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Agenda 04-08-251.Call to Order 2.Invocation 3.Pledge of Allegiance 4.Roll Call 5.Agenda Approval 6.Legal A.Update on Status of House Bill 991 and Senate Bill 1242 7.Informational Items and Disclosures by Board Members and CRA Staff: 8.Information Only A.Quarterly Progress Report #8 from Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project - January - March 2025 B.Quarterly Progress Report from BB QOZ, LLC for 115 N. Federal Highway Mixed- Use Project (aka The Pierce) - January - March 2025 C.Boynton Beach CRA FY 2023-2024 Financial & Annual Report D.Project Status under the Purchase and Development Agreement with the Boynton Beach Faith Based CDC for the Property located at 402 NW 12th Avenue 9.Announcements and Awards Community Redevelopment Agency Board Meeting Tuesday, April 8, 2025 - 6:00 PM City Hall Chambers, 100 E. Ocean Avenue and Online Meeting 561-737-3256 AGENDA A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda 1 10.Public Comments 11.Consent Agenda A.CRA Financial Report Period Ending March 31, 2025 B.Approval of the CRA Board Meeting Minutes for February 11, 2025 C.Approval of the CRA Board Meeting Minutes for March 20, 2025 D.Approval of the Commercial Property Improvement Grant Program in the Amount of $13,667.09 to Home with Help of Florida, Inc. located in Colonial Center at 1220 S. Federal Highway, Unit 1010 E.Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Alchemy located in Ocean Plaza at 640 East Ocean Avenue, Suite 18, Boynton Beach, FL 33435 F.Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Baileyâ€™s Blendz located in Ocean Palm Plaza at 640 East Ocean Avenue, Unit 16, Boynton Beach, FL 33435 G.Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Dimensional Health Care, located in Casa Costa at 458 North Federal Highway, CU-5, Boynton Beach, FL 33435 H.Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Hip Hip FurRay, located in One Boynton at 1403 South Federal Highway, Boynton Beach, FL 33435 I.Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Property Damage Consultants, located at 125 East Boynton Beach Boulevard, Boynton Beach, FL 33435 12.Pulled Consent Agenda Items 13.CRA Advisory Board A.Pending Assignments - Assignments from the CRA Board Assigned at the February 13, 2024 and the January 14, 2025 CRA Monthly Board Meetings B.Reports on Pending Assignments 14.Old Business A.Discussion and Consideration of Lease Amendment between Boynton Beach CRA 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. 2 and Cafe Barista, Inc. d/b/a Hurricane Alley - TABLED ON 03/20/2025 B.Continued Discussion and Consideration of the Purchase of 135 NE 3rd Avenue C.Continued Discussion and Consideration of Tax Increment Financing Request from Time Equities Inc. for Phase I and Phase II of the Town Square Project located at 120 SE 1st Avenue and 100 E. Boynton Beach Boulevard D.Continued Discussion and Consideration of the Second Amendment to the Purchase and Development Agreement between the CRA and BB QOZ, LLC for the 115 N. Federal Highway Mixed Use Project (The Pierce) 15.New Business 16.CRA Projects in Progress A.MLK Jr. Boulevard Corridor Mixed-Use Project Update (d/b/a Heart of Boynton Shops) B.CRA Economic & Business Development Grant Program Update C.Social Media & Print Marketing Update D.Boynton Beach Spring Market Recap 17.Future Agenda Items 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 AGENDA AFTER IT IS PUBLISHED ON THE CRA'S WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. 3 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 LEGAL AGENDA ITEM 6.A SUBJECT: Update on Status of House Bill 991 and Senate Bill 1242 SUMMARY: H o u s e Bill 991 was filed February 24, 2025. A related Senate Bill, SB 1242, was filed on February 25, 2025. At the March 20, 2025 meeting, the Board directed the Acting Executive Director to move forward with engaging LLW to pursue lobbying efforts in concert with the City and the Florida Redevelopment Association. Legal will provide an update on the status of the bills and lobbying efforts. FISCAL IMPACT: TBD CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board direction. 4 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 INFORMATION ONLY AGENDA ITEM 8.A SUBJECT: Quarterly Progress Report #8 from Pulte Home Company, LLC for the Cottage District Infill Housing Redevelopment Project - January - March 2025 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 (see Attachment I). 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 Attachment II). 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). On December 13, 2024, the closing on the property took place. 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.l of the PDA, Pulte is required to provide a written quarterly report to the CRA Board. The March 28, 2025 letter and report (see Attachments 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 Plat was approved by the City and the CRA and was recorded on December 10, 2024. The closing of the property was completed on December 13, 2024. The Land Development Permit was issued on February 11, 2025. Restrictive Covenants were recorded on February 12, 2025. Single Family Model Home permit was issued on February 28, 2025; Townhome Model permit are on hold by City. Site work commenced mid-March. Single Family Model Home construction commenced on March 18, 2025. 5 •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 - Pulte Report Letter dated 3/28/25 •Attachment V - Pulte Cottage District Quarterly Report #8 Marketing Plan and Website are underway and awaiting finalization by Pulte and CRA Staff. 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 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 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:image011.png image012.png image013.png image014.png image015.png image016.png Pulte LOI - Cottage District BBCRA_v2.pdf Good Morning Thuy, Although it’s not specifically referenced in the LOI, 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 andrew.maxey@pultegroup.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 <HillV@bbfl.us> Subject: RE: Pulte LOI- Cottage District Thuy, 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. 32 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 andrew.maxey@pultegroup.com From: Shutt, Thuy <ShuttT@bbfl.us> Sent: Tuesday, May 17, 2022 7:02 PM To: Andrew Maxey <Andrew.Maxey@PulteGroup.com> Cc: Tack, Timothy <TackT@bbfl.us>; Utterback, Theresa <UtterbackT@bbfl.us>; Nicklien, Bonnie <NicklienB@bbfl.us>; Curfman, Vicki <CurfmanV@bbfl.us>; Hill, Vicki <HillV@bbfl.us> Subject: RE: Pulte LOI- 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 LOI 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 LOI (SFD model size and types, etc.). Thank you. Thuy Shutt , AIA, FRA‑RA Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave.| Boynton Beach, Florida 33435 561-600-9098 ShuttT@bbfl.us | http://www.boyntonbeachcra.com 33 America's Gateway to the Gulfstream Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records. Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Andrew Maxey <Andrew.Maxey@PulteGroup.com> Sent: Tuesday, May 17, 2022 4:37 PM To: Shutt, Thuy <ShuttT@bbfl.us> Subject: RE: Pulte LOI- Cottage District Thuy, 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 andrew.maxey@pultegroup.com From: Shutt, Thuy <ShuttT@bbfl.us> Sent: Wednesday, April 27, 2022 10:46 PM To: Andrew Maxey <Andrew.Maxey@PulteGroup.com> Subject: RE: Pulte LOI- Cottage District External 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). Thuy Shutt , AIA, FRA‑RA Executive Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave.| Boynton Beach, Florida 33435 34 561-600-9098 ShuttT@bbfl.us | http://www.boyntonbeachcra.com America's Gateway to the Gulfstream Please be advised that Florida has a broad public records law and all correspondence to me via email may be subject to disclosure.Under Florida records law, email addresses are public records. Therefore, your e-mail communication and your e-mail address may be subject to public disclosure. From: Andrew Maxey <Andrew.Maxey@PulteGroup.com> Sent: Tuesday, April 26, 2022 3:41 PM To: Shutt, Thuy <ShuttT@bbfl.us> Subject: Pulte LOI- Cottage District Good Afternoon Thuy, I hope all is well with you. Pulte would like to respectfully submit the attached Letter of Intent to purchase the Cottage District property owned by the CRA. Please reach out with 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 andrew.maxey@pultegroup.com 35 CONFIDENTIALITY NOTICE: This email may contain confidential and privileged material for the sole use of the intended recipient(s). Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the message and any file attachments from your computer. Thank you. CONFIDENTIALITY NOTICE: This email may contain confidential and privileged material for the sole use of the intended recipient(s).Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the message and any file attachments from your computer. Thank you. CONFIDENTIALITY NOTICE: This email may contain confidential and privileged material for the sole use of the intended recipient(s).Any review, use, distribution or disclosure by others is strictly prohibited. If you have received this communication in error, please notify the sender immediately by email and delete the message and any file attachments from your computer. Thank you. 36 Cottage District – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 REVISED: June 1, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA 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 C). 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, Andrew Maxey Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305 West Palm Beach, Florida 33401 Andrew.Maxey@PulteGroup.com 37 Cottage District – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 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. 38 Cottage District – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 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. 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 i s 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 accep table written contract. Agreed and Accepted: By: _______________________________________ Date: _____________________________________ 39 Cottage District – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 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. Model Quantity Single Family Detached Browning (1 story) 2 Chapman (1 story) 4 Hamden (2 story) 3 Single Family Attached (2-Story Townhome) 20’ Interior Townhomes 19 20’ Exterior Townhomes 12 Total Units Proposed 40 40 Cottage District – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 Exhibit C: Sample Elevations of Single-Family Product 41 1,447 A/C Sq. Ft. | 3 Bedrooms | 2 Baths Browning Home Exterior FM1 Home Exterior CO1 42 • 1,447 A/C Sq. Ft. • 3 Bedrooms • 2 Baths Browning Artist’s renderings are conceptual only and are not intended to be an exact representation or show specific detailing. Square footage, room dimensions and spatial arrangements on this plan are approximate and may vary in final construction and may vary by elevation. See a sales representative for details. ©2021 Pulte Home Company, LLC. CBC057850 CAS 9-17-21 Visit liveatcarversquare.com for more information on workforce housing at Carver Square. 2 CAR GARAGE 19'-4" x 19'-9" BEDROOM 3 11'-0" x 10'-6" BEDROOM 2 11'-0" x 10'-6" OWNER'S SUITE 13'-5" x 12'-11" GATHERING ROOM 13'-5" x 18'-2" CAFE 11'-2" x 8'-10" KITCHEN WIC LAUN BATH 2 L L FOYER O. BATH P 43 1,662 A/C Sq. Ft. | 3 Bedrooms | 2 Baths Chapman Home Exterior FM1 Home Exterior CO1 44 • 1,662 A/C Sq. Ft. • 3 Bedrooms • 2 Baths Chapman Artist’s renderings are conceptual only and are not intended to be an exact representation or show specific detailing. Square footage, room dimensions and spatial arrangements on this plan are approximate and may vary in final construction and may vary by elevation. See a sales representative for details. ©2021 Pulte Home Company, LLC. CBC057850 CAS 11-2-21 Visit liveatcarversquare.com for more information on workforce housing at Carver Square. COVERED LANAI 13'-0" x 9'-0" CAFE 11'-5" x 13'-2" OWNER'S SUITE 13'-8" x 12'-10" KITCHEN BEDROOM 2 12'-5" x 10'-6" BEDROOM 3 10'-1" x 10'-8" FOYER LAUN P L WIC GATHERING ROOM 16'-11" x 16'-8" 2 CAR GARAGE 20'-1" x 20'-2" BATH 2 45 1,822 A/C Sq. Ft. | 3 Bedrooms | 2.5 Baths Hamden Home Exterior FM1 Home Exterior CO1 46 • 1,822 A/C Sq. Ft. • 3 Bedrooms • 2.5 Baths Hamden Artist’s renderings are conceptual only and are not intended to be an exact representation or show specific detailing. Square footage, room dimensions and spatial arrangements on this plan are approximate and may vary in final construction and may vary by elevation. See a sales representative for details. ©2021 Pulte Home Company, LLC. CBC057850 CAS 9-17-21 Visit liveatcarversquare.com for more information on workforce housing at Carver Square. CAFE 11'-0" x 8'-0" KITCHEN STORAGE GATHERING ROOM 17'-8" x 19'-8" PR FOYER 2 CAR GARAGE 20'-2" x 20'-2" P PORCH UP LINE OF FLOOR ABOVE L LAUNDRY WIC O. BATH OWNER'S SUITE 13'-0" x 14'-4" BA. 2 L BEDROOM 3 10'-5" x 10'-4" L BEDROOM 2 11'-9" x 10'-9" DN First Floor Second Floor 47 Cottage District Infill – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 April 28, 2022 To: Thuy Shutt Executive Director Boynton Beach CRA 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 Home 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, Andrew Maxey Vice President of Land Acquisition Southeast Florida Division 1475 Centrepark Blvd., Suite 305 West Palm Beach, Florida 33401 Andrew.Maxey@PulteGroup.com 48 Cottage District Infill – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 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. 49 Cottage District Infill – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 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. 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. 50 Cottage District Infill – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 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: By: _______________________________________ Date: _____________________________________ 51 Cottage District Infill – Letter of Intent 1475 Centrepark Blvd., Suite 305 West Palm Beach, FL 33401 Exhibit A: Palm Beach County Workforce Housing Program, 2021 WHP Unit Sales Prices: WHP Income Category (Based on AMI) 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 include more units built on newly added parcels. Model Quantity Single Family Detached (1-Story) Brookwood 2 Cedar 4 Highgate 3 Single Family Attached (2-Story Townhome) 20’ Interior Townhomes 19 20’ Exterior Townhomes 12 Total Units Proposed 40 52 | 37Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project 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, reflect the historic character of the proposed Shepard Funk Addition 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. F. DETAILED DESCRIPTION OF THE PROPOSED PROJECT Proposed Project Plan | 4 53 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 38 Proposed Project Plan | 4 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 54 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 39 Proposed Project Plan | 4 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 variety of 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 55 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 40 Proposed Project Plan | 4 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 25’3” 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. 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. Model Total Square Footage Living Area Square Footage Bedrooms Bathrooms Height Garage Quantity Single Family Detached (1-Story) Brookwood 2,028 1,447 3 2 13’9”2 car 2 Cedar 2,267 1,662 3 2 13’9”2 car 4 Highgate 2,399 1,850 4 2 13’9”2 car 3 Single Family Attached (2-Story Townhome) Navarre 18’ (interior units)1,874 1,636 3 2.5 25’3”1 car 19 Grayton 20’ (end units)2,084 1,637 3 2.5 25’3”2 car 12 Total Units Proposed 40 Density 9.2 du/ac 56 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 41 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 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 ¼” casing on all swing doors and 3 ¼” 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 With respect to the minimum energy efficiency guidelines contained in Attachment F “Energy Efficiency Guidelines Checklist” of the Cottage District RFP, Pulte certifies that we meet and exceed all elements. Pulte Homes Building Specifications Examples of architectural design 57 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 42 Proposed Project Plan | 4 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 58 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 44 SINGLE FAMILY - BROOKWOOD Proposed Project Plan | 4 3 Bedrooms | 2 Bathrooms | 2 Car Garage | 1,447 SQ FT EQUAL HOUSING OPPORTUNITY DEPTHWIDTH SQ FTG Brookwood Floor plans, Elevations and Options will vary from Communityto Community and may not reflect current changes. Dimensions shown are approximate.(c) Copyright 2020 Pulte Homes, Inc. First Floor 144740'-0"50'-8"Zone CMU OPT. OPT. Covered Lanai 4' GARAGE EXT. OPT OPT. TRAY OPT. DROPPED TRAY Shower Walk-In @ Owner's Bath OPT. OPT. TRAY OPT. DROPPED TRAYOPT. ODKEQUAL HOUSING OPPORTUNITY DEPTHWIDTH SQ FTG Brookwood Floor plans, Elevations and Options will vary from Communityto Community and may not reflect current changes. Dimensions shown are approximate.(c) Copyright 2020 Pulte Homes, Inc. First Floor 144740'-0"50'-8"Zone CMU OPT. OPT. Covered Lanai 4' GARAGE EXT. OPT OPT. TRAY OPT. DROPPED TRAY Shower Walk-In @ Owner's Bath OPT. OPT. TRAY OPT. DROPPED TRAYOPT. ODKOption 59 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 45 SINGLE FAMILY - CEDAR Proposed Project Plan | 4 EQUAL HOUSING OPPORTUNITY DEPTHWIDTH SQ FTG Cedar Floor plans, Elevations and Options will vary from Communityto Community and may not reflect current changes. Dimensions shown are approximate.(c) Copyright 2020 Pulte Homes, Inc. First Floor 1,66240'-0"58'-0"Zone CMU OPT. OPT. Covered Lanai Extension 4' GARAGE EXT. OPT Owner's Bath 2 Kitchen Layout 4 Sliding Glass Door @ Gathering Room OPT. TRAY OPT. DROPPED TRAY OPT. OPT.OPT. ODKOPT. ODKOPT. ODK3 Bedrooms | 2 Bathrooms | 2 Car Garage | 1,662 SQ FT EQUAL HOUSING OPPORTUNITY DEPTHWIDTH SQ FTG Cedar Floor plans, Elevations and Options will vary from Communityto Community and may not reflect current changes. Dimensions shown are approximate.(c) Copyright 2020 Pulte Homes, Inc. First Floor 1,66240'-0"58'-0"Zone CMU OPT. OPT. Covered Lanai Extension 4' GARAGE EXT. OPT Owner's Bath 2 Kitchen Layout 4 Sliding Glass Door @ Gathering Room OPT. TRAY OPT. DROPPED TRAY OPT. OPT.OPT. ODKOPT. ODKOPT. ODKOption 60 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 46 SINGLE FAMILY - HIGHGATE Proposed Project Plan | 4 EQUAL HOUSING OPPORTUNITY DEPTHWIDTH SQ FTG Highgate Floor plans, Elevations and Options will vary from Communityto Community and may not reflect current changes. Dimensions shown are approximate.(c) Copyright 2020 Pulte Homes, Inc. First Floor 1,85040'-0"60'-0"Zone CMU OPT. Covered Lanai Extension Owner's Bath 2 Kitchen Layout 4 OPT. OPT. OPT. 4' GARAGE EXT. OPT OPT. DROPPED TRAY OPT. TRAY OPT. ODKOPT. ODK4 Bedrooms | 2 Bathrooms | 2 Car Garage | 1,850 SQ FT EQUAL HOUSING OPPORTUNITY DEPTHWIDTH SQ FTG Highgate Floor plans, Elevations and Options will vary from Communityto Community and may not reflect current changes. Dimensions shown are approximate.(c) Copyright 2020 Pulte Homes, Inc. First Floor 1,85040'-0"60'-0"Zone CMU OPT. Covered Lanai Extension Owner's Bath 2 Kitchen Layout 4 OPT. OPT. OPT. 4' GARAGE EXT. OPT OPT. DROPPED TRAY OPT. TRAY OPT. ODKOPT. ODKOption 61 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 47 Proposed Project Plan | 4 SINGLE FAMILY ATTACHED - GRAYTON AND NAVARRE Proposed plan utilizes 4, 5, and 7 unit configurations GraytonExterior Unit NavarreInterior Unit 62 Boynton Beach CRA | Cottage District Infill Housing Redevelopment Project | 48 Proposed Project Plan | 4 SINGLE FAMILY ATTACHED - GRAYTON AND NAVARRE 3 Bedrooms | 2.5 Bathrooms | 2 Car Garage | 2 Floors | 1,637 SQ FT 3 Bedrooms | 2.5 Bathrooms | 1 Car Garage | 2 Floors | 1,636 SQ FT FIRST FLOORSECOND FLOORFIRST FLOORSECOND FLOOR63 © 2022 Microsoft Corporation © 2022 Maxar ©CNES (2022) Distribution Airbus DS NE 4TH AVEN SEACREST BLVD50'51'12'13' 100'110' 60'50'100' 25' 6' S/W 5' S/W 5' S/W 1 2 3 4 5 6 7 8 9 13 141516171819 BUILDING A 6 UNITS BUILDING C 8 UNITS BUILDING B 6 UNITS 20' 14' 50'50' 20' 20' 5' S/W5' S/W 10' R.O.W. DEDICATION10' R.O.W. DEDICATION 10' R.O.W. DEDICATION 5' S/W 12 11 10 DRY DETENTION 0.47 AC. 4 W BOYNTON BEACH BLVD N SEACREST BLVDPROJECT SITE BBCRA - PLAN - CSP-01_R1.DWGCADBenjamin Valente P:\PLACE\NEW PROJECT - Boynton Cottage District\Concepts\BBCRA - PLAN - CSP-01_R1.dwg ---- Plotted: 8/9/2022 5:30:53 PM Saved: 8/9/2022 5:16:40 PMSHEET:NO.DATEDESCRIPTIONBYREVISIONSCSP-01_R1PROPOSED COTTAGE DISTRICTCONCEPTUAL SITE PLAN #01####2022-8-09BPVSDPSCALE: 1" = 30' 0 15 30 60 JOB NO.DATEDRAWN BYCHECK BY2035 Vista Parkway, West Palm Beach, FL 33411Phone No. 866.909.2220 www.wginc.comCert No. 6091 - LB No. 7055LOCATION MAP SITE AREA TOTAL UNITS SINGLE-FAMILY TOWNHOME (MULTI-FAMILY) DENSITY PARKING REQUIRED SINGLE-FAMILY TOWNHOME GUEST 4.7 AC. 39 19 20 8.3 D.U. PER AC. 1 SP. PER BEDROOM 2 SP. PER UNIT 0.15 SP. PER MULTI-FAMILY UNIT 64 Browning Model Chapman Model Hamden Model Craftsman Coastal Mediterranean (CRA Board Selected Option) 65 66 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. 67 © 2022 Microsoft Corporation © 2022 Maxar ©CNES (2022) Distribution Airbus DS NE 4TH AVEN SEACREST BLVD1 2 3 4 1617 BUILDING C 6 UNITS 5 6 7 8 9 10 11 12 13 14 15 DRY DETENTION 0.60 AC. C L C L C L NE 5TH AVENUE NE 1ST STREETR15', TYP. R15', TYP. 6' S/W 5' S/W 5' S/W 10' R.O.W. DEDICATION10' R.O.W. DEDICATION 10' R.O.W. DEDICATION 5' S/W 40' R.O.W. 100'100' 50'52.5' 50' 50' 100' 19' 10' 15' 11.9' 24' 10' 10' 5' LANDSCAPE BUFFER 20' 20' 6.6' 100' 50' 50' 50' 50' 109.6'109.6' 55'50'45'58.6'56.8'40'40'50'50' 20'2' V.G. 5' S/W 5' S/W 20' TYP. 31.8' 27.5' 27.5' 20' TYP. 30.3' 5' S/W 26.9' 20' TYP. BUILDING D 4 UNITS POCKET PARK (0.19 AC.) 20' TYP. 24' 10' 20' 30' 20' ACCESS/MAINTENANCE EASEMENT 2' V.G. 50'50' 1819 BUILDING A 6 UNITS BUILDING B 6 UNITS 85.8' 56.7' CHAPMAN CHAPMAN CHAPMAN CHAPMAN BROWNING BROWNING BROWNING HANDEM CHAPMAN HAMDEN HAMDEN BROWNING BROWNING BROWNING 10.6' 5' 5' 5' 7.5' 7.5' 5'13.6' 11.8' 5' 5'5' 5' 5' 5' 5' 14.3' 5' 5' 5' 5' 5' 5' 5' 5' 5' 5' 25' TYP.25' TYP. 6.6' 21.3' 17' 21.3' 21.3' 18.4' 17.1' 21.3'17' 26.8'21.3' 26' 37.2'30.9'26.6' 5' HAMDEN 5' 5' 26.8' 47.3' 100' 47.3' 10' U.E. 10' U.E.10' U.E. 10' U.E. 10' U.E. 80' 30' 40' 50' 50' 50' 47.3' 120' 50' 50' 25' TYP. 80' 47.3' 50' 10' U.E. 10' U.E. 120' 5' 25' TYP. 11.8' 20.7'10' 12.9' 17' 5' 21.4' 25' TYP. HAMDEN BROWNING CHAPMAN HAMDEN W BOYNTON BEACH BLVD N SEACREST BLVDPROJECT SITE 852100 - PL -LOTFIT_R1.DWGCADRoosevelt Castillo P:\8500\8521.00 Boyton Bch CRA Cottage D\PLAN\CAD\Exhibits\852100 - PL - LOTFIT_R1.dwg ---- Plotted: 1/25/2023 12:27:06 PM Saved: 1/19/2023 12:08:38 PMSHEET:NO.DATEDESCRIPTIONBYREVISIONSEX-1PROPOSED COTTAGE DISTRICTLOT FIT VERSION 18521.002022-10-19BPVSDPJOB NO.DATEDRAWN BYCHECK BYR2035 Vista Parkway, West Palm Beach, FL 33411Phone No. 866.909.2220 www.wginc.comCert No. 6091 - LB No. 7055LOCATION MAP SCALE: 1" = 30' 0 15 30 60 SITE AREA TOTAL UNITS SINGLE-FAMILY TOWNHOME (MULTI-FAMILY) DENSITY UNIT MIX (AS SHOWN) BROWNING CHAPMAN HAMDEN 4.7 AC. 41 19 22 8.7 D.U. PER AC. 19 7 6 6 12022-10-19INITIAL LOT FIT CONCEPTBPVBROWNING MODEL HAMDEN MODEL CHAPMAN MODEL 50.7' 40' 30' 45.3' 58' 40' 68 2 CAR GARAGE 19'-4" x 19'-9" BEDROOM 3 11'-0" x 10'-6" BEDROOM 2 11'-0" x 10'-6" OWNER'S SUITE 13'-5" x 12'-11" GATHERING ROOM 13'-5" x 18'-2" CAFE 11'-2" x 8'-10" KITCHEN WIC LAUN BATH 2 L L FOYER O. BATH P EQUAL HOUSING OPPORTUNITY DEPTH WIDTH SQ FTG Browning Floor plans, Elevations and Options will vary from Community to Community and may not reflect current changes. Dimensions shown are approximate. (c) Copyright 2021 Pulte Homes, Inc. First Floor 144740'-0" 50'-8" BOYNTON COTTAGE DISTRICT UNDER AIR 69 Browning70 COVERED LANAI 13'-0" x 9'-0" CAFE 11'-5" x 13'-2" OWNER'S SUITE 13'-8" x 12'-10" KITCHEN BEDROOM 2 12'-5" x 10'-6" BEDROOM 3 10'-1" x 10'-8" FOYER LAUN P BATH 2 O. BATH 2 CAR GARAGE 20'-1" x 20'-2" L WIC GATHERING ROOM 16'-11" x 16'-8" EQUAL HOUSING OPPORTUNITY DEPTH WIDTH SQ FTG Chapman Floor plans, Elevations and Options will vary from Community to Community and may not reflect current changes. Dimensions shown are approximate. (c) Copyright 2019 Pulte Homes, Inc. First Floor 1,66240'-0" 58'-0" BOYNTON COTTAGE DISTRICT UNDER AIR 71 Chapman72 CAFE 11'-0" x 8'-0" KITCHEN STORAGE GATHERING ROOM 17'-8" x 19'-8" PR FOYER 2 CAR GARAGE 20'-2" x 20'-2" P PORCH EQUAL HOUSING OPPORTUNITY DEPTH WIDTH SQ FTG Hamden Floor plans, Elevations and Options will vary from Community to Community and may not reflect current changes. Dimensions shown are approximate. (c) Copyright 2021 Pulte Homes, Inc. First Floor 1,82230'-0" 45'-3" UP LINE OF FLOOR ABOVE BOYNTON COTTAGE DISTRICT UNDER AIR 73 L LAUNDRY WIC O. BATH OWNER'S SUITE 13'-0" x 14'-4" BEDROOM 2 11'-9" x 10'-9" BA. 2 L BEDROOM 3 10'-5" x 10'-4" EQUAL HOUSING OPPORTUNITY DEPTH WIDTH SQ FTG Hamden Floor plans, Elevations and Options will vary from Community to Community and may not reflect current changes. Dimensions shown are approximate. (c) Copyright 2021 Pulte Homes, Inc. Second Floor 1,82230'-0" 45'-3" DN BOYNTON COTTAGE DISTRICT UNDER AIR 74 Hamden75 1st Floor (Stucco or Siding)SW 7006 Extra White (238 239 234)SW 6203 Spare White (228 228 221)SW 7003 Toque White (231 226 218)SW 9136 Lullaby (203 212 212)SW 7672 Knitting Needles (195 193 188)SW 0052 Pearl Gray (203 206 197)Loft SidingSW 7006 Extra White (238 239 234)SW 6203 Spare White (228 228 221)SW 7003 Toque White (231 226 218)SW 9136 Lullaby (203 212 212)SW 7672 Knitting Needles (195 193 188)SW 0052 Pearl Gray (203 206 197)2nd Floor SidingSW 7006 Extra White (238 239 234)SW 6203 Spare White (228 228 221)SW 7003 Toque White (231 226 218)SW 9137 Niebla Azul (182 195 196)SW 7066 Gray Matters (167 168 162)SW 0052 Pearl Gray (203 206 197)Trim SW 7006 Extra White (238 239 234)SW 0052 Pearl Gray (203 206 197)SW 7658 Gray Clouds (183 183 178)SW 7070 Site White (220 222 220)SW 7067 Cityscape (127 129 126)SW 6203 Spare White (228 228 221)Accent SW 7006 Extra White (238 239 234)SW 0052 Pearl Gray (203 206 197)SW 7671 On The Rocks (208 206 200)SW 9138 Stardew (166 178 181)SW 7570 Egret White (223 217 207)SW 6203 Spare White (228 228 221)Front Door SW 6989 Domino (53 51 55) SW 6214 Underseas (124 142 135)SW 7603 Poolhouse (128 149 160)SW 7076 Cyberspace (68 72 77)SW 7624 Slate Tile (96 110 116)SW 6223 Stillwater (74 93 95)Garage DoorSW 7006 Extra White (238 239 234)SW 0052 Pearl Gray (203 206 197)SW 7658 Gray Clouds (183 183 178)SW 7070 Site White (220 222 220)SW 7570 Egret White (223 217 207)SW 6203 Spare White (228 228 221)ShuttersSW 6989 Domino (53 51 55) SW 6214 Underseas (124 142 135)SW 7603 Poolhouse (128 149 160)SW 7076 Cyberspace (68 72 77)SW 7570 Egret White (223 217 207)SW 6223 Stillwater (74 93 95)Tamko Heritage Asphalt ShingleThunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyPaver ‐ Tremrom 4x8 BrickGranite Granite Granite Granite Granite GraniteGutters, Windows & FenceLow Gloss White Low Gloss WhiteLow Gloss WhiteLow Gloss White Low Gloss White Low Gloss WhiteCoastal Color Schemes ‐ SFCO1 CO2 CO3 CO4CO5CO676 BOYNTON COTTAGE DISTRICT UNDER AIR 77 BOYNTON COTTAGE DISTRICT UNDER AIR 78 6 Unit A 79 6 unit A 1st Floor (Stucco or Siding)SW 9161 Dustblu (149 155 160)SW 9137 Niebla Azul (182 195 196)SW 6203 Spare White (228 228 221)SW 6203 Spare White (228 228 221)SW 9137 Niebla Azul (182 195 196)SW 9161 Dustblu (149 155 160)Loft SidingSW 9161 Dustblu (149 155 160)SW 9137 Niebla Azul (182 195 196)SW 6203 Spare White (228 228 221)SW 6203 Spare White (228 228 221)SW 9137 Niebla Azul (182 195 196)SW 9161 Dustblu (149 155 160)2nd Floor SidingSW 6253 Olympus White (212 216 215)SW 9139 Debonair (144 160 166)SW 6203 Spare White (228 228 221)SW 6203 Spare White (228 228 221)SW 9139 Debonair (144 160 166)SW 6253 Olympus White (212 216 215)Trim SW 7005 Pure White (237 236 230)SW 7006 Extra White (238 239 234)SW 0052 Pearl Gray (203 206 197)SW 0052 Pearl Gray (203 206 197)SW 7006 Extra White (238 239 234)SW 7005 Pure White (237 236 230)Accent SW 7005 Pure White (237 236 230)SW 7006 Extra White (238 239 234)SW 0052 Pearl Gray (203 206 197)SW 0052 Pearl Gray (203 206 197)SW 7006 Extra White (238 239 234)SW 7005 Pure White (237 236 230)Front DoorSW 0068 Copen Blue (194 204 196)SW 7076 Cyberspace (68 72 77)SW 6214 Underseas (124 142 135)SW 6214 Underseas (124 142 135)SW 7076 Cyberspace (68 72 77)SW 0068 Copen Blue (194 204 196)Garage Door SW 6253 Olympus White (212 216 215)SW 7006 Extra White (238 239 234)SW 0052 Pearl Gray (203 206 197)SW 0052 Pearl Gray (203 206 197)SW 7006 Extra White (238 239 234)SW 6253 Olympus White (212 216 215)ShuttersSW 0068 Copen Blue (194 204 196)SW 7076 Cyberspace (68 72 77)SW 6214 Underseas (124 142 135)SW 6214 Underseas (124 142 135)SW 7076 Cyberspace (68 72 77)SW 0068 Copen Blue (194 204 196)Shingle Roof Tamko Heritage Thunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyPaver ‐ Tremrom 4x8 BrickGranite Granite Granite Granite Granite GraniteGutters, Windows & FenceLow Gloss White Low Gloss White Low Gloss White Low Gloss White Low Gloss White Low Gloss White** Fence not included in plans, this is just noting color for future ARB approval.Bold DustbluBold DustbluCoastal Niebla Azul Coastal Spare White Coastal Spare White Coastal Niebla Azul80 6 Unit B 81 6 unit B 1st Floor (Stucco or Siding)SW 7672 Knitting Needles (195 193 188)SW 7003 Toque White (231 226 218)SW 9136 Lullaby (203 212 212)SW 9136 Lullaby (203 212 212)SW 7003 Toque White (231 226 218)SW 7672 Knitting Needles (195 193 188)Loft SidingSW 7672 Knitting Needles (195 193 188)SW 7003 Toque White (231 226 218)SW 9136 Lullaby (203 212 212)SW 9136 Lullaby (203 212 212)SW 7003 Toque White (231 226 218)SW 7672 Knitting Needles (195 193 188)2nd Floor SidingSW 7066 Gray Matters (167 168 162)SW 7003 Toque White (231 226 218)SW 9137 Niebla Azul (182 195 196)SW 9137 Niebla Azul (182 195 196)SW 7003 Toque White (231 226 218)SW 7066 Gray Matters (167 168 162)Trim SW 7067 Cityscape (127 129 126)SW 7658 Gray Clouds (183 183 178)SW 7070 Site White (220 222 220)SW 7070 Site White (220 222 220)SW 7658 Gray Clouds (183 183 178)SW 7067 Cityscape (127 129 126)Accent SW 7570 Egret White (223 217 207)SW 7671 On The Rocks (208 206 200)SW 9138 Stardew (166 178 181)SW 9138 Stardew (166 178 181)SW 7671 On The Rocks (208 206 200)SW 7570 Egret White (223 217 207)Front DoorSW 7624 Slate Tile (96 110 116)SW 7603 Poolhouse (128 149 160)SW 7076 Cyberspace (68 72 77)SW 7076 Cyberspace (68 72 77)SW 7603 Poolhouse (128 149 160)SW 7624 Slate Tile (96 110 116)Garage Door SW 7570 Egret White (223 217 207)SW 7658 Gray Clouds (183 183 178)SW 7070 Site White (220 222 220)SW 7070 Site White (220 222 220)SW 7658 Gray Clouds (183 183 178)SW 7570 Egret White (223 217 207)ShuttersSW 7570 Egret White (223 217 207)SW 7603 Poolhouse (128 149 160)SW 7076 Cyberspace (68 72 77)SW 7076 Cyberspace (68 72 77)SW 7603 Poolhouse (128 149 160)SW 7570 Egret White (223 217 207)Shingle Roof Tamko Heritage Thunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyThunderstrom GreyPaver ‐ Tremrom 4x8 BrickGranite Granite Granite Granite Granite GraniteGutters, Windows & FenceLow Gloss White Low Gloss White Low Gloss White Low Gloss White Low Gloss White Low Gloss White** Fence not included in plans, this is just noting color for future ARB approval.Coastal Knitting NeedlesCoastal Knitting NeedlesCoastal Toque WhiteCoastal Toque White Coastal LullabyCoastal Lullaby82 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 zoning Aug-23 Submit within 60 days after Feasibility Period Ends Site plan and zoning applications approved April-24 Assumes an 8-month approval process Seek closing extension due to plat not being approved June-24 12 months from the end of the Feasibility 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 permits Oct-24 PSA requires by 180 days from Closing, Purchaser planning 60 days after plat issuance Land Development Commences Oct-24 Assumes site work / utility permits obtained during plat review City issuance of the building permits Dec-24 60 days from Purchaser submitting building permits Purchaser shall commence construction Mar-25 PSA requires by 90 days from permit issuance, 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 final dwelling unit of the Project Mar-27 Outside date to get last CO 83 Total Project Cost Townhome Budget 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 $11,701,742 84 85 86 87 88 1475 Centrepark Blvd, Suite 140, West Palm Beach, FL 33401 March 28, 2025 Mr. Timothy Tack, Assistant Director/Ac�ng Director Boynton Beach Community Redevelopment Agency 100 E. Ocean Avenue, 4th Floor Boynton Beach, FL 33435 Dear Timothy: Please find a copy of the eighth 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. Reporting on older items have been condensed or removed from this cover letter but remain in the report. Highlights are listed below. Development Deadlines The PDA outlines development-related deadlines and summarizes them in the attached table. Key milestones include: • Site plan, master plan, rezoning and variance approvals: o Submitted on 8/14/23; approved 2/6/24. • Plat: o Submitted on 2/27/24; approved on 11/19/24 and recorded on December 10, 2024. • Land development permit: o Submitted on 2/27/24; issued on 2/11/25. o A copy of the LDP has been provided via Dropbox link. • Commence site work: o Site work commenced in mid-March. Land Closing Pulte closed on the land on December 13, 2024. Building Permits and Home Construction • Single Family Models: o Single family model permits submitted 7/19/24; issued on 2/28/25. • Townhome Model Building: o permits submitted on 7/25/24; all trades have approved, permits on hold per P&Z staff. • Single family model home construction commenced on 3/18/25. 89 1475 Centrepark Blvd, Suite 140, West Palm Beach, FL 33401 Sales and Marketing Deadlines • Restrictive Covenant: o Approved on 2/13/24; recorded on 2/12/25 (could not occur until land closing) • Marketing Plan and Website: o Work is underway on both. Pulte and CRA staff will meet to finalize in April. 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, Aimee Craig Carlson, AICP Director of Land Planning and Entitlement Attachments: PDA Deadlines Land Development and Model Home Construction Schedule Restrictive Covenant (recorded) Dropbox link with copies of approved permits and plans and March 2025 Aerials 90 Boynton Beach CRA and Pulte Home Company PDA Deadlines Event Due Date Status Development Deadlines Obtain approval from Asset Management Committee Prior to expiration of feasibility period– 6/26/23 COMPLETED Submit applications for platting, site plan and zoning Within 60 days of second deposit – 9/1/23 COMPLETED Provide a copy of all HOA governing documents Prior to Site Plan Approval COMPLETED Submit Plat 90 days within Site Plan Approval APPROVED and RECORDED Obtain all site plan and development permit approvals Within twelve months after application Site plan and rezoning approval obtained on 2/6/24. Land Development Permit (LDP) issued on 2/11/25. Closing Date *Earlier of 30 days 1) after the last of the Closing Conditions has been satisfied or 2) 12 months after the end of the Feasibility period. CLOSED on 12/13/24 Submit building permits Within 180 days of site plan approval, unless City requires additional approvals before permit can be submitted COMPLETED The single family model permits were submitted on 7/19/24 and the townhome model permits were submitted on 7/25/24. Five additional SF permits were also submitted on 11/7/24. To date, all building trades have signed off but permits remain on hold per P&Z staff. Commence site work Within 90 days of land development permit issuance COMMENCED Implement a plan to promote the use of local contractors, sub-contractors and laborers and ensure no less than 15% of the construction costs are performed by local subcontractors Prior to and during construction 15% of the costs have been awarded to local subcontractors (defined by the PDA as those having unincorporated or incorporated Boynton Beach address). Additionally, all sub-contractors have signed an addendum requiring good faith efforts to hire and train Boynton Beach residents whenever possible. Commence construction of dwelling units Within 90 days of first five building permits Lot 3 (Hamden model) permit was issued on 2/28/25. Lot 4 91 Boynton Beach CRA and Pulte Home Company PDA Deadlines (Chapman model) permit was issued on 2/28/25. Construction commenced in mid-March. Regarding the additional permits (five additional single family units and the TH model permit), to date, all building trades have signed off but permits remain on hold per P&Z staff. Obtain Final Certificate of Occupancy Within two years of commencing construction of the first dwelling unit Date TBD 92 Boynton Beach CRA and Pulte Home Company PDA Deadlines Event Due Date Status Sales and Marketing Deadlines Form of restrictive covenant Prior to Closing (Due Date updated in the First Amendment) Draft restrictive covenant provided to CRA staff on 6/12/23. Comments received from staff on 6/26/23 and Pulte responded to the comments on 7/18/23. CRA staff responded on 2/13/24 approving the draft. Restrictive covenant recorded on 2/12/25. On 2/21/25, P&Z staff advised that the covenant did not reference participation in the city’s WFH program and was insufficient. The PDA requires participation in the County’s program, not the City’s program. We anticipate that the City Commission will clarify this on 4/15/25 (we’ve submitted a request to staff for this clarification). Groundbreaking Ceremony Prior to or simultaneously with the commencement of construction of the first unit Pulte and CRA staff are discussing dates and will finalize in April. Implementation of sales and marketing plan and launch project website No later than 60 days after Commencement of Construction of the first dwelling unit The website is under construction and will be launched concurrent with the groundbreaking ceremony. Pulte meeting with CRA staff to review the sales and marketing plan in April. 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 days thereafter, of the first unit Date TBD 93 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 INFORMATION ONLY AGENDA ITEM 8.B SUBJECT: Quarterly Progress Report from BB QOZ, LLC for 115 N. Federal Highway Mixed-Use Project (aka The Pierce) - January - March 2025 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 I-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 for 2025 (January-March) was submitted on March 24, 2025 (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). BB QOZ, LLC will be proceeding with one master permit and Land Development Permit for the entire project as opposed to resubmitting a separate building permit for the Hurricane Alley building to be located at 508 E. Boynton Beach Boulevard. The CRA Board and BB QOZ, LLC are currently discussing a Second Amendment to the PDA with respect to the terms in which to complete utility relocation underground prior to vertical construction of the Project. