telephone contact or dissemination of information by the CRA to the Officers assigned to the Program. • CRA staff shall be informed of the Neighborhood Officers hours on a regular basis. • The CRA shall be provided with an organizational chart of the Officers assigned to the Program listing rank, badge numbers and years of service. • The CRA shall be provided a quarterly written report outlining the following: o Hours worked by the Program Officer o Name, rank and badge number of Program officers who have worked the Program during the reporting period. o Activities undertaken to achieve the goals of the Program o Crime statistics for the reporting period. E • The Police Department shall provide an annual written report summarizing the goals achieved along with a crime statistics report and associated map. Included in the report shall be recommendations for Program changes for the next fiscal year. • Funding for the Neighbor Officer Policing Program shall be at the discretion of the CRA Board and appropriated annually. • While the CRA will provide funding to support this program, operational and supervisory control remains with the Police Department. CRA Officers & Organizational Chart: 6 9 ■ CRA Officers Mission Statement & Tasks: Mission Statement: The NOP Program is a collaborative commitment with the CRA to create a prosperous and vibrant downtown district while providing safety to the business owners, residents, and visitors. This will be accomplished by having motivated, interested, and engaged officers who know their business owners, clergy and residents and stay in tune and engaged with the community through regular face to face contacts. Through these contacts, crimes and community problems will be proactively and promptly addressed and enforced. When a community is well cared for and appropriately policed, it is more inviting to potential business owners, residents and guests and crime is collaboratively controlled through a whole of community approach. Tasks: • Solicit Trespass Agreements from all business in the CRAs district • Solicit retailers in the CRA's district to sign up for the Telegram App. This app will be used as an information sharing mechanism between retailers and the department regarding theft suspects, vandals, trespassers etc. 5 101 • Serve as the first line of engagement with business owners, citizens and guests to resolve needs and conflicts. • Monitor radio for in -progress crimes and nuisance calls in the CRAs District and respond and investigate those crimes. Specifically, CRA Officers are required to respond to all in progress calls to include but not limited to robberies, retail thefts, shootings, aggravated assaults & batteries, etc. • Instances of Public Nuisance have the potential to affect the health, safety, welfare, and/or comfort of the general public. Therefore, CRA Officers are required to address all observed and reported instance of public nuisance offenses, to include but not limited to public intoxication, public drinking, public urination and defecation, harassment, intimidation, and passing out in public places. • Patrol the CRA areas of the city with a positive solution -based approach. • With CRA input, identify people with significant influence within the community (members of the clergy, community activists, longstanding residents who are well- respected); work with them to cultivate partnerships and organize activities which will address the needs and challenges identified. • Work closely with Community Standards to identify and efficiently resolve code violations. • Collaborate with and develop relationships with city departments so that relevant community complaints can be promptly resolved or mitigated. • Monitor panhandlers and trespassers and take appropriate action to resolve the activity. • Utilize "My Boynton App" to log and monitor code violations and community concerns when the matter cannot be immediately addressed. • Partner with the agency's victim advocate and community programs to provide outreach and assistance to the unhoused. • Attend monthly CRA meetings, events, and special meetings when assigned. no 101 CRA Officers quarterly work hours: The CRA Officers are assigned to work four (4) ten (10) hour shifts during a calendar week. During the quarter, the officers were assigned to work Monday to Thursday and Tuesday to Friday. The total number of eligible work hours per Officer in this quarter was 520 Hours. The table below depicts the officers' individual time during the quarter: Officer Eligible Quarterly Normal Work Hours Road Patrol Hours Worked Actual CRA Patrol Hours Approved Leave Hours Approved Training Hours CRA Overtime Hours Davis 520 10 365.5 64.5 80 54 Vazquez 530 10 376 49 95 44 Borrero 530 10 404 53 63 46.5 Brown 520 10 299 108 113 56 Note: The overtime hours listed above do not include CRA Detail hours worked, other department overtime or department detail hours worked by the listed officers. The only overtime hours included above are directly attributable to additional activities, duties or responsibilities in the CRA District. Additionally, Actual Patrol hours do not include overtime hours worked of any kind and exclude road patrol hours worked, approved leave hours and approved training hours. Mission Relevant Quarterly Activities Executive Summary: During the quarter the CRA Officers were required to work regular road patrol hours as set forth in the above table. This requirement occurred because the department held a forty (40) hour mandatory week of in-service training. As a result, officers from specialty units were