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan 94 •Attachment I - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) Purchase and Development Agreement •Attachment II - Executed 115 N. Federal Highway Mixed Use Project (aka The Pierce) TIRFA •Attachment III - Executed 115 N. Federal Highway (aka The Pierce) Parking Lease Agreement •Attachment IV - The Pierce - Quarterly Report - Q1 2025 •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 CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description 95 96 97 98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114 115 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 148 149 150 151 152 153 154 155 156 Mark 157 158 159 160 161 162 163 164 165 166 167 168 169 170 171 172 173 174 175 176 177 178 179 180 181 182 183 184 185 186 187 188 189 190 191 192 193 194 195 196 197 198 199 200 201 202 203 204 205 206 207 208 209 210 211 212 213 214 215 216 217 218 219 220 221 222 223 224 225 226 227 228 229 230 Mark 231 232 233 234 235 236 237 238 239 240 241 242 243 244 245 246 247 248 249 250 251 252 Mark 253 254 255 256 257 258 Project: The Pierce Date: 03/24/2025 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 final approval to occur on March 9th 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 Camalier’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 has submitted an application for building permit on October 28, 2024. Following further conversations with Staff, the development & design teams are proceeding with one master permit and one LDP permit for the entire project. Staff has agreed to work with the developer to issue a partial TCO for Hurricane Alley once that building is complete. As of March 20, the developer has received their second round of comments for both the master permit & LDP and will be resubmitting in the month of April. During the platting process, it was discovered that the north 5’ of Block 6 Lots 6 & 7 are still owned by the original property owners and not the CRA. This is the result of a scrivener’s error in the legal description that was not previously captured. Our legal team will coordinate efforts with the title company, City and CRA to resolve the issue. Updates will be forthcoming. During the permitting process it was discovered that utility relocation under grounding needs to occur prior to construction of the garage structure located on the north portion of the Property. Our team has coordinated with FPL and City engineering to devise a relocation plan and while we have received ROM pricing estimates of $520,000, a firm cost cannot be produced until we commit to proceeding with such work. As such, we negotiated a second amendment to the Agreement which allows us to close on the Property within the next couple of months in order to complete the utility relocation work ahead of vertical construction of the Project. The board expressed a desire to explore an alternative option in which the CRA would retain ownership of the Property and provide funding for the necessary work, to be repaid on the Closing Date. However, after further investigation by the CRA and their counsel, it was determined that this option is not feasible. As a result, we must either proceed with the option proposed by the Developer or continue under the terms of the existing agreement. If we adhere to the current agreement, construction would need to commence on the south portion of the site, requiring the immediate demolition of the existing Hurricane Alley restaurant while utility relocation 259 takes place on the northern portion. This scenario is far from ideal, as it would result in an extended closure of Hurricane Alley — a situation that could be avoided if we can complete the utility relocation before closing on our financing and beginning vertical construction. The utility relocation requirement was not a known site condition when we entered into the Agreement and the utilities are for the benefit of the general public, not servicing the Project. In an effort to expedite the Project and avoid harming a local business, Hurricane Alley, we are proposing to cover these public costs out of pocket and complete the work at the earliest availability. 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 As requested by the CRA 2024 Presentation Complete 2025 Presentation TBD Date Final Judgement was rendered August 14, 2024 Complete Apply for Building Permit December 12, 2024 Completed on October 28, 2024 Closing Date Within 36 months of Land Use Approvals Date TBD – Negotiating with CRA for early closing 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 260 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 FOR WRIT OF CERTIORARI __________________________________________________________________ Petition for Review of Boynton 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@gmlaw.com Aaron.williams@gmlaw.com Attorneys for Petitioner Filing # 170590020 E-Filed 04/07/2023 09:07:28 PM FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 04/07/2023 09:07:28 PM **** CASE NUMBER: 502023CA009318XXXXMB Div: AY **** NOT A CERTIFIED COPY261 -i- TABLE OF CONTENTS Page TABLE OF CONTENTS ............................................................................................ i TABLE OF AUTHORITIES .................................................................................... ii PREFACE ................................................................................................................. iv I. INTRODUCTION ............................................................................................. 1 II. STATEMENT OF THE CASE AND FACTS .................................................. 2 III. BASIS FOR INVOKING JURISDICTION AND STANDARD OF REVIEW .......................................................................................................... 13 IV. NATURE OF RELIEF SOUGHT ................................................................... 16 V. ARGUMENT ................................................................................................... 16 A. THE COMMISSION FAILED TO COMPLY WITH THE ESSENTIAL REQUIREMENTS OF THE LAW WHEN IT APPROVED THE APPLICANT’S APPLICATION. ........................16 B. THE CITY COMMISSION FAILED TO MAKE OR RECORD ANY FINDINGS IN VIOLATION OF THE ESSENTIAL REQUIREMENTS OF THE LAW, ALSO EVIDENCING THE FAILURE TO APPLY ESTABLISHED CRITERIA. ..........................................................................................20 C. THE DECISION OF THE CITY COMMISSION IS NOT SUPPORTED BY SUBSTANTIAL COMPETENT EVIDENCE. ........................................................................................22 VI. CONCLUSION ................................................................................................ 24 CERTIFICATE OF SERVICE ................................................................................ 25 CERTIFICATE OF COMPLIANCE ....................................................................... 26 NOT A CERTIFIED COPY262 -ii- TABLE OF AUTHORITIES Page(s) Cases Alvey v. City of North Miami Beach, 206 So. 3d 67 (Fla. 3d DCA 2016) ............................................................... 18, 19 Brevard Cty. v. Snyder, 627 So. 2d 469 (Fla. 1993) ...................................................................................14 City of Apopka v. Orange Cty., 299 So. 2d 657 (Fla. 4th DCA 1974) ...................................................................21 City of Jacksonville v. Taylor, 721 So. 2d 1212 (Fla. 1st DCA 1998) .................................................................19 De Groot v. Sheffield, 95 So. 2d 912 (Fla. 1957) .....................................................................................15 England v. Louisiana State Board of Medical Examiners, 375 U.S. 411 (1964) .............................................................................................13 Fields v. Sarasota Manatee Airport Authority, 953 F.2d 1299 (11th Cir. 1992) ...........................................................................13 Geico Cas. Ins. Co. v. Dupotey, 826 So. 2d 380 (Fla. 3d DCA 2002) ............................................................. 11, 12 Gentry v. Dep’t of Prof’l & Occupational Regulations, Sta te Bd. of Med. Exam’rs, 283 So. 2d 386 (Fla. 1st DCA 1973) ...................................................................21 Haines City Cmty. Dev. v. Heggs, 658 So. 2d 523 (Fla. 1995) ...................................................................................18 Hayes v. Monroe Cty., 337 So. 3d 442 (Fla. 3d DCA 2022) ....................................................................21 Hillsborough Cty. Bd. of Cty. Comm’rs v. Longo, 505 So. 2d 470 (Fla. 2d DCA 1987) ....................................................................23 NOT A CERTIFIED COPY263 -iii- 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. 1st DCA 2001) ...................................................................14 Planning Com’n of City of Jacksonville v. Brooks, 579 So. 2d 270 (Fla. 1st DCA 1991) ............................................................ 21, 22 Promenade D’Iberville, LLC v. Sundy, 145 So. 3d 980 (Fla. 1st DCA 2014) ............................................................ 1, 3, 5 Wolk v. Bd. of Cty. Comm’rs of Seminole Cty., 117 So. 3d 1219 (Fla. 5th DCA 2013) .................................................................19 Statutes Article V, § 5(b), of the Florida Constitution ..........................................................14 Rules Florida Rule of Appellate Procedure 9.030(c)(2) ....................................................14 NOT A CERTIFIED COPY264 -iv- PREFACE This Petition for Writ of Certiorari (“Petition”) seeks review o f an ordinance approving of three road abandonment applications by the Cit y of Boynton Beach. Petitioner is 209 N. Federal, LLC and is referred herein as “2 09.” Respondent is the City of Boynton Beach and will be referred throughout the Pet ition as the “City.” Citations to the Appendix to Petition for Writ of Certiorari , filed contemporaneously with this Petition are abbreviated as “A:” NOT A CERTIFIED COPY265 53911086v8 I. INTRODUCTION1 209 owns the real property located at 209 North Federal Hi ghway 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-do llar development project comprised of several different parcels in downtown Boynton Beach, has received a blanket City staff recommendation of approval for 3 applications of abandonment of roads located near the parcels. 209 is near or adjacent to each of the roads to be abandoned. Abandonment of roads is governed b y Section Boynton Beach, Part III Land Development Regulations (“LDR”), Chapter 2, Article II, Planning and Zoning Division Services, Section 2.G.3. 1 On March 15, 2023, Petitioner sent correspondence to the City seeking the record related to this Application. Despite Petitioner c ontinually following up, Petitioner received links to those records just three hours before the close of the business day on the date of filing the Petition. (A:1 712; A:1713-16). The City’s delay in meeting its obligations to make the records avail able to Petitioner is wholly unjustifiable. See Promenade D’Iberville, LLC v. Sundy, 145 So. 3d 980, 983 (Fla. 1st DCA 2014); see id . (“Florida law doesn’t allow public records custodians to play favorites on the basis of who is requ esting records”; awarding fees and costs for unlawful refusal to provide public recor ds). Indeed, the gamesmanship 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 remarki ng he does not appreciate Petitioner’s opposition to the road abandonment s). 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. Pet itioner will amend its Petition and contemporaneously filed appendix as soon as it has a meaningful opportunity to review the materials sent by the City. NOT A CERTIFIED COPY266 2 53911086v8 Road abandonment was not part of The Pierce’s original plans submitted to the City. 209 opposed the road abandonment applicatio ns immediately at each stage of approval, pointing out that any approval would sev erely and detrimentally affect access to the 209 Property. The LDRs require the City to c onsider and determine whether abandonment would result in “a permanent stoppage, int erruption, or an unacceptable level of service for the subject lot or on neighbo ring lots, subdivisions, or developments with respect to police, fire, or other emerg ency services; or solid waste removal.” (LDR, Section 2.G.3.a.). Specifically, the City’s approval of any road abandonment must consider if such approval would restri ct emergency vehicle access to the 209 Property should an emergency arise and there mus t be competent substantial evidence presented to support an express fact ual finding on this necessary factor. The evidence presented during the quasi-judicial he arings on the proposed ordinance approving the abandonment applications provided no such competent substantial evidence to support the approval of any aban donment. Despite this, the City nevertheless passed an ordinance approving the appl ications for road abandonment. In 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 sto res in downtown Boynton Beach. (A:523, 525, 621-23, 1611). The Project is comprised of several different NOT A CERTIFIED COPY267 3 53911086v8 parcels of real property located from East Boynton Beach Bl vd 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 t he City viewed the Pierce as a development project “especially needed.” (A:524-2 5). The Applicant ultimately received City approval to proceed with the Pro ject with little, if any, real opposition from the City Commission. (A:1158). The original plans for the Project did not contemplate any road abandonment for any of the aforeme ntioned parcels. (A:1628-29). Site plans instead depict a bridge over NE 1st A venue. (Id.). In 2022, the Applicant applied for 3 road abandonments i n the immediate vicinity of the 209 Property. (A:1607-10). The road abando nments sought the vacation of a portion of an alleyway (the “North Alley”), a portion of NE 1st Avenue (“right-of-way”), and the full length of another alleyway (the “South Alley”) (together with the North Alley, the “alleys”). (E.g., A:1398). The North Alley forms the north boundary of the 209 Pro perty. Northeast 1st Avenue forms the southern boundary of the 209 Property an d contains the main driveway into 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 Prop erty will no longer be NOT A CERTIFIED COPY268 4 53911086v8 able to turn west onto Northeast 1st Avenue or the North Alley, and there will be no eastbound traffic at all. The impacted areas are illust rated below: NOT A CERTIFIED COPY269 5 53911086v8 (E.g., A:705). An application for vacation and abandonment approval requi res review and approval by the City Commission. LDR 2.G.4. To justify t he issuance of an ordinance vacating a road, an application must meet criter ia set forth in LDR 2.G.3(a)-(d), which address issues regarding access, utiliti es, drainage and wastewater management, and conservation. To justify its A pplication, the Applicant simply asserted, in summary fashion, that abandonment met the review criteria set forth in Section 2.G.3 of the LDR. (A:715-18; A:1670-73). N o evidence or substantive analysis was offered. The City readily accepted the Applicant’s conclusory reci tation of the four criteria as satisfaction of the criteria without conductin g its own independent analysis or determining if there was evidentiary for each of the factors. Specifically, in January 2023, City staff supposedly reviewed the App lication and determined that granting it “would not adversely impact traffic,” other City functions, or adjacent property owners. (A:704). City staff determined further that th e right-of-way and alleys “no longer serve a public purpose other than retent ion of necessary utility assessments” and, therefore, recommended approval of the Applic ation. (Id.). While it is clear from the Staff Report the City consulted with publ ic utility companies and city departments addressing engineering, public works/u tilities, and planning and zoning, there is no indication local government departments , such as police and fire, NOT A CERTIFIED COPY270 6 53911086v8 assessed or otherwise opined on any implications arising fr om 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 c ause or result in a permanent stoppage, interruption, or an unacceptable level o f service with respect to police, fire, or other emergency services. (A:615-804). Upon learning about the Application, 209 immediately lodged its opposition and requested a denial of the Application. (A:891-93). As Pe titioner explained to the City, the Application fails to satisfy one of the four crit eria, namely, access. The LDR raises these questions when assessing the access factor: Does the subject land provide a legal means of access to a l ot of record, subdivision, or development? Would the vacation and aband onment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring lots, subdivisions, or developments with respect to police, fire , or other emergency services; or solid waste removal? LDR 2.G.3.a.; A:891-93. In a letter dated February 21, 2023, ahead of the hearing, 209 pointed out that granting the Application would not only increase traffic but also impair ingress and egress to the 209 Property, thereby creating public safety issues and grossly limiting the accessibility to the property b y customers as well as first responders should emergency services be required. (A:891-9 3). This is illustrated simply by looking at the aerial ph otograph. Federal Highway at Northeast 1st Avenue has no median cut or tra ffic signal. Currently, NOT A CERTIFIED COPY271 7 53911086v8 northbound drivers on Federal Highway can easily access t he 209 Property by turning left (west) at the signal at East Ocean Avenue a nd going one block to Northeast 4th Street and turning right, then east on Northeast 1st Avenue to the 209 Property. Similarly, leaving the 209 Property to drive north o n Federal Highway simply requires turning right onto Northeast 1st Avenu e, heading west, going north on Northeast 4th Street to East Boynton Beach Boulevard, going east, then turning left (north) at the signal for Federal Highway. After the abandonment, this traffic pattern will be complet ely disrupted. Northbound drivers on Federal Highway seeking to enter the 209 Property will be forced to make a U turn at East Boynton Beach Boulevard, then turn into what would be a dead-end street. Similarly, drivers leavin g the 209 Property to go north will be forced to make a U turn at East Ocean Aven ue Federal Highway is only two lanes wide at these points, so clearance for this dangerou s maneuver would be difficult, especially for larger vehicles or elderly driver s. The potential for traffic conflict and accidents is significantly heightened, and eas e of access to the 209 Property is greatly diminished. (A:1630-36, 1685-88). The first of two quasi-judicial hearings on the proposed ord inance granting the Application was held February 21, 2023. At the hearin g, 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 NOT A CERTIFIED COPY272 8 53911086v8 (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 “comfo rtable” requiring the Applicant merely to “work with the neighbors” on any abando nment issues. (A:1180-81). At least two members of the public and one City commissi oner expressed concern over abandonment, including the potential impairmen t of the provision of critical City services such as trash collection. (E.g., A:1193; A:1154-84). For its part, 209 pointed out that the Applicant had not directly re ached out to it to address the Project or the abandonments. (A:1204-05). In the little time it had to present its concerns at the hearing, 209 pointed out that abandonment would limit access to its property and 209 urged the City to require the Applicant to cooperate with 209 and address 209’s concerns. (A:1205-07). City staff opined that if abandonment is not approved for ju st one of the roads, “considerable redesign of the project” would need to foll ow (even though abandonment 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 recogniz ed the Applicant re-designed the Project “way too many times” and affirmed: “W e are not starting NOT A CERTIFIED COPY273 9 53911086v8 from scratch at the last hour.” (A:1231). Following this aff irmation, the City Mayor sought a motion to grant first reading approval to the p roposed ordinance, with the condition that the Applicant “work[] with the adjacent pro perty owners for the abandonment request.” (A:1233-34). The motion passed unanimously. (A:1234). There is no record evidence the Applicant ever “worked with [209 on] the abandonment request.”2 At no point during the 2/21 hearing was there any com petent substantial evidence presented by the City or Applicant add ressing whether or not police, fire or emergency services would be impacted by the a bandonment request. On March 9, 2023, 209 submitted a second letter reiteratin g its concerns in great detail. (A:1591-92). At the second quasi-judicial hearin g held later that day, the Applicant sought final approval of its Application. (A:1603-1702). Prior to this hearing, City staff had already recommended approval despit e the fact that it still had not heard from the City traffic engineer on road abandonmen t nor received input from police, fire, or other emergency services to address the im plications arising from road abandonments. (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 Cit y not to remove the condition that the Applicant continue to cooperate wit h that property owner for fear that the Applicant would stop cooperating. (A:1207-0 8). NOT A CERTIFIED COPY274 10 53911086v8 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 u ncommon but when the issue arises, detailed traffic studies are usually perf ormed; (ii) a traffic study had not been undertaken for NE 1st Avenue in connection with the Project; (iii) a road abandonment of NE 1st Avenue nevertheless “would cause so me traffic concerns for the area,” including exacerbating traffic backup in multi ple locations and limiting road access; (iv) a road abandonment would result in a “sig nificant impact to [209’s] parcel from an access point of view to get to the parcel and also to leave from the parcel”; and (v) increase in traffic will cause safety concer ns and safety hazards. (A:1629-36, 1685-88). 209 also cross-examined City staff, which put together the re commendation of approval of the Application despite the absence of any analysis on the impact abandonment has on public safety as required by the LDR. (A:16 36-38). Based on the evidence presented at the hearing, 209 argued that abandoning the roads would create traffic and safety issues. (A:1638-41). 209 also po inted out there was no record evidence reflecting the assurance of the provision o f local governmental services, such as fire and police, to properties near the al leys 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 assessin g the effect of a road NOT A CERTIFIED COPY275 11 53911086v8 abandonment on properties near the right-of-way and alleys, th e Applicant failed to satisfy its burden to meet the criteria in the LRD regulation s 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 businesspersons operating near the North Alley and elsewhere , sought a delay of, or otherwise opposed, the City’s approval of the Application because of the limited road access and adverse economic impact an abandonment wou ld create to local businesses. (A:1641-45). The Applicant itself recognized r oad access issues, testified it was a complicated issue that warranted a “much greater discussion” in the future, and recognized there was no immediate solution in p lace and that more time would be needed to find one. (A:1648-49). When pressed by some City commissioners, the Applicant ultimately agreed to enter i nto an access agreement with just one businessowner (A:1661), and with that, the Ci ty pressed on as it clearly intended from the outset.3 3 An agreement to agree is tantamount to no agreement at all, e.g., Geico Cas. Ins. Co. v. Dupotey , 826 So. 2d 380, 382 (Fla. 3d DCA 2002) (statements of futu re intentions do not give rise to an enforceable contract), a nd 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 re aching out to it previously about 209’s concerns. (A:1689-90). But the Cit y 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 d irective to do so, there is no evidence the Applicant did that following the first readi ng of the proposed ordinance and before the City’s final approval of the Application. NOT A CERTIFIED COPY276 12 53911086v8 The City examined City staff, who testified that a traffic study was submitted along with the Master Plan and site plan and that police a nd 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 with the City’s Staff Report that addressed whether the aban donment would cause or result in a permanent stoppage, interruption, or an unacceptable level of service with respect to police, fire, or other emergency services. (A:16 84-89). The record available to 209 reflects that local government units on ly reviewed the Project in master plan format, and not the abandonments. (Id.; A:1006-09). The City Staff Report addressing the master plan reflects: (A:1009). There is no indication the local government units providing critical services to the 209 Property and the area impacted by the Project reviewed anything other than the site plan, and certainly no evidence that they reviewed and commented on the abandonment. Despite various suggestions to table the abandonment App lication 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 NOT A CERTIFIED COPY277 13 53911086v8 at the conclusion of the hearing, without competent subs tantial evidence to support this approval. (A:1697-99).4 Following the hearing on March 9, the City issued Ordina nce No. 23-006 (“Ordinance”). (A:1704-11). The Ordinance provides City staff had determined the requested road abandonment would not adversely impact traffic, other City functions, or adjacent property owners and that the right-of-way no longer served a public purpose other than retention of a utility easement . (A:1704). Based on these staff determinations, the City Commission formally abandoned the North and South Alleys as well as the right-of-way on NE 1st Avenue. T he Ordinance took immediate effect on March 13, 2023, upon its passage. This Petitio n follows, seeking review of the Ordinance. 209 reserves the right to file suit in state or federal co urt to pursue all equitable statutory and legal remedies afforded it under the law. See England v. Louisiana State Board of Medical Examiners , 375 U.S. 411, 420-422 (1964), and Fields v. Sarasota Manatee Airport Authority , 953 F.2d 1299 (11th Cir. 1992). III. BASIS FOR INVOKING JURISDICTION AND STANDARD OF REVIEW This Petition arises from the City Commission’s improper ap proval 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 lik e you know, the commission and the [C]ity, you kinda do – do what you wa nna do.” (A:1215). NOT A CERTIFIED COPY278 14 53911086v8 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 unc ontroverted that the Application failed to satisfy all of the criteria set fo rth in the Code and, in fact, was completely lacking in competent substantial evidence to satisfy the essential criteria. Indeed, the City’s staff report failed even to men tion all of the Code provisions that must be satisfied in order to approve an ab andonment. Additionally, it is evident based on the discussion had by the Cit y Commission at the public meetings held on February 21 and March 9, 2023, that th is Project was something desired by the City, and no matter whether there was com petent substantial evidence to support it or not, the City was going to app rove the abandonment. The City improperly disregarded the Code to achieve a pre-determine d result, in a stark departure from the essential requirements of the law. The jurisdiction of this Court is therefore invoked pursu ant to Article V, § 5(b), of the Florida Constitution and Florida Rule of Appellat e Procedure 9.030(c)(2). Certiorari lies to review the exercise of quasi-ju dicial power exercised by a city commission. See, e.g., Brevard Cty. v. Snyder , 627 So. 2d 469, 476 (Fla. 1993). Proceedings conducted by a city council, which proce edings address rezoning applications, are quasi-judicial in nature. Parker Family Trust I v. City of Jacksonville , 804 So. 2d 493 (Fla. 1st DCA 2001). NOT A CERTIFIED COPY279 15 53911086v8 To sustain the decision, the City must establish that i ts decision was supported by substantial competent evidence, that the decision accor ds 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 Comm’n, 466 So. 2d 357, 362 (Fla. 1st DCA 1985), dissent approved by Irvine v. Duval Cty. Planning Comm’n , 495 So. 2d 167 (Fla. 1986). Substantial competent evidence in the context of certiorari proceedings has been defined as: . . . such evidence as will establish a substantial basis of fact from which the fact at issue can be reasonably inferred. We have stated it to be such relevant evidence as a reasonable mind would accept as adequate to support a conclusion. In employing the adjective “competent” to modify the word “substantial,” we are aware of the familiar rule that in administrative proceedings the formalities in the introduction of testimony common to the courts of justice are not strictly employed. We are of the view, however, that the evidence relied upon to sustain the ultimate finding should be sufficiently relevant and material that a reasonable mind would accept it as adequate to support the conclusion reached. To this extent the “substantial” evidence should also be “competent.” De Groot v. Sheffield, 95 So. 2d 912, 916 (Fla. 1957) (citations omitted). Here, the only evidence in the record confirmed the Applicati on 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 evi dence in the record to NOT A CERTIFIED COPY280 16 53911086v8 support its decision under the application of the correct law, or findings made by the City Commission, approval of the Application was incorre ct and should be quashed. IV. NATURE OF RELIEF SOUGHT Petitioner seeks issuance of a Writ of Certiorari, quashing the City’s March 9, 2023 Ordinance approving the Applicant’s Application beca use there is no substantial competent evidence to support the City’s deci sion and the decision departs from the essential requirements of the law. V. ARGUMENT A. THE COMMISSION FAILED TO COMPLY WITH THE ESSENTIAL REQUIREMENTS OF THE LAW WHEN IT APPROVED THE APPLICANT’S APPLICATION. i. The Failure of the City to Render a Decision Based on Established Criteria Constitutes a Departure from the Essential Requirements of the Law. The abandonment criteria as established in the City code is as follows in pertinent part: Vacation and Abandonment. 1. General. The purpose of this subsection is to establish uniform procedures for the vacation and abandonment of city rights-of-way (e.g. street, alley, etc.), special purpose e asements, and other non-fee interests of the city. When approved for vacation and abandonment, the city relinquishes its int erest in the above, based in part, on the finding that the subje ct 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 1.D. above for the submittal requirements of this application. NOT A CERTIFIED COPY281 17 53911086v8 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 vacation and abandonment cause or result in a permanent stoppage, interruption, or an unacceptable level of service for the sub ject lot or on neighboring lots, subdivisions, or developments with respect to police, fire, or other emergency services; or solid waste removal? b. Utilities. Does the subject land contain, support, or allow potable water, sanitary sewer, or any other utility (e.g. cable, telephone, electricity, gas, etc.), which would be permanently stopped or interrupted, or cause an unacceptable level of servi ce to the subject lot or neighboring lots, subdivisions , or developments? c. Drainage and Wastewater Management. Does the subject land contain, support, or allow a legal means of drainag e 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 preservation of fl ora or fauna? LDR Section 2.G.1-3. As detailed extensively above, the City Commission vot ed 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 NOT A CERTIFIED COPY282 18 53911086v8 enforce the applicable law, opting instead to favor thei r 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 econom ic benefit to city and not based on enumerated criteria was a departure from essential requirements of the law). Under Florida law, a departure from the essential requirements of the law in this context means “an inherent illegality or irregularity, an abuse of judicial power, an act of judicial tyranny perpetrated with disregard of procedural requirements, resulting in a gross miscarriage of justice.” Haines City Cmty. Dev. v. Heggs, 658 So. 2d 523, 527 (Fla. 1995) (internal citations omitte d). A departure from the essential requirements of the law is not merely a disagreement wi th the interpretation of applicable law but instead must include an applica tion of incorrect law or a miscarriage of justice. Ivey v. Allstate Ins. Co ., 774 So. 2d 67, 683 (Fla. 2000). Florida courts have consistently determined that a municipal ity departs from the essential requirements of the law by rendering decisio ns that are not based on the established criteria or factors. See Alvey v. City of N. Miami Beach, supra (quasi- judicial body 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 o f the law); Wolk v. Bd. of Cty. Comm’rs of Seminole Cty.,117 So. 3d 1219 (Fla. 5th DCA 2013) (holding NOT A CERTIFIED COPY283 19 53911086v8 that a miscarriage of justice results where wrong law is a pplied by a local governmental body); City of Jacksonville v. Taylor , 721 So. 2d 1212 (Fla. 1st DCA 1998) (granting a variance because of others previously given and not based on code’s criteria was improper). Alvey is most instructive here and frankly mirrors the decision made by the City Commission. There, the City of North Miami Beach approved a rezoning not based on the established criteria in the city’s code but instead because the city council believed that the rezoning and proposed project would economically benefit the city. Alvey , 206 So.3d at 72. The appellate court held that decision was a departure from the essential requirements of the law as the city council failed to apply the correct law in the city’s code for consideration of the zoning application there. Id . at 73. Simply put, if a municipality does not base its decisions on the application of the correct law or criteria, then the decisio n rendered is a departure from the essential requirements of the law. Id. Here, the decision made by the City is akin to the invali d decision rendered in Alvey . Specifically, Section 2.G.3(a) of the City’s Code addressin g the necessary criteria to be 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 NOT A CERTIFIED COPY284 20 53911086v8 developments with respect to police, fire, or other emergency services; or solid waste removal? The City did not address this criterion. Instead, person al views and opinions permeated into the City Commission’s decision-making pro cess and impermissibly tainted their votes on this quasi-judicial decision. Th e decision made by the City Commission was not made through application of the correct law and thus this decision constitutes a departure from the essential requiremen ts of the law and must be quashed. B. THE CITY COMMISSION FAILED TO MAKE OR RECORD ANY FINDINGS IN VIOLATION OF THE ESSENTIAL REQUIREMENTS OF THE LAW, ALSO EVIDENCING THE FAILURE TO APPLY ESTABLISHED CRITERIA. In determining whether the essential requirements of law we re met upon a review of a quasi-judicial action, this Court must examine whether the City Commission made detailed findings of fact supporting the den ial of the Application. Irvine, 466 So. 2d at 365. “All administrative agency orders must contain detailed findings of fact that are legally sufficient to support the decision ordered.” Id. Furthermore, “[i]t has been repeatedly held by the courts of this state that in order to assure due process and equal protection of the laws, every fi nal order entered by an administrative agency in the exercise of its quasi-judicial fu nctions must contain specific findings of fact upon which its ultimate action is taken. An administrative order which fails to contain such findings is ineffectua l as a predicate of the order NOT A CERTIFIED COPY285 21 53911086v8 sought to be enforced.” Gentry v. Dep’t of Prof’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 statute or ordinance are insufficient as a matter of law because such conclusions provide no way for the appellate court to know on judici al review whether the conclusions have sufficient foundation in findings of fact. Irvine, 466 So. 2d at 366 (citing City of Apopka v. Orange Cty., 299 So. 2d 657 (Fla. 4th DCA 1974)). The failure to make specific findings constitutes a departur e from the essential requirements of the law in and of itself. Planning Com’n of City of Jacksonville v. Brooks, 579 So. 2d 270, 272 (Fla. 1st DCA 1991) (citing Irvine , 466 So. 2d at 366- 367). Most significantly, Florida law provides that rega rdless of which party bears the burden of proof, a city’s failure to make adequate finding s of fact constitutes a departure from the essential requirements of law. Irvine , 466 So. 2d at 366; see also Brooks, 579 So. 2d at 273-274 (finding no error in circuit co urt’s ruling that commission failed to present any record evidence in suppor t of its decision to deny application). While the City at the March 9, 2023 meeting attempted to ar gue in rebuttal that there was police and fire review of the Master Plan, t his Plan did not contemplate abandonment. (A:1646). The City Staff Report as it related to the Master Plan only NOT A CERTIFIED COPY286 22 53911086v8 addressed how fire and police approved of the impacts of th e Project with its then current or expected infrastructure and/or staffing levels an d 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 provided review and input as to their services to the Projec t, the record is devoid of any evidence as to what the impacts may or may not be to neighb oring property and specifically 209 that will be losing significant access b ased on the abandonment. The complete lack of detailed findings requires this Court to find that the essential requirements of the law were not met. See Brooks , 579 So. 2d at 273; Irvine, 466 So. 2d at 366-367. C. THE DECISION OF THE CITY COMMISSION IS NOT SUPPORTED BY SUBSTANTIAL COMPETENT EVIDENCE. i. The Application is Not Justified as there is No Competent Substantial Evidence Supporting All of the Relevant Review Criteria for an Abandonment. The criteria set forth in LDR section 2.G.3(a) is determinative of why the Application should 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 ac cess to a lot of record, subdivision, or development? Would the vac ation of abandonment cause or result in a permanent stoppage, interrupti on, or an unacceptable level of service for the subject lot or on n eighboring NOT A CERTIFIED COPY287 23 53911086v8 lots, subdivisions, or developments with respect to pol ice, fire, or other emergency services; or solid waste removal? The Staff Reports are the City’s only effort at entering substa ntial 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 substantial competent evidence and satisfy the standard of evidence a governing body may rely on to support its decision. Hillsborough Cty. Bd. of Cty. Comm’rs v. Longo, 505 So. 2d 470 (Fla. 2d DCA 1987). Here, however, the Staff Reports are devo id of any evidence addressing whether vacation or abandonment may cause or result in a permanent stoppage, interruption, or an unacceptable lev el of service for the subject lot or on neighboring lots, subdivisions, or development s with respect to police, fire, or other emergency services. (A:702-804, 1094-1110). The Cit y certainly knows of its obligations to satisfy factors in the abandonment a nd obtained input from City Engineering, Public Works/Utilities, Planning and Zoning, and Public Utilities. (A:1107-1110). The Staff Report even addressed the traffic issues related to these abandonments but said nothing as to the determination need ed that the abandonment would not result in an interruption or unacceptable servi ce 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 respons e to the arguments presented, it fell short. Indeed, while it provided te stimony asserting that there was NOT A CERTIFIED COPY288 24 53911086v8 review of the master plan, there was no testimony on any pol ice, fire, or other emergency services impacts on 209 or any neighboring prop erties as a result of the proposed abandonments. (A:1645-46, 1688-89). Additionall y, the Staff report considering the Master Plan provided no input as to the aban donments. (A:1003- 1010, 1468-75). This constitutes a total failure to provide any competent substantial evidence satisfying LDR section 2.G.3(a), which is necessary to appro ve the abandonment. This failure to have any evidence that supporting the s atisfaction of this LDR section must result in the denial of the Application. As the Application was approved without competent substantial evidence for a necessary element, the approval must be quashed. VI. CONCLUSION For the foregoing reasons, it is respectfully submitted th at this Court should quash the City Commission Ordinance approving the Appli cation, and for such other and further direct and relief as this Court may deem appropriate u nder the circumstances. Respectfully submitted, /s/ Beth-Ann E. Krimsky Beth-Ann E. Krimsky, Esq. Aaron Williams, Esq. GREENSPOON MARDER LLP 200 E. Broward Boulevard, Suite 1800 Ft. Lauderdale, Florida 33301 NOT A CERTIFIED COPY289 25 53911086v8 Telephone: 954.527.2427 beth-ann.krimsky@gmlaw.com aaron.williams@gmlaw.com Attorneys for Petitioner CERTIFICATE OF SERVICE I hereby certify that on this 7th day of April 2023, a copy of the foregoing Petition was filed via the Florida Court E-Filing Portal o n all counsel of record and by email on all parties listed on the Service List below. 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 Facsimile: 954-771-4923 mcirullo@gorencherof.com Attorney for Respondent NOT A CERTIFIED COPY290 26 53911086v8 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@gmlaw.com clemencia.corzo@gmlaw.com mor.avin@gmlaw.com Aaron T. Williams, Esq. Florida Bar No. 99224 aaron.williams@gmlaw.com aggie.mctier@gmlaw.com NOT A CERTIFIED COPY291 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO.: BB QOZ, LLC, a Florida limited liability company, Plaintiff, v. 209 N. FEDERAL, LLC, a foreign limited liability company, FDC ASSOCIATES, LLC, a Florida limited liability company, and F. DAVIS CAMALIER, Defendants. _____________________________________________/ COMPLAINT Plaintiff, BB QOZ, LLC, a Florida limited liability company, (“BB QOZ”), by and through its undersigned counsel, files this its Complaint against 209 N. FEDERAL LLC, a Florida limited liability company (“209 N. FEDERAL”), FDC ASSOCIATES, LLC (“FDC”), and F . DAVIS CAMALIER (“CAMALIER”), and in support thereof allege as follows: JURISDICTION, PARTIES AND VENUE 1. Plaintiff, BB QOZ, LLC, is a Florida Limited Liability Company, engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains i ts principal place of business in Fort Lauderdale, Florida, and is operating, conducting, engaging in, or carryi ng 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 a ctivity in Boynton Beach, Florida, maintains its principal place of business in Boynton Beach, Florida, and is Filing # 173704004 E-Filed 05/22/2023 03:46:48 PM FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 05/22/2023 03:46:48 PM **** CASE NUMBER: 502023CA010518XXXXMB Div: AE **** NOT A CERTIFIED COPY292 2 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com operating, conducting, engaging in, or carrying on a business and/or business venture in Miami, Florida. 