required to work road patrol to backfill for officers who were attending in-service training. This was done to make certain sufficient officers were on road patrol to handle calls for service. The CRA will not be billed for the road patrol hours worked by the CRA. Specifically, during the 4 r Quarter of FY 2024, the CRA Officers accomplishments included, but were not limited to: attendance at 5 community events/meetings, performed 178 extra patrols/business checks, attended 6 CRA Board\Advisory Board Meetings, made 13 arrests and performed 125 traffic stops. Business walks and checks, whether conducted solely by the CRA Officers or in collaboration, with CRA staff, are opportunities to build bridges and relationships with the CRA District's business Community. During these self -initiated contacts, the CRA Officers and staff listen to concerns and problems and provide information and solutions to the business community. These 7 grass root contacts, serve as a critical information source and as a foundational basis for creativity and problem solving. Like business walks and checks, community meetings and events serve to inform the CRA Officers and Police Department Command Staff of concerns, but the concerns voiced in these venues are generally more individual and community based. At these meetings, community concerns regarding traffic problems, crime and community cleanliness are brought forward, among others. The CRA Officers and Police Staff respond to the community's concerns by providing input and recommendations and when appropriate work with other city departments to resolve these concerns swiftly and efficiently. Community confidence in law enforcement increases when the community sees their police department values and responds to their concerns and needs and works in conjunctions with other city departments to institute positive change. Specific Mission Relevant Quarterly Activities Undertaken by Week: Week 1— 07/01/2024 to 07/07/2024 • An extra patrol was performed at 600 SE 4th Street (Pence Park), Case#24-048999 • A business check was done at 640 E. Ocean Ave (Ocean Plaza), Case#24-048902 • An extra patrol was performed at 743 NE 1st Ave (Marina), Case#24-048903 • A suspicious incident was investigated at 315 SE 12th Ave, Case#24-048921 • A traffic complaint was handled at 580 E. Woolbright Road (Sunshine Square), Case#24- 009685 • An Extra patrol was performed at 580 E. Woolbright Road (Sunshine Square), Case#24- 048930 • A suspicious person was investigated at 407 NW 12th Ave. Case#24-009684 • A suspicious incident was investigated at 1100 Old Boynton Rd., Case#24-048964 • A disturbance call was handled at 100 E. Ocean Ave (City Hall), Case#24-09700 • An extra patrol was performed at 1600 S. Federal Highway (Riverwalk Plaza), Case#24- 048988 • An aggravated battery was investigated at 1100 Old Boynton Rd., Case#24-009690 • A resisting arrest matter was handled at 415 NW 9th Ave. Case#24-009672 • On 07/03/24 all the CRA Officers were reassigned to road patrol • On 07/04/2024 all the CRA Officers were assigned to work the July 4th event at ICP • A suspicious incident was investigated at 2505 S. Federal Hwy., Case#24-049837 • An accident was investigated at 1200 S. Federal Hwy., Case#24-009823 • A disturbance call was handled at 137 E. Woolbright Rd. Case#24-049859 • An extra patrol was completed at 600 SE 4th Street (Pence Park). Case#24-049929 • Officer conducted seven (7) traffic stops Weep 2 — 07/08/2024 to 07/14/2024 • All Officers were in LEBA Bike Training Week 3 — 07/15/2024 to 07/21/2024 • An extra patrol was completed at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 052673 • A business check was done at 501 SE 18th Ave (Publix), Case#24-052954 • An extra patrol was completed at 1600 N. Federal Hwy. (Ocean Palm Plaza), Case#24- 052969 • An extra patrol was completed at 600 SE 0 Street (Pence Park), Case#24-052983 • A business check was done at 1415 S. Federal Hwy. (One Boynton), Case#24-052959 • An extra patrol was completed at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 052958 • An extra patrol was completed at 743 NE 1st Ave. (Marina), Case#24-052844 • An extra patrol was completed at 743 NE 1st Ave. (Marina), Case#24-052968 • An extra patrol was completed at 640 E. Ocean Ave (Ocean Plaza), Case#24-052967 • A suspicious person call was handled at 204 NE 13th Ave. Case#24-052975 • An extra patrol was completed at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 052913 • A business check was done at 3625 S. Federal Hwy. (Walmart), Case#24-052850 • An extra patrol was completed at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 052855 • An extra patrol was completed at 2020 S. Federal Hwy. (Seagate), Case#24-053337 • An extra patrol was completed at 3491 S. Federal Hwy. (Seabourn Cove), Case#24- 053339 • An extra patrol was completed at 1203 N. Seacrest Blvd (Poinciana Elem), Case#24- 053233 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 053214 • An extra patrol was completed at 100 NE 10th Ave. Case#24-053324 • An extra patrol was completed at 700 Casa Loma Blvd. (Marina), Case#24-053336 • An extra patrol was completed at 2010 N. Federal Hwy. (Boat Club), Case#24-053344 • An extra patrol was completed at 101 W. Woolbright Rd. (7-11), Case#24-053348 • An extra patrol was completed at 500 S. Federal Hwy. (Sterling Village), Case#24- 053208 • A suspicious person was investigated at 421 NE 13th Ave. (Palmetto Green Park). Case#24-010381 • Assistance to another department was provided at 700 E Woolbright Rd., Case#24- 010386 E Iad • A suspicious person call was