3. Defendant, FDC ASSOCIATES, LLC, is a Florida Limited Liability Compa ny, engaged in substantial and not isolated activity in Boynton Beach, Florida, maintains it s principal place of business in Miami, Florida, and is operating, conducting, engaging in, or ca rrying on a business and/or business venture in Miami, Florida. 4. Defendant, F. DAVIS CAMALIER, is operating, conducting, engaging in, or carrying on a business in Boynton Beach, Florida and/or has an office or agency in this state. 5. The amount in controversy in this case exceeds $500,000.00, and the acts subject to this Verified Complaint occurred in Boynton Beach, Florida, and therefor e jurisdiction and venue are proper in Palm Beach County, Florida. 6. All conditions necessary to the bringing of this action have been performed, occurred, or have been waived. 7. Plaintiff has agreed to pay the undersigned law firm its reasonable attorney's fees and costs. GENERAL ALLEGATIONS 8. This is an action by BB QOZ to hold 209 N. FEDERAL, FDC, and CAMALIER accountable for their tortious interference, abuse of process and extorti onate behavior related to BB QOZ’s efforts 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 Bea ch Community Redevelopment Agency (“BB CRA”). This is nothing but a shakedown effort by CA MALIER 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 f or his adjacent property or NOT A CERTIFIED COPY293 3 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com receive a portion of the deal/project to which he has no right. As a result of these extortiona te and tortious acts and abuse of process, BB QOZ’s ability to proceed with the rede velopment 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 of Boynton Beach 9. Pursuant to the Community Redevelopment Act of 1969, the BB CRA was established in 1982 by the City Commission to undertake activities and projects that would eradicate conditions of slum and blight in the Boynton Beach community. The ma in objective of the BB CRA was and is to spearhead new development and redevelopment e fforts that accomplish beneficial revitalization within its boundaries through planning, redevelopment, historic preservation, economic development and affordable housing so that the tax ba se can be protected and enhanced by these mutually supportive activities. 10. BB CRA is responsible for developing and implementing projects within the BB CRA area, which spans 1,650 acres within eastern Boynton Beach. Its mission is dedicated to serving the community and strives to create a more vibrant community. The BB CRA Plan guides the agency to strategically execute a variety of redevelopment projects and programs that encourage the revitalization of Boynton Beach. One of the redevelopment projects is The Pierce Project (the “Project”). 11. BB QOZ is a single purpose entity created by Affiliated Development, LLC (“Affiliated”). Affiliated is a national real estate investme nt 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 dem and and underserved areas such as the BB CRA area. NOT A CERTIFIED COPY294 4 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 12. 209 N. FEDERAL owns real property located at 209 North Federal Hi ghway 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 Be ach, including the associated parking lots located at 501 NE 1 st Avenue and NE 4th Street, which have long been recognized as important components in the future redevelopment of the core Boynton Beach area. The much needed and desired development to Boynton Beach will bring affordable housing to the area, restaurants, retail, office space, and public parking spaces. 14. As detailed below, this transformative Project for the citizens of Boynton Be ach is a mixed-use redevelopment Project that will include 300 mixed-income residential a partments, as well as approximately 17,000 square feet of restaurant, retail, and off ice space, and 150 public parking spaces. 15. The Project has consisted of nearly 3 years of work, including countless hour s spent meeting with residents, businesses and community stakeholders, as well as cit y staff, to bring about a Project that will be catalytic for east Boynton Beach - - The Pierce. This Project will cost $100 million dollars, generate $1.3 million in annual tax revenues, and create an economic impact north of $9 million per year to help support, attract and retain east Boynton Beach businesses. 16. Importantly, it will provide 150 much needed workforce housing units to provide Boynton Beach residents with a class A living experience at attainable rents, which will hel p ease the burden for working-class households in Boynton Beach. As part of the Tax Incr ement 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 A MI percentages for an NOT A CERTIFIED COPY295 5 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 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 Beac h dining and drinking ‘establishment’, Hurricane Alley, who is relocating from the sout hern portion of the site to Boynton Beach Boulevard, pursuant to a deal BB QOZ has made with them that will help ensure that this business (and their employees) remain in Boynton Beach for the foreseeable future. It will also lead to nearly half a million dollars in public art improvements by local artists, as committed to by BB QOZ. 18. Overall, the Project has garnered overwhelming support. Several City Commission meetings have been standing-room-only comprised of supporters of the Project, incl uding the owners of Boardwalk Ice Cream”, i.e., the operators of the business located at the 209 Property, who are on record at public meetings voicing their support for this Proj ect. As an example of the BB QOZ’s investment in the local Boynton Beach community, the Project inve stors will be substantially comprised of South Florida police, fire and general employee pension plans who are committed to investing where they serve. BB CRA awarded the Project to BB QOZ and not CAMALIER or his affiliated entities. 19. In or around, September 2020, BB QOZ began actively pursuing properties that surround the BB CRA owned lots, including 115 N. Federal Highway. 20. In or around, December 2020, BB QOZ submitted a Letter of Intent (“LOI”) t o the BB CRA Board and Staff advising of its interest in pursuing the BB CRA ow ned site, 115 N. Federal Highway, for purposes of building a transformative redevelopment project. NOT A CERTIFIED COPY296 6 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 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 i s 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. NOT A CERTIFIED COPY297 7 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 22. Affiliated and CAMALIER had multiple meetings and calls whereby CAMALIER expressed interest in either selling or contributing (as equity) the 209 Proper ty 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 emai l) with a specific caveat that the proprietary information be kept confidential. Unfortunately, based on CAMALIER’s subsequent actions, it was clear that CAMALIER was just gathering i nformation to arm himself to try and gain a competitive advantage so that he could pur sue the BB CRA owned lots with another development group, Hyperion Development Group (“Hyperion”) and beat BB QOZ to the rights to pursue the Project. 24. On or about June 8, 2021, CAMALIER and Hyperion (a joint venture collaboration) attempted to jump the line and circumvent the Request for Proposals and Developer Qualifications (“RFP/RFQ”) by submitting a LOI requesting the BB CR A Board to work with CAMALIER and Hyperion exclusively on the BB CRA owned site, largely based on the fact that CAMALIER, who was part of the proposing entity, owned the properties at 209 N. Federal Highway and 114 N. Federal Highway, and could contribute those properties towards a larger scale project. A copy of the correspondence sent by Hyperion to BB CRA dated June 8, 2021 is attached hereto as Exhibit “A”. 25. The BB CRA Board held a meeting on June 9, 2021 and, in response to Hyperio n’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 C RA wanted to further explore the LOI submitted by Hyperion and CAMALIER, as well as to allow other de velopers, including Affiliated, to participate. NOT A CERTIFIED COPY298 8 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 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 Hype rion, 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. 28. On November 4, 2021, BB QOZ presented its Submittal Presentation to the BB CRA Advisory Board. Additional submitted RFPs were made available to t he BB CRA Board Members for upcoming presentation on November 9, 2021. 29. On November 30, 2021, BB QOZ/Affiliated was selected in a landslide vote by t he BB CRA Board over five (5) other bidders, including CAMALIER and Hyperion. BB QOZ then proceeded to commence negotiations on agreements for the BB CRA owned site for the Proj ect. 30. Shortly thereafter, BB QOZ received a call from CAMALIER and Hyperion s tating that BB QOZ needed to buy the 209 Property because 209 N. FEDERAL, FDC, and CAMALIER “own everything around it”. In fact, 209 N. FEDERAL, FDC, and CAMALIER had the Mayor reach out to BBQOZ via email specifically asking that BB QOZ consi der purchasing the 209 Property. The inference was simple: you need my property to successfully pr oceed with the Project. 31. Hyperion, 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”. NOT A CERTIFIED COPY299 9 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 32. In or around January 2022, after signing a Non-Disclosure Agreement with Hyperion, BB QOZ evaluated the Agreement of Purchase and Sale betwee n Hyperion and CAMALIER for the 209 Property and determined that the price was excessive f or 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 Hyperion. Once CAMALIER became aware that BB QOZ was not going to purchase the 209 Property and Hyperion had no incentive, Hyperion dropped the option and CAMALIER remains the ow ner of the 209 Property. 33. Beginning in or around December 2021 through July 2022, BB QOZ negotiated with BB CRA Staff and BB CRA Board at significant cost multiple agreements necessary to move forward with the Project. The RFP/RFQ and BB QOZ’s agreements wit h the BB CRA and the City of Boynton Beach related to the Project include language that the P roject will be subject to City Code, the master plan, and the site plan approval process. Therefore , it was clear, as is the case in all public/private partnership such as this, that BB QOZ’s initi al proposal would change as may be necessary in order to comply with the City Code and meet the requirements of the City of Boynton Beach. 34. On June 7, 2022, the BB CRA Board entered into three (3) agreements including a Purchase & Development Agreement, TIRFA, and a Parking Lease Agreem ent 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. NOT A CERTIFIED COPY300 10 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 36. In or around September 2022, BB QOZ submitted for site plan approvals a nd participated in the site plan approval process with City of Boynton Beac h staff and the multiple authorities having jurisdiction of the BB CRA owned site property and the Project. Meeti ngs, 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) applicat ions of abandonment of roads located near the parcels. Abandonment of Roads is governed by Section Boynton Beach, Part III Land Development Regulations (“LDR”), Chapter 2, Article II, Planning and Zoning Division Services, Section 2.G.3. 38. At a Special Planning & Zoning Public Meeting held on or about February 6, 2023, BB QOZ received unanimous approval of the Site Plan by the Planning & Zo ning Development Board. All notifications and postings were made on time. Neither 209 N. FEDER AL, CAMALIER nor their representatives attended this meeting to voice an appropriate objecti on for consideration by the BB CRA before it approved the Site Plan. 39. On or about February 21, 2023, the first reading of BB QOZ’s updated zoning development approvals with City Commission commenced and again received unanimous approval. Bonnie Miskel, Esq., counsel on behalf of 209 N. FEDERAL, FDC, and CAMALIER, and who at one point also represented Hyperion, was present at the public mee ting and spoke to object regarding the road abandonment. Ms. Miskel also sent an email and letter sta ting 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”. NOT A CERTIFIED COPY301 11 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 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 Com mission to voice their objections to the Staff recommendation of approval of three (3) applicat ions for abandonment of the Northeast 1 st Avenue right-of-way, the north alley, and the south alley located in or around the BB CRA properties. 42. BB QOZ and BB CRA, in compliance with LDR, considered and presented competent and substantial evidence to support an express factual finding whethe r the abandonment would result in “a permanent stoppage, interruption, or an unacceptable level of service for the subject lot or on neighboring lots, subdivisions, or developments with respect to poli ce, fire, or other emergency services; or solid waste removal.” 43. Despite 209 N. FEDERAL, FDC, and CAMALIER’s objections, the second reading of BB QOZ’s development approvals again received unanimous approval by the Planning & Zoning Development Board. 44. CAMALIER, 209 N. FEDERAL, and FDC challenged the approvals by objecting to the abandonment of NE 1 st Street, which is necessary for the Project, and claiming that the abandonment would severely 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 Crea m have made arrangements for Boardwalk Ice Cream to continue its business at the Project. NOT A CERTIFIED COPY302 12 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 45. Having failed to jump the line with his LOI, failed to secure the P roject through the RFP process, failed to get BB QOZ to buy the 209 Property at an infla ted 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. I n fact, a $40 million dollar verdict against CAMALIER’s entity, Camalier, LP was affirmed in Maryland regarding CAMALIER’s interference with a development project by the Penrose Group. See CR-RSC Tower I, LLC, et al. v. RSC Tower I, LLC, et al ., 429 Md. 387 (Md. 2012) 56 A. 3d 170. 47. To that end, on April 7, 2023, 209 N. FEDERAL filed a Petition for Writ of Certiorari against the City of Boynton Beach arguing that no substantial, competent evidence to support the City’s decision regarding the three (3) applications of abandonment of roads was presented and as such, it was a departure from the essential requirem ents of the law. In its Petition, 209 N. FEDERAL is improperly attempting to re-litigate the application for abandonment.148. In its Petition, 209 N. FEDERAL states that road abandonments were not part of the Project’s original plans submitted to the City of Boynton Beach. However , that is simply a self-serving statement. 209 N. FEDERAL, FDC, and CAMALIER are very well awa re of the LOI, RFP/RFP, and approval process as they were involved in the same proves t hemselves. 209 N. FEDERAL, FDC, and CAMALIER also are very well aware that preli minary submittals are as a matter of course regularly revised during the submittal process to address and resolve issues raised 1 Respondent, City of Boynton Beach, filed its Response to 209 N. FEDERAL’s Pet ition for Writ of Certiorari on May 17, 2023. The Response is attached as Exhibit “D” and f ully incorporated herein for reference. NOT A CERTIFIED COPY303 13 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com by the City and other public/private entities involved in these public/privat e 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. 50. 209 N. FEDERAL in its Petition also falsely asserts that it opposed the road abandonment applications immediately at each stage of approval. It was not until CAMALIER, 209 N. FEDERAL, and FDC were advised that BB QOZ was not interested in purcha sing the 209 Property that 209 N. FEDERAL, FDC, and CAMALIER opposed the Project. 51. The true purpose of the Petition and objections stems from BB QOZ’s dec ision to not purchase 209 N. FEDERAL’s Property at an inflated price and thereaf ter taking a page from CAMALIER’s playbook to bring frivolous claims knowing it will delay BB QOZ from moving forward causing it substantial damages, trying to shake them down and force t hem to overpay, make him part of the Project, or pay him money to not protest. This extortiona te behavior cannot be countenanced and is actionable. 52. As a result of 209 N. FEDERAL, FDC, and CAMALIER’s calculated extortionate behavior, tortious interference, abuse of process, bad faith filing and unreasonable conduct, effective April 13, 2023 BB QOZ has been forced to cease all pre-develop ment activity, including advising all the construction and design professionals and consultants involved and e ngaged in the Project that they are not able to advance any plans or work until the Petition for Writ of Certiorari is resolved. 2See City of Boynton Beach Response pg. 2. NOT A CERTIFIED COPY304 14 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 53. When BB QOZ was awarded the Project, it promised the community, potential tenants, and public and elected officials certain expectations regardi ng 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 re develop and revitalize. 54. The Project contains a large amount of commercial space (17,000 square feet). BB QOZ has been contacted by potential tenants, but has been unable to provide any d efinitive timeframes for delivery of the commercial space. There is no way f or BB QOZ to determine the effect this delay will have on the viability of the overall Project from a construction and financing perspective. 55. In addition, BB QOZ secured a line of credit to assist in the financing of the pre- development activity of the Project. Every day the Project is delayed for ces BB QOZ to incur additional interest, costs and expenses that BB QOZ would not have incurred but for 209 N. FEDERAL, FDC, and CAMALIER’s calculated extortionate behavior, tortious inter ference, abuse of process, bad faith and unreasonable conduct. 56. There is no legitimate basis to the challenge that is being made by CAMAL IER, 209 N. FEDERAL, and FDC. At the public, properly noticed, City Commission meet ing, where 209 N. FEDERAL, FDC, and CAMALIER were allowed to present their objections, the City Commission determined, based upon the competent and substantial evidence, that access is not obstructed and voted unanimously to approve the abandonment. BB QOZ, along with its partnership with BB CRA and the City of Boynton Beach, has the right to deve lop and operate the Project. NOT A CERTIFIED COPY305 15 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com COUNT I – TORTIOUS INTERFERENCE (CAMALIER) 57. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations c ontained 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. 59. CAMALIER 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. 60. CAMALIER, by way of its business relationship with 209 N. FEDERAL, in a calculated manner, intentionally and unjustifiably interfered with BB QOZ’s rights by, among other things, proceeding with the development of the Project. 61. As a result of CAMALIER’s actions, BB QOZ has suffered damages. WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court ent er a judgment in favor of BB QOZ for damages, including direct and consequential, costs, a nd interest, along with such other and further relief deemed just, equitable, and proper. COUNT II – TORTIOUS INTERFERENCE (209 N. FEDERAL) 62. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations c ontained in paragraphs 1 through 56 as if fully set forth herein. 63. BB QOZ has a business relationship relating to the development, ownership, and operation of the Project. NOT A CERTIFIED COPY306 16 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 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 Q OZ’s rights to proceed with the development of the Project. 66. As a result of 209 N. FEDERAL’s actions, BB QOZ has suffered damages. WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court ent er a judgment in favor of BB QOZ for damages, including direct and consequential, costs, a nd interest, along with such other and further relief deemed just, equitable, and proper. COUNT III – TORTIOUS INTERFERENCE (FDC) 67. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations c ontained in paragraphs 1 through 56 as if fully set forth herein. 68. BB QOZ has a business relationship relating to the development, ownership, and operation of The Pierce. 69. FDC 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. 70. FDC, by way of its business relationship with 209 N. FEDERAL, in a calcul ated 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. NOT A CERTIFIED COPY307 17 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court ent er a judgment in favor of BB QOZ for damages, including direct and consequential, costs, a nd 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 c ontained in paragraphs 1 through 56 as if fully set forth herein. 73. 209 N. FEDERAL made an illegal, improper, or perverted use of process when it filed the Petition for Writ of Certiorari against the City of Boynton Beach. 74. 209 N. FEDERAL had ulterior motives or purposes in exercising such illegal, improper, or perverted use of process. Specifically, it was not until 209 N. FEDERAL failed to sell its 209 Property at an inflated cost, either to BB QOZ, BB CRA , or Hyperion or when BB CRA did not award the Project to CAMALIER and Hyperion, or when BB QOZ re fused to partner with CAMALIER, that 209 N. FEDERAL began to assert frivolous and unfounded objections to the Project, including the filing of the Petition for Writ of Certiorari. 75. As a result of 209 N. FEDERAL’s actions, BB QOZ has suffered damages. WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court ent er a judgment in favor of BB QOZ for damages, including direct and consequential, costs, a nd interest, along with such other and further relief deemed just, equitable, and proper. COUNT V – EXTORTION (CAMALIER) 76. Plaintiff, BB QOZ, hereby realleges and reasserts the allegations c ontained in paragraphs 1 through 56 as if fully set forth herein. NOT A CERTIFIED COPY308 18 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com 77. Pursuant to Florida Statute Chapter 772 civil remedies exist for pra ctices and actions that are considered criminal in nature. That Statute defines “criminal a ctivity” as: a means to commit, to conspire to commit, or to solicit, coerce, or intimidate another person to commit: (a) Any crime that is chargeable by indictment of information under the following provisions. 78. One of the provisions referenced in Fla. Stat. 772.102(1)(a) is Section 836.05 relating to extortion. 79. Under Section 836.05, extortion is defined as: Whoever, either verbally or by a written or printed communication, mali ciously threatens to accuse another of any crime or offense, or by such communication malici ously threatens an injury to the person, property or reputation of another, or maliciously thre atens to expose another to disgrace, or to expose any secret affecting another, or to impute a ny deformity or lack of chastity to another, with intent thereby to extort money or any pecuniary advantage whatsoever, or with intent to compel the person so threatened , or any other person, to do any act or refrain from doing any act against his or her will. 80. Pursuant to Section 772.104(1) any person who proves by clear and convincing evidence that he or she has been injured by reason of any violation of 772.103 and the definition of criminal activity set forth in 772.102. discussed above, is entitled to rec over threefold the actual damages sustained as well as reasonable attorneys’ fees and costs. 81. The actions of CAMALIER, as more particularly set forth in the incorporat ed paragraphs herein, in purposefully and in a calculated fashion putting BB QOZ in a position that if it did not agree to its demands for an inflated purchase price of t he 209 N. FEDERAL Property or let CAMALIER 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, c onstitutes extortionate behavior as set forth under Section 836.05. NOT A CERTIFIED COPY309 19 Armstrong Teasdale LLP 355 Alhambra Circle, Suit e 1250, Coral Gables, FL 33134 T 305.371.8809 F 305.448.4155 ArmstrongTeasdale.com WHEREFORE, Plaintiff, BB QOZ, respectfully requests that this Court ent er a judgment in favor of BB QOZ for treble damages flowing from its extortionat e 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. RESERVATIONS BB QOZ reserves the right to amend its complaint to bring a claim f or punitive damages upon the proper showing. Dated: May 22, 2023. Respectfully submitted, AMRSTRONG TEASDALE LLP 355 Alhambra Circle, Suite 1250 Coral Gables, Florida 33134 Telephone: (305) 371-8809 Telecopier: (305) 448-4155 By: /s/ Nicole P. Planell . Glen H. Waldman, Esq. Fla. Bar No. 618624 gwaldman@atllp.com Nicole P. Planell, Esq. Fla. Bar No. 72325 nplanell@atllp.com FOR SERVICE OF PLEADINGS: miamiefiling@atllp.com NOT A CERTIFIED COPY310 EXHIBIT A NOT A CERTIFIED COPY311 8 June 2021 888 Biscayne Boulevard, S te. 101 , Miami, FL 33132 |9 West 57 th Street, New Yo rk , NY 10019 | (o) 305.416.7550 | 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.hypdev.com ) is purchasing 114 N Federal Highway and 209 N Federal Highw ay from long time property owner F Davis Camalier . In collaboration with the City of Boynton Beach and lo cal stak eh ol ders we propose to combine the full blocks east and west of North Federal Highway into a cohesive master plan with a mix of uses including multifamily, office, hotel, retail, parking garage, restaurants with outdoor seating and ample green space (a preliminary indicative massing is attached). Towards this end we propos e to pur chase the City owned property at 115 North Federal Highway on the west site, a nd seek to assemble the rest of the privately owned sites in a manner which is sensitive to the needs of local bu siness owners. As so on-to -be owners of both 114 N Federal Highway and 209 N Federal Highw ay , we are we ll positioned to make this a reality. As developer of a broader master plan we are not constrained by making each site work financially on its own, and can allow for careful, thoughtful planning en compassing both sides in a way that will best shape and enhance the urban experience. We would seek to collaborate with you, the CRA and the City of Boynton Beach to optimize the plan so that the Boynton Beach community gets the project it deserves . As importa nt , we have the experience and financial capability to execute this vision. The partn ership of our firm includes Winter Properties (www.winter.com ) a New York real estate investor and developer with a 100 year track reco rd , and a related company of Standard Industries, a privately held global industrial company with in excess of $6B in annual revenue. (www.standardindustries.com). Project execution is assured through our experience. For six years I was President of Re si dential Development at Silvers te in Properties in N ew York City , a developer, owner and manager of over 40 million square feet of office, residential and m ixed-use properties, and the firm that redeveloped the World Trade Center. Our leadership team has wo rked with me for years at Silverstein and elsewhe re. Recently Hyperion is i n development on a large-scale mix ed use project in West Palm Beach and has won an RFP competition for a large mixed use master plan in New York. We would welcome an opportunity in the near future to get to know one another . This would include demonstrating our financial project capabilities in a more private setting to provide the level of rea ssurance you require. In the meantime, we re spectfully request that you postpone issuance of the RFP pending your ha ving had an opportunity to become better acquainted with our proposition. Thank you for your consideration. Sincerely, Robert Vecsler Principal and CEO, Hyperion NOT A CERTIFIED COPY312 2 Scenario 1 - Preliminary Indicative Project Massing – Controlled Sites + City Site NOT A CERTIFIED COPY313 3 Scenario 2 - Preliminary Indicative Project Massing – Full Assemblage NOT A CERTIFIED COPY314 NOT A CERTIFIED COPY315 December 23, 2021 888 Biscayne Boulevard, S te. 101 , Miami, FL 33132 |9 West 57 th Street, New York , NY 10019 | (o) 305.416.7550 | 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, Hyperion Group (“Hyperion”) is in contract to purchase 209 N Federal Highway (“209 NFH”) from long time property owner F Davis Camalier (“Seller”) through a purchase and sale agreement (“PSA”). 1. Hyperion is open to working with all parties to assign the PSA on 209 NFH to Affiliated Development, to the betterment of Affiliated’s site plan and the Boynton Beach community as a whole. We would endeavor to work expeditiously to effect this transaction to the satisfaction of all. 2. We look forward to working with the Boynton Beach CRA , the City of Boynton Beach and the community on initiatives which can best position Hyperion to successfully initiate and c omplete its development at 114/222 N. Federal Highway, to the benefit of the City of Boynton Beach and the community. Wishing you a Merry Christmas and looking forward to working collaboratively with you. Sincerely, Robert Vecsler Principal and CEO, Hyperion CC: Ms. Lori LaVerriere, City Manager, Boynton Beach City Commission Mr. Andrew Mack, Assistant City Manager Ms. Kathryn Matos, Assistant City Manager Mr. Jeff Burns, CEO, Affiliated Development Bonnie Miskel, Esq. 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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. Krimsky, 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. 362 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, Opinion/Decision filed: August 14, 2024 vs. Petition for Writ of Certiorari from the City Commission of the City of Boynton Beach CITY OF BOYNTON BEACH, Respondent. Petition filed: April 7, 2023 _____________________________/ DATE OF PANEL: AUGUST 13, 2024 PANEL JUDGES: SHERMAN, BONAVITA, COLLINS GRANTED/DENIED/OTHER: DENIED PER CURIAM OPINION/DECISION BY: PER CURIAM CONCURRING: ) DISSENTING: ) CONCURRING SPECIALLY: ) ) With/Without Opinion ) With/Without Opinion ) ) ) ) /s/ James Sherman ) _____________________ ) _________________________ ) DATE: 08/13/2024 J. ) J. ) J. ) ) ) ) /s/ August Bonavita ) _____________________ ) _________________________ ) DATE: 08/13/2024 J. ) J. ) J. ) ) ) ) /s/ Sherri L. Collins ) _____________________ ) _________________________ ) DATE: 08/13/2024 J. ) J. ) J. ) 363 364 365 366 367 1 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.sagesgov.com/Project/Overview.aspx?id=449062 Adam Temple, MBA, CFM Assistant City Manager City Manager's Office Mailing Address: P.O. Box 310 | Boynton Beach , Florida 33425 Physical Address: 100 E. Ocean Ave. | Boynton Beach , Florida 33435 561‐742‐6121 TempleA@bbfl.us | boynton‐beach.org/ 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 law, email addresses are public records. Therefore, your email communication and your email address may be subject to public disclosure 368 •Annual Report Fiscal Year 2023-2024 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 INFORMATION ONLY AGENDA ITEM 8.C SUBJECT: Boynton Beach CRA FY 2023-2024 Financial & Annual Report SUMMARY: The Boynton Beach CRA (BBCRA) Fiscal Year 2023-2024 Annual Report containing the Annual Audit was mailed to all required officials and taxing authorities on March 28, 2025, and posted on the BBCRA's website in accordance with the Florida State Statutes. 400 hard copies are currently printed for distribution. A electronic copy in PDF-format can also be downloaded from the BBCRA's website: https://www.boyntonbeachcra.com/home/showdocument?id=1141&t=638783954991360149 Distribution of the annual reports will be done by staff at various BBCRA business promotional events, community meetings and events, at City Hall, in-person business visits, and future professional conferences or in-person meetings with prospective developers or interested parties. This year ’s Annual Report provides a summary of the BBCRA’s activities for Fiscal Year 2023- 2024 consistent with the statutory reporting requirements, including but not limited to, the agency's audit report and financial information regarding assets, liabilities, income, expenditures, operating expenses, details of the BBCRA projects and programs, the Boynton Harbor Marina financials and marketing, affordable housing initiatives, Neighborhood Officer Program, economic development grants, and business promotional initiatives (see Attachment I). FISCAL IMPACT: FY 2024-2025 Budget, Project Fund 01-57400-365, $1,160.46 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description 369 370 371 PageIntroduction BBCRA Board How the BBCRA Works Financial Summary 2023-2024 Project Fund Allocations BBCRA Area Map Downtown District The Pierce Ocean One Boynton Harbor Marina Cultural District The Villages Boynton Beach Boulevard District USPS Downtown Station East Boynton Beach Boulevard Beautification Heart of Boynton District Cottage District Affordable Workforce Housing Heart of Boynton Village Apartments & Shops MLK Jr. Boulevard Entry Feature 402-404 N.W. 12th Avenue Federal Highway District 1102-1110 North Federal Highway BBCRA/City Joint Projects BBCRA Area Programming Neighborhood Officer Program Economic Development Grants Coastal Cruiser Rideshare Program Business Development & Promotions Land Acquisitions Social Media Outreach Program BBCRA Staff Professional Awards 1 2 3 4 5 6 6 7-8 9 10 10 11 12 13 14 14 15 16 17-18 19 20-22 23 23 23 24 372 Angela Cruz BOARD MEMBER Aimee Kelley ViCE CHAIR Woodrow Hay BOARD MEMBER Thomas Turkin BOARD MEMBER CRA ADVISORY BOARD MEMBERS: Chair: Naomi Cobb; Vice Chair: Courtlandt McQuire Board Members: Lesha Roundtree, Alexandria Lopresto, Chevette Gadson, Thomas Ramiccio, Kameren Maharaj Ty Penserga BOARD CHAIR "As Mayor for the great City of Boynton Beach, I commend the BBCRA for its innovative approach to revitalizing the community. Over the years, the BBCRA’s commitment to redevelopment has breathed new life into the community by creating new opportunities for business owners and its residents. Our coastal community is thriving and the BBCRA plays an integral part in that success with its business grant funding, community police programming, affordable on-demand rideshare service, and creative funding solutions to incentivize larger redevelopment projects. The BBCRA remains dedicated to its mission for a vibrant downtown and I look forward to celebrating our continued success!" Ty Penserga Board Chair, Boynton Beach Community Redevelopment Agency Mayor, City of Boynton Beach BBCRA Board 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.32561 373 How the BBCRA Works ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 2 374 Expenditures Financials from Fiscal Year 2023-2024 Total Assets: $56,354,954 Total Liabilities: $5,019,222 ASSETS & LIABILITIES The BBCRA is a quasi-governmental, special district operating under Title XI, Chapter 163, Part III of the Florida Statutes. The agency’s annual financial operations run on a fiscal year calendar beginning on October 1st and ending on September 30th. The BBCRA is funded through tax increment revenues. Each year, a portion of the annual City and County property taxes collected are transferred to the BBCRA. The greater the increase in taxable property values over the CRA’s base year (1982), the larger the incremental increase in revenues transferred to the BBCRA. Other sources of funding for redevelopment activities include the issuance of taxable and nontaxable bonds, marina revenue and grants. The BBCRA’s annual budget is comprised of three accounting funds: 1) the General Fund which contains the administrative, general operation, insurances, property maintenance and marina related items; 2) the Project Fund which contains all of the capital projects, development projects, property acquisitions, local business grant programs and promotional events, tax increment funding incentive agreements as well as the Neighborhood Officer Program; and 3) the Debt Service Fund which contains the BBCRA’s financial debt obligations and encumbrances such as bond repayments. The BBCRA’s tax increment revenues for the fiscal year 2023-2024 budget increased by approximately 11% resulting in approximately $21.56 million. This resulted primarily from a 13.1% increase in property values from residential multi-family, condominiums, and commercial properties within the BBCRA area. For the 16th year in a row, the BBCRA received a clean audit for the financial operations of the agency. Through prioritizing expenditures and long-range financial planning, the BBCRA area continues to see positive economic growth; and the agency continues to reinvest funding into capital projects in order to enhance the special district. Financial Summary 2023-2024 The BBCRA’s financial statements may be obtained on our website at BoyntonBeachCRA.com; or contact Vicki Hill, BBCRA Finance Director, at HillV@bbfl.us or 561.600.9092 Revenues Tax Increment Revenue $21,555,333 87% Other Revenue $ 2,273,845 9% Interest Income & Grants $ 1,063,487 4% Redevelopment Projects $12,104,595 65% General Government $ 2,582,928 14% Debt Services $ 2,133,144 11% Boynton Harbor Marina $ 1,878,734 10% 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.32563 375 BBCRA Project Fund Fiscal Year 2023-2024 Assessed Property Values & Tax Increment Revenue Total $ 19,089,147 Project Fund Allocations $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ Town Square Project Funding Property Acquisition Site Work & Demolition BB Boulevard Streetscape Improvement Project Joint Infrastructure Projects Marina ERM Monitoring & Remediation Historic Woman’s Club of BB Improvements Marina Seawall Ride Share Program Economic Redevelopment Grants Commercial Exterior Improvement Business Development & Promotional Events Marketing - Business Assistance Neighborhood Officer Program Professional Development Services Development Project Related Legal Services Contingency Tax Increment Revenue Funding Agreements Master Interlocal Agreements Future Grocery Store District 2 Local Storm Water Match Parking Garage 3,550,000 4,000,000 300,000 1,500,000 550,000 306,513 500,000 500,000 400,000 600,000 500,000 574,000 245,000 695,000 1,060,000 250,000 200,000 661,167 800,000 261,642 250,000 1,385,825 ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 4 376 Total BBCRATotal BBCRA AcreageAcreage 1 2 3 4 5 6 1 2 3 4 56 BBCRA Districts BBCRA Boundary Federal Highway Boynton Beach Boulevard Cultural Downtown Heart of Boynton Industrial Craft Miner Road F.E.C. RailroadNW 7th StreetNN Federal HwyS Federal HwyBoynton Canal Intracoastal WaterwayLegend BBCRA Area Map 1,6501,650 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.32565 377 The Pierce Downtown District The Pierce mixed-use project located at 115 N. Federal Highway will soon be a place where people live, work, and play with walkable access to the beach, restaurants, transit, and cultural experiences. In August 2024, the Fort-Lauderdale based developer, Affiliated Development LLC, submitted its permit applications to the City’s Building Department. The 3.04 acre project features 300 mixed-income apartments, approximately 17,000 square feet of restaurant, retail and office space along with 150 public parking spaces. In June 2022, the BBCRA Board entered into a Purchase & Development Agreement, a Tax Increment Revenue Financing Agreement (TIRFA), and a Parking Lease Agreement for the BBCRA owned parcels. As part of the TIRFA, the developer will rent 50% of the apartments at 80%-120% of the Area Median Income (AMI) for a period of 15 years following the completion of the project. At the end of the 15-year term, 30% of the units will rent at the same AMI percentages for an additional 15 years. At the end of the 30-year term of affordability, 10% of the units will remain subject to the affordability requirements in perpetuity. 1,6501,650 Ocean One The Downtown District continues to transform with the latest redevelopment project anticipated to break ground. The 3.5 acre site located at 114 – 222 N. Federal Highway has always been a key redevelopment site for the agency and community stakeholders and now we are one step closer to seeing shovels in the ground. The Ocean One project consists of 371 residential rental units and approximately 25,000 square feet of retail and commercial space. Ocean One will provide a place where people live, work and play in an environment that provides bikeable and walkable access to the beach, restaurants, transit, parks, and cultural experiences. On May 14, 2024, the BBCRA Board approved a TIRFA with the developer, Hyperion Group LLC, for a maximum of $9 million over a 12-year term. In return, Ocean One will provide 90 public parking spaces with 20 on-street public parking spaces in perpetuity with 20% of the parking revenue to be shared with the BBCRA. In August 2024, Ocean One submitted its permit application to the City’s Building Department. ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 6 378 Boynton Harbor Marina Commercial Marina BusinessesCommercial Marina Businesses Since 2006, the BBCRA has been preserving local commercial marine businesses and providing public access to the waterfront through the acquisition of the Boynton Harbor Marina, which is owned and operated by the BBCRA. Over the past eighteen years the Boynton Harbor Marina has had three major renovations: the marina entry tower, the open green space/road improvement, and the dockmaster building/fuel dock. The marina is a recreational destination providing dining on the Intracoastal Waterway and various water related activities. Downtown District Chip’s Ahoy Charter 561.436.1417 ChipsAhoyCharters.com Fish Envy 561.451.7646 BocaRatonFishingCharters.com Ham’r Time Sport Fishing Charters 561.685.1207 HamrtimeCharters.com Fishing Charters Miller Time Fishing Charters561.732.3597 or 561.789.9376 MillertimeFishing.com Phishunt Charters919.417.3083PhishuntCharters.com Reel Time Fishing877.733.5846ReelTime.fishing Frigate About It Charters 561.704.3226 FrigateAboutItCharters.com Boynton Beach Boat Rentals 561.735.2149 BoyntonBoatRental.com Gulfstream Boat Club 561.865.7797 GulfstreamBoatClub.com Freedom Boat Club 561.952.1400 FreedomBoatClub.com Boat Rentals 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.32567 379 Boynton Harbor Marina Financial Overview The BBCRA owns and leases 19 marina slips to marine related commercial businesses such as: dive charters, fishing charters, jet ski, boat rentals, and pleasure cruise charters. The marina also features transient dockage for traveling boaters. • All slips were rented to tenants at $20 per linear vessel foot plus utilities • Annual slip income = $148,778 • Transient dockage = $29,055 The Boynton Harbor Marina is a Certified ValvTect Marina carrying both “Non-Ethanol” Marine Gasoline & Marine Diesel with Bioguard Plus 6. • Annual fuel sales = $1,877,469.35 • 342,509.269 gallons of gasoline = $1,629,735.75 • 61,582.977 gallons of diesel = $247,743.60 To maintain marina operations, structures, and grounds, the following costs were allocated during the fiscal year: • Staffing = $240,105.75 • Security = $32,872.29 • Annual Landscape Maintenance = $38,895 Downtown District Limbo Charters 561.735.1433 LimboCharters.com Tiki Taxi & Cruises 772.521.0024 TikiTaxiandCruises.com Pleasure Cruises Drift Fishing Seamist III 561.732.9974 SeaMist3.com Starfish Scuba561.212.2954StarfishScuba.com Loggerhead Enterprise561.588.8686LoggerheadCharters.com Scuba Diving Charters South Florida Diving Headquarters954.783.2299SouthFloridaDiving.com Jet Ski Rentals Boynton Beach Jet Ski Rental561.735.2149BoyntonBoatRentals.com ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 8 380 Cultural District Redevelopment is on the rise in Boynton Beach with The Villages mixed-use project located at 405 E. Ocean Avenue. The property, which is approximately 3.37 acres, is owned by BB North, LLC and is slated for a mixed-use project including: 336 residential rental apartments, 668 parking spaces, 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. At their November 21, 2024 meeting, the BBCRA Board approved a TIRFA in the amount of $9.1 million. As part of the TIRFA, the developer will rent a 1,000 square foot neighborhood coffee shop at 50% market rental rate for 15 years, and provide 120 metered public parking spaces restricted for use by the public. The BBCRA will receive 30% of the parking revenue generated annually from the public parking spaces. The Villages will play an important role as a redevelopment catalyst for the Cultural District. The Villages 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.32569 381 Boynton Beach Boulevard District USPS Downtown Station The BBCRA is excited to announce a new USPS Downtown Station is coming to eastern Boynton Beach. In partnership with Maple Tree Investments LLC and the United States Postal Service, a new 3,474 square foot postal retail center will be built on the BBCRA owned properties located at 401- 411 E. Boynton Beach Boulevard. The BBCRA acquired the three parcels to spur redevelopment opportunities within the Boynton Beach Boulevard District in furtherance of the 2016 Boynton Beach Community Redevelopment Plan. The current USPS location at 217 N. Seacrest Boulevard will provide an opportunity for future redevelopment at a predominant intersection in our downtown core. The project was formalized by a Purchase and Development Agreement by the BBCRA Board at their November 21, 2024 meeting. East Boynton Beach Boulevard Beautification A new and improved Boynton Beach Boulevard, (BBB) is on its way! With construction commencing in May 2024, the BBCRA looks forward to welcoming residents and visitors to eastern Boynton Beach along a new and improved corridor with widened sidewalks, a new pedestrian crosswalk, and resurfacing of the boulevard. The beautification project is a necessity to physically transform the entrance to the City’s commercial core to a more welcoming downtown. The funding for this project is a result of a combination of awarded grant funding and funds allocated in the budget. In September 2018, the BBCRA’s and City’s Transportation Planning Agency’s (PBCTPA) Local Initiative (LI) Grant Program application for the BBB improvements was awarded $2,232,414 in funding for the project, implementing Smart Growth principles by incorporating traffic calming measures and accommodating various modes of transportation in the roadway design. The grant funds will pay for the basic roadway construction costs with the City and BBCRA paying for the streetscape enhancements above and beyond the basic elements such as decorative pavement and lighting. In April 2019, the BBCRA and City were also awarded $631,530, from the Federal Land Access Program (FLAP) for the design costs for the BBB improvements. FLAP funding supports connectivity and accessibility to federally funded lands, which in this case is the Intracoastal Waterway. The project will leverage multiple public funding sources resulting in improved connectivity and economic impact for the Boynton Harbor Marina, resulting in a more sustainable Downtown Boynton Beach. Design work for the project began in 2021 with PBCTPA LI construction funding availability in late 2023. The BBCRA approved up to $250,000 in reimbursement to the City as a local match for the project’s design cost and $3.1 million in the fiscal year 2023-2024 to be used towards the project’s construction. ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 10 382 The 4.6-acre vacant parcel, known as the Cottage District, is located within the Heart of Boynton District and has always been a priority site for the construction of new for-sale affordable and workforce homes. The longstanding goal has been to leverage this publicly owned real estate asset to support the overall redevelopment of the Heart of Boynton community and surrounding area, to increase affordable home ownership opportunities for low and moderate income households, and to provide quality public enhancements that improve the economic, cultural, and aesthetic quality of life for residents of the community. The BBCRA is proud to partner with Pulte Home Company, LLC. to bring one of the most anticipated projects out of the ground in 2025. In January 2023, the BBCRA entered into a Purchase and Development Agreement for the construction of 41 for-sale, owner occupied units (19 single-family detached units and 22 townhomes). Each unit will feature, at minimum, 3 bedrooms, 2 baths and one-car garages ranging from 1,447 square feet to 1,822 square feet. The project will also include the addition of 181 new trees, a pocket park with walking path and street lighting. In July 2024, permit applications were submitted to the City‘s Building Department for the units. This significant milestone marks the beginning of such a vital project in the fight for affordable home ownership in Boynton Beach. Stabilization of the community depends on investments from the community, the BBCRA, and private development as evident in the 2023 County’s Economic Impact Study. In the study, it indicates a five-year economic impact of 147 direct and indirect jobs and $14.36 million dollars as a result of the development. All of the homes will be marketed and sold in accordance with the Palm Beach County’s Workforce Housing Program to eligible households at the County’s Low and Moderate Income Categories which is 60%-100% of the County’s annually adjusted Area Median Income ranges. Construction is anticipated to be completed within two years of commencement of construction. Heart of Boynton District Cottage DistrictAffordable Workforce Housing 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.325611 383 Heart of Boynton Village Apartments & Shops The completion of the Heart of Boynton Village Apartments in July 2024 proved to be a huge win for the community as the project provided families and individuals access to quality affordable housing. Shortly after receiving its Certificate of Occupancy, all of the income restricted rental units were fully occupied to households below 70% of the Area Median Income. The project began in September 2019 when the BBCRA entered into a Purchase and Development Agreement with Centennial Management Corp. (CMC) for the redevelopment project utilizing the BBCRA owned properties along the E. Martin Luther King Jr. Boulevard corridor. The Heart of Boynton Village Apartments & Shops consists of 124 affordable multi-family rental units as well as 8,250 square feet of leasable neighborhood serving commercial space. What makes the project possible is the public-private partnership. CMC was awarded approximately $19,204,000 in funding from the Florida Housing Finance Corporation’s (FHFC) 9% Low Income Housing Tax Credit Funding Program. In total, the BBCRA has committed approximately $5 million towards the success of the project in addition to providing the land. The City and County were also important partners in this project as the City awarded $500,000 of their American Rescue Plan Act funding to cover the increase in construction costs and the County provided $1,499,500 in State Housing Initiative Partnerships Program funding and $330,977 in impact fee credits to the project. This public-private partnership was essential to the success of the project and the local funding of nearly $10.1 million kept the project on track when the developer was faced with an increase in post-pandemic construction costs. Heart of Boynton District Because the commercial component of the project known as the Heart of Boynton Shops plays a such vital role in activating the E. MLK Jr. Boulevard Corridor, the BBCRA committed $2,300,815 towards the construction of some of the improvements to the commercial tenant spaces. This funding will help offset the initial build-out costs associated with the mechanical, electrical, plumbing, and ADA accessible bathrooms in each tenant space and also includes the build-out for the 1,055 square foot Neighborhood Officer Program office. The other commercial uses consist of two restaurants, a dentist, an urgent care clinic, and two professional offices. As the commercial component of the project comes online in 2025, the mixed-use project will reactivate the once vibrant corridor and spur future redevelopment opportunities in the Heart of Boynton. ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 12 384 Heart of Boynton District Art in redevelopment has the power to connect, celebrate, and transform a community. The mural at the northwest corner of E. Martin Luther King Jr. Boulevard and Federal Highway commemorates the Heart of Boynton community and its vibrant culture. The artwork, completed by muralist Craig McInnis, is the result of the City of Boynton Beach’s Unity Project. But the transformation doesn’t stop with the mural. In March 2024, the BBCRA Board directed staff to pursue redevelopment of the vacant parcel located at 1101 N. Federal Highway which is adjacent to the mural. Due to the limited lot size, the parcel will transform into an entry feature for the Federal Highway and E. Martin Luther King Jr. Boulevard intersection. Improvements of the site will include lighting, landscaping, art, and a small walking path which will enhance the beauty of the mural. The BBCRA enlisted the services of AW Architects, Inc. to develop three conceptual designs for an entry feature which were presented to the BBCRA Board at the November 21, 2024 meeting. MLK Jr. Boulevard Entry Feature 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.325613 385 These adjoining properties are in a key location on the northeast corner of East Martin Luther King, Jr. Boulevard and North Federal Highway. For over a decade, the two properties housed two vacant buildings. In January 2021, the BBCRA entered into a Purchase and Development Agreement with the Boynton Beach Office Condominium, LLC to build a multi-tenant office building for a local radio station and a professional surveying and engineering office. The project is currently in the City’s permitting process and construction is estimated to be completed within 12 months of building permit. 1102-1110 North Federal Highway 402-404 N.W. 12th Avenue (Workforce Infill Housing) The BBCRA acquired these two lots for the purpose of disposition for affordable and workforce housing. In July 2022, the BBCRA and the Boynton Beach Faith Based Community Development Corporation (CDC) entered into a Purchase and Development Agreement for the construction of a three-bedroom, two-bathroom single-family home with a one car garage. The CDC began the development review process in 2023 and when completed, the 1,771 square foot home will be made available to purchasers within the low to moderate income categories. Heart of Boynton District Federal Highway District ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 14 386 BBCRA/City Joint Projects Following the fiscal year 2023-2024 budget approval, the BBCRA and City entered into an Interlocal Agreement to provide BBCRA funding for design activities, materials and equipment, and installation costs associated with the physical improvements for specific projects as outlined in the BBCRA's Project Fund. MLK Jr. Blvd. Streetscape $800,000 US 1 Beautification Design $100,000 Pence Park Reconstruction $400,000 Harvey Oyer Park Pier Survey & Design $100,000 Senior Center Reconstruction $100,000 Jaycee Park Improvements $100,000 Centennial Park Improvement Designs $500,000 Cottage District Road Improvements $200,000 Ocean Avenue Bridge Lighting $150,000 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.325615 387 Neighborhood Officer Program The Neighborhood Officer Program (NOP) was established in 2015, with the mission to develop mutual trust, understanding, and respect between law enforcement and the neighborhoods they serve. By embedding officers within the community, the program integrates adaptive leadership principles to address long-term challenges in an effort to create lasting positive change. What started as a two-person unit, has grown into a team of four full-time officers that are dedicated to engaging the community within the BBCRA area. As of fiscal year 2023-2024, the unit includes Officer Heather Brown, Officer Nasim Davis, Officer Carlos Barrero, Officer Matthew Vasquez, and is overseen by Captain Steven Burdelski. A key component of the NOP’s success lies in its strong partnerships with local neighborhood organizations, churches, and businesses within the BBCRA area. These collaborations have led to innovative problem-solving strategies and meaningful relationships with community stakeholders. Through these efforts, the NOP has gained valuable insights into the challenges faced by residents and businesses, enabling officers to provide more effective and community- driven solutions. As a result, the program has earned the trust and respect of many individuals throughout its years of service. In addition to its core initiatives, the NOP has actively engaged with the Heart of Boynton community by hosting job fairs aimed at connecting local residents with employment opportunities. Additionally, a variety of family-friendly events, such as a Field Day, Trunk or Treat, and Shop with a Cop were hosted to provide opportunities for youth to experience positive interactions with law enforcement while fostering a sense of community. The NOP will have a new office incorporated into the Heart of Boynton Shops located on E. MLK Jr. Boulevard. The 1,055 square foot office will provide a welcoming space for community members and business owners to meet with the officers to discuss concerns and potential collaboratation on initiatives. It will also provide officers with a dedicated workspace to perform day-to-day tasks. ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 16 388 Economic Development Grants The BBCRA’s Economic Development Grant Programs continued to spur redevelopment and activate vacant commercial spaces by assisting 20 new businesses and adding over 32,221 square feet of new retail, restaurant, industrial, and professional office space within the BBCRA area. Additionally, one commercial property owner completed facade improvements totaling over 1,638 square feet of commercial space. The BBCRA also awarded one business six months of additional rent reimbursement totaling $7,500 per their fiscal year 2020-2021 Commercial Rent Reimbursement Grant application. These grants, which act as 50% matching reimbursable grants continue to further the BBCRA’s mission to activate vacant commercial space, create jobs, and develop a vibrant downtown. 21 grant recipients Commercial Rent Reimbursement Grant Program Total Grant Dollars Awarded Commercial Property Improvement Grant Program Agape Health & Wellness Gillion & Co Stoic Financial Dimensional Health Care JKen Boutique Blueheart Adult Day Care Center Gandhi Health & Wellness Beach House Boutique Appliance King of America Specialty Business Trilogy Fitness & MMA Alchemy Salon Office & Retail Bakery & Restaurant Potiwa Pizza Big John’s To-Go The Seed ROK Prime Korean BBQ Café Prelude NYPD Pizza Safai Dalo Restaurant Armenia FOR MORE INFORMATION ON THE BBCRA ECONOMIC DEVELOPMENT GRANT PROGRAMS Visit our website at BoyntonBeachCRA.com or contact Bonnie Nicklien, Grants & Project Manager at NicklienB@bbfl.us or 561.600.9090 Alchemy Salon - 640 E. Ocean Avenue $392,402.52 $337,054.46 $729,456.98 $1,104,730 Total Approximate Amount of Matching Private Funds Invested Facade Improvement Bi-Square Inc. 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.325617 389 Economic Development Grants After Before AfterAfter Before Before ROK Prime Korean BBQ - 1727 Federal Highway Blueheart Adult Day Care - 709 Federal Highway Trilogy Fitness & MMA - 1550 N. Federal Highway ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 18 390 In March 2024, the BBCRA, in partnership with the City, celebrated the launch of its new rideshare service. The Coastal Cruiser powered by Circuit Transit Inc., is the new go-to for convenient, eco-friendly transportation. The fleet which features four electric vehicles – two Kia Niro and two GEM cars – is available on-demand within the designated service area operating Sunday - Thursday 10 AM – 8PM and Friday and Saturday 10 AM – 10 PM. The rideshare service seamlessly transports you throughout the service area, connecting key destinations from Ocean Front Beach Park, to the Heart of Boynton, Downtown Boynton Beach, and locations along the Federal Highway corridor. The Coastal Cruiser is designed to meet the needs of our community, offering competitive pricing that makes getting around eastern Boynton Beach easier than ever before. Starting at just $1 per rider, Zone 1 trips provide access to a wide range of destinations. Zone 2 rides service only the Ocean Front Beach Park and start at $2 for the first rider and $1 for each additional rider in your party. The launch of the Coastal Cruiser marks a significant step forward in our commitment to sustainability and accessibility in Boynton Beach. Whether you’re heading to work, running errands or enjoying leisure activities at the Boynton Harbor Marina, the Coastal Cruiser makes parking headaches a thing of the past! Coastal Cruiser Ride Share 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.325619 391 Business Development & Promotions Throughout the fiscal year, the BBCRA remained committed to its mission to foster a thriving local business community by providing strategic support, promotional opportunities, and innovative incentive programs. By celebrating new business openings, enhancing consumer engagement, and continuously seeking ways to connect businesses with residents through promotional activities, the BBCRA helps drive economic growth and vibrancy in the area. A variety of business promotional events were hosted to connect residents and visitors with locally owned small businesses. The Boynton Beach Pirate Fest featured the Enchanted Market, a micro-activation designed to spotlight 20 local businesses. This unique marketplace was integrated into the larger event experience through a treasure hunt that encouraged attendees to engage with the local vendors. Participants who completed the treasure hunt were entered into a drawing to win a signature banner bag filled with swag and gift certificates to the featured businesses. The holiday season was the perfect opportunity to spotlight local businesses. During the 51st Annual Boynton Beach Holiday Boat Parade 43 dazzling boats set sail and lit-up the Intracoastal Waterway. Snapshots with Santa brought holiday cheer to nine local businesses, allowing families to capture free festive photos with Santa while receiving a keepsake Polaroid. To encourage local shopping, Boynton Beach Bucks deals were promoted to offer special discounts. The banyan trees at Dewey Park were illuminated with a stunning holiday lighting display, creating a warm and inviting seasonal atmosphere in Downtown Boynton Beach. The festive lights provided a beautiful backdrop for visitors to enjoy throughout the holiday season. The traveling concert series, Rock the Plaza, showcased three shopping plazas located within the BBCRA area— Ocean Palm Plaza, Ocean Plaza, and One Boynton—with live music, family-friendly activities, and promotions for participating businesses. The introduction of sample stations allowed guests to taste featured dishes from local restaurants, further boosting engagement. In June, Rock the Marina provided a spotlight on Boynton Harbor Marina with live music, vendor showcases, and cooking demonstrations from local restaurants. The Marina Month promotional campaign was launched to support the marina’s recreational charters during the slower off-season. The BBCRA’s commitment to providing business promotional opportunities continued with the launch of the Boynton Beach Spring Market, which featured 66 vendors, live entertainment, and interactive experiences. The event also marked the official launch of the Coastal Cruiser by Circuit, with a ribbon-cutting ceremony and a “first ride” by BBCRA Board Members, symbolizing yet another initiative aimed at enhancing the community’s experience. The Boynton Beach Night Market transformed Downtown Boynton Beach into a vibrant and bustling summer destination. With 86 unique vendors, immersive experiences, and live entertainment this highly successful activation provided an unforgettable evening under the stars and valuable exposure for local businesses. By providing engaging activations, the BBCRA successfully strengthened connections between local businesses and the community. Each promotional activation helped to boost the visibility of participating businesses and drive economic activity. ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 20 392 Business Development & Promotions 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.325621 393 Business Development & Promotions Throughout the fiscal year, forty-three custom deals were activated through the Boynton Beach Bucks program to offer valuable incentives for both new and existing businesses. As part of the BBCRA’s ongoing commitment to supporting local businesses and encouraging shopping within the community, Boynton Beach Bucks has continued to be a popular and effective promotional tool. Since its launch in 2020, the program has grown significantly in popularity, establishing itself as a staple within the toolkit of business promotional resources utilized to connect businesses with local consumers. This unique initiative provides same-as-cash vouchers, offering special deals and discounts for local restaurants, retailers, and professional service providers. BBCRA staff works closely with each participating business to create customized promotions tailored to their specific products and services. This personalized approach allows businesses to attract new customers through exclusive, appealing offers—without any upfront costs. The BBCRA fully reimburses businesses for all redeemed vouchers, ensuring that participation in the program is financially advantageous. By bridging the gap between local businesses and consumers, Boynton Beach Bucks has proven to be a powerful tool for strengthening community engagement, increasing foot traffic, and generating positive economic impact for businesses throughout the BBCRA area. In addition to promotional incentives, the BBCRA proudly welcomed six new businesses to eastern Boynton Beach, celebrating each milestone with ceremonial Ribbon Cuttings and Grand Opening events. These special occasions provided business owners with the opportunity to showcase their products and services to the community while receiving a warm welcome from Boynton Beach dignitaries, local leaders, fellow entrepreneurs, and residents eager to support new businesses. To further extend the reach of these celebrations, the BBCRA broadcasted the ceremonies live on Facebook, allowing additional community members to learn about and support the newest additions to Boynton Beach’s growing business community. These events not only enhanced visibility for the new businesses; but also contributed to building strong relationships between the BBCRA, local businesses, and the broader community. ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 22 394 Social Media Outreach Program Land Acquisition One of the BBCRA’s goals outlined in the 2016 Community Redevelopment Plan which also serves as a planning principle for the agency, is to pursue redevelopment by engaging in land acquisition for future redevelopment. In fiscal year 2023-2024, the BBCRA made six property acquisitions and received one property through a transfer from the City totaling 1.6416 acres for $2,693,000: • 1111 S. Federal Highway • 1022 N. Federal Highway • 507 N.W. 12th Avenue • 524 N.W. 3rd Street • 1017 N. Railroad Avenue • 1101 N. Federal Highway • Lots 348-350 N.W. 11th Avenue The BBCRA recognizes that in order to compete with big business, small businesses need an online presence. The Social Media Outreach Program (SMOP) was developed to help small businesses develop their online brand and market themselves through social media - and the best part, it’s free to participate! Through one-on- one assistance, the BBCRA shows small businesses how to use social media as a marketing tool, assists in the creation of engaging content, and helps businesses attract new customers. This program is designed to assist with marketing tips and tricks to help improve efficiency, enhance branding efforts, and streamline small business marketing. This program supports the growth of our small businesses in Boynton Beach. Interested parties may contact Renee Rosario, Social Media & Communications Specialist, at RosarioR@bbfl.us or 561.327.6154 for more information. BBCRA Staff Timothy TackActing Executive Director Vicki HillFinance Director Theresa UtterbackDevelopment Services Manager Bonnie NicklienGrants & Project Manager Jobara JenkinsAccounting & Finance Manager Mercedes CoppinBusiness Development & Promotions Manager Renee RosarioSocial Media & Communications Specialist Gabriela FerreiraMarketing & Business Promotions Coordinator Vicki Curfman Administrative Assistant 100 E. OCEAN AVENUE, 4th FLOOR, BOYNTON BEACH, FL 33435 • 561.737.325623 395 InternationalInternational Economic DevelopmentEconomic Development CouncilCouncil Florida Florida Festivals & Festivals & Events AssociationEvents Association BRONZEBRONZE Economic Development Economic Development Organization of the YearOrganization of the Year 1st Place1st Place Promotional MailerPromotional Mailer Holiday Boat ParadeHoliday Boat Parade T-ShirtT-Shirt Holiday Boat ParadeHoliday Boat Parade Promotional ItemPromotional Item Enchanted Market at Enchanted Market at Pirate FestPirate Fest Professional Awards InternationalInternational Festivals & Festivals & Events AssociationEvents Association GOLDGOLD Best Promotional PhotoBest Promotional Photo Enchanted Market at Pirate FestEnchanted Market at Pirate Fest SILVERSILVER Best On-Site DecorBest On-Site Decor Enchanted Market at Pirate FestEnchanted Market at Pirate Fest BRONZEBRONZE Best Newspaper AdBest Newspaper Ad Holiday Boat ParadeHoliday Boat Parade Photo Opp AreaPhoto Opp Area Enchanted Market at Enchanted Market at Pirate FestPirate Fest 2nd Place2nd Place Promotional VideoPromotional Video Boynton Beach Boynton Beach Spring MarketSpring Market PhotoPhoto Boynton Beach Boynton Beach Night MarketNight Market 3rd Place3rd Place Billboard/SignageBillboard/Signage Boynton Beach Boynton Beach Night MarketNight Market PhotoPhoto Enchanted Market at Enchanted Market at Pirate FestPirate Fest Best Promotional PhotoBest Promotional Photo Boynton Beach Night MarketBoynton Beach Night Market ANNUAL REPORT IS AVAILABLE ONLINE AT WWW.BOYNTONBEACHCRA.COM 24 396 397 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 INFORMATION ONLY AGENDA ITEM 8.D SUBJECT: Project Status under the Purchase and Development Agreement with the Boynton Beach Faith Based CDC 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 I). 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. O n November 21, 2024, the CRA Board approved the CDC's request for an additional one- year extension of time due to extenuating circumstances. The temporary or permanent CO is due not later than November 21, 2025. Below is an update on the status of the project: Closing on the construction loan with Florida Community Loan Fund scheduled for April 3, 2025. The construction contract has been amended, the construction permit has been re- opened, and the general contractor has mobilized to start construction March 31, 2025. The notice of commencement has been executed. The general contractor has provided a timeline of five months (end of August) to acquire the CO (see Attachment II). The CDC will be seeking prospective buyers for processing once construction begins. FISCAL IMPACT: N/A CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: 398 •Attachment I - Location Map •Attachment II - Construction Timeline as of 03-28-2025 Description 399 400 Sunny South Construction- Residential Construction Schedule BOYNTON BEACH FAITH BASED CDC NAME OF OWNER 404 NW 12TH AVE, BOYNTON BEACH FL 333435 LOCATION 3/28/2025 DATE 1 PAGE Task No. Task Name Start Date End Date Actual Completion Date Resource Remarks 1 mobilization 4/3/2025 4/10/2025 4/10/2025 Installation Team 2 install CMU, steel and straps 4/10/2025 4/14/2025 4/17/2025 Installation Team 3 install trusses and and sheathing 4/19/2025 4/26/2025 4/27/2025 Installation Team 4 Roof dry-inn 4/30/2025 5/3/2025 5/4/2025 Installation Team 5 install windows and door bucks 5/6/2025 5/10/2025 5/12/2025 Carpentry Team 6 install windows and ext doors 5/12/2025 5/14/2025 5/14/2025 Carpentry Team 7 interior framing 5/15/2025 5/25/2025 5/27/2025 Framing Team 8 Rough electrical 5/27/2025 5/29/2025 5/30/2025 electrical sub 9 Rough ac 5/28/2025 5/30/2025 5/30/2025 ac sub 10 Rough plumbing 5/29/2025 6/2/2025 6/3/2025 plumbing sub 11 Stucco 6/5/2025 6/13/2025 6/13/2025 Masonry Team 12 Interior Insulation 6/13/2025 6/14/2025 6/14/2025 Insulation Team 13 Drywall install and finish 6/15/2025 6/20/2025 6/21/2025 drywall crew 14 Interior and ext painting 6/22/2025 6/26/2025 6/27/2025 Painting Team 15 Install Floor tile 6/28/2025 7/7/2025 7/8/2025 Tile Team 16 Install cabinets & countertops 7/9/2025 7/15/2025 7/15/2025 Carpentry Team 17 Final elec 7/16/2025 7/20/2025 7/21/2025 elec sub 18 Final a/c 7/17/2025 7/18/2025 7/19/2025 AC Sub 19 Final Plumbing 7/18/2025 7/21/2025 7/21/2025 plumbing sub 20 Exterior Grading 7/22/2025 7/25/2025 7/25/2025 Grading Team 21 Driveway 7/26/2025 7/30/2025 7/30/2025 Concrete Team 22 landscaping 7/30/2025 8/2/2025 8/3/2025 Installation Team 23 Final Clean up 8/4/2025 8/6/2025 8/8/2025 Installation Team 24 Final Inspections 8/10/2025 8/15/2025 8/15/2025 25 Final co 8/16/2025 8/30/2025 8/30/2025 26 27 401 •Attachment I - March 2025 Financial Summary COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.A SUBJECT: CRA Financial Report Period Ending March 31, 2025 SUMMARY: CRA Financial Services staff is providing the CRA Board with the March 31, 2025 (Attachment I): 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 March 31, 2025. ATTACHMENTS: Description 402 General Fund Projects Fund Debt Service Fund Total Governmental Funds REVENUES Tax increment revenue 24,518,916 - - 24,518,916 Marina Rent & Fuel Sales 1,002,742 - - 1,002,742 Contributions and donations - - - - Interest and other income 171,082 2,817,494 14,521 3,003,097 Total revenues 25,692,739 2,817,494 14,521 28,524,755 EXPENDITURES General government 2,104,653 - - 2,104,653 Redevelopment projects - 4,632,326 - 4,632,326 Debt service:- Principal - - - - Interest and other charges - - 60,062 60,062 Total expenditures 2,104,653 4,632,326 60,062 6,797,042 23,588,086 (1,814,832) (45,541) 21,727,713 OTHER FINANCING SOURCES (USES) Funds Transfers in - 19,710,351 2,317,425 22,027,776 Funds Transfers out (22,027,776) - - (22,027,776) Total other financing sources (uses) (22,027,776) 19,710,351 2,317,425 - Net change in fund balances 1,560,310 17,895,519 2,271,884 21,727,713 Fund balances - beginning of year 4,869,740 19,070,941 230,912 24,171,593 Fund balances - end of year 6,430,050 36,966,460 2,502,796 45,899,306 Footnote: Transfers between funds include monies received from TIF and carryover from general fund balance. Excess (deficiency) of revenues over expenditures BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Statement of Revenues, Expenditures and Changes in Fund Balances Through Year to Date - March 31, 2025 (A Component Unit of the City of Boynton Beach, Florida) The notes to the basic financial statements are an integral part of this statement. 1 403 Original Budget Final Budget Actual REVENUES Tax increment revenue 24,279,354$ 24,279,354$ 24,518,916 Marina Rent & Fuel Sales 1,300,000 1,300,000 1,002,742 Interest and other income - - 171,082 Other financing sources (uses) - 2,118,706 - Total revenues 25,579,354 27,698,060 25,692,739 EXPENDITURES General government 5,670,284 5,670,284 2,104,653 Total expenditures 5,670,284 5,670,284 2,104,653 19,909,070 22,027,776 23,588,086 OTHER FINANCING SOURCES (USES) Carryover fund balance - Transfers out (19,909,070) (22,027,776) (22,027,776) Total other financing sources (uses) (19,909,070) (22,027,776) (22,027,776) Net change in fund balances -$ -$ 1,560,310 Fund balances - beginning of year 4,869,740 Fund balances - end of year 6,430,050 Excess of revenues over expenditures BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Budgetary Comparison Schedule General Fund Through Year to Date - March 31, 2025 The notes to the basic financial statements are an integral part of this statement. 