handled at 1100 N. Railroad Ave. Case#24-010384 • An extra patrol was completed at EXPA 743 NE 1st Ave. (Marina) 24-053206 • A police assist was done at 900 S. Federal Hwy., Case#24-053235 • An extra patrol was completed at 3491 S. Federal Hwy. (Seaborn Cove), Case#24- 053199 • An extra patrol was completed at 1499 S. Federal Hwy. (One Boynton), Case#24-053322 • An extra patrol was completed at 1550 N. Federal Hwy. Case#24-053340 • An extra patrol was completed at 580 E. Woolbright Rd. (Sunshine Square) 24-053342 • A suspicious person call was handled at 546 E. Woolbright Rd. Case#24-053495 • A police assist was handled at 600 SE 4th Street (Pence Park), Case#24-053469 • An extra patrol was completed at 743 NE 1 st Ave. (Marina), Case#24-053531 • A disturbance call was handled at 510 NE Yd Street, Case#24-053461 • An extra patrol was completed at 600 SE 0 Street (Pence Park), Case#24-053464 • An extra patrol was completed at 600 SE 4th Street (Pence Park), Case#24-053548 • An extra patrol was completed at 1600 S. Federal Hwy. (Riverwalk Plaza), Case#24- 053480 • An extra patrol was completed at 743 NE 1st Ave. (Marina), Case#24-053493 • A business check was done at 546 E. Woolbright Rd., Case#24-053497 • An extra patrol was completed at 1600 S. Federal Hwy. (Riverwalk Plaza), Case#24- 053500 • An extra patrol was completed at 600 SE 4th Street (Pence Park), Case#24-053801 • An extra patrol was completed at 600 SE 4th Street (Pence Park), Case#24-053681 • A business check was done at 743 NE 1st Ave. (Marina), Case#24-053683 • An extra patrol was completed at 100 E. Ocean Ave. (City Hall), Case#24-053714 • A business check was done at 3625 S. Federal Hwy. (Walmart), Case#24-053719 • A trespass warning was issued at 501 SE 18th Ave. (Publix), Case#24-010460 • An extra patrol was completed at 421 NE 13th Ave. (Palmetto Green Park), Case#24- 053725 • An extra patrol was completed at 700 Casa Loma Blvd., Case#24-053743 • A business check was done at 1600 N. Federal Hwy. (Ocean Palm Plaza), Case#24-053754 • An extra patrol was completed at 600 SE 4th Street (Pence Park), Case#24-053761 • A suspicious person call was handled at 501 SE 18th Ave. (Publix), Case#24-010463 • A business check was done at 1415 S. Federal Hwy. (One Boynton), Case#24-053739 • Officers conducted seventeen (17) traffic stops 10 Week 4 — 07/22/2024 to 07/28/2024 • A suspicious person call was handled at 200 E. Boynton Beach Blvd., Case#24-010628 • A suspicious person call was handled at Industrial Blvd. & Boynton Beach Blvd. Case#24-010622 • A business check was done at 3625 S. Federal Hwy. (Walmart), Case#24-054787 • A suspicious person call was handled at 1000 N. Seacrest Blvd., Case#24-010657 • An extra patrol was conducted at 1600 S. Federal Hwy. (Riverwalk), Case#24-054764 • A business check was done at 743 NE 1st Ave. (Marina), Case#24-054768 • An extra patrol was done at 100 E. Ocean Ave. (City Hall), Case#24-054795 • An extra patrol was conducted 600 SE 4th Street (Pence Park), Case#24-054843 • An extra patrol was conducted 1351 S. Federal Hwy. (One Boynton), Case#24-054875 • An extra patrol was conducted 743 NE 1st Ave. (Marina), Case#24-054873 • A business check was done at 1600 S. Federal Highway (Riverwalk), Case#24-054879 • An extra patrol was conducted at 600 SE 4th Street (Pence Park), Case#24-054743 • An extra patrol was conducted at 3491 S. Federal Hwy. (Seabourn Cove), Case#24- 054777 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-054784 • An extra patrol was conducted 421 NE 13th Ave. (Palmetto Green Park), Case#24- 054802 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 054814 • A possession of narcotics case was handled at 1300 N. Seacrest Blvd., Case#24-010666 • A suspicious person call was handled at 100 NW 5th Ave., Case#24-010719 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 055094 • An aggravated battery case was handled at 2309 S. Federal Hwy., Case#24-010719 • A trespass warning was issued at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 010727 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-055053 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 055105 • An extra patrol was conducted at 600 SE 4th Street (Pence Park), Case#24-055155 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-055526 • A business check was done at 1351 S. Federal Hwy (One Boynton), Case#24-055536 • An extra patrol was conducted at 421 NE 13th Ave. (Palmetto Green), Case#24-055483 • A suspicious person call was handled at 700 E. Ocean Ave., Case#24-055534 • A disturbance call was handled at 1601 S. Federal Hwy., Case#24-055424 • A business check was done at 1600 S. Federal Hwy. (Riverwalk), Case#24-055412 • An extra patrol was conducted at 3491 S. Federal Hwy. (Seabourn Cove), Case#24-055538 • An extra patrol was conducted at 1600 S. Federal Hwy. (Riverwalk), Case#24-055524 11 • A business check was done at 743 NE 1st Ave. (Marina), Case#24-055662 • A business check was done at 1600 S. Federal Hwy. (Riverwalk), Case#24-055666 • Officers conducted twenty-six (26) traffic stops Week 5 — 07/29/2024 to 08/04/2024 • A suspicious person was investigated at 200 N. Seacrest Blvd., Case#24-010949 • A police assist was handled at 100 E. Ocean Ave. (City Hall), Case#24-056495 • An extra patrol was conducted at 600 N. Federal Hwy., Case#24-056501 • Officers conducted a night time crime suppression detail from 8:00 pm to midnight • A business check was done at 1600 S. Federal Hwy. (Riverwalk), Case#24-056744 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-056824 • A suspicious person call was handled at 500 W. Boynton Beach Blvd., Case#24-011002 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-056763 • A suspicious person call was handled at 500 W. Boynton Beach Blvd., Case#24-011001 • A business check was done at 580 E. Woolbright Rd., (Sunshine Square), Case#24- 056815 • A police assist call was handled at 562 E. Woolbright Rd., Case#24-010989 • A narcotics arrest was made at 100 NE 6th Ave., Case#24-011008 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 057010 • A suspicious person call was handled at 100 NW 14th Ave., Case#24-011056 • An extra patrol was conducted at 743 NE 1st Ave (Marina), Case#24-057125 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 057127 • A suspicious person call was handled at 301 N. Seacrest Blvd., Case#24-057049 • A business check was done at 3625 S. Federal Hwy. (Walmart), Case#24-057017 • A warrant arrest was made at 119 NE 12th Ave., Case#24-011103 • A vandalism arrest was made at 3625 S. Federal Hwy. (Walmart) • A business check was done at 640 E. Ocean Ave. (Ocean Plaza), Case#24-057370 • An accident was investigated at 1700 NE 1st Street, Case#24-011112 • A business check was done at 580 E. Woolbright Road, Case#24-057341 • A gambling arrest was made at 1005 N. Seacrest Blvd., (Seacrest Food Mart), Case#24- 011106 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-057581 • Officers conducted sixteen (16) traffic stops 12 Iad Week 6 — 08/05/2024 to 08/11/2024 • A business check was done at 1600 S. Federal Hwy. (Riverwalk Plaza), Case#24-058346 • A trespass arrest was made at 3625 S. Federal Hwy. (Walmart), Case#24-011263 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 058342 • An extra patrol was conducted at 743 NE 1st Ave., (Marina), Case#24-058408 • A business check was done at 1600 S. Federal Hwy., (Riverwalk Plaza), Case#24-058648 • An extra patrol was conducted at 3491 S. Federal Highway (Seabourn Cove), Case#24- 058655 • A business check was done at 580 E. Woolbright Rd., (Sunshine Square), Case#24- 058633 • An extra patrol was conducted at 700 Casa Loma Blvd., (Marina), Case#24-058600 • An extra patrol was conducted at 743 NE I" Ave., Case#24-058691 • A disturbance call was handled at 2491 NW 1st Ave., Case#24-058717 • An extra patrol was conducted at 1600 S. Federal Hwy., (Riverwalk), Case#24-058708 • An extra patrol was conducted at 1351 S. Federal Hwy., (One Boynton), Case#24-058595 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-058652 • An extra patrol was conducted at 500 S. Federal Hwy., (Sterling Village), Case#24- 058696 • An extra patrol was conducted at 600 SE 4th Street (Pence Park), Case#24-059005 • A business check was done at 580 E. Woolbright Rd., (Sunshine Square), Case#24- 058957 • An extra patrol was conducted at 600 SE 4th Street (Pence Park), Case#24-058983 • An extra patrol was conducted at 743 NE I" Ave. (Marina), Case#24-058945 • An extra patrol was conducted at 421 NE 13th Ave. (Palmetto Green), Case#24-058953 • An extra patrol was conducted at 700 Casa Loma Blvd. (Marina), Case#24-058906 • A suspicious person call was handled at 1800 N. Seacrest Blvd., Case#24-011400 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 059247 • An extra patrol was conducted at 1351 S. Federal Hwy., (One Boynton), Case#24-059136 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-059149 • A suspicious person call was handled at 109 E. Boynton Beach Blvd. Case#24-059233 • An accident was investigated at 2500 NE Yd St., Case#24-011405 • A warrant arrest was made at 1901 N. Seacrest Blvd., Case#24-011439 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 059448 • A business check was done at 3625 S. Federal Hwy. (Walmart), Case#24-059454 • Officers conducted twelve (12) traffic stops 13 Week 7 — 08/12/2024 to 08/18/2024 • A suspicious incident was investigated at 8588 Duchess Ct., Case#24-060194 • A police assist was handled at 301 Galaxy Way (Galaxy Elem), Case#24-060188 • A police assist was handled at 1203 N. Seacrest Blvd. (Poinciana Elem) Case#24-060189 • A narcotics arrest was made at 100 NW 14th Ave., Case#24-011596 • A disturbance call was handled at 404 NE 10th Ave., Case#24-060204 • An extra patrol was conducted at 100 NE 7th Ave., Case#24-060605 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 060430 • An accident was investigated at 2200 N. Seacrest Blvd., Case#24-011634 • An extra patrol was conducted at 640 E. Ocean Ave. (Ocean Plaza), Case#24-060511 • A business check was done at 3625 S. Federal Hwy. (Walmart), Case#24-060418 • An extra patrol was conducted at 1600 S. Federal Hwy. (Riverwalk), Case#24-060420 • A business check was done at 1600 S. Federal Hwy., (Riverwalk), Case#24-060592 • An extra patrol was conducted at 400 E. Ocean Ave., Case#24-060593 • An extra patrol was conducted at 234 NW 10th Ave., Case#24-060599 • A suspicious person call was handled at 200 N. Seacrest Blvd., Case#24-011664 • Two narcotics arrests were made at 200 N. Seacrest Blvd., Case#24-011651 • A suspicious person call was handled at 1500 S. Seacrest Blvd., Case#24-011635 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-060596 • An extra patrol was conducted at 1415 S. Federal Hwy., (One Boynton), Case#24-060437 • A suspicious person call was handled at 1634 S. Federal Hwy., Case#24-060777 • A business check was done at 2700 S. Federal Hwy., Case#24-060768 • A business check was done at 580 E. Woolbright Rd., (Sunshine Square), Case#24- 060775 • A suspicious person call was handled at 501 SE 18th Ave. Case#24-060772 • An extra patrol was conducted at 700 Casa Loma Blvd. (Marina), Case#24-060818 