1 404 4/1/2025 10:31:03 AM Page 1 of 5 Detail vs Budget Report Boynton Beach CRA, FL Account Summary Date Range: 03/01/2025 - 03/31/2025 Account Name Beginning Balance Total Activity Ending BalanceFiscal Budget Budget RemainingEncumbrances % Remaining 01 - GENERAL FUND Revenue 01-41000 T.I.F. COLLECTIONS 239,562.00-24,518,916.000.00-24,518,916.00-24,279,354.000.00 0.99% 01-42115 MARINA RENTS -25,933.25-74,066.75-12,784.00-61,282.75-100,000.000.00 -25.93% 01-42116 MISCELLANEOUS RENTS FRO PROPER 134,876.26-134,876.26-23,518.75-111,357.510.000.00 0.00% 01-42117 MARINA FUEL SALES -410,801.70-789,198.30-172,115.32-617,082.98-1,200,000.000.00 -34.23% 01-42118 MARINA MISC INCOME 4,600.44-4,600.441,337.12-5,937.560.000.00 0.00% 01-46100 INTEREST INCOME 77,427.24-77,427.24-9,944.74-67,482.500.000.00 0.00% 01-47200 IN KIND REVENUE 71,527.02-71,527.02-10,911.17-60,615.850.000.00 0.00% 01-48100 MISCELLANEOUS INCOME 22,127.31-22,127.31-8,380.29-13,747.020.000.00 0.00% 01-49100 OTHER FINANCING SOURCES -2,118,706.000.000.000.00-2,118,706.000.00 -100.00% Revenue Totals:0.00 -27,698,060.00 -25,456,422.17 -236,317.15 -25,692,739.32 -2,005,320.68 -7.24% Expense 01-51010-200 CONTRACTUAL EXPENSE 25,051.091,791.00276.001,515.0026,842.090.00 93.33% 01-51010-216 ADVERTISING & PUBLIC NOTICES 10,000.000.000.000.0010,000.000.00 100.00% 01-51010-225 ASSOC. MEETINGS & SEMINARS 24,966.024,033.980.004,033.9829,000.000.00 86.09% 01-51010-227 DELIVERY SERVICES 361.00139.000.00139.00500.000.00 72.20% 01-51010-310 OFFICE SUPPLIES 627.25172.7574.0198.74800.000.00 78.41% 01-51230-100 PERSONNEL SERVICES 412,785.42130,704.5821,680.20109,024.38543,490.000.00 75.95% 01-51230-115 CAR ALLOWANCE 7,548.152,051.85461.541,590.319,600.000.00 78.63% 01-51230-225 ASSOC. MEETINGS & SEMINARS 16,225.60274.400.00274.4016,500.000.00 98.34% 01-51230-226 MEMBERSHIP DUES 12,683.175,716.8374.005,642.8318,400.000.00 68.93% 01-51230-227 DELIVERY SERVICES 500.000.000.000.00500.000.00 100.00% 01-51230-229 CAREER DEVELOPMENT 18,977.62522.38522.380.0019,500.000.00 97.32% 01-51230-310 OFFICE SUPPLIES 3,025.47-525.4775.93-601.402,500.000.00 121.02% 01-51230-315 POSTAGE 2,800.00200.000.00200.003,000.000.00 93.33% 01-51230-340 CELLULAR PHONES 1,434.41565.5996.52469.072,000.000.00 71.72% 01-51230-355 SUBSCRIPTIONS 1,565.00135.000.00135.001,700.000.00 92.06% 01-51230-360 BOOKS & PUBLICATIONS 300.000.000.000.00300.000.00 100.00% 01-51230-400 EQUIPMENT COSTS 2,682.521,317.480.001,317.484,000.000.00 67.06% 01-51325-100 PERSONNEL SERVICES 137,427.28131,027.7220,650.41110,377.31268,455.000.00 51.19% 01-51325-115 CAR ALLOWANCE 1,841.561,758.44276.921,481.523,600.000.00 51.15% 01-51325-200 CONTRACTUAL EXPENSE 125.00175.000.00175.00300.000.00 41.67% 01-51325-201 BANK FEES 5,918.5481.4614.0667.406,000.000.00 98.64% 01-51325-225 ASSOC. MEETINGS & SEMINARS 8,205.621,094.380.001,094.389,300.000.00 88.23% 01-51325-226 MEMBERSHIP DUES 1,516.66183.340.00183.341,700.000.00 89.22% 01-51325-227 DELIVERY COSTS 252.2647.7423.0224.72300.000.00 84.09% 405 Detail vs Budget Report Date Range: 03/01/2025 - 03/31/2025 4/1/2025 10:31:03 AM Page 2 of 5 Account Name Beginning Balance Total Activity Ending BalanceFiscal Budget Budget RemainingEncumbrances % Remaining 01-51325-229 CAREER DEVELOPMENT 12,000.000.000.000.0012,000.000.00 100.00% 01-51325-310 OFFICE SUPPLIES 1,659.64340.3675.94264.422,000.000.00 82.98% 01-51325-340 CELLULAR PHONES 1,434.41565.5996.52469.072,000.000.00 71.72% 01-51325-355 SUBSCRIPTIONS 2,501.001,499.000.001,499.004,000.000.00 62.53% 01-51325-360 BOOKS & PUBLICATIONS 300.000.000.000.00300.000.00 100.00% 01-51325-365 OFFICE PRINTING COSTS 1,806.11193.890.00193.892,000.000.00 90.31% 01-51325-400 EQUIPMENT COSTS 1,970.0129.990.0029.992,000.000.00 98.50% 01-51410-213 GENERAL PROPERTY COVERAGE 185,152.13215,341.8722,636.00192,705.87400,494.000.00 46.23% 01-51420-200 CONTRACTUAL EXPENSE 32,156.5835,843.420.0035,843.4268,000.000.00 47.29% 01-51420-201 CONTRACT LEGAL 132,269.5054,730.5010,000.0044,730.50207,000.0020,000.00 63.90% 01-51420-202 WEBSITE HOSTING, REDESIGN & MAINT 39,978.7414,889.82381.6714,508.1554,486.89-381.67 73.37% 01-51420-204 CITY STAFF COSTS 37,120.004,752.002,376.002,376.0039,496.00-2,376.00 93.98% 01-51440-100 PERSONNEL SERVICES 115,618.17110,990.8317,497.4993,493.34226,609.000.00 51.02% 01-51440-225 ASSOC. MEETINGS & SEMINARS 4,097.591,602.410.001,602.415,700.000.00 71.89% 01-51440-226 MEMBERSHIP DUES 1,211.34488.660.00488.661,700.000.00 71.26% 01-51440-227 DELIVERY SERVICES 405.75194.25115.1779.08600.000.00 67.63% 01-51440-229 CAREER DEVELOPMENT 15,967.4232.580.0032.5816,000.000.00 99.80% 01-51440-310 OFFICE SUPPLIES 1,592.33407.6768.94338.732,000.000.00 79.62% 01-51440-340 CELLULAR PHONES 687.00513.0090.00423.001,200.000.00 57.25% 01-51440-355 SUBSCRIPTIONS 2,000.000.000.000.002,000.000.00 100.00% 01-51440-360 BOOKS & PUBLICATIONS 500.000.000.000.00500.000.00 100.00% 01-51440-365 OFFICE PRINTING COSTS 2,000.000.000.000.002,000.000.00 100.00% 01-51620-200 CONTRACTUAL EXPENSE 4,820.06179.9489.9789.975,000.000.00 96.40% 01-51620-201 PROPERTY TAXES & ASSOC. DUES 113,593.3191,277.90-5,089.5196,367.41204,871.210.00 55.45% 01-51620-202 MARINA POLICE 47,402.3616,610.063,260.4813,349.5860,751.94-3,260.48 78.03% 01-51620-205 RENTAL OF OFFICES 24,816.005,184.000.005,184.0030,000.000.00 82.72% 01-51620-208 EQUIPMENT LEASES 10,228.042,114.59342.631,771.9612,000.00-342.63 85.23% 01-51620-209 PROPERTY MAINTENENCE COST 464,077.8871,323.1212,887.6258,435.50531,327.00-4,074.00 87.34% 01-51620-210 IN KIND EXPENSE -71,527.0271,527.0210,911.1760,615.850.000.00 0.00% 01-51620-211 VEHICLE MAINTENANCE / FUEL 9,907.0992.9139.1453.7710,000.000.00 99.07% 01-51620-212 HURRICANE/PROPERTY CONTINGENCY 35,000.000.000.000.0035,000.000.00 100.00% 01-51620-224 SIGNAGE 20,000.000.000.000.0020,000.000.00 100.00% 01-51620-325 ELECTRICITY COSTS 26,105.923,894.08798.703,095.3830,000.000.00 87.02% 01-51620-326 WATER CHARGES 22,158.082,841.92698.122,143.8025,000.000.00 88.63% 01-51630-200 CONTRACTUAL 150.00450.000.00450.00600.000.00 25.00% 01-51630-209 PROPERTY MAINTENENCE 80,962.3139,037.6910,381.9428,655.75120,000.000.00 67.47% 01-51630-241 MARINA FUEL MANAGEMENT 124,925.92120,074.0820,012.34100,061.74245,000.000.00 50.99% 01-51630-242 MARINE FUEL STATION OVERHEAD 42,056.1517,943.854,758.1913,185.6660,000.000.00 70.09% 01-51630-310 OFFICE SUPPLIES 902.62297.380.00297.381,200.000.00 75.22% 01-51630-325 ELECTRIC COSTS 11,064.914,935.09689.514,245.5816,000.000.00 69.16% 01-51630-326 WATER COSTS 5,892.154,107.85599.203,508.6510,000.000.00 58.92% 01-51630-327 GASOLINE & DEISEL FUEL PURCHAS 335,918.61491,281.39127,459.98363,821.41827,200.000.00 40.61% 01-51630-328 MARINA DIESEL SALES TAX 14,829.785,170.221,490.423,679.8020,000.000.00 74.15% 01-51650-200 CONTRACTUAL EXPENSE 1,800.000.000.000.001,800.000.00 100.00% 406 Detail vs Budget Report Date Range: 03/01/2025 - 03/31/2025 4/1/2025 10:31:03 AM Page 3 of 5 Account Name Beginning Balance Total Activity Ending BalanceFiscal Budget Budget RemainingEncumbrances % Remaining 01-51650-210 CITY IT SUPPORT 27,185.0015,630.007,815.007,815.0035,000.00-7,815.00 77.67% 01-51650-211 COMPUTER SOFTWARE & LICENSES 6,000.000.000.000.006,000.000.00 100.00% 01-51650-212 FINANCIAL SOFTWARE MAINTENANCE 19,951.0022,109.000.0022,109.0042,060.000.00 47.43% 01-51650-330 TELEPHONE LINES 5,000.000.000.000.005,000.000.00 100.00% 01-51650-400 EQUIPMENT COSTS 7,146.065,853.940.005,853.9413,000.000.00 54.97% 01-51990-200 CONTRACTUAL EXPENSE - CONTINGENCY 100,000.000.000.000.00100,000.000.00 100.00% 01-57400-100 PERSONNEL SERVICES 92,706.1273,448.8812,671.9760,776.91166,155.000.00 55.79% 01-57400-216 ADVERTISING & PUBLIC NOTICES 37,444.8711,555.13720.1310,835.0049,000.000.00 76.42% 01-57400-218 ANNUAL REPORT & BROCHURES 4,920.0080.000.0080.005,000.000.00 98.40% 01-57400-225 ASSOC. MEETINGS & SEMINARS 11,682.36317.640.00317.6412,000.000.00 97.35% 01-57400-226 MEMBERSHIP DUES 9,191.661,508.340.001,508.3410,700.000.00 85.90% 01-57400-227 DELIVERY SERVICES 1,500.000.000.000.001,500.000.00 100.00% 01-57400-229 CAREER DEVELOPMENT 10,500.000.000.000.0010,500.000.00 100.00% 01-57400-236 PHOTOGRAPHY / VIDEOS 20,000.000.000.000.0020,000.000.00 100.00% 01-57400-310 OFFICE SUPPLIES 1,679.81320.19103.13217.062,000.000.00 83.99% 01-57400-340 CELLULAR PHONES 1,183.64816.36140.56675.802,000.000.00 59.18% 01-57400-355 SUBSCRIPTIONS 1,713.77386.23273.23113.002,100.000.00 81.61% 01-57400-360 BOOKS & PUBLICATIONS 500.000.000.000.00500.000.00 100.00% 01-57400-365 OFFICE PRINTING COSTS 4,000.000.000.000.004,000.000.00 100.00% 01-57500-100 PERSONNEL SERVICES 107,852.2558,368.7510,887.2647,481.49166,221.000.00 64.88% 01-57500-225 ASSOC. MEETINGS & SEMINARS 9,915.0085.000.0085.0010,000.000.00 99.15% 01-57500-226 MEMBERSHIP DUES 1,706.67893.330.00893.332,600.000.00 65.64% 01-57500-229 CAREER DEVELOPMENT 11,895.00105.000.00105.0012,000.000.00 99.13% 01-57500-310 OFFICE SUPPLIES 1,777.04222.9675.94147.022,000.000.00 88.85% 01-57500-340 CELLULAR PHONES 343.50256.5045.00211.50600.000.00 57.25% 01-57500-355 SUBSCRIPTIONS 500.000.000.000.00500.000.00 100.00% 01-57500-360 BOOKS & PUBLICATIONS 500.000.000.000.00500.000.00 100.00% 01-59000-151 F.I.C.A.49,248.8330,751.175,010.0025,741.1780,000.000.00 61.56% 01-59000-152 MEDICARE 17,643.617,356.391,171.706,184.6925,000.000.00 70.57% 01-59000-153 RETIREMENT PLAN 401(a)194,501.00155,499.0023,598.00131,901.00350,000.000.00 55.57% 01-59000-154 WORKERS COMP INSURANCE 13,375.751,624.251,624.250.0015,000.000.00 89.17% 01-59000-155 HEALTH INSURANCE 161,081.4338,918.57425.3838,493.19200,000.000.00 80.54% 01-59000-156 DENTAL INSURANCE 8,022.391,977.61329.591,648.0210,000.000.00 80.22% 01-59000-157 LIFE INSURANCE 9,622.00378.00198.00180.0010,000.000.00 96.22% 01-59000-158 SHORT / LONG TERM DISABILITY 6,282.373,717.63531.093,186.5410,000.000.00 62.82% 01-59000-159 UNEMPLOYMENT CHARGES 5,000.000.000.000.005,000.000.00 100.00% 01-59000-160 VISION INSURANCE 2,752.80247.2041.20206.003,000.000.00 91.76% 01-59000-161 COMPENSATED ABSENSES 65,000.000.000.000.0065,000.000.00 100.00% 01-59800-990 TRANS OUT TO DEBT SERVICE FUND 0.002,317,425.000.002,317,425.002,317,425.000.00 0.00% 01-59999-990 INTERFUND TRANSFERS OUT 0.0019,710,351.002,118,706.0017,591,645.0019,710,351.000.00 0.00% Expense Totals:1,750.22 27,777,835.13 21,661,169.40 2,471,260.05 24,132,429.45 3,643,655.46 13.12% 01 - GENERAL FUND Totals:1,750.22 79,775.13 -3,795,252.77 2,234,942.90 -1,560,309.87 1,638,334.78 02 - PROJECTS FUND 407 Detail vs Budget Report Date Range: 03/01/2025 - 03/31/2025 4/1/2025 10:31:03 AM Page 4 of 5 Account Name Beginning Balance Total Activity Ending BalanceFiscal Budget Budget RemainingEncumbrances % Remaining Revenue 02-44100 FESTIVAL & EVENT INCOME 8,576.53-8,576.53-5,975.00-2,601.530.000.00 0.00% 02-46100 INTEREST INCOME 309,616.74-309,616.74-66,947.14-242,669.600.000.00 0.00% 02-47100 APPLICATION FEES 1,400.00-1,400.00-100.00-1,300.000.000.00 0.00% 02-48100 MISCELLANEOUS INCOME 2,497,901.16-2,497,901.16-4,231.64-2,493,669.520.000.00 0.00% 02-49100 OTHER FINANCING SOURCES -8,187,298.000.000.000.00-8,187,298.000.00 -100.00% 02-49900 TRANSFERS IN 0.00-19,710,351.00-2,118,706.00-17,591,645.00-19,710,351.000.00 0.00% Revenue Totals:0.00 -27,897,649.00 -20,331,885.65 -2,195,959.78 -22,527,845.43 -5,369,803.57 -19.25% Expense 02-58100-202 CONTINGENCY EXPENSE 200,000.000.000.000.00200,000.000.00 100.00% 02-58100-203 CONTRACTUAL EXPENSE 1,038,353.6615,091.344,795.0010,296.341,051,150.00-2,295.00 98.78% 02-58100-213 LEGAL FEES 187,643.5097,745.500.0097,745.50285,389.000.00 65.75% 02-58200-401 PROPERTY PURCHASES 7,428,801.681,349,219.920.001,349,219.928,778,021.600.00 84.63% 02-58200-402 IMPROVEMENTS 4,227,913.005,700.000.005,700.004,233,613.000.00 99.87% 02-58200-404 CONSTRUCTION IN PROGRESS 135,220.200.000.000.00135,220.200.00 100.00% 02-58200-405 SITE WORK AND DEMOLITION FEES 276,464.7447,952.788,745.0039,207.78316,172.52-8,245.00 87.44% 02-58200-406 INFRASTRUCTURE AND STREETSCAPE 10,100,792.901,836,359.180.001,836,359.1811,937,152.080.00 84.62% 02-58400-443 DIFA-ECONOMIC DEVELOPMENT 181,406.00402,118.00402,118.000.00583,524.000.00 31.09% 02-58400-444 ECONOMIC DEVELOPMENT GRANTS 1,184,402.41295,038.4753,556.75241,481.721,576,377.1396,936.25 75.13% 02-58400-445 MARKETING INCENTIVES 205,381.8313,222.1712,175.001,047.17218,604.000.00 93.95% 02-58500-460 COMMUNITY POLICING INNOVATIONS 1,185,732.87197,754.680.00197,754.681,383,487.550.00 85.71% 02-58500-470 COMMUNITY SUPPORT PROJECTS 566,312.14165,654.3730,920.46134,733.91650,157.06-81,809.45 87.10% 02-58500-480 COMMUNITY SPECIAL EVENTS 440,702.13206,469.8750,512.21155,957.66647,172.000.00 68.10% Expense Totals:4,586.80 31,996,040.14 4,069,503.86 562,822.42 4,632,326.28 27,359,127.06 85.51% 02 - PROJECTS FUND Totals:4,586.80 4,098,391.14 -16,262,381.79 -1,633,137.36 -17,895,519.15 21,989,323.49 03 - DEBT SERVICE Revenue 03-46100 INTEREST INCOME 14,521.00-14,521.00-4,707.48-9,813.520.000.00 0.00% 03-49900 TRANSFERS IN 0.00-2,317,425.000.00-2,317,425.00-2,317,425.000.00 0.00% Revenue Totals:0.00 -2,317,425.00 -2,327,238.52 -4,707.48 -2,331,946.00 14,521.00 0.63% Expense 03-59800-814 BOND 2012 PRINCIPAL 1,487,000.000.000.000.001,487,000.000.00 100.00% 03-59800-815 BOND 2015 PRINCIPAL 705,000.000.000.000.00705,000.000.00 100.00% 03-59800-824 BOND 2012 INTEREST 40,767.8036,467.2036,467.200.0077,235.000.00 52.78% 03-59800-826 BOND 2015 INTEREST 23,595.0123,594.9923,594.990.0047,190.000.00 50.00% 03-59800-830 FINANCIAL AGENT FEES 1,000.000.000.000.001,000.000.00 100.00% Expense Totals:0.00 2,317,425.00 0.00 60,062.19 60,062.19 2,257,362.81 97.41% 03 - DEBT SERVICE Totals:0.00 0.00 -2,327,238.52 55,354.71 -2,271,883.81 2,271,883.81 Report Total:6,337.02 4,178,166.27 -22,384,873.08 657,160.25 -21,727,712.83 25,899,542.08 408 Detail vs Budget Report Date Range: 03/01/2025 - 03/31/2025 4/1/2025 10:31:03 AM Page 5 of 5 Fund Summary Fund Beginning Balance Total Activity Ending BalanceFiscal Budget Budget RemainingEncumbrances % Remaining 1,750.22 79,775.13 -3,795,252.77 2,234,942.90 -1,560,309.87 1,638,334.7801 - GENERAL FUND 4,586.80 4,098,391.14 -16,262,381.79 -1,633,137.36 -17,895,519.15 21,989,323.4902 - PROJECTS FUND 0.00 0.00 -2,327,238.52 55,354.71 -2,271,883.81 2,271,883.8103 - DEBT SERVICE Report Total:6,337.02 4,178,166.27 -22,384,873.08 657,160.25 -21,727,712.83 25,899,542.08 409 •Attachment I - February 11, 2025 CRA Meeting Minutes COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.B SUBJECT: Approval of the CRA Board Meeting Minutes for February 11, 2025 SUMMARY: See attached minutes. CRA BOARD OPTIONS: Approve the February 11, 2025 CRA Board Meeting Minutes. ATTACHMENTS: Description 410 411 412 413 414 415 416 417 418 419 420 421 422 423 424 425 426 •Attachment I - March 20, 2025 CRA Meeting Minutes COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.C SUBJECT: Approval of the CRA Board Meeting Minutes for March 20, 2025 SUMMARY: See attached minutes. CRA BOARD OPTIONS: Approve the March 20, 2025 CRA Board Meeting Minutes. ATTACHMENTS: Description 427 428 429 430 431 432 433 434 435 436 437 438 439 440 441 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.D SUBJECT: Approval of the Commercial Property Improvement Grant Program in the Amount of $13,667.09 to Home with Help of Florida, Inc. located in Colonial Center at 1220 S. Federal Highway, Unit 1010 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, repair, 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 for design fees. CRA staff has received a complete grant application from Home with Help of Florida, Inc. located in Colonial Center at 1220 S. Federal Highway, Unit 1010, Boynton Beach, FL 33435 (see Attachments I-III). Home with Help of Florida was created in 2007 out of a lack of small registered nurse-owned healthcare providing personalized care on a daily basis. Owner, Michele Farkas, provides home healthcare services to patients/clients in their homes, assisted living facilities or bedside care in the hospital if needed. Home with Help of Florida purchased their commercial condo in 2016 and employs approximately 30 team members ranging from part-time and full-time positions for nursing administration, client care, office assistant and field positions. As a medical office, the applicant falls under the terms of a Tier II business as outlined in the grant application. The applicant is seeking reimbursement for new hurricane proof doors/windows, renovation of the interior including new floor moldings removal of popcorn ceilings, repainting, new sink, new lighting, new landscaping, new alarm, and hew HVAC. The total cost of eligible property improvements is approximately $22,778.49 (see Attachment IV). If approved, the applicant is eligible to receive a maximum grant of $13,667.09 which includes a 20% contingency 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. The grant is reimbursed to the applicant once the City of Boynton Beach Building 442 •Attachment I - Commercial Property Improvement Grant Application •Attachment II - Location Map •Attachment III - Lease •Attachment IV - Project Quotes Department approves all permit requirements and the proper reimbursement documentation is submitted to CRA staff for approval. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-444, $13,667.09 Property Improvements CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of a Commercial Property Improvement Grant Program in the Amount of $13,667.09 to Home with Help of Florida, Inc. located in Colonial Center at 1220 S. Federal Highway, Unit 1010, Boynton Beach, FL 33435. ATTACHMENTS: Description 443 Initials_______ Page 1 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com October 1, 2024 – September 30, 2025 BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY COMMERCIAL PROPERTY IMPROVEMENT GRANT PROGRAM Program Rules and Regulations The Commercial Property Improvement Grant Program is designed to help facilitate the establishment of new businesses and aid in the expansion of existing businesses within the Boynton Beach Community Redevelopment Agency (the “BBCRA”) Area. The program is designed to provide financial assistance to new and existing businesses in the form of a reimbursable grant intended to reduce the initial costs associated with the design, repair, and rehabilitation of buildings or other improvements in accordance with the BBCRA Community Redevelopment Plan. Improvements paid for by the BBCRA must be permanent and stay with the building. The BBCRA reserves the right to approve or deny any Commercial Property Improvement Grant Program application and to deny payment at any time if, in its sole and absolute discretion, it determines that the business will not advance the goals and objectives established for redevelopment of the BBCRA Area. For purposes of this application, the term “new business” means a company in operation for less than one year or relocating to Boynton Beach. The term “existing business” means a company that has been in operation within the BBCRA Area for one year or more at the time of application and has at least two years remaining on its existing lease 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) 444 Initials_______ Page 2 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com may be produced the BBCRA upon receipt of a public records request, subject to any exemptions provided by Florida Law. Incentive Funding The Commercial Property Improvement Grant Program offers financial assistance to the commercial property owner or business owner in the form of a reimbursable, matching grant for 50% of eligible expenses, up to $50,000, associated with the construction or renovation of the exterior and interior elements of the commercial operating space. The applicant may also receive financial assistance for eligible design expenses associated with the project’s architectural, electrical, mechanical, civil, and/or plumbing plans. Applicants are encouraged to take advantage of the City of Boynton Beach’s PACE Program to help defer the cost of installing energy efficient items. Information regarding the PACE Program is available online at: https://www.boynton-beach.org/green- business/pace-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. 445 Initials_______ Page 3 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 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). • 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. However, Tier II 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. 446 Initials_______ Page 4 of 16 Property Improvement 100 East Ocean Avenue, 4th 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. 447 Initials_______ Page 5 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com Projects and items eligible for funding under this grant program are limited to: • Structural walls • Plumbing • Flooring • Grease trap installation • HVAC system • ADA Improvements • Electrical systems, including exterior and interior lighting • Patio decks connected to the building • Doors/windows • Roofing (Not to exceed 50% of total grant award) • Landscaping and irrigation within the project site • Awnings • Parking lot re-paving, re-sealing, and/or restriping • Painting • Security cameras/system** (not including security personnel) • Fencing (excluding chain link, barbed wire, and wood panels) • Demolition of structure and re-sodding of vacant property • Electric vehicle charging stations • Hood & fire suppression • Solar electricity and water heating • Signage • Design fees associated with architectural, electrical, civil, plumbing and mechanical site plans • Permit fees for eligible property improvements included as part of the licensed contractor’s contract/invoice ** 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 • Medical Research Centers/Housing • Massage/Personal Services • Religion- Affiliated Retail Stores • Churches/places of worships • Non-profit Organizations • Adult Gambling Arcades • Check Cashing Stores • Alcohol and/or Drug Rehabilitation Centers/Housing • Vapor/E-Cigarette Stores 448 Initials_______ Page 6 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com • Adult Entertainment • Political offices, campaign headquarters, or other businesses focused on politics or political operations • CBD Retail Stores • 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 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 • 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 Business 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. 449 Initials_______ Page 7 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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.) • Take-Out Restaurants • Services (lockshops, appliance repair, etc.) • Medical Offices (dentists, primary care, counseling, etc.) • Laundry/Dry Cleaner facility • Retail (clothing, art, accessories) • Hair/Nail Salons (no more than 2 approvals per fiscal year) • Florists (no more than 2 approvals per fiscal year) • 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) • Industrial Uses/Art District • Auto Services Facilities – repair, storage, sales, etc. • Commercial property with multiple tenants seeking only façade improvements Tier Three Business (Tier Three Businesses will receive no more than two approvals per fiscal year and improvements must be for commercial façade 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 • Convenience Stores • Pawn Shops • Liquor Store • Laundry/Dry Cleaner facility Tier One & Tier Two Businesses Grant Funding for Design Fees Tier One and Tier Two businesses are eligible to apply for funding assistance related to the design fees for architectural, electrical, civil mechanical and/or plumbing improvements. These design fees shall be for eligible property improvements as defined on page 5 of this grant application. Applicants are eligible to receive reimbursement of 450 Initials_______ Page 8 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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: 451 Initials_______ Page 9 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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. 452 Initials_______ Page 10 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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. Approval of Funding Request All required documentation must be submitted no later than noon two weeks prior to the second Tuesday of the month. BBCRA staff will review the application to evaluate whether the project is eligible for reimbursement. If it meets these requirements, BBCRA staff will present the funding request to the BBCRA Board for review and potential approval. The BBCRA Board meets on the second Tuesday of each month at the Commission Chambers located in City Hall at 100 East Ocean Avenue, Boynton Beach, FL 33435. The schedule for BBCRA Board meetings can be obtained at www.boyntonbeachcra.com. Applicants will be notified of the date and time that their applications will be considered by the BBCRA Board. The BBCRA recommends that applicants attend the BBCRA Board meeting during which the Board will consider their applications in order to answer any questions the BBCRA Board may have regarding their applications. BBCRA staff will notify the applicant of the BBCRA Board’s approval or denial in writing. Site Visits BBCRA may conduct a site visit prior to transmitting the application to the BBCRA Board and once the project is completed. Staff may also conduct unannounced site visits before, during, and after the project in order to determine and ensure compliance with the terms of the grant. Procedures for Design Reimbursement This portion of the program is designed to reimburse applicants for design fees associated with the property improvements provided for in this grant. Funds must be paid to qualified design professionals licensed by the State of Florida in order to be eligible for 453 Initials_______ Page 11 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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: 454 Initials_______ Page 12 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 OF AN APPLICATION IS NOT A GUARANTEE OF FUNDING 455 Initials_______ Page 13 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 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 t o 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 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 456 Initials_______ Page 14 of 16 Property Improvement 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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. Business Information: Business Name (and d/b/a if applicable): _____________________________________ _____________________________________ Boynton Beach Business Address: _____________________________________ _____________________________________ Applicant Contact Phone Number: _____________________________________ 457 458 459 Submission details Options Business Information 1220 South Federal Highway, 1010, Boynton Beach, Florida 33435, United States Mar 21, 2025 12:40 pm Thank you for applying for the Commercial Property Improvement Grant! We will be in touch shortly. Commercial Property Improvement Grant Application A P P L I C AT I O N S TA T U S Awaiting Decision Home With Help of Florida, Inc. B U S I N E S S N A M E Michele Farkas C O N T A C T L E G A L N A M E Home With Help of Florida, Inc. C O N T A C T P R E F E R R E D N A M E rn@homewithhelp.com E M A I L A D D R E S S 561−727−6340 P H O N E http://HomeWithHelp.com W E B S I T E S P E C I A L R E Q U E S T S & C O M M E N T S S U B M I T T E D T I M E S U B M I S S I O N M E S S A G E TA G S L O G O Menu Boynton Beach CRA Community Refer & Earn Messages Events Bonnie Nicklien AdministratorB 3/25/25, 10:35 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny https://www.eventeny.com/dashboard/events/event/vendors/list/view/?id=12701&vend_id=546639 1/8460 Additional Information Submitted by M Name Michele Farkas Email rn@homewithhelp.com N/A-same address Michele Farkas 10755 Cambay Circle Boynton Beach, FL 33437 cell: 561−727−6340 I started Home With Help of Florida, Inc, on my own in 2007 in Boynton Beach, as I observed a significant lack of small, RN owned/directed, patient oriented healthcare businesses that were providing personalized care and who actually understood how to run a successful business while at the same time providing personalized and professional care directed on a daily basis by an experienced nurse. I purchased the oce condo and placed my business there. By purchasing my own condo-oce, I could ensure lower overhead and a stable business model and oce sta. Yes 18 No Boynton Beach Business Address: edit Provide a list of all principal owners listed on the corporate documents edit Business Mission Statement edit Are you an existing business in Boynton Beach? edit Numbers of years in existence edit Are you a new business in Boynton Beach? edit 3/25/25, 10:35 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny https://www.eventeny.com/dashboard/events/event/vendors/list/view/?id=12701&vend_id=546639 2/8461 I provide home heallthcare services (aide and I am the nurse) to patients/clients in their homes, Indepent/assisted living facilities and bedside care in the hospital if needed. Tier II $1800 plus additional CAM (for 2025 that is $3071.76 totally paid in January 2025), taxes (for 2024 $1542.46 paid December 2024 in full), and any additional improvements and repairs. 373 sf same location Oce positions (current): (all include full paid medical/dental and retirement plan) RN Administrator (Michele Farkas RN/owner): full time+ Nursing Administrator/field RN @$75/hr + OT Client Care Coordinator: 40+ hours and weekend on call coverage $17/hr + OT & benefits @ $17/hr +OT Oce assistant: PT 25 hours @$15/hr +benefits Planning to hire: PT/per diem scheduling/payroll assistant Field Positions: approximately 25 home health aides servicing our clients. Schedule ranges from 15 hours to 72 hours/week. As per FL law for our business classification they are paid as 1099 Contractors. Rates range from $16/hr up to $37.50/hr (OT rate) Monday-Friday 8:30a-4:30p on call coverage by oce sta after hours, on weekends and legal holidays None no Michele Farkas 10755 Cambay Circle Boynton Beach, FL 33437 cell: 561−727−6340 I understand Description of your business edit Type of Business edit Base Rent (include CAM if applicable) edit Square Footage of Current Location edit Square Footage of New Location edit Number of Employees & Job Descriptions edit Hours of Operation edit Are you applying for grant assitance under any other program oered by the BBCRA? edit Are you applying for grant assistance under any other governmental agencies? edit Landlord Contact Information 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. edit Upload resumes for each principal/owner listed on corporate documents here: 19958−application-vendor-question-q23c23nlst041742574832.doc 3/25/25, 10:35 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny https://www.eventeny.com/dashboard/events/event/vendors/list/view/?id=12701&vend_id=546639 3/8462 Added by [Michele] 03/21/25 edit Upload a copy of the lease here: 19958−application-vendor-question-zhf4jn7wdhgw1742574832.pdf Added by [Michele] 03/21/25 edit Upload a copy of the corporate documents here: 19958−application-vendor-question-cjdcyjk5k3gq1742574832.pdf Added by [Michele] 03/21/25 edit Upload two years of corporate tax returns here: 19958−application-vendor-question-7dtljz4hfv381742574832.pdf Added by [Michele] 03/21/25 19958−application-vendor-question-ql83×4rml9yx1742574832.pdf Added by [Michele] 03/21/25 edit Upload City of Boynton Beach Business Tax Reciept here: 19958−application-vendor-question-pgjt4jywxlbf1742574832.pdf Added by [Michele] 03/21/25 edit Upload Palm Beach County Business Tax Reciept here: 19958−application-vendor-question-rq4lmwx5×6dw1742574832.pdf Added by [Michele] 03/21/25 edit Upload Credit Check Authorization Form here: 19958−application-vendor-question-zsd3wsyhnwhm1742574832.pdf Added by [Michele] 03/21/25 edit Upload Business w9 here: 19958−application-vendor-question-g7kgxwvwp9dq1742574833.pdf Added by [Michele] 03/21/25 3/25/25, 10:35 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny https://www.eventeny.com/dashboard/events/event/vendors/list/view/?id=12701&vend_id=546639 4/8463 1) New hurricane coded windows (2 single & 1 double) and door (factory manufactured tinted glass to block UV gain and keep oce cooler), removal/disposal/attempt to recycle old hurricane shutters and tracks & repair of damaged exterior areas from removal. Priming/painting of front door. 2) Renovation of interior-removal of deteriorated popcorn ceilings, installation of new floor mouldings, repair of sheetrock on walls & ceilings (uneven and old damaged surfaces), repair & painting of areas around windows and doors due to installation above (new windowsills and casings); repainting of entire unit (all ceilings and walls). 3) Partial bathroom renovation: installation of new pedestal sink & repair of walls, replacement of old/deteriorated sheetrock and wood moldings, repair of other areas of sheetrock). Repainting of bathroom. 4) Installation of new lighting and switches (recessed, energy saving LED high hats) 5) New installed interior window coverings (permanently installed top down/bottom up light filtering shades). 6) New exterior LED light (with condo approval). 7) New landscaping around front and south side of unit (with condo board approval) 8) New air conditioning unit and air handler (current one is totally rusted out and quite old); new programmable thermostat. 9) New alarm system installation with cameras. none-Michele Farkas (Owner) will coordinate and purchase all paint, lights, plumbing fixtures, etc to save on costs. $15,000.00 edit Upload Grant Intake Form here: 19958−application-vendor-question-60fwqcrl2w2n1742574833.pdf Added by [Michele] 03/21/25 edit Upload Signed "Program Rules and Regulations" here: 19958−application-vendor-question-r6hp174fnnw71742574833.pdf Added by [Michele] 03/21/25 19958−application-vendor-question-5y0cc7cpdd9d1742574833.pdf Added by [Michele] 03/21/25 edit List of improvements seeking reimbursement for: edit Requested grant amount for design fees: edit Requested grant amount for eligible property improvments: edit 3/25/25, 10:35 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny https://www.eventeny.com/dashboard/events/event/vendors/list/view/?id=12701&vend_id=546639 5/8464 No response submitted No response submitted Pay with credit card Upload cost estimates from a licensed contractor(s) here: 19958−application-vendor-question-mzqh69l94vnv1742574833.pdf Added by [Michele] 03/21/25 19958−application-vendor-question-2n981qsp8g7r1742574833.pdf Added by [Michele] 03/21/25 edit If design funding is requested, upload the cost estimate(s) from a qualified licensed design professional here: edit Upload a copy of design and construction plans associated with the proposed improvements here: edit Upload a copy of the building permit application here: 19958−application-vendor-question-9yxljhz91qjl1742574833.pdf Added by [Michele] 03/21/25 edit Upload the "City Acknowledgement" Forms here: 19958−application-vendor-question-7hxyvcqtn7bw1742574833.pdf Added by [Michele] 03/21/25 edit Upload Notarized "Anti-Human Tracking Adavit" here: 19958−application-vendor-question-1tfnnfqcmg3k1742574833.pdf Added by [Michele] 03/21/25 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. Michele Farkas Device and location locked How would you like to pay your application fee? edit 3/25/25, 10:35 AM Artist, Vendor & Exhibitor Submission - BBCRA Economic Development Grant Programs - Eventeny https://www.eventeny.com/dashboard/events/event/vendors/list/view/?id=12701&vend_id=546639 6/8465 Reset Select Language ▼ CLOSE TABS 2024 PROPOSED NOTICE Search by Owner Name (Last Name rst), Address, or PCN Search Real Property Search Tangible Property Search Print LOCATION ADDRESS 1220 S FEDERAL HWY 1010 MUNICIPALITY BOYNTON BEACH PARCEL CONTROL NUMBER 08-43-45-27-51-006-1010 SUBDIVISION COLONIAL CENTER COND DECL FILED 11-19-81 OFFICIAL RECORDS BOOK/PAGE 28689 / 1281 SALE DATE 10/28/2016 LEGAL DESCRIPTION COLONIAL CENTER COND UNIT 101 BLDG 6 Show Full Map Nearby Sales Search   Change of Mailing Address OWNER(S)MAILING ADDRESS FARKAS MICHELE 1220 S FEDERAL HWY # 1010 BOYNTON BEACH FL 33435 6041 SALES DATE PRICE OR BOOK/PAGE SALE TYPE OWNER 10/28/2016 $89,900 28689 / 01281 WARRANTY DEED FARKAS MICHELE 12/07/2010 $100 24241 / 00638 CERT OF TITLE SIMON SANDRA TR 07/23/2010 $1,300 23967 / 00823 CERT OF TITLE COLONIAL CENTER ASSOCIATION INC 02/09/2007 $160,000 21418 / 01187 WARRANTY DEED SYLVAIN JOB 02/27/2006 $147,000 19994 / 00545 WARRANTY DEED SCULLY HELENE 03/17/2005 $86,000 18305 / 00194 WARRANTY DEED LIGHTHOUSE REAL ESTATE INVESTMENTS INC PROPERTY DETAIL OWNER INFORMATION - SALES INFORMATION - 3/25/25, 1:30 PM PAPA - 1220 S FEDERAL HWY 1010 https://pbcpao.gov/Property/Details?parcelId=08434527510061010 1/4466 SALES DATE PRICE OR BOOK/PAGE SALE TYPE OWNER 10/01/1999 $49,500 11425 / 01555 WARRANTY DEED 05/01/1985 $100 04537 / 00354 QUIT CLAIM 12/01/1981 $31,000 03642 / 00807 WARRANTY DEED NOTE: Sales do not generally appear in the PAPA database until approximately 1 to 3 weeks after the closing date. If a recent sale does not show up in this list, please allow more time for the sale record to be processed. No Exemption Information Available. Exemption E File Building 1 Tangible Account(s) SUBAREA AND SQUARE FOOTAGE FOR BUILDING 1 CODE DESCRIPTION SQUARE FOOTAGE Number of Units 1 Total Square Feet*0 Acres Property Use Code 1704—OFF BLDG- NON MEDIC 1 TO 3 STORIES CONDO Zoning C1—C1 OFFICE PROFESSIONAL (08-BOYNTON BEACH) Request Structural Details Change *May indicate living area in residential properties. No Data Found. STRUCTURAL ELEMENT FOR BUILDING 1 Year Built 1982 Bed Rooms Full Baths 0 Half Baths 0 Stories Print Building 1 Details SKETCH FOR BUILDING 1 Print Building 1 Sketch EXEMPTION INFORMATION - PROPERTY INFORMATION - 3/25/25, 1:30 PM PAPA - 1220 S FEDERAL HWY 1010 https://pbcpao.gov/Property/Details?parcelId=08434527510061010 2/4467 PROPERTY EXTRA FEATURES DESCRIPTION YEAR BUILT UNITS Oce>100 And <225 1982 373 PROPERTY LAND DETAILS No Land Details Available TAX YEAR 2024 2023 2022 2021 2020 Improvement Value $69,939 $67,980 $67,175 $66,496 $64,668 Land Value $0 $0 $0 $0 $0 Total Market Value $69,939 $67,980 $67,175 $66,496 $64,668 All values are as of January 1st each year TAX YEAR 2024 2023 2022 2021 2020 Assessed Value $69,939 $67,980 $67,175 $66,496 $64,668 Exemption Amount $0 $0 $0 $0 $0 Taxable Value $69,939 $67,980 $67,175 $66,496 $64,668 TAX YEAR 2024 2023 2022 2021 2020 AD VALOREM $1,403 $1,377 $1,387 $1,411 $1,384 NON AD VALOREM $204 $182 $179 $175 $173 TOTAL TAX $1,607 $1,559 $1,566 $1,586 $1,557 Property Tax Calculator Portability Calculator Property Tax Details Tax Collector BUYERS TAKE NOTE: Taxes will change and often increase substantially when a property sells. The seller’s exemption benets will GO AWAY the year after they sell and this may result in higher taxes for a buyer. Please use the Property Tax Calculator to get a better annual tax estimate if you are purchasing this property. Home Contact Us Records Custodian This site is designed to work best for updated browsers like Microsoft Edge, Google Chrome, Mozilla Firefox and Apple Safari. For additional assistance, visit Navigate PAPA, or contact us. DISCL AIMER The information contained herein is for ad valorem tax assessment purposes only. The Property Appraiser exercises strict auditing procedures to ensure validity of any transaction received and posted by this oce, but cannot be responsible for errors or omissions in the information received from external sources. Due to the elapsed time between transactions in the marketplace, and the time that those transactions are received from the public and/or other jurisdictions, some transactions will not be reected. Information collected at this site, including email addresses, becomes public record and may be subject to inspection and copy by the public unless prohibited by exception or exemption in the law. ADA ACCESS The Palm Beach County Property Appraiser’s Oce is committed to compliance with the Americans with Disabilities Act (ADA) and WCAG 2.0 and WCAG 2.1. It does not discriminate on the basis of disability in the admission or access to, or treatment or employment in, its services, programs or activities. Upon request, reasonable accommodation will be made to allow individuals with disabilities access to the communications regarding our services, programs or activities set forth on the Palm Beach County Property Appraiser's Oce website. APPR AISALS Show 5 Year Show 10 Year - ASSESSED & TA X ABLE VALUES Show 5 Year Show 10 Year - TAXES Show 5 Year Show 10 Year - 3/25/25, 1:30 PM PAPA - 1220 S FEDERAL HWY 1010 https://pbcpao.gov/Property/Details?parcelId=08434527510061010 3/4468 © 2023 Palm Beach County Property Appraiser. Designed by Green Group Studio, maintained by Palm Beach County, Information Systems Services. Please contact our public records custodian at 561.355.2881 or e-mail your request to pa-pubsvc@pbcpao.gov. 3/25/25, 1:30 PM PAPA - 1220 S FEDERAL HWY 1010 https://pbcpao.gov/Property/Details?parcelId=08434527510061010 4/4469 Commercial Lease Agreement for office space: 1220 South Federal Highway, Boynton Beach, FL 33435 This Commercial Lease Agreement ("Lease") is made and effective January 1st, 2025, by and between Michele Farkas ("Landlord") and Home With Help of Florida, Inc. ("Tenant"). Landlord is the owner of the property and improvements commonly known and numbered and legally described as follows: 1220 South Federal Highway (also known as unit 1010 and/or unit 101, but no unit number is needed as there is no other units at the designated address), Boynton Beach, FL 33435. Landlord makes available for lease the property designated as office space known as 1220 South Federal Highway, Boynton Beach, FL 33435 and located in the Colonial Center Office Complex (the "Leased Premises"). Landlord desires to lease the Leased Premises to Tenant, and Tenant desires to lease the Leased Premises from Landlord for the term, at the rental and upon the covenants, conditions and provisions herein set forth. THEREFORE, in consideration of the mutual promises herein, contained and other good and valuable consideration, it is agreed: 1. Term. A. Landlord hereby leases the Leased Premises to Tenant, and Tenant hereby leases the same from Landlord, for an "Initial Term" beginning January 1st, 2025 and ending December 31st, 2028. B. Tenant may renew the Lease for one extended term of 1 (one) year. Tenant shall exercise such renewal option, if at all, by giving written notice to Landlord not less than ninety (90) days prior to the expiration of the Initial Term. The renewal term shall be at the rental set forth below and otherwise upon the same convenants, conditions and provisions as provided in this Lease. 2. Rental. A. Tenant shall pay rent to Landlord during the Initial Term rental of 3 (three) years, payable in installments of $1800.00 per month. Each installment payment shall be due in advance on the first day of each calendar month during the lease term to Landlord at address noted at the end of the lease or at such other place designated by written notice from Landlord or Tenant. The rental payment amount for any partial calendar months included in the lease term shall be prorated on a daily basis. Landlord is waiving the "Security Deposit" currently, but reserves the right to request a security deposit equal to 1 (one) month’s rent at any time during the term of this lease. B. The rental for any renewal lease term, if created as permitted under this Lease, shall be increased 3% per year payable in monthly installments, commencing on January 1st, 2019 and every January 1st thereafter while the tenant occupies these same premises. 3. Use. Notwithstanding the forgoing, Tenant shall not use the Leased Premises for the purposes of storing, manufacturing or selling any explosives, flammables or other inherently dangerous substance, chemical or device. 4. Sublease and Assignment. Tenant shall have the right without Landlord's consent, to assign this Lease to a corporation with which Tenant may merge or consolidate, to any subsidiary of Tenant, to any corporation under common control with Tenant, or to a purchaser of substantially all of Tenant's assets. Except as set forth above, Tenant shall not sublease all or any part of the Leased Premises, or assign this Lease in whole or in part without Landlord's consent, such consent not to be unreasonably withheld or delayed. 5. Repairs. During the Lease term, Tenant shall make, at Tenant's expense, all necessary repairs to the Leased Premises. Repairs shall include such items as routine repairs of floors, walls, ceilings, air conditioning unit, bathroom (toilet and sink) and other parts of the Leased Premises damaged or worn through normal occupancy, except for the electrical or plumbing systems or the roof, subject to the obligations of the parties otherwise set forth in this Lease. 6. Alterations and Improvements. Tenant, at Tenant's expense, shall have the right following Landlord's consent to remodel, redecorate, and make additions, improvements and replacements of and to all or any part of the Leased Premises from time to time as Tenant may deem desirable, provided the same are made in a workmanlike manner and utilizing good quality materials. Tenant shall have the right to place and install personal property, trade fixtures, equipment and other temporary installations in and upon the Leased Premises, and fasten the same to the premises. All personal property, equipment, machinery, trade fixtures and temporary installations, whether acquired by Tenant at the commencement of the Lease term or placed or installed on the Leased Premises by Tenant thereafter, shall remain Tenant's property free and clear of any claim by Landlord. Tenant shall have the right to remove the same at any time during the term of this Lease provided that any and all damage to the Leased Premises caused by such removal shall be repaired by Tenant at Tenant's expense. 470 7. CAM & Property Taxes. Landlord shall notify tenant, prior to becoming due, of all real estate taxes, COA fees, and installments of special assessments coming due during the Lease term on the Leased Premises, and all personal property taxes with respect to Landlord's personal property, if any, on the Leased Premises. Tenant shall be responsible for paying all personal property taxes with respect to Tenant's personal property at the Leased Premises. In the alternative, the taxes and Common Area Maintenance (CAM) expenses will be passed along to the Tenant by the Landlord and the Tenant will be responsible for paying these expenses directly within Thirty (30) days of receipt and providing proof of payment to the Landlord. If late, the Tenant will be responsible for any penalties incurred. 8. Insurance.  A. If the Leased Premises or any other part of the building is damaged by fire or other casualty resulting from any act or negligence of Tenant or any of Tenant's agents, employees or invitees, rent shall not be diminished or abated while such damages are under repair, and Tenant shall be responsible for the costs of repair not covered by insurance. B. Landlord shall maintain fire and extended coverage insurance on the Leased Premises in such amounts as Landlord shall deem appropriate. Tenant shall be responsible, at its expense, for fire and extended coverage insurance on all of its personal property, including removable trade fixtures, located in the Leased Premises. C. Tenant and Landlord shall, each at their own expense, maintain a policy or policies of comprehensive general liability insurance with respect to the respective activities of each in the Building with the premiums thereon fully paid on or before due date, issued by and binding upon some insurance company approved by Landlord, such insurance to afford minimum protection of not less than $1,000,000 combined single limit coverage of bodily injury, property damage or combination thereof. Landlord shall be listed as an additional insured on Tenant's policy or policies of comprehensive general liability insurance, and Tenant shall provide Landlord with current Certificates of Insurance evidencing Tenant's compliance with this Paragraph. Tenant shall obtain the agreement of Tenant's insurers to notify Landlord that a policy is due to expire at least (10) days prior to such expiration. Landlord shall not be required to maintain insurance against thefts within the Leased Premises or the Building. 9. Utilities. Tenant shall pay all charges for electricity, telephone, cable and other services and utilities used by Tenant on the Leased Premises during the term of this Lease unless otherwise expressly agreed in writing by Landlord. In the event that any utility or service provided to the Leased Premises is not separately metered, Landlord shall pay the amount due and separately invoice Tenant for Tenant's pro rata share of the charges. Tenant shall pay such amounts within fifteen (15) days of invoice. Tenant acknowledges that the Leased Premises are designed to provide standard office use electrical facilities and standard office lighting. Tenant shall not use any equipment or devices that utilizes excessive electrical energy or which may, in Landlord's reasonable opinion, overload the wiring or interfere with electrical services to other tenants. 10. Signs. Following Landlord's consent, Tenant shall have the right to place on the Leased Premises, at locations selected by Tenant, any signs which are permitted by applicable zoning ordinances, the Colonial Center Association and Management Company and private restrictions. Landlord may refuse consent to any proposed signage that is in Landlord's opinion too large, deceptive, unattractive or otherwise inconsistent with or inappropriate to the Leased Premises or use of any other tenant. Landlord shall assist and cooperate with Tenant in obtaining any necessary permission from governmental authorities or adjoining owners and occupants for Tenant to place or construct the foregoing signs. Tenant shall repair all damage to the Leased Premises resulting from the removal of signs installed by Tenant. 11. Entry. Landlord shall have the right to enter upon the Leased Premises at reasonable hours to inspect the same, provided Landlord shall not thereby unreasonably interfere with Tenant's business on the Leased Premises. 12. 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, subject to rules and regulations for the use thereof as prescribed from time to time by Landlord. 13. Building Rules. Tenant will comply with the rules of the building adopted and altered by Landlord from time to time and will cause all of its agents, employees, invitees and visitors to do so; all changes to such rules will be sent by Landlord to Tenant in writing. The initial rules for the Building are attached hereto as Exhibit "A" and incorporated herein for all purposes. 471 14. Damage and Destruction. Subject to Section 8 A. above, if the Leased Premises or any part thereof or any appurtenance thereto is so damaged 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. In the event of minor damage to any part of the Leased Premises, and 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 making the repairs called for in this paragraph, Landlord shall not be liable for any delays resulting from strikes, governmental restrictions, inability to obtain necessary materials, permits, or labor or other matters which are beyond the reasonable control of Landlord. 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. Rentals and other charges paid in advance for any such periods shall be credited on the next ensuing payments, if any, but if no further payments are to be made, any such advance payments shall be refunded to Tenant. The provisions of this paragraph extend not only to the matters aforesaid, but also to any occurrence which is beyond Tenant's reasonable control and which renders the Leased Premises, or any appurtenance thereto, inoperable or unfit for occupancy or use, in whole or in part, for Tenant's purposes. 15. Default. If default shall at any time be made by Tenant in the payment of rent when due to Landlord as herein provided, and if said default shall continue for fifteen (14) days after written notice thereof shall have been given to Tenant by Landlord, or if default shall be made in any of the other covenants or conditions to be kept, observed and performed by Tenant, and such default shall continue for thirty (14) days after notice thereof in writing to Tenant by Landlord without correction thereof then having been commenced and thereafter diligently prosecuted, Landlord may declare the term of this Lease ended and terminated by giving Tenant written notice of such intention, and if possession of the Leased Premises is not surrendered, Landlord may re-enter said premises. Landlord shall have, in addition to the remedy above provided, any other right or remedy available to Landlord on account of any Tenant default, either in law or equity. Landlord shall use reasonable efforts to mitigate its damages. 16. Quiet Possession. Landlord covenants and warrants that upon performance by Tenant of its obligations hereunder, Landlord will keep and maintain Tenant in exclusive, quiet, peaceable and undisturbed and uninterrupted possession of the Leased Premises during the term of this Lease. 17. Condemnation. If any legally, constituted authority condemns the building or such part thereof which shall make the Leased Premises unsuitable for leasing, this Lease shall cease when the public authority takes possession, and Landlord and Tenant shall account for rental as of that date. Such termination shall be without prejudice to the rights of either party to recover compensation from the condemning authority for any loss or damage caused by the condemnation. Neither party shall have any rights in or to any award made to the other by the condemning authority. 18. Subordination. Tenant accepts this Lease subject and subordinate to any mortgage, deed of trust or other lien presently existing or hereafter arising upon the Leased Premises, or upon the Building and to any renewals, refinancing and extensions thereof, but Tenant agrees that any such mortgagee shall have the right at any time to subordinate such mortgage, deed of trust or other lien to this Lease on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion. Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any mortgage, deed of trust or other lien now existing or hereafter placed upon the Leased Premises of the Building, and Tenant agrees upon demand to execute such further instruments subordinating this Lease and to assign to the holder of any such liens as Landlord may request. In the event that Tenant should fail to execute any instrument of subordination herein required to be executed by Tenant promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to execute such instrument in Tenant's name, place and stead, it being agreed that such power is one coupled with an interest. Tenant agrees that it will from time to time upon request by Landlord execute and deliver to such persons as Landlord shall request a statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to which rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as Landlord shall reasonably require. 472 19. Security Deposit. The Security Deposit shall be held by Landlord without liability for interest & as security for the performance by Tenant of Tenant's covenants & obligations under this Lease, it being expressly understood that the Security Deposit shall not be considered an advance payment of rental or a measure of Landlord's damages in case of default by Tenant. Unless otherwise provided by mandatory non-waivable law or regulation, Landlord may commingle the Security Deposit with Landlord's other funds. Landlord may, from time to time, without prejudice to any other remedy, use the Security Deposit to the extent necessary to make good any arrearages of rent or to satisfy any other covenant or obligation of Tenant. Following any such application of the Security Deposit, Tenant shall pay to Landlord on demand the amount so applied in order to restore the Security Deposit to its original amount. If Tenant is not in default at the termination of this Lease, the balance of the Security Deposit remaining after any such application shall be returned by Landlord to Tenant. If Landlord transfers its interest in the Premises during the term of this Lease, Landlord may assign the Security Deposit to the transferee and thereafter shall have no further liability for the return of such Security Deposit. The Landlord has waived a security deposit at this time but reserves the right to request a security deposit at any time during the term of this lease. 20. Notice. Any notice required or permitted under this Lease shall be deemed sufficiently given or served if sent by United States certified mail, return receipt requested, addressed as follows: If to Landlord to: If to Tenant to: Contact: Menashe Miltz Home With Help of Florida, Inc./office: 561-740-7920 Property manager: 561-299-0679 Contact: Michele Farkas 561-727-6340 6309 Bengal Circle 1220 South Federal Highway Boynton Beach, FL 33437 Boynton Beach, FL 33435 Landlord and Tenant shall each have the right from time to time to change the place notice is to be given under this paragraph by written notice thereof to the other party 30 days before any change is to take effect. 21. Brokers. Tenant represents that Tenant was not shown the Premises by any real estate broker or agent and that Tenant has not otherwise engaged in, any activity which could form the basis for a claim for real estate commission, brokerage fee, finder's fee or other similar charge, in connection with this Lease. 22. Waiver. No waiver of any default of Landlord or Tenant hereunder shall be implied from any omission to take any action on account of such default if such default persists or is repeated, and no express waiver shall affect any default other than the default specified in the express waiver and that only for the time and to the extent therein stated. One or more waivers by Landlord or Tenant shall not be construed as a waiver of a subsequent breach of the same covenant, term or condition. 23. Memorandum of Lease. The parties hereto contemplate that this Lease should not and shall not be filed for record, but in lieu thereof, at the request of either party, Landlord and Tenant shall execute a Memorandum of Lease to be recorded for the purpose of giving record notice of the appropriate provisions of this Lease. 24. Successors. The provisions of this Lease shall extend to and be binding upon Landlord and Tenant and their respective legal representatives, successors and assigns. 25. Consent. Landlord shall not unreasonably withhold or delay its consent with respect to any matter for which Landlord's consent is required or desirable under this Lease. 26. Performance. If there is a default with respect to any of Landlord's covenants, warranties or representations under this Lease, and if the default continues more than fifteen (15) days after notice in writing from Tenant to Landlord specifying the default, Tenant may, at its option and without affecting any other remedy hereunder, cure such default and deduct the cost thereof from the next accruing installment or installments of rent payable hereunder until Tenant shall have been fully reimbursed for such expenditures, together with interest thereon at a rate equal to the lessor of twelve percent (12%) per annum or the then highest lawful rate. If this Lease terminates prior to Tenant's receiving full reimbursement, Landlord shall pay the unreimbursed balance plus accrued interest to Tenant on demand. 27. Compliance with Law. Tenant shall comply with all laws, orders, ordinances and other public requirements now or hereafter pertaining to Tenant's use of the Leased Premises. Landlord shall comply with all laws, orders, ordinances and other public requirements now or hereafter affecting the Leased Premises. 473 28. Final Agreement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. This Agreement may be modified only by a further writing that is duly executed by both parties. IN WITNESS WHEREOF, the parties have executed this Lease as of the day and year first above written. For Landlord (designated representative/title) _____________________________ date: January 1st, 2025 Menashe Miltz/Property Manager For Tenant (designated representative/title) _____________________________ date: January 1st, 2025 Michele Farkas/President-owner Home With Help of Florida, Inc. 474 Item Cost Doors and Windows 8,136.00$ Interior Improvements 3,725.00$ HVAC 8,176.50$ Sink 543.86$ Landscaping 949.16$ Paint 213.98$ Lighting 473.49$ Alarm 560.50$ Total 22,778.49$ Plus 20% Contingency 4,555.70$ Project Total 27,334.19$ 50% Grant Request 13,667.09$ 475 Page 1 of 2 Florida Impact Protection 1776 W 41st St Hialeah, FL 33012 305.331.1999 Floridaimpactprotection@gmail.com www.floridaimpactprotection.com Contract ADDRESS MICHELE FARKAS 1220 SOUTH FEDERAL HIGHWAY BOYNTON BEACH, FLORIDA 33435 CONTRACT 1270 DATE 09/10/2024 DESCRIPTION AMOUNT IMPACT WINDOWS AND DOORS PLEASE SEE ATTACHED ORDER FOR PRODUCT SPECS. SIGNATURE REQUIRED. -LEAD TIME IS APPROX 16 WEEKS (COUNTDOWN BEGINS AFTER HOA APPROVAL, IF APPLICABLE) -CONTRACTOR NOT RESPONSIBLE FOR DELAYS DUE TO MANUFACTURER. 8,136.00 LABOR - WINDOWS/DOORS INCLUDED: -REMOVAL AND DISPOSAL OF EXISTING WINDOWS/DOORS/SHUTTERS -INSTALLATION OF NEW WINDOWS/DOORS. -LOCK LABOR ANYTHING NOT NOTED ABOVE IS NOT INCLUDED. 0.00 PERMIT - WINDOWS/DOORS INCLUDES: PREPARATION OF PAPERWORK, NOTARIZING DOCUMENT, WINDLOAD CALCULATIONS, SUBMITTAL, TRACKING, ISSUANCE AND INSPECTIONS. CITY FEES ARE NOT INCLUDED. ____________ (INITIAL) -PLEASE KEEP IN MIND PERMITTING VARIES BY DEPARTMENT AND CAN 4-6 WEEKS MIN. 0.00 PAYMENT TERMS 50% DOWN PAYMENT/40% DELIVERY AND INSTALL/10% FINAL INSPECTION -PLEASE NOTE: A 3% CONVENIENCE FEE WILL BE ADDED TO ALL CREDIT.DEBIT CARD TRANSACTIONS. 0.00 TERMS - WINDOWS/DOORS MATERIAL AND INSTALLATION - ALL MATERIALS AND INSTALLATION WILL CONFORM TO THE CURRENT BUILDING CODE AS STATED IN THE PRODUCT APPROVAL / NOA. - INSTALLATION WILL NOT COMMENCE UNTIL WE HAVE RECEIVED HOA APPROVAL (IF APPLICABLE) - RECEIVING HOA APPROVAL IS CLIENTS RESPONSIBILITY. - THE FOLLOWING IS NOT INCLUDED IN OUR SCOPE OF WORK: PAINT, ALARM HOOKUP, TILE/MARBLE, WINDOW SILLS, WINDOW TREATMENT(REMOVAL OR INSTALLATION), LOCKSET, WALLPAPER AND HIDDEN STRUCTURAL REPAIRS. MATERIAL CONDITIONS: - CLIENT UNDERSTANDS THAT MATERIALS ARE ORDERED SPECIFICALLY FOR CLIENTS PROPERTY AND CANNOT BE RETURNED. 0.00T 476 Page 2 of 2 - CLIENT MUST CONFIRM PRODUCT IS ACCEPTABLE AT DELIVERY. ANY DAMAGE, ISSUES, COMPLAINTS, DEFECTS, NON COMPLIANCE, VARIATIONS OR OBJECTIONS MUST BE PRESENTED TO THE CONTRACTOR, IN WRITING, WITHIN 48 HOURS OF SCHEDULED COMMENCEMENT DATE. - CONTRACTOR IS NOT RESPONSIBLE, UNDER ANY CIRCUMSTANCE, FOR LOSS ARISING OR RELATED TO THEFT, VANDALISM, NATURAL DISASTERS, FIRE OR OTHER CAUSES, ONCE PRODUCT HAS BEEN DELIVERED TO SITE. - HEAT STRENGTHENED AND TEMPERED GLASS IS SUBJECT TO DISTORTION. THESE VISUAL CHARACTERISTICS ARE NOT DEFECTS AND CANNOT BE ELIMINATED. PERMITS: - PERMITS ARE REQUIRED. ALL COSTS ASSOCIATED WITH PERMIT ISSUANCE INCLUDING, WITHOUT LIMITATION, APPLICATION FEES, ARCHITECTURAL DRAWINGS, SURVEY COSTS AND/OR ENGINEER LETTERS, IF ANY ARE REQUIRED, SHALL BE THE RESPONSIBILITY OF CLIENT AND WILL BE INVOICED SEPARATELY. WARRANTY: - CONTRACTOR PROVIDES 1 YEAR WARRANTY ON LABOR AND WORKMANSHIP ASSOCIATED WITH THE INSTALL OF THE PRODUCT. - MANUFACTURER PROVIDES WARRANTY ON PRODUCT. WARRANTY SPECS PROVIDED UPON REQUEST. - IF THIS CONTRACT IS NOT PAID IN FULL ALL WARRANTIES ARE VOID. ADDITIONAL TERMS: - THIS CONTRACT IS MADE PURSUANT TO AND SHALL BE CONSTRUED ACCORDING TO THE LAWS OF THE STATE OF FLORIDA. - THIS CONTRACT , ONCE EXECUTED, CANNOT BE MODIFIED OR CANCELED. - ANY AND ALL PROFESSIONAL CHARGES ARISING WITH REGARDS TO PROJECT WILL BE CLIENT'S RESPONSIBILITY. - A $25 FEE WILL BE BILLED FOR ALL RETURN CHECK. - 1.5% INTEREST FEE WILL BE BILLED MONTHLY ON ALL PAST DUE BALANCES. THIS CONTRACT IS NULL AND VOID IF DEPOSIT AND EXECUTED DOCUMENT IS NOT RECEIVED WITHIN 30 DAYS OF ESTIMATE DATE. MISC. MATERIALS ENTRANCE FIBERGLASS DOOR 6 PANELS, UNFINISHED, (HURRICANE PROOF) #FL15210 0.00 LICENSED AND INSURED SCC131152806 ESW #674460 DIEGO #954-501-9441 SUBTOTAL 8,136.00 TAX 0.00 TOTAL $8,136.00 Accepted By Accepted Date 477 Page 1 of 2 ESTIMATE Prepared For Michele Farkas - Home with Help of Florida LLC 1220 Federal Hwy, , 1010 Boynton Beach, FL 33435 Wedry USA 73 SW 12th Ave., Sui te 111 Dania Beach, Florida 33004-3523 Phone: (855) 933-7924 Email: intake@wedryus.com Estimate #24-911-BLD Date 12/17/2024 Bus iness / Tax #83-1241881 Descripti on Total Interior Repairs $3,800.00 Office 1- Detach and replace current 2 light fixtures (w new fixtures from client) Refinish the BLUE wall that extends from the office to the bathroom, it was not finished well, need to skim coat and paint. Add wall protection behind 2 office desks with Plexi-glass ( Desk 1- 4'7)'' x (Desk 2 - 3'1'') Paint walls Office 2 - Remove an interior (receptionist) window approx. 5x7 add 2x4, frame, install drywall. Detach desks, paint walls Remove popcorn from ceiling, skim coat and paint flat white Subtotal $3,800.00 Total $3,800.00 478 Page 2 of 2 By si gning this document, the customer agrees to the servic es and conditions outlined in this document. Mic hele Farkas - Home wi th Help of Florida LLC 479 RECIPIENT: Michele Farkas 1220 Federal Highway Boynton Beach, FL 33435, United States SERVICE ADDRESS: 1220 Federal Highway Office suit Boynton Beach, Florida 33435 Quote #1114 Sent on Mar 06, 2025 Total $8,176.50 Product/Service Description Qty.Unit Price Total Install New A/C System Install new Rheem 2 Ton 16 SEER System. Condenser unit model #: RA14AY24AJ1NALHP Air Handler model #: RH2TY2417STANNJ 8 Kw Heater Includes: Safe T Switch , Hurricane tie Downs, Vibration Pads, Filter Dryer, Flush Cooper pipes, apply drain solve & Flush drain line, Disposal of old unit, Apply Mastic & Mash to Inside of supply & Return plenum- to Guarantee a firm airtight seal, New Aux pan & Relocate chains . Price For Check /Cash/Debit Card. Financing Options Are Available: LIMITED WARRANTY AND SERVICE: Manufacturer’s limited __10___ Year Warranty on compressor. Manufacturer’s limited ___10___ Year Warranty on all other components. Water leaks have a 30 day warranty. Seller will provide free service and all labor for a period of one year from date of start-up. Any service work performed of a maintenance nature (changing filters, cleaning coils or clogged drain pans or water leaks) is not covered under this service agreement. All material is guaranteed to be as specified. All work to be completed in a workmanlike manner according to standard practices. On A/C change out: unit to be hooked up to existing slab, cooper, drain, electric & duct. Permit Fees Included . Any alteration or deviation from above specifications involving extra costs will become an extra charge over and above the estimate. All agreements contingent upon strikes, accidents or delays beyond our control. Upon Cancellation, $1,500 of Deposit amount will not be returned to customer due to Operation Expenses . Price is after FPL rebate 1 $7,900.00 $7,900.00 1 of 2 pages Friendly AC 19515 Carolina Circle | Boca Raton, Florida 33434 5613054832 | friendly.ac@hotmail.com | friendlyac.com 480 Subtotal $7,900.00 Credit Card Fee (3.5%) $276.50 Total $8,176.50 LIMITED WARRANTY AND SERVICE: Manufacturer’s limited 10 Year Warranty on all components with online registration to original homeowner. Water leaks have a 30-day warranty. Seller will provide free labor for a period of one year from date of start-up. Any service work performed of a maintenance nature (changing filters, cleaning coils or clogged drain pans or water leaks) is not covered under this labor warranty. No carpentry is included in this agreement. All electrical work will be performed by outside Electrical Contractor TERMS OF SALE All material is guaranteed to be as specified. All work to be completed in a workmanlike manner according to standard practices. On A/C change out: unit to be hooked up to existing slab, cooper, drain, electric & duct. Any alteration or deviation from above specifications involving extra costs will become an extra charge over and above the estimate. All agreements contingent upon strikes, accidents or delays beyond our control. I have authority to order the work as outlined above. It is agreed that the seller will retain title to any equipment or material that may be furnished until final payment is made and if settlement is not made as agreed, the seller shall have the right to remove same and the seller will be held harmless for any damages resulting from the removal thereof. All sales are final. No refund/exchange on installed equipment. 2 of 2 pages Friendly AC 19515 Carolina Circle | Boca Raton, Florida 33434 5613054832 | friendly.ac@hotmail.com | friendlyac.com 481 482 Amelia’s Smarty Plants, Lake Worth (online catalog) 4=$63 4=$30 483 4=$100 4=$39 484 4=$34 1-larger one $60 485 1=$55 2 large+ $27 Fill-in plants 486 6=$58.50 Removal of current hedges approx.$250 Labor to install: $200 Total plants: $466.50 plants+ tax $32.66=$499.16 Estimated labor: $450.00 Total=$949.16 Note: I am planning to plant mostly (if not all) Florida native plants to promote pollinators and eliminate the need for any pesticides. 487 Car t (2) Offers & Promo Codes Subtotal $199.98 Store Pickup FREE Sales Tax (calculated in checkout) TBD Est. Total $199.98 Estimated Earned Points 1999 To earn points, get Ace Rewards Exclusive offers, free delivery from store with qualifying online purchases of $50 or more. or available In checkout As low as $19.10/mo with PayPal. Learn more Benjamin Moore Aura Eggshell Base 1 Paint and Primer Interior 1 gal Item# 1018875 Color Ready in 15 minutes* FREE Delivering to:33308  Get it as soon as Fri, Mar 28 FREE for Ace Rewards Members on orders $50+ Delivery scheduled in checkout Check delivery options Ship It Unavailable for this product × Pickup Ace Hardware on the Beach, Lauderdale By The Sea FL Scheduled Delivery From Store 1 $99.99 Benjamin Moore Aura Eggshell Base 1 Paint and Primer Interior 1 gal Item# 1018875 Color × Add Offer or Promo Code Sign In Join C H E C K O U T Ace Hardware on the Beach - Lauderdale By The Sea, FL Open until 6 PM Hi there! Sign In or Join 2 S h o p S e r v i c e s P r o j e c t s & T i p s S a v i n g s What can we help you find? 488 Ready in 15 minutes* FREE Delivering to:33308  Get it as soon as Fri, Mar 28 FREE for Ace Rewards Members on orders $50+ Delivery scheduled in checkout Check delivery options Ship It Unavailable for this product Pickup Ace Hardware on the Beach, Lauderdale By The Sea FL Scheduled Delivery From Store 1 $99.99  Terms of Use Privacy Policy Interest Based Ads For U.S. Residents Only Your Privacy Choices © 2024 Ace Hardware. Ace Hardware and the Ace Hardware logo are registered trademarks of Ace Hardware Corporation. All rights reserved. For screen reader problems with this website, please call 1-888-827-4223 or Email Us. Prices, promotions, styles, and availability may vary. Prices and availability of products and services are subject to change without notice. More Ways to Shop Customer Service About Ace Resources 489 Boynton Beach 11PM 33426 Boynton Beach 11PM 33426 Shop All Services DIY Log In Remove All Items Pickup and delivery options Choose an option to change all items in your cart (if available) All items available All items available Pickup Boynton Beach (3 items) Minka Lavery Bridlewood 2-Light Stone Grey with Brushed Nickel Bath Light with Clear Seedy Glass Fixture Color/Finish: Stone Grey with Brushed Nickel Fixture Width (in.): 14 in. Number of Lights: 2 $194.95 W…10 C A RT (1 0 )Share Pickup Delivery 1 Up to 40% Off Select Online Bath - Shop Now 490 HALO HLBSL Series 6 in. Adjustable CCT Canless IC Rated Dimmable Indoor, Outdoor Integrated LED Recessed Light Kit Color Temperature: Daylight Pack Size: 1 Color/Finish: White Nominal Size (in.): 6 in $127.76 ($15.97/item) MOEN Genta Single Handle Single Hole Bathroom Faucet in Polished Chrome (2-Pack) Pack Size: 2 Pack Color/Finish: Chrome $150.78 $167.54 Save 10% Recently Viewed 8 1 Everbilt 120-Volt Condensate Pump w/ Hose (4.4 / 354)491 Loading Recommendations Your Order Subtotal $490.25 Savings -$16.76 Pickup FREE Estimated Sales Tax*--- Total $473.49 You Saved 3% Off Your Items Have a Promo Code? Check Out Quickly With Easy In-Store and Online Returns Read Our Return Policy Get Up to $100 Off Checkout 492 <quickbooks@notification.intuit.com>12:17 AM (7 hours ago) to me, help You Wreck We Tech A $160.50 $200.00 ESTIMATE 1010 DETAILS You Wreck We Tech $860.50 Review and approve Powered by QuickBooks Dear Michele, Please review the estimate below. Feel free to contact us if you have any questions. We look forward to working with you. Have a great day, YOUWRECKWETECH LLC Address Michele Farkas Home With Help of Florida 03/27/2025 Materials Simplisafe System 13 piece with 2 cameras...etc 1 X $160.50 03/27/2025 Onsite Support Removing old sensors, base, panel...etc. 2 X $100.00 493 $200.00 $300.00 03/27/2025 Onsite Support Install new system and cameras. 2 X $100.00 03/27/2025 Onsite Support Reviewing existing account and components, Making online account changes, training users and optimizing configuration. 3 X $100.00 Subtotal $860.50 Tax $0.00 Total $860.50 Payment options are Cash, Check, or Credit Card. Please mail checks to: You Wreck We Tech 6400 Boynton Beach Blvd #740482 Boynton Beach, FL 33437 Attached is your Estimate, please note QTY aside from materials are hours estimated to complete the work from start to finish. We look forward to assisting you in the future. Best, Merone Review and approve 494 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.E SUBJECT: Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Alchemy located in Ocean Plaza at 640 East Ocean Avenue, Suite 18, Boynton Beach, FL 33435 SUMMARY: The BBCRA’s Commercial Business Marketing Grant Program is designed to provide financial assistance to businesses located within the BBCRA area 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 program offers financial assistance to eligible commercial businesses in the form of a $2,500 reimbursable grant for eligible marketing or advertising expenses. BUSINESS OVERVIEW CRA staff has received a completed grant application from Alchemy located in Ocean Plaza at 640 East Ocean Avenue, Suite 18, Boynton Beach, FL 33435 (see Attachment I). Alchemy is a community-rooted, eco-conscious salon and spa committed to sustainability, wellbeing, and inclusivity. They provide a sanctuary for self-care and renewal through expert services, green practices, and genuine connection – all while contributing to the growth and wellness of Boynton Beach. The full-service salon, which has been open for 8 years, offers a wide range of hair and skincare services designed to promote their clients with a natural glow and inner well-being. DEMONSTRATED NEED FOR MARKETING ASSISTANCE Low Customer Awareness Poor Online Presence or Engagement Ineffective Current Marketing Efforts Strategic Business Goals MARKETING OBJECTIVES Increase Google landing page search results to number one in our area Increase brand awareness through ads 495 •Attachment I - Application •Attachment II - Marketing Grant Request REQUESTED USE OF FUNDS If approved, the applicant is eligible to receive a maximum grant of $2,500 in reimbursable funding for the desired marketing campaign to include: Google Ads Instagram Ads Facebook Ads Postcards Monthly newsletter ad space at Casa Costa See Attachment II for Marketing Grant Request. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-445, $2,500 for Commercial Business Marketing Grant CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of a Commercial Business Grant Program in the Amount of $2,500 to Alchemy located in Ocean Plaza at 640 East Ocean Avenue, Suite 18, Boynton Beach, FL 33435. ATTACHMENTS: Description 496 497 498 499 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com COMMERCIAL BUSINESS MARKETING GRANT REQUEST Business Name: Taylor Adair Stylist LLC dba Alchemy Marketing Campaign Details: Digital Marketing: • Social Media Advertising: o X Facebook Ads o X Instagram Ads o ☐ LinkedIn Ads o ☐ Twitter Ads o ☐ _______________________________ o ☐ _______________________________ • Search Engine Marketing (SEM): o X Google Ads o ☐ Microsoft Ads o ☐ Yelp Ads o ☐ _______________________________ o ☐ _______________________________ • Email Marketing Programs: o ☐ MailChimp o ☐ Constant Contact o ☐ iContact o ☐ _______________________________ o ☐ _______________________________ • Content Marketing: o ☐ Sponsored Blog Posts o X Video Marketing (YouTube, Vimeo) o ☐ Influencer Partnerships o ☐ _______________________________ o ☐ _______________________________ • Website Development and Enhancement: o ☐ Website Design and Redesign o ☐ WordPress o ☐ Wix o ☐ Domain Purchase o ☐ Website Hosting Services 500 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com o X SEO Services o ☐ E-Commerce Integration o ☐ _______________________________ o ☐ _______________________________ • Outdoor Advertising: o ☐ Billboards (Design and Advertising Costs) o ☐ Street Signs (Design and Advertising Costs) o X Possible banner behind flying plane over the beach Print Marketing: • Print Collateral (Flyers, Posters, Brochures): o ☐ Design Costs o ☐ Printing Costs o X Distribution Services o ☐ _______________________________ o ☐ _______________________________ • Direct Mail: o ☐ Design Costs o X Printing Costs o X Mailing Services o ☐ _______________________________ o ☐ _______________________________ • Magazine and Newspaper Ads: o X Local Publications o ☐ Specialty Magazines o ☐ _______________________________ o ☐ _______________________________ o • 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 ☐ _______________________________ 501 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com • In-Store Displays: o ☐ Window Decals and Graphics o ☐ _______________________________ o ☐ _______________________________ Other Mediums of Marketing: Graphic Design Services or Tools: o ☐ Graphic Design Company o X 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 ☐ _______________________________ Television Advertising: o ☐ Local TV Commercials o ☐ Cable TV Ads o ☐ _______________________________ o ☐ _______________________________ In-Person Exhibiting: o ☐ Vendor Booth at Local Events o ☐ Banner Placement at Sponsored Events o ☐ _______________________________ o ☐ _______________________________ Promotional Materials: o ☐ Branded Merchandise (T-shirts, Pens, Bags, etc.) o ☐ Signage and Display Materials o ☐ _______________________________ 502 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com o ☐ _______________________________ Vehicle Wraps: o ☐ Design and Application for Branded Vehicles o ☐ _______________________________ o ☐ _______________________________ Miscellaneous Approved Campaigns and Items: o ☐ _______________________________ o ☐ _______________________________ o ☐ _______________________________ o ☐ _______________________________ o ☐ _______________________________ Demonstrated Need for Marketing Assistance: o ☐ Declining Sales or Revenue o X Low Customer Awareness o ☐ High Competition o ☐ New or Expanding Product/Service Offerings o ☐ Underutilized Capacity o X Poor Online Presence or Engagement o X Ineffective Current Marketing Efforts o ☐ Target Market Challenges o ☐ Need for Rebranding or Brand Refresh o X Strategic Business Goals Please provide an explanation for demonstrated need below. Any supportive documentation should be uploaded as an attachment to Eventeny. One of our greatest opportunities in increasing our visibility with our Google landing page currently ranking 16th in overall search results on Google compared to similar salons in the area. Our salon does not event rank in searches currently for the following key words: waxing, esthetician, facials, and ranks very low for hair extensions. Our goal is to increase our Google search ranking to 1st in our area, and at minimum. 3rd in our surrounding area. Our goal is to see traction in this direction over the next 6 months by utilizing the marketing grant for Google ads, Instagram and Facebook ads, and SEO optimization, and targeting the local area codes. Marketing Objectives: o Increase Google landing page search results to #1 in our area o Increase brand awareness o _______________________________ Target Audience: o Ranges between 18-80 o Women, with emphasis on health, wellness, and sustainability 503 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com o _______________________________ Estimated Project Start Date: April 8, 2025 Estimated Project Completion Date: October 8, 2025 Total Reimbursement Requested: $2,500 Marketing Campaign Itemized Expense Details: Expense Vendor/Service Provider Expense Description Reimbursement Amount Requested Facebook Ad Campaign Facebook Ads 60-day video ad at $10 per day $600 Print Flyers Clear Copy Print 500 promotional flyers $250.00 Website Redesign Saffire Web Design Redesign website to be a responsive format and add ecommerce functionality $1,650.00 Google Ads Google 30-day sponsored ad at $15/day $450 Instagram Ad Instagram 2-week reel boost esthetician $110 Instagram Ad Instagram 2-week reel boost head spa $150 Postcards Canva 500 flyers – mailed $350 Google Ads Google 60-day sponsored ad at $15/day $900 Marketing Ad Casa Costa Monthly newsletter ad space $150 Instagram Ad Instagram 30-day reel boost wax/tint $300 Facebook Ads Facebook 30-day video boost $90 504 505 506 507 508 509 510 511 512 513 514 515 516 517 518 519 520 521 522 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.F SUBJECT: Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Bailey’s Blendz located in Ocean Palm Plaza at 640 East Ocean Avenue, Unit 16, Boynton Beach, FL 33435 SUMMARY: The BBCRA’s Commercial Business Marketing Grant Program is designed to provide financial assistance to businesses located within the BBCRA area 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 program offers financial assistance to eligible commercial businesses in the form of a $2,500 reimbursable grant for eligible marketing or advertising expenses. BUSINESS OVERVIEW CRA staff has received a completed grant application from Bailey’s Blendz located in Ocean Palm Plaza at 640 East Ocean Avenue, Unit 16, Boynton Beach, FL 33435 (see Attachment I). Bailey’s Blendz has a mission to provide delicious and nourishing acai and pitaya bowls, smoothies, and premium coffee. They are committed to offering fresh, high-quality ingredients that support a healthy and balanced lifestyle, while creating a welcoming space for both locals and visitors to enjoy. DEMONSTRATED NEED FOR MARKETING ASSISTANCE Poor Online Presence or Engagement MARKETING OBJECTIVES Increase brand awareness Increase social media following and engagement REQUESTED USE OF FUNDS If approved, the applicant is eligible to receive a maximum grant of $2,500 in reimbursable 523 •Attachment I - Application •Attachment II - Marketing Grant Request funding for the desired marketing campaign to include: Instagram Ads Google Ads Influencer Partnerships Printing Costs Mailing Services Graphic Design Company See Attachment II for overview of Marketing Grant Request. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-445, $2,500 for Commercial Business Marketing Grant CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of a Commercial Business Grant Program in the Amount of $2,500 to Bailey’s Blendz located in Ocean Palm Plaza at 640 East Ocean Avenue, Unit 16, Boynton Beach, FL 33435. ATTACHMENTS: Description 524 525 526 527 528 529 530 531 532 MARKETING GRANT REQUEST Bailey’s Blendz Social Media Growth & Engagement Report Business Overview: • Business Type: Quick Service Acai Bowl & Smoothie Restaurant • Time in Business: 8+ years • Social Media Platforms: Instagram & Facebook • Followers (Instagram): 3,054 followers • Review Ratings: Consistently high reviews of 4.7 stars or above on Google, Yelp, TripAdvisor and Happy Cow demonstrating strong customer satisfaction. Current Social Media Performance: 1. Instagram Growth Over the Past 5 Years: o Followers Added: 1,050 followers in 5 years. o Average Follower Growth: This equates to an average of 210 new followers per year. o Followers Over Time: Despite being in business for 8 years and receiving strong customer reviews, our follower count has grown slowly and is far below expectations for a business with our reputation and age. 2. Engagement Rates (as of last 30 days): o Instagram Engagement Rate per Post: 5.57%. While this is above the industry standard, our low number of followers falsely infiates the perception of wide exposure. o Likes per Post: Average of 15.45 likes per post on a total of 11 posts in the last 30 days. o Comments per Post: 1 comment per post on average, which is below the industry standard of 1-3% of followers engaging through comments. o Shares per Post: 10 shares on 11 posts were shared, within the industry standard (0.5% to 1%). o Story Views: Average of 40 views per story, resulting in a 1.31% story engagement rate, which is lower than the industry standard of 5% to 15%. 533 MARKETING GRANT REQUEST Industry Benchmarks for Social Media Growth: 1. Follower Growth Expectations: o For a business with 8 years in operation and high review ratings, industry standards suggest that restaurants should expect signiflcantly higher follower growth on platforms like Instagram and Facebook. o Local, well-rated restaurants often grow their follower base by 2,000 to 10,000 followers over a 5-year period, especially if they are posting aesthetic, high-quality content on a regular basis. o Restaurants with strong reputations and a consistent social media presence should see steady growth in followers, rather than the slow increase of just 1,050 followers over 5 years. 