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-060997 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-061012 • A business check was done at 3625 S. Federal Highway (Walmart), Case#24-061261 • An extra patrol was conducted at 1600 S. Federal Hwy., (Riverwalk), Case#24-061269 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-061282 • Officers conducted seven (7) traffic stops Week 8 — 08/19/2024 to 08/25/2024 • A suspicious person was investigated at 641 Shore Dr., Case#24-062090 • A suspicious person was investigated at 301 N. Federal Hwy. (CVS), Case#24-062099 • A suspicious person was investigated at 421 NE 13th Ave. (Palmetto Green), Case#24- 011929 14 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 062100 • An extra patrol was conducted at 301 N. Federal Hwy. (CVS), Case#24-062103 • An alaim call was handled at 1323 NW 81h St., Case#24-062352 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-062264 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case# 24-062266 • An extra patrol was conducted at 1600 S. Federal Hwy., (Riverwalk), Case#24-062299 • An extra patrol was conducted at 3625 S. Federal Hwy., (Walmart), Case#24-062362 • A suspicious person was investigated at 1601 S. Federal Hwy., Case#24-011989 • An extra patrol was conducted at 3625 S. Federal Hwy., (Walmart), Case#24-062363 • A police assist was performed at 1601 S. Federal Hwy., (Marathon), Case#24-011977 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 062304 • Officers assisted the Detective Bureau with making an arrest at 1650 Stonehaven Dr., Case#24-012040 • A business check was done at 1600 N. Federal Hwy. (Ocean Palm), Case#24-062597 • Officers assisted with an accident investigation at 3625 S. Federal Hwy, Case#24-012030 • An extra patrol was conducted at 700 Casa Loma Blvd., Case#24-062698 • An extra patrol was conducted at 3625 S. Federal Hwy., (Walmart), Case#24-062913 • An extra patrol was conducted at 1351 S. Federal Hwy., (One Boynton), Case#24-062916 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 062923 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-062966 • An extra patrol was conducted at 640 E. Ocean Ave. (Ocean Ave), Case#24-062989 • A trespassing call was handled at 1017 N. Railroad Ave., Case#24-012131 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 063141 • A business check was done at 1017 N. Railroad Ave., Case#24-012125 • A suspicious person call was investigated at 100 NE 10`h Ave., Case#24-012112 • Officers conducted thirteen (13) traffic stops. Weep 9 — 08/26/2023 to 09/01/2024 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Sqaure), Case#24- 064172 • An extra patrol was conducted at 600 SE 4th Street (Pence Park), Case#24-064589 • An extra patrol was conducted at 1600 N. Federal Hwy. (Ocean Palm), Case#24-064553 • Offices assisted the Probation Department at 333 NE 12th Ave., Case#24-064506 • A business check was done at 580 E. Woolbright Rd., (Sunshine Square), Case#24- 064491 • An extra patrol was conducted at 1415 S. Federal Hwy., (One Boynton), Case#24-064451 15 • An extra patrol was conducted at 743 NEI" Ave. (Marina), Case#24-064480 • A business check was done at 1600 S. Federal Hwy. (Riverwalk), Case#24-064782 • An extra patrol was conducted at 1415 S. Federal Hwy., (One Boynton), Case#24-064792 • An extra patrol was conducted at 580 E. Woolbright Rd., (Sunshine Square), Case#24- 064783 • An extra patrol was conducted at 743 NE 1st Ave. (Marina), Case#24-065042 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 065029 • An extra patrol was conducted at 421 NE 13th Ave., (Palmetto Green), Case#24-065062 • An aggravated battery call was investigated at 201 NW 7th Court, Case#24-012421 • A domestic violence call was investigated at 140 NE 4th Ave., Case#24-012428 • Officers conducted two (2) traffic stops Week 10 — 09/02/2024 to 09/08/2024 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 066085 • A narcotics arrest was made at 1000 N. Seacrest Blvd., Case#24-012612 • A suspicious vehicle was investigated at 501 SE 18th Ave., Case#24-066104 • A traffic complaint was handled at 100 NE 13th Ave., Case#24-066321 • A traffic complaint was handled at 100 NE 11th Ave., Case#24-066325 • Officers assisted with a narcotics arrest at 1700 N. Seacrest Blvd., Case#24-012620 • An aggravated battery was investigated at 1730 N. Federal Hwy., Case#24-012592 • An extra patrol was conducted at 501 SE 18th Ave., Case#24-066103 • A business check was done at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 066236 • An extra patrol was conducted 600 SE 4th St. (Pence Park), Case#24-066533 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-066403 • An extra patrol was completed at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 066412 • An extra patrol was completed at 1600 N. Federal Hwy. (Ocean Palm), Case#24-066677 • An extra patrol was completed at 700 Casa Loma Blvd., Case#24-066684 • An extra patrol was completed at 2240 N. Federal Hwy. (ICP), Case#24-067036 • A police assist was completed at 125 E. Ocean Ave., Case#24-067134 • An extra patrol was completed of W. Industrial Ave., Case#24-066959 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-066976 • A business check was done at 580 E. Woolbright Rd., (Sunshine Square), Case#24- 067032 0 Officers conducted twenty-three (23) traffic stops Week 11— 09/09/2024 to 09/15/2024 • Officers were in training classes Week 12 — 09/16/2024 to 09/22/2024 • An extra patrol was conducted at 420 SE 4th St., Case#24-069604 • Officers issued a trespass warning from 2240 N. Federal Hwy. (ICP), Case#24-013178 • Officers issued a trespass warning from 3625 S. Federal Hwy. (Walmart), Case#24-013190 • Assistance was provided to BBFD at 320 NE 13th Ave., Case#24-069663 • A business check was done at 3625 S. Federal Hwy. (Walmart), Case#24-069826 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 069823 • Officers conducted a possession of contraband investigation at 1005 N. Seacrest Blvd (Seacrest Food Mart), Case#24-013225 • Officers handled a City ordinance violation on Industrial Ave., Case#24-013275 • A police assist was handled at 700 Casa Loma Blvd., Case#24-013278 • Officers investigated a suspicious incident at 200 N. Federal Hwy., Case#24-070210 • An extra patrol was conducted at 1017 N. Railroad Ave., Case#24-070134 • A police assist was handled at 100 E. Ocean Ave. (City Hall), Case#24-070099 • A suspicious person was investigated at 2925 S. Federal Hwy., Case#24-070198 • A suspicious person was investigated at 1600 N. Seacrest Blvd., Case#24-013294 • A business check was done of 580 E. Woolbright Rd., (Sunshine Square), Case#24-070230 • An extra patrol was conducted at 421 NE 13th Ave., (Palmetto Green), Case#24-070489 • An extra patrol was conducted at 700 Casa Loma Blvd. (Marina), Case#24-070679 • Officers assisted Boca PD with a Homicide investigation at 1201 Coastal Bay Blvd., Case# 24-013410 • Officers conducted one (1) traffic stop Week 13 — 09/23/2024 to 09/30/2024 • A business check was done of 580 E. Woolbright Rd. (Sunshine Square), Case#24-071858 • An extra patrol was conducted at 600 SE 4th Street (Pence Park), Case#24-071873 • An extra patrol was conducted at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 071864 • Officers conducted a possession of contraband investigation at 300 NW 12th Ave., Case# 24-013573 • A business check was done at 3625 S. Federal Hwy., (Walmart), Case#24-072095 • A suspicious person was investigated at 1200 NW 3rd St., Case#24-072103 • A suspicious person was investigated at 800 N. Seacrest Blvd., Case#24-013622 • An alarm call was handled at 1213 NW 4th St., Case#24-072365 • A business check was done of 580 E. Woolbright Rd. (Sunshine Square), Case#24-072371 17 • An extra patrol was completed at 580 E. Woolbright Rd. (Sunshine Square), Case#24- 072244 • A business check was done of 3625 S. Federal Hwy., (Walmart), Case#24-072249 • A suspicious person was investigated at 200 NE 10th Ave., Case#24-013677 • An extra patrol was completed at 1600 S. Federal Hwy. (Riverwalk), Case#24-072369 • Officers conducted one (1) traffic stop Note* The use of Case# (number) above refers to either a case number where a report was generated or to a computer aided dispatch (CAD) number. These numbers are provided to allow for verification of the listed incidents if necessary. Community Event Photos: July 4th, 2024 — Intracoastal Park 19 .1aR 20 IOR 21 .1aR 22 IOR August 2, 2024 - National Night Out — Centennial Park 23 Ian 24 IOR CRA Crime Statistics July 1, 2024 to September 30, 2024: 25 I a R M IOR PIA 9 es I: If 111.11," N 3N m 5 E 77"wMm 0 m Sm 1 sl:;�vsml w ........ ... ul N 8TH St AV 1"4snP ... . ...... M MIN I 04 FOURTH AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM This FOURTH AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (Fourth Amendment) is entered into by and between the City of Boynton Beach (City) and the Boynton Beach Community Redevelopment Agency (CRA) (collectively referred to as the Parties). WHEREAS, the CRA and the City entered into the INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM ("Agreement") on October 26,2016; and WHEREAS, the CRA and the City amended the Agreement pursuant to the FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (First Amendment) on November 21, 2017; WHEREAS, the CRA and the City amended the Agreement pursuant to the SECOND AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (Second Amendment) on September 30,2018; WHEREAS, the CRA and the City amended the Agreement pursuant to the THIRD AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY FOR THE FUNDING OF THE NEIGHBORHOOD OFFICER POLICING PROGRAM (Third Amendment) on December 9,2019; WHEREAS, the THIRD AMENDMENT provided the Agreement: shall automatically renew every year effective October 1 at the discretion of the CRA Board, so long as the annual CRA budget for the applicable fiscal year contains a budget line item specifically for the Neighborhood Officer Policing Program that designates a dollar amount greater than $0.00. The amount provided for in the CRA budget shall be the maximum amount of financial obligation of the CRA for the applicable fiscal year. If the annual CRA budget for any year does not 1963 contain a line item specifically for the Neighborhood Officer Policing Program, or the line item for the Neighborhood Officer Policing Program designates $0.00 or equivalent, the Agreement shall be deemed terminated as of 11:59 pm on September 30 following the adoption of the budget. The renewal shall be under the same terms, conditions, and procedures provided for the in the Agreement. and WHEREAS, the Parties wish to make certain changes to the Agreement, as amended; NOW THEREFORE, in consideration of the promises contained herein and in the Agreement, as amended, the sufficiency of which both Parties hereby acknowledge: 1) Incorporation. The recitals and other information above are hereby incorporated herein as if fully set forth. 2) Effective Date. This Fourth Amendment shall be deemed to be effective on the last date that this Amendment is executed by the Parties. 