2. Engagement Expectations: o The industry standard for restaurants is an engagement rate of 1-3% per post for smaller businesses, with the potential to reach 3-6% for highly engaging, local, niche businesses. Our current engagement rate of 5.57% is above average, which indicates that our content is performing well with the small audience we currently have. o Story views and comments should typically see higher engagement for businesses with our reputation, and businesses in our space generally expect 5-15% story engagement and at least 2-3% comment engagement per post. Gap Analysis: • Follower Growth: Our growth of 1,050 followers over 5 years is signiflcantly below industry standards. Given our reputation, high review ratings, and consistent, high- quality content, our follower count should be more likely in the 5,000 to 10,000 follower range over 5 years, based on industry expectations. o Missed Opportunities: With only 1,050 followers gained in 5 years, we are missing out on an audience that is unaware of our brand and products. This suggests that our social media presence may not be reaching the right audience, despite posting regularly and maintaining high-quality visuals. • Customer Awareness: In addition to low online awareness, our hidden physical location is also hindering our exposure. We have customers come into our store multiple times a week, stating they had no idea we were there or had never heard of 534 MARKETING GRANT REQUEST us, despite the fact that we have been operating for 8+ years. We attribute this to a combination of our hidden location and lack of online exposure. The low growth and engagement on our social media platforms are indicative of a missed opportunity to amplify our reach and awareness. o Local Visibility: With high review ratings and positive customer experiences, our local awareness should be much higher. Our slow follower growth and engagement suggests that our content isn’t being effectively exposed to new customers, and our restaurant is not top-of-mind for potential patrons. • Engagement: While our engagement rate of 5.57% per post is above average, the number of comments and story views remains below expectations, especially for a well-rated business. With 1 comment per post on average and low story engagement (1.31%), while we have engaged followers, our content is not reaching as many people as it should, which also contributes to the low follower growth. Conclusion: Despite being in business for 8 years with 4.7+ star reviews, our social media growth and engagement are signiflcantly below where they should be. • Follower Growth of just 1,050 followers in 5 years is substantially below the expected increase for a business with our reputation. As a company with a strong local following and consistently high reviews, we should have seen thousands more followers during this period. • While our engagement rate of 5.57% per post is good relative to our current follower count, the lack of comments and story engagement signals a need for more targeted efforts to engage our local community. • Customers repeatedly express surprise at the lack of awareness about our business, and this lack of online exposure is contributing to reduced visibility in our local market. Action Plan: To address this gap in social media performance and increase brand awareness: • Focus on Local Targeting: Invest in targeted advertising to promote our brand to a local audience and boost visibility in our community. • Increase Influencer Collaborations: Partner with local yoga infiuencers to host cobranded events which will bring new customers to our location, showcase our products and amplify our reach. 535 MARKETING GRANT REQUEST • Engage with Our Audience: Run contests, ask questions in posts, and create more engaging stories to foster a deeper connection with our followers and increase interactions. • Boost Story Engagement: Use interactive story features (polls, quizzes, behind-the- scenes) to encourage more engagement and increase our reach. While we’ve built an 8-year reputation for excellence and quality, the physical visibility of our location limits walk-in discovery. We plan to leverage strategic digital marketing— including paid social ads and optimized community engagement on social media—to increase brand awareness, drive foot traffic, and amplify our already-strong reputation in the area. Our engagement rate outperforms industry standards, showing strong content interest. Being awarded this marketing grant will allow us to focus our efforts on expanding our reach. 536 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.G SUBJECT: Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Dimensional Health Care, located in Casa Costa at 458 North Federal Highway, CU-5, Boynton Beach, FL 33435 SUMMARY: The BBCRA’s Commercial Business Marketing Grant Program is designed to provide financial assistance to businesses located within the BBCRA area 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 program offers financial assistance to eligible commercial businesses in the form of a $2,500 reimbursable grant for eligible marketing or advertising expenses. BUSINESS OVERVIEW CRA staff has received a completed grant application from Dimensional Health Care, located in Casa Costa at 458 North Federal Highway, CU-5, Boynton Beach, FL 33435 (see Attachment I). Dimensional Health Care LLC is a licensed and registered clinical and medical spa. The organization services Veteran patients in need of comprehensive physical examination to determine disability eligibility. Dimensional Health Care also provides medical spa services to men and women which include Botox, dermal fillers, hormone replacement therapy, IV nutrition therapy, weight loss management, PRP treatment for hair restoration, and skin rejuvenation. DEMONSTRATED NEED FOR MARKETING ASSISTANCE Poor Online Presence or Engagement Low Customer Awareness High Competition MARKETING OBJECTIVES Get leads for bookings Create brand awareness 537 •Attachment I - Grant Application •Attachment II - Marketing Grant Request REQUESTED USE OF FUNDS If approved, the applicant is eligible to receive a maximum grant of $2,500 in reimbursable funding for the desired marketing campaign to include: Facebook Ads Instagram Ads Google Ads Branded Merchandise See Attachment II for overview of Marketing Grant Request. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-445, for $2,500 for Commercial Business Marketing Grant CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: Approval of a Commercial Business Grant Program in the Amount of $2,500 to Dimensional Health Care, located in Casa Costa at 458 North Federal Highway, CU-5, Boynton Beach, FL 33435. ATTACHMENTS: Description 538 539 540 541 542 543 544 545 546 Dimensional Health Care 458 N Federal Hwy Unit CU-5 Boynton Beach, FL 33435 To whom it may concern, This letter is a written statement indicating Dimensional Health Care has a low awareness, when potential clients are googling for aesthetic services in Boynton Beach. The low awareness is indicated by Dimensional Health Care appearing as the 21st med spa listed on Google search. In addition, 4,000 post cards via Direct Door Mailers were mailed to residents in the surrounding areas; as a result, one person called and booked a service. Dimensional health care also has a low engagement on social media platforms such as Instagram and Facebook. Sincerely, Erica Roberts 547 548 549 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.H SUBJECT: Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Hip Hip FurRay, located in One Boynton at 1403 South Federal Highway, Boynton Beach, FL 33435 SUMMARY: The BBCRA’s Commercial Business Marketing Grant Program is designed to provide financial assistance to businesses located within the BBCRA area 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 program offers financial assistance to eligible commercial businesses in the form of a $2,500 reimbursable grant for eligible marketing or advertising expenses. BUSINESS OVERVIEW CRA staff has received a completed grant application from Hip Hip FurRay, located in One Boynton at 1403 South Federal Highway, Boynton Beach, FL 33435 (see Attachment I). Hip Hip FurRay is a premium pet grooming salon which emphasizes high-quality products, and a nurturing, personalized approach to pet grooming, while providing its customers with a large, well-quipped facility, and a spacious, inviting atmosphere. DEMONSTRATED NEED FOR MARKETING ASSISTANCE High Competition Underutilized Capacity MARKETING OBJECTIVES Increase brand awareness REQUESTED USE OF FUNDS If approved, the applicant is eligible to receive a maximum grant of $2,500 in reimbursable funding for the desired marketing campaign to include: 550 •Attachment I - Grant Application •Attachment II - Marketing Grant Request Facebook Ads Instagram Ads See Attachment II for overview of Marketing Grant Request. FISCAL IMPACT: FY 2024-2025 Budget Project Fund, Line Item 02-58400-445, $2,500 for Commercial Business Marketing Grant CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: App r o va l of a Commercial Business Grant Program in the Amount of $2,500 to Hip Hip FurRay, located in One Boynton at 1403 South Federal Highway, Boynton Beach, FL 33435. ATTACHMENTS: Description 551 552 553 554 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com COMMERCIAL BUSINESS MARKETING GRANT REQUEST Business Name: _________________________________________________ Marketing Campaign Details: Digital Marketing: •Social Media Advertising: o ☐ Facebook Ads o ☐ Instagram Ads o ☐ LinkedIn 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 ☐ _______________________________ •Content Marketing: o ☐ Sponsored Blog Posts o ☐ Video Marketing (YouTube, Vimeo) o ☐ Influencer Partnerships o ☐ _______________________________ o ☐ _______________________________ •Website Development and Enhancement: o ☐ Website Design and Redesign o ☐ WordPress o ☐ Wix o ☐ Domain Purchase o ☐ Website Hosting Services 555 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com o ☐ SEO Services o ☐ E-Commerce Integration o ☐ _______________________________ o ☐ _______________________________ •Outdoor Advertising: o ☐ Billboards (Design and Advertising Costs) o ☐ Street Signs (Design and Advertising Costs) o ☐ _______________________________ o ☐ _______________________________ Print Marketing: •Print Collateral (Flyers, Posters, Brochures): o ☐ Design Costs o ☐ Printing Costs o ☐ Distribution Services o ☐ _______________________________ o ☐ _______________________________ •Direct Mail: o ☐ Design Costs o ☐ Printing Costs o ☐ Mailing Services o ☐ _______________________________ o ☐ _______________________________ •Magazine and Newspaper Ads: o ☐ Local Publications o ☐ Specialty Magazines o ☐ _______________________________ o ☐ _______________________________ o •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 ☐ _______________________________ 556 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com 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 ☐ _______________________________ Television Advertising: o ☐ Local TV Commercials o ☐ Cable TV Ads o ☐ _______________________________ o ☐ _______________________________ In-Person Exhibiting: o ☐ Vendor Booth at Local Events o ☐ Banner Placement at Sponsored Events o ☐ _______________________________ o ☐ _______________________________ Promotional Materials: o ☐ Branded Merchandise (T-shirts, Pens, Bags, etc.) o ☐ Signage and Display Materials 557 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com o ☐ _______________________________ o ☐ _______________________________ Vehicle Wraps: o ☐ Design and Application for Branded Vehicles o ☐ _______________________________ o ☐ _______________________________ Miscellaneous Approved Campaigns and Items: o ☐ _______________________________ o ☐ _______________________________ o ☐ _______________________________ o ☐ _______________________________ o ☐ _______________________________ Demonstrated Need for Marketing Assistance: o ☐ Declining Sales or Revenue o ☐ Low Customer Awareness o ☐ High Competition o ☐ New or Expanding Product/Service Offerings o ☐ Underutilized Capacity o ☐ Poor Online Presence or Engagement o ☐ Ineffective Current Marketing Efforts o ☐ Target Market Challenges o ☐ Need for Rebranding or Brand Refresh o ☐ Strategic Business Goals Please provide an explanation for demonstrated need below. Any supportive documentation should be uploaded as an attachment to Eventeny. ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________ Marketing Objectives: o _______________________________ o _______________________________ o _______________________________ Target Audience: 558 Attachment VI: Reimbursement Form 100 East Ocean Avenue, 4th Floor, Boynton Beach, FL 33435 – Phone: (561) 600 - 9090 www.boyntonbeachcra.com o _______________________________ o _______________________________ o _______________________________ Estimated Project Start Date: ____________________________________ Estimated Project Completion Date: ______________________________ Total Reimbursement Requested: ______________________________ Marketing Campaign Itemized Expense Details: Expense Vendor/Service Provider Expense Description Reimbursement Amount Requested Facebook Ad Campaign Facebook Ads 60-day video ad at $10 per day $600 Print Flyers Clear Copy Print 500 promotional flyers $250.00 Website Redesign Saffire Web Design Redesign website to be a responsive format and add ecommerce functionality $1,650.00 559 Hip Hip FurRay is seeking a marketing grant because there are many businesses in the area offering similar services, which results in high levels of competition. Hip Hip FurRay believes they are one of the best service providers in the county, but will be able to better spread word about the quality of their establishment and services with additional monetary assistance. Additionally, Hip Hip FurRay possesses a large facility which is currently being underutilized. With additional exposure, Hip Hip FurRay can make better use of its current capacity. 560 Regarding high competition, a google search for "dog grooming Boynton Beach" yields at least 19 different pet spas to choose from in just a few square mile radius. There could be even more. This means that there are many salons to choose from in a relatively small area. (I've included an image of the map from Google as evidence.) Although we are currently doing pay per click marketing on Yelp and Google to generate leads, we are not currently running any paid ads on social media platforms. So our ad exposure on social media is currently non-existent. So any other spas that are running ads on social media currently have exposure that Hip Hip FurRay does not have. Running advertisements on social media will help us get additional exposure, and additional customers. Regarding underutilized capacity, Hip Hip FurRay's grooming facilities contain 4 bath tubs and 4 grooming tables. This means that we have the capacity to bath or groom up to 8 canines at a time. Currently, we average about 7 or 8 customers a day. Which is great when compared to the 3 or 4 a day we used to average just 12 months ago, but also nowhere near our capacity of upwards of 32-40 a day. Additional marketing will help Hip Hip FurRay get more exposure, which will result in more customers each day, bringing us closer to utilizing our capacity. I hope this information provides more data regarding high competition and underutilized capacity. If you have any additional questions, please let me know. Thank you. 561 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CONSENT AGENDA AGENDA ITEM 11.I SUBJECT: Approval of the Commercial Business Marketing Grant Program in the amount of $2,500 to Property Damage Consultants, located at 125 East Boynton Beach Boulevard, Boynton Beach, FL 33435 SUMMARY: The BBCRA’s Commercial Business Marketing Grant Program is designed to provide financial assistance to businesses located within the BBCRA area 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 program offers financial assistance to eligible commercial businesses in the form of a $2,500 reimbursable grant for eligible marketing or advertising expenses. BUSINESS OVERVIEW CRA staff has received a completed grant application from Property Damage Consultants, located at 125 East Boynton Beach Boulevard, Boynton Beach, FL 33435 (see Attachment I). Property Damage Consultants are public insurance adjusters and appraisers. Their licensed public adjusters specialized in helping homeowners and businesses maximize loss recovery for property damages sustained due to: Water Damages (leaks, flood, storms), Fire, Wind, Mold, and Burglary. DEMONSTRATED NEED FOR MARKETING ASSISTANCE High Competition Declining Sales or Revenue Low Customer Awareness Poor Online Presence or Engagement Ineffective Current Marketing Efforts Target Market Challenges Need for Rebranding or Brand Refresh Strategic Business Goals 562 •Attachment I - Grant Application •Attachment II - Marketing Grant Request MARKETING OBJECTIVES Target homeowners, HOAs, or any policy holders who have insurance claims. REQUESTED USE OF FUNDS If approved, the applicant is eligible to receive a maximum grant of $2,500 in reimbursable funding for the desired marketing campaign to include: Facebook Ads Instagram Ads Google Ads Search Engine Optimization (SEO) See Attachment II for overview of Marketing Grant Request. FISCAL IMPACT: F Y 2024-2025 Budget Project Fund, Line Item 02-58400-445, $2,500 for Commercial Business Marketing Grant CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: A p p r o v a l of Commercial Business Marketing Grant in the amount of $2,500 to Property Damage Consultants, located at 125 East Boynton Beach Boulevard, Boynton Beach, FL 33435. ATTACHMENTS: Description 563 564 565 566 567 568 569 Target home owners, HOAs, or any policy holders who have insurance claims. 570 SEO 571 572 573 574 575 576 577 578 579 580 581 582 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CRA ADVISORY BOARD AGENDA ITEM 13.A SUBJECT: Pending Assignments - Assignments from the CRA Board Assigned at the February 13, 2024 and the January 14, 2025 CRA Monthly Board Meetings 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). The CRAB Board finalized their presentation on the 2016 CRA Plan Revision Recommendations together at their January meeting and presented their findings at the January 14, 2025 CRA Board Meeting. While the CRA Board was discussing the CRAB Board's presentation at the January 14, 2025 Meeting, the CRA Board approved the following tasks be assigned to the CRA Advisory Board (CRAB): 1. Investigate specifics including locations for the splash pad in the Cultural District. 2. Continue discussion and research ideas/names for renaming streets. 3. Research and investigate opportunities to honor the two (2) Heisman Trophy winners that are from Boynton Beach. Examples include statutes/monuments and street renaming. 4. Recommendations for changing or inclusion of possible historic district or ways to incorporate historic preservation within our CRA Plan. 583 The CRAB Board will discuss the assignments at their meeting on April 3, 2025. FISCAL IMPACT: To be determined. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined by the CRA Board. 584 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 OLD BUSINESS AGENDA ITEM 14.A SUBJECT: Discussion and Consideration of Lease Amendment between Boynton Beach CRA and Cafe Barista, Inc. d/b/a Hurricane Alley - TABLED ON 03/20/2025 SUMMARY: The CRA purchased the properties located at 511, 515 & 529 East Ocean Avenue (see Attachment I) on December 16, 2021. At the time of the closing Café Barista, Inc. (d/b/a Hurricane Alley) was a tenant with an active lease which was assigned to the CRA (see Attachment II). Hurricane Alley also has an agreement with BB QOZ, LLC's (a/k/a Affiliated Development, LLC) as part of the mixed-use redevelopment project known as The Pierce (see Attachment III). Hurricane Alley's new location includes 3,000+/- square foot of restaurant space with 1,500+/- square foot mezzanine space within The Pierce project. The CRA Board and BB QOZ, LLC have approved all of Hurricane Alley's request for extensions to the lease awaiting the commencement of construction of the project. The new location for Hurricane Alley (The Pierce) was on hold due to pending litigation which affected the project's overall timeline. The litigation has been resolved and the project is currently in the permitting process. The most recent lease extension expired on March 1, 2025 (see Attachment IV). Kim Kelly, owner of Hurricane Alley, has requested a one-year lease extension to March 1, 2026, under the same terms and conditions of the current lease. BB QOZ, LLC was provided with the request for an extension and has approved the request (see Attachment V). Due to the condition of the building and costs associated with ongoing maintenance, the CRA Board may elect to increase the rent. As a standard practice, a typical annual commercial rent increase would be between 3-5%. The monthly base rent $6,477.19 and potential increases would calculate as follows: 3% = $6,781.51 per month ($194.32 increase) 4% = $6,736.28 per month ($259.09 increase) 5% = $6,801.05 per month ($323.86 increase) Attached is a draft lease extension based on Hurricane Alley's request and the increase of the sales tax (see Attachment VI). Any additional extensions shall be subject to CRA Board 585 •Attachment I - Location Map •Attachment II - Assignment and Assumption of Leases •Attachment III - Hurricane Alley Lease Agreement with BB QOZ, LLC (a/k/a Affiliated Development, LLC) •Attachment IV - 2024 Lease Amendment •Attachment V - 2025 Hurricane Alley's Request for Lease Extension & BBQOZ's approval •Attachment - Lease Amendment 2025 approval. This will allow Hurricane Alley to remain operating until the land is transferred to BB QOZ, LLC for the development of The Pierce at which time Hurricane Alley's lease will be assigned BB QOZ, LLC. FISCAL IMPACT: To be determined by the Board. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach CRA Redevelopment Plan CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description 586 587 588 ASSIGNMENT AND ASSUMPTION OF LEASES THIS ASSIGNMENT AND ASSUMPTION OF LEASES (hereinal "Assignment")is made and entered into as of the /kS' 2021,by and between 500 OCEAN PROPERTIES,LLC,a Florida limited liability company (hereinafter referred to as "Assignor"),and BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY,a public agency created pursuant to Chapter 163,Part III,of Florida Statutes (hereinafter referred to as "Assignee"),who agree as follows: pr referred to as the day of December, Assignment and Assumption.For good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,Assignor does hereby assign all of Assignor's right,title and Interest as Landlord in,to and under those certain Lease Agreements (together with any and all amendments,modifications and renewals thereto)attached hereto as Exhibit "A"and made a part hereof (hereinafter referred to as the "Lease"),pertaining to the real property described therein (hereinafter referred to as the "Premises"),together with all security deposits,if any,referred to in the Leases.Assignee hereby accepts the foregoing assignment and assumes and agrees to perform the obligations of the Landlord under the Leases to be performed on and following the date hereof. 1. 2.Warranties.Representations and Covenants.Assignor hereby warrants, represents and covenants as follows as to the Leases: The Leases are in full force and effect and have not been modified or amended.(a) Assignor knows of no claims of default by the Tenant under the Leases.(b) Assignor has full power and authority to assign the Leases and the Leases have not been previously assigned or pledged as collateral in connection with any financing of the property. (c) Assignor is unaware of any condition which with the passage of time,the giving of notice,or both,would constitute a default by either Assignor or the Tenant under the Leases. (d) Indemnification.Assignor does hereby agree to defend,indemnify and hold harmless Assignee from any liability,damages,causes of action,expenses and reasonable attorneys'fees incurred by Assignee by reason of the failure of Assignor to have performed and discharged all obligations and liabilities of the Landlord to be performed pursuant to the Leases prior to the date of this Assignment.Assignee does hereby agree to defend,indemnify and hold harmless Assignor from any liability,damages,causes of action,expenses and reasonable attorneys'fees incurred by Assignor by reason of the failure of Assignee to have 3. 01514220-1 589 Assignment and Assumption of Lease Page 2 of 3 performed and discharged all obligations and liabilities of the Landlord to be performed pursuant to the Leases from and after the date of this Assignment. 4.Attorneys'Fees.In the event of any litigation between the parties arising under this Assignment,the prevailing party in such litigation shall be entitled to recover from the non-prevailing party its reasonable attorneys'fees and other legal expenses. 5.Successors and Assigns.This Assignment shall bind and benefit the parties hereto and their respective successors and assigns. 6.Notice to Tenant.Notice of this Assignment may be given by either Assignor or Assignee to the Tenant under the Leases. ASSIGNEE:ASSIGNOR: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY 500 OCEAN PROPERTIES,LLC zjq -g"" YER,III,Managing Member/Steven B.Grant,ChairHARVEYE.O Date:Date: 01384220-1 590 Assignment and Assumption of Lease Page 2 of 3 performed and discharged all obligations and liabilities of the Landlord to be performed pursuant to the Leases from and after the date of this Assignment. Attorneys'Fees.In the event of any litigation between the parties arising under this Assignment,the prevailing party in such litigation shall be entitled to recover from the non-prevailing party its reasonable attorneys'fees and other legal expenses. 4. 5.Successors and Assigns.This Assignment shall bind and benefit the parties hereto and their respective successors and assigns. 6.Notice to Tenant.Notice of this Assignment may be given by either Assignor or Assignee to the Tenant under the Leases. ASSIGNOR:ASSIGNEE: 500 OCEAN PROPERTIES,LLC BOYNTON BEACH COMMUNITY REpEVELO NCY HARVEY E.OYER,HI,Managing Member Steven B.Grant,Chair Date:Date: D 1 584220-1 M 591 Assignment and Assumption of Lease Page 3 of 3 Exhibit "A" Lease Agreements See Attached Leases: Scott Rudderow Freddy Brinley Oyer,Macoviak and Associates Cafe Barista,Inc. Kala Marketing Group Florida Technical Consultants,LLC 01 584220-i 592 SCOTT RUDDEROW APT.#3 593 RENEWAL RESIDENTIAL LEASE AGREEMENT THIS RESIDENTIAL LEASE AGREEMENT ("Lease"!is made effective as of the 15th day of November 2017,between 500 OCEAN PROPERTIES.LLC,a Florida limited liability company,whose mailing address is 511 East Ocean Avenue,Boynton Beach,Florida 33435 ("LANDLORD")and SCOTT RUDDEROW ("TENANT'),whose address shall be the address of the "Property"described below. WITNESSETH: That LANDLORD,tor and in consideration of the covenants,agreements and conditions herein contained,on the part of TENANT to be kept and performed,does hereby lease to TENANT,and TENANT does hereby lease from LANDLORD,the one bedroom. one bathroom apartment located at 517 1/2 East Ocean Avenue,Apartment No.3,Boynton Beach,Florida 33435 ("Property"). The terms and conditions of this Lease are as follows; TERM.The term of this Lease shall be for one (1)year, commencing on November 15,2017,and unless earlier terminated in accordance with the terms of this Lease,expiring at 12:00 midnight on November 14,2018. 1. 2.RENT. (a)TENANT agrees to pay to LANDLORD in lawful money of the United States each month during the Term of this Lease,the sum of Seven Hundred and No/100 Dollars ($700.00)("Rent").Rent shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing. (b)In addition to any other rights of LANDLORD hereunder,in the event TENANT shall fail to pay rent or other sums due hereunder on its due date.TENANT shall pay to LANDLORD a late fee in the amount of Twenty and No/100 Dollars for each calendar day that the rent is late beyond the due date.The late fee is not a penalty,but liquidated damages to delfay administrative and related expenses due to such late payment. SECURITY DEPOSIT.Upon execution hereof,TENANT shall pay to LANDLORD:(i)the sum of Seven Hundred and No/100 Dollars ($700.00)as prepaid first month's rent:and (ii)the sum of Seven Hundred and No/100 Dollars ($700.00)as prepaid last month's rente:and (iii)the sume of Seven Hundred and No/100 ($700.00) representing the Security Deposit.This is a total of Two Thousand One Hundred and No/1 00 Dollars ($2 1 00.00) 3. 4.OCCUPANCY AND USE OF THE PREMISES. (a)TENANT shall occupy the Property as a residential apartment for TENANT only.TENANT shall not change,alter or install locks without the prior written consent of LANDLORD. 594 TENANT shall not allow any pets or animals greater than ten (10) pounds 011 the Property without LANDLORD'S prior written consent (which shall be given or denied in LANDLORD'S sole and absolute discretion).If LANDLORD,in its sole and absolute discretion,allows TENANT to have an animal in excess of ten (1 0)pounds on the Property,TENANT shall pay to LANDLORD an additional security deposit of Five Hundred and No/100 Dollars ($500.00)to protect LANDLORD from costs and expenses associated with damage to the Property caused by the animal or cleaning costs resulting from animal being on the Property ("Animal Security Deposit").In addition,TENANT shall obtain a liability insurance policy covering risks associated with owning the animal, with limits of no less than $100,000 per incident,naming LANDLORD as an additional named insured,and requiring thirty (10)days advance written notification to I .ANDI .ORD prior to any modification,termination,or expiration of the liability insurance policy.If LANDLORD determines that TENANT did permit pets or animals on the Property in violation of the foregoing restriction,or if TENANT'S pet has caused damage to.or the need to clean,the Property,such breach shall be considered a material breach entitling LANDLORD to all remedies provided for herein,including but not limited to retention of the Animal Security Deposit and immediate eviction.TENANT hereby acknowledges and agrees that TENANT shall be solely and personally responsible for all loss,costs, damages,or injury caused by TENANT'S pets and shall indemnify LANDLORD and all third parties who suffer loss,cost,injury,or damage as a result of TENANT'S pets being located on the Property, (b) No smoking shall be permitted within the apartment,in the hallways,or common areas at anytime with no exceptions,TENANT acknowledges that each apartment contains a gas stove/oven and that smoking within the apartment,hallways,or common areas by TENANT poses a hazard to all persons in (c) the buildiug. (d)TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities,whether federal,state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent, any immoral,improper or unlawful practice or act in or upon the Property.TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind which is detrimental to the Property.TENANT shall not,in any manner,alter,damage or deface the Property. Provided that TENANT abides by all terms,obligations,and covenants of this Lease,TENANT shall enjoy quiet and peaceful possession of the Property during the Term. (e) UTILITIES.5. (a)During the Term,LANDLORD shall pay the cost of water and sewer service,garbage service,gas service,and quarterly pest control.During the Term, TENANT agrees to pay all utility charges for electricity,telephone,television/internet,and 595 any other utilities or services used at the Property,including all installation and activation fees and any deposits required by such utility providers. (b)Except in the instance of LANDLORD'S negligence,LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable,for any reason whatsoever,and such interruption or unavailability shall not constitute actual or constructive eviction,nor be deemed an interference with TENANT'S occupancy ofthe Property,nor shall Rent he abated during any such period of interruption or unavailability. MAINTENANCE AND REPAIRS:HURRICANE PROTECTION:6. SURRENDER OF PROPERTY:AND INSURANCE. (a)TENANT shall,at its sole expense,keep and maintain the Property in good,clean and sanitary condition and repair during the Term of this Lease.Except for repairs due to TENANT'S misuse,waste,or neglect or that of TEN ANT's family members, agents or visitors,the LANDLORD will be responsible for the repair and replacement of the roof,air conditioning system,and appliances. (b)TENANT shall not drain,nor permit the drainage of,grease into the toilets or sinks. (c)In the event of a hurricane watch or hurricane warning,TENANT shall use reasonable efforts to secure the Property against damage. (d)LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. (e)TENANT shall,at the end of the Lease term,surrender and deliver to LANDLORD the Property,without demand,"broom clean"and in the same condition as it existed on the commencement date hereof,reasonable wear and tear excepted. During the Term,TENANT shall provide,at TENANT'S expense, any insurance that TENANT desires to insure TENANT'S personal property located at the Property.Under no circumstance shall LANDLORD be responsible or liable for TENANT'S personal property located at the Property. (f) NO ADDITIONS OR ALTERATIONS.7. TENANT shall not make any additions,changes or alterations in and upon the Property (including,without limitation,painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD'S sole discretion.LANDLORD may remove or change,at TENANT'S cost and expense,any addition,change or alteration made by TENANT without LANDLORD'S consent,the charge for which shall be paid by TENANT upon demand.TENANT shall not permit or install nails,screws or adhesive hangers except standard picture hooks;and no nails,screws or hangers may be placed in walls, woodwork or any part of the Property. (a) 596 (b)No personal property,appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD.LANDLORD'S interest in the Property shall not be subject to mechanics'or other liens for improvements made by TENANT nor for services,labor or materials performed at TENANT'S request. (c)If any lien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10)days thereafter,at TENANT'S expense,and TENANT shall indemnify LANDLORD for any loss,cost,or expense incurred by LANDLORD as a result of TENANT'S violation of this provision.The foregoing indemnification shall survive termination or expiration of this Lease. DESTRUCTION BY CASUALTY.In the event the Property or any8. portion thereof may be rendered untenantable by reason of fire,explosion or any other casualty,LANDLORD,at LANDLORD'S option,may either repair the Property to make the same tenantable within sixty (60)days thereafter,or terminate this Lease.In such event,LANDLORD shall give TENANT ten (1 0)days"notice in writing of LANDLORD'S intention to repair or terminate this Lease.If LANDLORD elects to repair the damaged Property.LANDLORD shall proceed with due diligence and TENANTS Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. PROPERTY LOSS.DAMAGE AND INDEMNIFICATION.9. The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition and acceptable to TENANT.LANDLORD shall not be liable to TENANT,TENANT'S family members,agents,licensees or invitees,for damage to persons or property caused by any individual or entity.LANDLORD shall not be liable for any patent or latent defects in the Property. (a) LANDLORD shall not be liable for the presence of bugs,vermin or insects in the Property.TENANT hereby releases LANDLORD from any and all claims for loss,damage or injury of any nature whatsoever to person or property,including (without limitation)damage caused by theft,vandalism,water,smoke,fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (b) TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims,liabilities,actions,causes of action,damages,costs and expenses whatsoever which may arise out of,result from or be attributable to TENANT'S use or occupancy of the Property,or any act or omission thereon (whether by TENANT.TENANT'S family members,agents,employees,licensees or invitees),which indemnification shall include attorneys'fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration of this Lease. (c) 597 (d)LANDLORD'S insurance does not cover loss or damage to any of TENANT'S personal property or possessions.If TENANT desires insurance coverage for any of TENANT'S personal property or possessions,TENANT shall obtain and pay for any such insurance coverage. ASSIGNMENT OR SUBLEASING.TENANT shall neither sublet10. the Property or any part thereof nor assign (voluntarily or by operation of law)this Lease or any interest therein,nor mortgage nor encumber the Property or this Lease. RIGHT OF ENTRY.LANDLORD shall have the right by or11. through itself or its agents or employees,to enter the Property at all reasonable hours. LANDLORD'S entry'into the Property shall be for the purpose examining it and to,in LANDLORD'S sole discretion,make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same.In addition. LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD'S intention to do so,for the purpose of showing the Property to prospective:(i)tenants;(ii)purchasers:or (iii)mortgagees. 12.DEFAULT. If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every'one of the terms and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder.If TENANT should become in default hereunder,LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a landlord against a tenant in default,including,without limitation,the right to:(i)terminate this Lease and sue for unpaid Rent;and/or (ii)accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent;and/or (iii)take possession of the Property (and any and all of TENANT'S personal property therein)and, at LANDLORD'S option,rent the Property for the account of TENANT.In the event that LANDLORD takes possession of the Property,it may remove TENANT'S personal property and store same at the expense of TENANT,without being liable for damages therefor.In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT,LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting (including,without limitation, the cost of brokerage,repair,alteration and all other sums)and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency.If at the time of any default by TENANT there remains any unrefunded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity.In the event TENANT shall fail to vacate the Property as and when required hereunder.TENANT shall be deemed a tenant at sufferance and.in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged,for each day during its occupancy,an amount equal to 250%of the rental amount which was due hereunder immediately prior to such holdover occupancy. (o) 598 If,by reason of a default hereunder,a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default,the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys'fees (including fees at trial and appellate levels) and costs and expenses. (b) APPLIANCES AND AIR CONDITIONING.All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. 13. SUBORDINATION.This Lease is subject and subordinate to all ground or underlying leases,encumbrances,mortgages and other matters which may now or hereafter affect or become a lien upon the Property (or any portion thereof)and to any renewals,modifications,amendments,replacements or extensions thereof.TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANT'S attorney-in-fact to execute any and all such instruments. 14. CUMULATIVE REMEDIES:LAWS:NOTICES:INVALIDITY: WAIVER:SURRENDER:ENTIRE AGREEMENT:SUCCESSORS AND ASSIGNS. 15. All rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD'S resort to any other remedy in this Lease.This Lease shall be construed in accordance with Florida law.All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the uddress for payment of Rent and to TENANT (after the date of commencement of the Term of this Lease)at the property address.Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed;however,notices to LANDLORD shall be deemed received only upon actual receipt.Notices to TENANT may be effectuated by personally serving same on TENANT,any member of TENANTS family or any agent of TENANT found at or upon the Property.If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable,such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect.No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease,and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD.Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property.The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance.Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach.No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Kent of a lesser amount than that due,nor any endorsement or statement on a check,shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums,or to pursue any remedy provided in this Lease.This Lease contains the entire agreement between the parties with respect to the 599 IN WITNESS WHEREOF,the parties hereto have executed this Lease on the date and year first above written. LANDLORD:WITNESSES: 500 Ocean Properties,LLC c&oA o CWMn x ^Of°<QaA) By:Christian Macovialc,its Managing Member TENANT: "SrorV jrV\* Scott Ktirlrlerow (%0Phone Email [I .CQoi ^AMAidTXA 1^UcU»Coa>Emergency Contact (Jb 0 to I -So& 600 subject matter and supersedes any prior or oral agreements or understandings.All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto,and (to the extent permitted)their respective heirs, personal representatives,successors and assigns. RADON GAS.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 requirements have been found in buildings in Florida.Additional information regarding radon and radon testing may be obtained from your county public health unit. 16. [SIGNATURES CONTAINED ON FOLLOWING PAGES] 601 Renewal lease Agreement June 24,2021 500 Ocean Properties,LLC and Scott Rudderow ("tenant")agree to renew lease on said premises know as 517 34 E Ocean Ave Apt #3,Boynton Beach,EL 33435,original lease dated 15th day of November 2018. For good consideration 500 Ocean Properties,LLC and Scott Rudderow ("tenant")agrees to extend the said lease for a period of six-months,starting date of 15th day of July 2021 and terminating on the 14th day of January 2022.The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. Rent will increase to $745.00 (seven hundred forty five). All other lease terms shall remain unchanged and continue during the lease extension period as is set forth herin. This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns,personal agents and managing members. La. Wa/fansnt a V^i 1 --21LandlordDate. 0/1V1 a Date.Tenant — 602 FREDDY BRINLEY APT.