3) Agreement. Unless specifically stated otherwise, the term Agreement means the Agreement as it may have been or may be amended from time to time. 4) Amendment. Nothing in this Fourth Amendment shall be construed so as to prevent the parties from extending or otherwise amending the Agreement, or this Fourth Amendment. 5) Modification of Exhibit A. Exhibit A to the Agreement, shall be deleted in its entirety and substituted with Exhibit A to this Fourth Amendment for Fiscal Year 2022-2023. Exhibit A may be amended anytime through written amendment signed by the City Manager and the CRA Executive Director. 6) General. Except as expressly set forth in this Fourth Amendment, the Agreement is unmodified and remains in full force and effect, and is hereby ratified and confirmed by the CRA and the City. This Fourth Amendment may be executed in any number of counterparts, any one and all of which shall constitute the agreement of the Parties and each of which shall be deemed an original. To the extent of any conflict between the Agreement and/or the First Amendment, Second Amendment, Third Amendment, and this Fourth Amendment, this Fourth Amendment shall control. [Signatures on following page.] 1964 IN WITNESS WHEREOF, the CITY and CRA hereto have executed this Fourth Amendment as of the date set forth below. ATTEST: CITY OF BOYNTON BEACH, a Florida municipal corporation 61AS1, By: e t�-'t Ma lee De Je ° : s Citi „* Daniel � � r- jt �- Y Y Clerk " , aver 02 Approved as to Fhn.011010 Date. �� W .. EAL) SEAL I Office of the City Attorney om BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: ....w�....... .. ' Thuy Shutt, Pxecutive Director Date: ' 1 1965 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY NEIGHBORHOOD OFFICER POLICING PROGRAM June 2, 2023 1966 Community Oriented Policina Defined Community policing definitions typically focus on three components that characterize many programs: some level of community involvement and consultation; decentralization, often increasing discretion to line -level officers; and problem solving. Because community policing is focused on close collaboration with the community and addressing community problems, it has often been seen as an effective way to increase citizen satisfaction and enhance the legitimacy of the police and the evidence is supportive in this regard. A major goal of this proposed neighborhood officer program is to cultivate high levels of mutual trust, understanding and respect between police and the residents of the neighborhoods they patrol and to ensure there is a visible presence of police in the community. In order to achieve this, it is necessary that these Community Partners develop relationships which transcend the confines of ordinary community policing activities and instead focuses upon building sustainable problem solving partnerships. Additionally, the building of problem solving partnerships and substantive relationships with invested members of the community will lead to a greater understanding of some of the challenges members of the public face and help the police department garner unique insights which might aid in addressing these challenges. This program helps effectively integrate police personnel into the fabric of our community. Reducing crime and disorder and improving the quality of life within historically blighted neighborhoods requires the development of these types of productive and meaningful relationships between citizens and representatives of their local government. As the most visible and accessible municipal agency, police personnel are uniquely postured to serve as a catalyst to an array of city services, community resources and organizations which can aid those in need as they work to better their circumstances and work in concert with other Community Partners to confront the challenges they identify within the community. The Bovnton Beach Police Department shall im dement the followin . activities in order to achieve the goals of the Neighborhood Officer Policing Program • The Boynton Beach CRA and the City will provide a visible base of operations for this Program located at 119 E. Martin Luther King Jr. Blvd. Unit #8, which will act as a neighborhood storefront police station. • Police personnel assigned to this Program will be assigned within the CRA area. • Assist with public education and crime prevention within the CRA area. • Identify neighborhood specific problems and help with the coordination of other City services to resolve the issues. • Implement the use of an automatic license plate reader (ALPR)as an intelligence gathering platforms. • On a quarterly basis, the Police Department shall provide the CRA with crime statistics for the CRA area along with data gathered by the ALPR and a GIS map identifying where crimes are occurring in the area. 1967 • Police personnel assigned to this unit shall patrol: (a) On foot, (b) on bicycle, or (c) on Segway vehicles, (d) on golf carts, or (e) other department issued vehicles. • Police personnel assigned to this function shall work a minimum of 40 hours a week. Twenty of these hours should be spent being visible in the community, building relationships, collecting information and providing resources and information to residents and business owners who seek to promote positive change within their neighborhood. Specific emphasis should be given to those actions which will contribute to the attainment of the goals established with Community Partners such as but not limited to attend regularly scheduled Community Partners' meetings and establish attainable goals with measurable outcomes with Community Partners. • The schedule for these Police personnel shall not be set, established or publicly posted. Their presence should be anticipated at anytime by those who may be disrupted by their integration into the CRA area. • Police personnel assigned to this function will be furnished with either cell phones or, at minimum, voicemail accounts, which will be used to correspond with police personnel directly. CRA staff shall be provided with a list of these phone numbers and protocol for telephone contact or dissemination of information by the CRA to the Officers assigned to the Program. • CRA staff shall be informed of the Neighborhood Officers hours on a regular basis. • The CRA shall be provided with an organizational chart of the Officers assigned to the Program listing rank, badge numbers and years of service. • The CRA shall be provided a quarterly written report outlining the following: o Hours worked by the Program Officer o Name, rank and badge number of Program officers who have worked the Program during the reporting period. o Activities undertaken to achieve the goals of the Program o Crime statistics for the reporting period. • The Police Department shall provide an annual written report summarizing the goals achieved along with a crime statistics report and associated map. Included in the report shall be recommendations for Program changes for the next fiscal year. • Funding for the Neighbor Officer Policing Program shall be at the discretion of the CRA Board and appropriated annually. • While the CRA will provide funding to support this program, operational and supervisory control remains with the Police Department. 1968 rz- Misc. Equipment - As needed Segway (Maintenance) 2,500 1,000 Category FY 20273 QTY Unit Cbst FY 2024 Dotes Personnel 1 1 $ 3,000 Officer Salaries & Incentives 259,384 4 87,728 350,913 Salary, Education Incentive Officer Benefits -Pension 100,997 4 49,187 196,747 Pension Officer Benefits 50,011 4 16,726 66,905 Healthcare, Dental, Vision, FICA Officer Overtime - 4 10,000 40,000 Police Service Aide (Civilian) Salary & Incentive 36,513 0 - Salary, Education Incentive (AVG) Police Service Aide (Civilian) Benefits -Pension 10,978 0 Pension (AVG) Police Service Aide (Civilian) Benefits 12,883 0 - Healthcare, Dental, Vision, FICA (AVG) Total Personnel Costs $ 470,766 $ 654,565 Cell Phones Service Plan 2,700 4 750 3,000 Cell Phones for CRA Officers Office Supplies / Misc Supplies 2,000 2,500 2,500 Office Supplies (incl printer/ copier) Office Electric, Cable/ Internet, water/sewage 6,180 12 1,000 12,000 Monthly Operating Cost Office Space Monthly Maintenance - 12 167 2,000 AC Filters/Repairs etc. Office Cleaning 1,500 12 167 2,000 City Cleaning Crew Computer equipment 1,000 4 - Misc, Cameras Uniform 2,000 4 563 2,250 uniforms,belts Community Events/Promotions 4,000 1 5,000 5,000 Youth Programs Training 4,000 4 2,000 8,000 CPTED, STEP academy Total Operating Expense $ 23,3801 1 1$ 36,750 rz- Misc. Equipment - As needed Segway (Maintenance) 2,500 1,000 1 3 3,000 3,000 - Misc. Equipment Preventative maintenance Total Equipment Costs 1 $ 3,5001 1 1 $ 3,000 NOTE: All amounts provided by Police Department with exception of Contingency and ILA amount for FY 2023-2024 1969 10YN10N Levo %BEACH ���e�� uououuu �RA OII,�00�U'�h�1�' "!1 I COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: November 21, 2024 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.1) SUBJECT: CRA Economic & Business Development Grant Program Update SUMMARY: The CRA's reimbursable Economic Development Grants provide 50% of the project costs in matching funding for rent and commercial property improvements. The grant programs continue to further the CRA's mission to activate vacant commercial space, assist businesses, create jobs and develop a vibrant downtown. Grant guidelines and applications can be downloaded from the CRA website www.boyntonbeachcra.com. Below is a status report of the CRA's Economic Development Grant Programs and Business Development activities for FY 2024-2025: FY 2024-2025 Budget $600,000 Grants Awarded Since October 8, ($157,450) 2024 Remaining Fund Balance as of $442,550 11/7/24: List of CRA Board approved Economic Development Program Grantees since October 8, 2024: Business Name Chow Hut LLC Design Stop LLC Spectrum Innovations Inc. Address 425 NE 4th Street 1505 S. Federal Highway 1300 W. Industrial Avenue, Unit 113 The Meaning Channel Group 1210 S. Federal Highway, Un LLC 101 Grant Property Improvement Rent Reimbursement Rent Reimbursement Rent Reimbursement rant Amount $25,000 $21,000 $11,700 $15,750 1970 Rent Thai Venture Group LLC d/b/a 321 E. Woolbright Road Reimbursement $84,000 Kabuki Sushi Thai Tapas Property Improvement City of Boynton Beach Business Tax Receipts Issued in the CRA Boundaries in September and October 2024: Business Name Address Business Use Kabuki Sushi Thai Tapas 321 E. Woolbright Road Restaurant Penn Nails & Spa Inc. 640 E. Ocean Avenue, Unit 17 Salon Town Square Dentistry 1250 S. FederalHighway, Unit Dentistry 101 Boynton Beach Consignment 625 S. Federal Highway Retail The Bungalow Bar & Grill 511 NE 4th Street Restaurant Alchemy 640 E. Ocean Avenue, Unit 18 Hair Salon Native Outfitters 1300 W. Industrial Avenue, Mercantile Unit 107 Freedom Boat Club 735 Casa Loma Boulevard Boat Recreation Trilogy Fitness & MMA 1550 N. Federal Highway, Unit Fitness Center 8-10 Blueheart Adult Day Care 709 S. Federal Highway Senior Care Center Center RSA Race Solutions 1330 W. Industrial Avenue, Auto Repair Unit 105 FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58400-444, $600,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. 1971