#5 603 RENEWAL RESIDENTIAL LEASE AGREEMENT THIS RESIDENTIAL LEASE AGREEMENT ("Lease")is made effective as of the 6th day of January 2019,between 500 OCEAN PROPERTIES,LLC,a Florida limited liability company,whose mailing address is 511 East Ocean Avenue,Boynton Beach, Florida 33435 ("LANDLORD")and FREDDIE BRINLEY ("TENANT"),whose address shall be the address of the "Property"described below. WITNESSETH; That LANDLORD,for and in consideration of the covenants,agreements and conditions herein contained,on the part of TENANT to be kept and performed,does hereby lease to TENANT,and TENANT does hereby lease from LANDLORD,the onebedroom, one bathroom apartment located at 5 1 7 1/2 East Ocean Avenue,Apartment NopJpoynton . Beach,Florida 33435 ("Property"). The terms and conditions of this Lease are as follows: The term of this Lease shall be for one (1)year, commencing on January 6,201 9,and unless earlier terminated in accordance with the terms of this Lease,expiring at 12:00 midnight on January 2,2020 RENT. - TERM.1. 2. 7., (a)TENANT agrees to pay to LANDLORD in lawful money of the United States each month during the Term of this Lease,the sum of Nine Hundred Fifty and No/100 Dollars ($950.00)("Rent").Rent shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing. (b)In addition to any other rights of LANDLORD hereunder,in the event TENANT shall fail to pay rent or other sums due hereunder on its due date,TENANT shall pay to LANDLORD a late fee in the amount of Twenty and No/100 Dollars for each calendar day that the rent is late beyond the due date.The late fee is not a penalty,but . liquidated damages to defray administrative and related expenses due to such late payment. SECURITY DEPOSIT.Upon execution hereof,TENANT shall pay to LANDLORD:(i)the sum of Nine Hundred Fifty and No/100 Dollars ($950.00)as prepaid first month's rent:and (ii)the sum of Nine Hundred Fifty and No/100 Dollars ($950.00)as prepaid last month's rent:and (iii)the sum of Nine Hundred Fifty and No/100 ($950.00)representing the Security Deposit.This is a total of Two Thousand Eight Hundred Fifty and No/100 Dollars ($2850.00) OCCUPANCY AND USE OF THE PREMISES. 3. 4. (a)TENANT shall occupy the Property as a residential apartment for TENANT only.TENANT shall not change,alter or install locks without the prior written consent of LANDLORD. 604 TENANT shall not allow any pets or animals greater than ten (10) pounds on the Property without LANDLORD'S prior written consent (which shall be given or denied in LANDLORD'S sole and absolute discretion).If LANDLORD,in its sole and absolute discretion,allows TENANT to have an animal in excess of ten (10)pounds on the Property,TENANT shall pay to LANDLORD an additional security deposit of Five Hundred and No/100 Dollars ($500.00)to protect LANDLORD from costs and expenses associated with damage to the Property caused by the animal or cleaning costs resulting from animal being on the Property ("Animal Security Deposit").In addition,TENANT shall obtain a liability insurance policy covering risks associated with owning the animal, with limits of no less than $100,000 per incident,naming LANDLORD as an additional named insured,and requiring thirty (30)days advance written notification to LANDLORD prior to any modification,termination,or expiration of the liability insurance policy.If LANDLORD determines that TENANT did permit pets or animals on the Property in violation of the foregoing restriction,or if TENANT'S pet has caused damage to,or the need to clean,the Property,such breach shall be considered a material breach entitling LANDLORD to all remedies provided for herein,including but not limited to retention of the Animal Security Deposit and immediate eviction.TENANT hereby acknowledges and agrees that TENANT shall be solely and personally responsible for all loss,costs, damages,or injury caused by TENANT'S pets and shall indemnify LANDLORD and all third parties who suffer loss,cost,injury,or damage as a result of TENANT'S pets being located on the Property. (b) No smoking shall be permitted within the apartment in the hallways,or common areas at anytime with no exceptions.TENANT acknowledges that each apartment contains a gas stove/oven and that smoking within the apartment hallways,or common areas bv TENANT poses a hazard to all persons In (c) the building. (d)TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities,whether federal,state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent, any immoral,improper or unlawful practice or act in or upon the Property.TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind which is detrimental to the Property.TENANT shall not,in any manner,alter,damage or deface the Property. Provided that TENANT abides by all terms,obligations,and covenants of this Lease,TENANT shall enjoy quiet and peaceful possession of the Property during the Term. (e) 5.UTILITIES. (a)During the Term,LANDLORD shall pay the cost of water and sewer service,garbage service,gas service,and quarterly pest control.During the Term, TENANT agrees to pay all utility charges for electricity,telephone,television/internet,and 605 any other utilities or services used at the Property,including all installation and activation fees and any deposits required by such utility providers. (b)Except in the instance of LANDLORD'S negligence,LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable,for any reason whatsoever,and such interruption or unavailability shall not constitute actual or constructive eviction,nor be deemed an interference with TENANT'S occupancy of the Property,nor shall Rent be abated during any such period of interruption or unavailability. MAINTENANCE AND REPAIRS:HURRICANE PROTECTION: SURRENDER OF PROPERTY:AND INSURANCE. 6. (a)TENANT shall,at its sole expense,keep and maintain the Property in good,clean and sanitary condition and repair during the Term of this Lease.Except for repairs due to TENANT'S misuse,waste,or neglect or that of TENANT'S family members, agents or visitors,the LANDLORD will be responsible for the repair and replacement of the roof,air conditioning system,and appliances. (b)TENANT shall not drain,nor permit the drainage of,grease into the toilets or sinks. (c)In the event of a hurricane watch or hurricane warning,TENANT shall use reasonable efforts to secure the Property against damage. (d)LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. (e)TENANT shall,at the end of the Lease term,surrender and deliver to LANDLORD the Property,without demand,"broom clean"and in the same condition as it existed on the commencement date hereof,reasonable wear and tear excepted. (f)During the Term,TENANT shall provide,at TENANT'S expense, any insurance that TENANT desires to insure TENANT'S personal property located at the Property.Under no circumstance shall LANDLORD be responsible or liable for TENANT'S personal property located at the Property. NO ADDITIONS OR ALTERATIONS. (a)TENANT shall not make any additions,changes or alterations in and upon the Property (including,without limitation,painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD'S sole discretion.LANDLORD may remove or change,at TENANT'S cost and expense,any addition,change or alteration made by TENANT without LANDLORD'S consent,the charge for which shall be paid by TENANT upon demand.TENANT shall not permit or install nails,screws or adhesive hangers except standard picture hooks;and no nails,screws or hangers may be placed in walls, woodwork or any part of the Property. 7. 606 (b)No personal property,appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD.LANDLORD'S interest in the Property shall not be subject to mechanics'or other liens for improvements made by TENANT nor for services,labor or materials performed at TENANT'S request. (c)If any lien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10)days thereafter,at TENANT'S expense,and TENANT shall indemnify LANDLORD for any loss,cost,or expense incurred by LANDLORD as a result of TENANT'S violation of this provision.The foregoing indemnification shall survive termination or expiration of this Lease. DESTRUCTION BY CASUALTY.In the event the Property or any8. portion thereof may be rendered untenantable by reason of fire,explosion or any other casualty,LANDLORD,at LANDLORD'S option,may either repair the Property to make the same tenantable within sixty (60)days thereafter,or terminate this Lease.In such event,LANDLORD shall give TENANT ten (10)days'notice in writing of LANDLORD'S intention to repair or terminate this Lease.If LANDLORD elects to repair the damaged Property,LANDLORD shall proceed with due diligence and TENANT'S Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. PROPERTY LOSS.DAMAGE AND INDEMNIFICATION.9. The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition and acceptable to TENANT.LANDLORD shall not be liable to TENANT,TENANT'S family members,agents,licensees or invitees,for damage to persons or property caused by any individual or entity.LANDLORD shall not be liable for any patent or latent defects in the Property. (a) LANDLORD shall not be liable for the presence of bugs,vermin or insects in the Property.TENANT hereby releases LANDLORD from any and all claims for loss,damage or injury of any nature whatsoever to person or property,including (without limitation)damage caused by theft,vandalism,water,smoke,fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (b) TENANT further agrees to hold LANDLORD harmless and to(c) indemnify LANDLORD from and against any and all claims,liabilities,actions,causes of action,damages,costs and expenses whatsoever which may arise out of,result from or be attributable to TENANTS use or occupancy of the Property,or any act or omission thereon (whether by TENANT,TENANT'S family members,agents,employees,licensees or invitees),which indemnification shall include attorneys'fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration of this Lease. 607 (d)LANDLORD'S insurance does not cover loss or damage to any of TENANT'S personal property or possessions.If TENANT desires insurance coverage for any of TENANT'S personal property or possessions,TENANT shall obtain and pay for any such insurance coverage. ASSIGNMENT OR SUBLEASING.TENANT shall neither sublet the Property or any part thereof nor assign (voluntarily or by operation of law)this Lease or any interest therein,nor mortgage nor encumber the Property or this Lease. 10. RIGHT OF ENTRY.LANDLORD shall have the right by or11. through itself or its agents or employees,to enter the Property at all reasonable hours. LANDLORD'S entry into the Property shall be for the purpose examining it and to,in LANDLORD'S sole discretion,make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same.In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD'S intention to do so,for the purpose of showing the Property to prospective:(i)tenants;(ii)purchasers;or (iii)mortgagees. 12.DEFAULT. If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of the terms and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder.If TENANT should become in default hereunder,LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a landlord against a tenant in default,including,without limitation,the right to:(i)terminate this Lease and sue for unpaid Rent;and/or (ii)accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent;and/or (iii)take possession of the Property (and any and all of TENANT'S personal property therein)and, at LANDLORD'S option,rent the Property for the account of TENANT.In the event that LANDLORD takes possession of the Property,it may remove TENANTS personal property and store same at the expense of TENANT,without being liable for damages therefor.In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT,LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting (including,without limitation, the cost of brokerage,repair,alteration and all other sums)and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency.If at the time of any default by TENANT there remains any unrefiinded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity.In the event TENANT shall fail to vacate the Property as and when required hereunder,TENANT shall be deemed a tenant at sufferance and,in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged,for each day during its occupancy,an amount equal to 250%of the rental amount which was due hereunder immediately prior to such holdover occupancy. (a) 608 If,by reason of a default hereunder,a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default,the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys'fees (including fees at trial and appellate levels) and costs and expenses. (b) APPLIANCES AND AIR CONDITIONING.All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. 13. SUBORDINATION.This Lease is subject and subordinate to all ground or underlying leases,encumbrances,mortgages and other matters which may now or hereafter affect or become a lien upon the Property (or any portion thereof)and to any renewals,modifications,amendments,replacements or extensions thereof.TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANT'S attomey-in-fact to execute any and all such instruments. CUMULATIVE REMEDIES:LAWS:NOTICES:INVALIDITY: WAIVER:SURRENDER:ENTIRE AGREEMENT:SUCCESSORS AND ASSIGNS. AH rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD'S resort to any other remedy in this Lease.This Lease shall be construed in accordance with Florida law.All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the address for payment of Rent and to TENANT (after the date of commencement of the Term of this Lease)at the property address.Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed;however,notices to LANDLORD shall be deemed received only upon actual receipt.Notices to TENANT may be effectuated by personally serving same on TENANT,any member of TENANT'S family or any agent of TENANT found at or upon the Property.If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable,such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect.No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease,and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD.Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property.The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance.Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach.No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Rent of a lesser amount than that due,nor any endorsement or statement on a check,shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums,or to pursue any remedy provided in this Lease.This Lease contains the entire agreement between the parties with respect to the 14. 15. 609 subject matter and supersedes any prior or oral agreements or understandings, promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto,and (to the extent permitted)their respective heirs, personal representatives,successors and assigns. RADON GAS.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 requirements have been found in buildings in Florida.Additional information regarding radon and radon testing may be obtained from your county public health unit. PARKING.There is parking located behind the building but due to the limited spots,parking is also available on public parking lot and side street parking. Landlord does not guarantee parking directly behind building. All 16. 17. [SIGNATURES CONTAINED ON FOLLOWING PAGES] 610 IN WITNESS WHEREOF,the parties hereto have executed this Lease on the date and year first above written. WITNESSES:LANDLORD: 500 Ocean Properties,LLC <SSa=i By:Christian Macoviak,its Managing Member TENANT: Freddie Briniey a Phone 561-699-7147 Email s U k oca. Emergency Contact ~%8 C>-3 (olCr 611 Lease Extension Agreement June 24,2021 500 Ocean Properties,LLC and Freddie Brinley("tenant")agree to extend lease on said premises know as 517 Yi E Ocean Ave Apt #5,Boynton Beach,FL 33435,original lease dated 6th day of January 2019. For good consideration 500 Ocean Properties,LLC and Freddie Brinley ("tenant")agree to extend the said lease for a period of six-months,starting date of 6th day of July 2021 and terminating on the 5th day of January 2022.The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period,Freddie Brinley ("tenant")agrees to pay rent in the amount of $1030.00 (one thousand thiry)per month.Payment is to be received by the 6th of each month. All other lease terms shall remain unchanged and continue during the lease extension period as is set forth herin.Per Section 4(c)of the original lease,there is no smoking permittted within the apartment,in the hallways,or common areas at anytime with no exceptions.I will issue an immediate lease termination if this occures.Stairs are part of common area.^y^Initial Per Section 4(a)of the original lease,Tenant shall occupy the Property as a residential apartment for Tenant Onlv.y^Initial You are the only named tenant.Anyone over the age of 18,if residing in the apartment we will need a written request to review to add to lease. This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns,personal agents and managing members. Landlord riu,n -Date Date ~J"^"ZCKZ(Tenant 612 OYER,MACOVIAK AND ASSOCIATES 511 &513 E.Ocean Avenue 613 COMMERCIAL LEASE AGREEMENT THIS COMMERCIAL LEASE AGREEMENT ("Lease")is made effective as of the 15th day of October 2019,between 500 OCEAN PROPERTIES,LLC,a Florida limited liability company,whose mailing address is 51 1 East Ocean Avenue,Boynton Beach,Florida 33435 ("LANDLORDS and HARVEY E.OYER JR.,INC.d/b/a OYER,MACOVIAK AND ASSOCIATES ("TENANT"),whose address is 511 East Ocean Avenue,Boynton Beach, Florida 33435. WITNESSETH: That LANDLORD,for and in consideration of the covenants,agreements and conditions herein contained,mi the part of TENANT to be kept and performed,does hereby lease to TENANT,mid TENANT does hereby lease from LANDLORD,the ground floor Office space located at 5 11 and 513 East Ocean Avenue,Boynton Beach,Florida 33435 ("Property"). This Lease replaces any and all prior lease agreements between LANDLORD and TENANT relating to the Property. The tarns and conditions of this Lease are as follows: TERM.The torn of this Lease shall be for three (3)years,commencing on October 15,2019,and unless earlier terminated in accordance with the terms of this Lease, expiring at 12:00 midnight on October 14,2022. RENT. (a)TENANT agrees to pay to LANDLORD,in lawful money of the United States,each month during the Term of this Lease the sum of$4,400 per month plus all applicable sales taxes ("Rent").Rent shall increase three percent (3%)each year of the Term commencing on the first anniversary.Rent shall be due on the 15lh day of each month and shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing. 1. 2. (b)In addition to any other rights of LANDLORD hereunder,in the event TENANT shall foil to pay rent or other sums due hereunder within five (5)days of its due date, LANDLORD may,at LANDLORD'S option,impose a late charge of 5%of such payment and such charge shall be deemed additional rent hereunder.The late charge is not a penalty,but liquidated damages to defray administrative and related expenses due to such late payment 3.SECURITY DEPOSIT.Due to the long term of the tenancy by TENANT, no security deposit shall be required. OCCUPANCY AND USE OF THE PREMISES. (a)TENANT shall Occupy the Property as a commercial insurance office for 4. TENANT only. WPBDOCS 10129834 2 614 (b)TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities,whether federal,state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent,any immoral,improper or unlawful practice or act in or upon the Property.TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind wliieli is detrimental to the Property.TENANT shall not,in any manner,alter,damage or deface the Property. (c)TENANT shall at all times during the Term maintain an active occupational license/business tax receipt with the City of Boynton Beach and any other applicable governmental entities. Cd)Provided that TENANT abides by all terms,obligations,and covenants of this Lease,TENANT shall enjoy quiet and peaceful possession of the Property during die Term. UTILITIES. (a)During die Term,TENANT shall pay die cost of electric service, television/internet,quarterly pest control,and any other utilities provided to or used at die Property,inducting all installation and activation fees and airy deposits required by such utility providers.LANDLORD shall pay the cost of garbage,water,and sewer services. (b)Except in the instance of LANDLORD'S negligence,LANDLORD shall not be liable to TENANT in the event any utility sendees are interrupted or become unavailable, for any reason whatsoever,and such interruption or unavailability shall not constitute actual or constructive eviction,nor be deemed an interference with TENANT'S occupancy of the Property, nor shall Rent be abated during any such period of interruption or unavailability. 5. MAINTENANCE AND REPAIRS:HURRICANE PROTECTION:6. SURRENDER OF PROPERTY:AND INSURANCE. (a)TENANT shall,at its sole expense,keep and maintain die Property in good,clean and sanitary condition and repair during die Term of this Lease.TENANT shall be responsible for die maintenance ami repair of the building and die HVAC system during die Tom.However,LANDLORD shall be responsible for the replacement of the roof,building struoture,and HVAC system should replacement be necessary. (b)TENANT shall not drain,nor permit the drainage of grease into the toilets or sinks. (c)In the event of a hurricane watch or hurricane warning,TENANT shall use reasonable efforts to secure the Property against damage. (d)TENANT shall engage a professional pest control contractor to provide calendar quarteriy pest control service. WPBDOCS 101298342 615 (e)TENANT shall,at die end of the Lease term,surrender wd deliver to LANDLORD the Property,without demand,"broom clean"and in the same condition as it existed on die commencement date hereof,reasonable wear and tear excepted. (f)During the Term,TENANT shall provide,at TENANTS expense, insurance adequate to insure all of TENANT'S personal property,fixtures,operations,and business interruption for its operations at the Property.TENANT shall also pay for and keep in foil force and effect during the Term,commercial general liability insurance in an amount of not less than SI million per occurrence mid $2 million in the aggregate,naming LANDLORD as an additional named insured.Under no circumstance shall LANDLORD be responsible or liable for TENANTS personal property,fixtures,or operations located at the Property. NO ADDITIONS OR ALTERATIONS. (a)TENANT shall not make any additions,changes or alterations in and upon the Property (other than painting)without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD'S reasonable discretion.LANDLORD may remove or change,at TENANTS cost and expense,any addition,change or alteration made by TENANT without LANDLORD'S consent,the charge for which shall be paid by TENANT upon demand. 7. (b)LANDLORD'S interest in the Property shall not be subject to mechanics' or other liens for improvements made by TENANT nor for services,labor or materials performed at TENANTS request. (c)If any lien is filed against the Property for improvements or work claimed to have been done or for materials elaimed to have been furnished to TENANT,the lien shall be discharged by TENANT within ten (10)days thereafter,at TENANT'S expense,and TENANT shall indemnify LANDLORD for any loss,cost,or expense incurred by LANDLORD as a result of TENANT'S violation of this provision.The foregoing indemnification shall survive termination or expiration of this Lease. DESTRUCTION BY CASUALTY.In the event the Property or any portion thereof may be rendered untenantable by reason of fire,explosion or any other casualty, LANDLORD,at LANDLORD'S option,may either repair the Property to make the same tenantahle within sixty (60)days thereafter,or terminate this Lease.In such event,LANDLORD shall give TENANT ten (10)days'notice in writing of LANDLORD'S intention to repair or terminate this Lease.If LANDLORD elects to repair the damaged Property,LANDLORD shall proceed with due diligence and TENANTs Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. PROPERTY LOSS.DAMAGE AND INDEMNIFICATION. The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfoctoiy condition and acceptable to TENANT.LANDLORD shall not be liable to TENANT,TENANTs family members,agents,licensees or invitees,for damage to persons or property caused by any s. 9. (a) WPBDOCS I0I29S34 2 616 individual or entity.LANDLORD shall not be liable for any patent or latent defects in die Property. (b)LANDLORD shall not be liable for the presence of bugs,vermin or insects in the Property.TENANT hereby releases LANDLORD from any and all claims for loss, damage or injury of any nature whatsoever to person or property,including (without limitation) damage caused by theft,vandalism,water,smoke,fire or other causes,or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (c)TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims,liabilities,actions,causes of action,damages, costs and expenses whatsoever which may arise out of,result from or be attributable to TENANTS use or occupancy of the Property,or any act or omission thereon (whether by TENANT,TENANTS family members,agents,employees,licensees or invitees),which Indemnification shall include attorneys'fees at trial and appellate levels.The foregoing indemnification shall survive termination or expiration of this Lease. (d)LANDLORD'S insurance does not cover loss or damage to any of TENANTS personal property or possessions.If TENANT desires insurance coverage for any of TENANTS personal property or possessions,TENANT shall obtain and pay for any such insurance coverage. ASSIGNMENT OR SUBLEASING.TENANT shall neither sublet the Property or any part thereof nor assign (voluntarily or by operation of law)this Lease or any interest therein,nor mortgage nor encumber the Property or this Lease. RIGHT OF ENTRY.LANDLORD shall have the right by or through itself or its agents or employees,to enter the Property at all reasonable hours.LANDLORD'S entry into the Property shall be for the purpose examining it and to,in LANDLORD'S sole discretion,make such repairs ami alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same.In addition,LANDLORD specifically reserves foe right to enter upon tire Property at reasonable times after first having informed TENANT of LANDLORD'S intention to do so,for the purpose of showing foe Property to prospective:(i) tenants;(11)purchasers;or (lit)mortgagees. DEFAULT. 10. 11. 12. If TENANT shall foil to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of foe terms and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder.If TENANT should become in default hereunder,LANDLORD will have any and all of foe rights and remedies which the law of Florida confers upon a landlord against a tenant in default,including,without limitation,the right to:(i)terminate this Lease and sue for unpaid Rent;and/or (ii)accelerate foe entire unpaid balance of the Rent for foe Term of this Lease and sue for the collection of such Rent;and/or (iii)take possession of foe Property (and any and all of TENANTS personal properly therein)and,at LANDLORD'S optical,rent the Property for the account of TENANT.In foe event that LANDLORD takes possession of foe Property,it may (a) WPBDOCS 101298342 617 remove TENANTS personal property and store same at the expense of TENANT,without being liable for damages therefor.In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT,LANDLORD shall receive die Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting (including,without limitation,die cost of brokerage,repair,alteration and all other sums)and apply any remaining Rent or proceeds to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency.If at the time of any default by TENANT there remains any unrefunded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity.In the event TENANT shall fail to vacate the Property as and when required hereunder,TENANT shall be deemed a tenant at sufferance and,in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged,for each day during its occupancy,an amount equal to 250%of the rental amount which was due hereunder immediately prim*to such holdover occupancy. If by reason of a default hereunder,a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from foe default,the non-prevailing party mil owe and will pay the prevailing party's reasonable attorneys'fees (including foes at trial and appellate levels)and costs and expenses. APPLIANCES AND AIR CONDITIONING.All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease. SUBORDINATION.This Lease is subject and subordinate to all ground or underlying leases,encumbrances,mortgages and other matters which may now or hereafter affect or become a lien upon foe Property (or any portion thereof)and to any renewals, modifications,amendments,replacements or extensions thereof.TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANTS attorney- in-fact to execute any and all such instruments. CUMULATIVE REMEDIES.LAWS:NOTICES:INVALIDITY; WAIVER:SURRENDER:ENTIRE AGREEMENT:SUCCESSORS AND ASSIGNS.Ail rights and remedies herein created for foe benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be on election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD'S resort to any other remedy in this Lease.This Lease shall be construed in accordance with Florida law.All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the address for payment of Rent and to TENANT (after the date of commencement of the Term of this Lease)at the property address.Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed;however,notices to LANDLORD shall be deemed received only upon actual receipt Notices to TENANT may be effectuated by personally serving same on TENANT,any member of TENANTS family or any agent of TENANT found at or upon the Property.If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable,such invalidity or unenforceability shall not affect foe remaining provisions,all of which shall remain in foil force arid effect.No act or thing done by LANDLORD shall be (b) 13. 14, 15. WPBDOCS 101298342 618 deemed an acceptance of a surrender of the Property or this Lease,and no agreement to accept the Property and surrender die Lease shall be valid unless in writing signed by LANDLORD. Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property,The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance.Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach.No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waive-shall be in writing signed by LANDLORD and no payment of Rent of a lesser amount than that due,nor any endorsement or statement on a check,shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rait or other sums,or to pursue any remedy provided in this Lease.This Lease contains the entire agreement between the parties with respect to the subject matter and supersedes any prior or oral agreements or understandings.All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto,and (to the extent permitted)their respective heirs,personal representatives,successors and assigns. RADON GAS.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 ova-time.Levels of radon that exceed federal and state requirements have been found in buildings in Florida.Additional information regarding radon and radon testing may be, obtained from your county public health unit. 16 [SIGNATURES CONTAINED ON FOLLOWING PAGES] WPBDOCS 101298342 619 IN WITNESS WHEREOF,the parties hereto have executed this Lease on the date and year first above written. WITNESSES:LANDLORD: 500 Ocean Properties,LLC,a Florida limited liability company By:1 tarvcy I 1.Oyer III,lis Managing Member mmr TENANT: HARVEY E OYER JR.,INC.,a Florida corporation,d/h/a OYER,MACOV1AK AND ASSOCIATES Robert Macoviak,its President WPBDOCS 10129834 2 620 CAFE BARISTA,INC.d/b/a HURRICANE ALLEY 527,529,531 &OFFICE 4 (533 E.OCEAN) 621 BUSINESS LEASE THIS LEASE executed this day of /3 2007.by and between Harvey/bver of 5 1 Seacrest Blvd..Bovnton Beach.FL 33425 .hereinafter called Lessor,and Cafe Barista.Inc.d/b/a Hurricane Alley and Hurricane Alley Eve of Storm.Inc.of 527-531 E.Ocean Avenue.Bovnton Beach.FL 33435 .hereinafter called Lessee, WITNESSETH,THAT:Lessor,in consideration of the covenants and agreements herein contained on the part of the Lessee to be kept and performed,does hereby lease,demise,and let to the Lessee under the Lessor the premises located at 527.529.53 1 E.Ocean Avenue.Bovnton Beach.FL 33435 (see attached Legal Description "Exhibit A")to be occupied as a restaurant and ice cream parlor for a period of 60 months commencing on the 1st day of September .2007 and ending midnight on the 31st day of August agreed aggregate rental of One Hundred Sixty-eight Thousand and NO/1 00 ($1 68.000.001 Dollars +applicable Florida sales tax in lawful money installments of $3.000.00 plus applicable Florida sales tax,due and payable in cash,cashier's check,or money order to Lessor or their assigns on each and every monthly anniversary of the commencement date during the term of this Lease (Except:Lessor agrees to waive all regular rent for the rest of the calendar year of 2007)to be paid at 5 12 S.Seacrest Blvd..Bovnton Beach.FL 33425 .or at such other place as the Lessor may designate in writing.First monthly payment to begin January 1",2008.Lessee shall still be bound by all other terms and conditions of this lease from the date of commencement which is September 1 ,2007. In addition to the rental installment,Lessee agrees to pay Lessor as additional rent within Ave (S)days of rendition of Lessor's bill to Lessee,such costs,fees,and expenses paid or incurred by Lessor for:1)repairs made by Lessor caused by Lessee's misuse;2)fees and expenses,including court costs and reasonable attorney's fees arising in connection with the enforcement of the terms ofthis Lease;and 3)such other expenditures advanced for the account of Lessee by Lessor required to be paid by Lessee under this Lease. This Lease is made upon the following expressed terms and covenants,all and every one of which are material and which the parties covenant and agree to keep and perform: 2012 at an 1)SECURITY DEPOSIT AND AGREEMENT :Lessee shall deposit with Lessor upon the execution of this Lease the sum of $25.00 as security for the prompt payment of the rent and for the full and faithful performance by Lessee of the terms and covenants of this Lease,to be returned to Lessee,without interest,after Lessee has vacated the premises and upon the full performance of the provisions of this Lease.Lessee shall not use the security as rent. If Lessee should fail to perform any obligation imposed by this Lease or by law,or by the condo association, Lessor shall have the right to apply the security deposit against the costs,expenses and damages suffered by Lessor including unpaid rent installments and reasonable attorney's fees.The security deposit shall not be considered liquidated damages. 2)TAXES:Real estate taxes on the premises shall be paid by Lessee.Personal property taxes on personal property of Lessee,if any,shall be paid by Lessee not later than 30 days from when the tax bill first comes out beginning 2007.Since the space being leased by Lessee constitutes approximately 'A of the entire building the parties shall split equally the over all gross tax for the entire building. 3)INSURANCE:Personal property insurance covering Lessee's personal property shall be paid by Lessee. Public liability insurance shall be paid by Lessee (Coverages should be at least as follows:Fire Liability, $100,000.00;Liquor Liability,$1 ,000,000.00;and General Liability,$1,000,000.00/$2,000,000.00).Lessor shall be added to the insurance policy as an additional insured,which policy shall include a waiver of subrogation rights by Lessee's insurance carrier.Lessor may at any time perform such acts as may be required of Lessee hereunder, or advance premiums required to be paid by Lessee,the same thereupon becoming additional rent and immediately due. 4)MAINTENANCE:Maintenance of all plumbing,lighting and appliances,including,but not limited to refrigerator,air conditioning and heating equipment shall be made by and paid by Lessee.Lessee acknowledges that all such appliances have been turned over to Lessee in good working order and that all said appliances shall be returned back to landlord in good working order and that Lessee agrees to maintain the appliances in said condition throughout the term of the lease.Lessee shall forthwith have repair done in a workman like manner at its expense, all damage to the demised premises,or any portion thereof,resulting from the act or negligence of Lessee,its family, servants orguests and only such types of repairs.If Lessee fails to make such repairs,Lessor may,but shall not be obligated to do so,make such repairs,and Lessee shall reimburse Lessor for the cost thereof,without demand,as an additional payment of rent under this Lease.Lessee agrees and acknowledges that it will not install any additional locks on any doors nor will Lessee change any existing locks without first obtaining the Lessor's express Page 1 of 4 622 written permission and providing the Lessor a duplicate key.Lessee shall further make reasonable provisions for and shall pay the cost of extermination services,and shall keep all plumbing and appliances clean,sanitary and in good repdir at its expense. 5)IMPROVEMENTS :Any improvements and repairs made to the premises by the Lessee shall meet all city and state code requirements.All costs of improvements or repairs shall be paid by Lessee. 6)UTILITIES:Telephone bills shall be paid by Lessee.Electric bills and cable television shall be paid by Lessee.Lessee is responsible for making arrangements with the utility companies in Lessee's name,including required deposits,for all utility services to be paid for by Lessee.Lessee will be responsible for sewer,water and garbage and all occupational licenses. 7)COMPLIANCE:The Lessee shall promptly execute and comply with all statutes,ordinances,rules,orders, regulations and requirements of the Federal,State and City Government for the correction,prevention,and abatement of nuisances or other purposes in,upon or connected with said premises during said term.Further, Lessee agrees to comply with all building rules and regulations. Except as specified in any notices to landlord pursuant to section 1 8 of this lease, the Lessee has examined and knows the condition of the premises and acknowledges that they are received in good order and repair;that they are tenantable,and that upon the termination of this Lease in any way,Lessee covenants to yield the premises to Lessor in as good condition as when entered upon by Lessee,ordinary wear and tear expected.Lessee shall remove all trash and debris from the premises and shall leave them in broom clean condition. All appliances shall be cleaned by Lessee and returned to Lessor in good operating condition. 8)PREMISES CONDITION: 9)PETS:Lessee covenants to refrain from keeping any pets upon the premises. 1 0)RIGHT OF ENTRY :Lessor,or its agents shall have the right to enter the premises,upon reasonable notice, at all reasonable hours for the purpose of examining or exhibiting the same;to make any repairs,alterations,or changes on the premises which Lessor may deem fit to make,or to place any sign therein or thereon for sale or rent and to show the same to prospective purchasers or tenants.Lessee shall not inhibit sales efforts of Lessor. However,sale of the property will not terminate this lease during its term. 1 1 )WASTE PROHIBITED:Lessee shall not commit,nor suffer to be committed,any waste upon the premises, the appliances or furnishings,if any;not cause any nuisance or breach of the peace,nor commit or permit to be committed any other act or deed which may disturb the quiet enjoyment of any other person or person's property in the neighborhood. 1 2)ASSIGNMENT AND SUBLETTING:Lessee may not assign this Lease or sublet the premises or any part thereof without the prior written consent of the Lessor.In the event such consent is given,Lessee agrees to pay the Lessor reasonable attorney's fees for the preparation and execution of such documents deemed necessary by the Lessor to be executed in connection with the assignment or subletting. 1 3)LESSOR LIABILITY:Lessee will indemnify and hold Lessor exempt and harmless from any liability,Joss, cost,or obligation on account of any damage or injury to any person,or to the property of any person,arising in any manner from the use or occupation of the premises by the Lessee,its family,employees,servants,and guests and Lessee shall provide thereon insurance for same. 14)OPTIONS UPON DEFAULT:If Lessee shall violate any term or covenant under this Lease,in addition to the relief allowed under Florida Statute,Chapter 83,the Lessor may re-take possession of the premises for the account of Lessee and re-let the same as agent of the Lessee;and the Lessee hereby irrevocably appoints Lessor its lawful attorney-in-fact for this purpose.Lessee shall,in such event,remain liable to Lessor for any deficiency,loss, costs,or damages sustained or incurred during the remainder of the term. 15)ATTORNEY'S FEES AND COSTS:Lessee agrees to pay all costs,fees,expenses,and a reasonable attorney's fees in the event of eviction,enforcement of any term or covenant of this Lease,or for the collection of any unpaid rent,whether suit be brought or not;and the security may serve as a source of such payment. 16)ESTOPPEL STATEMENT:Lessee agrees to execute and deliver to Lessor,within five (5)days of written request,a statement setting forth a)that the Lease is in full force and effect without modification;b)that Lessee has no claim,set-off,or defense to the Lease;c)the amount of the security deposit;and d)the dale through which rent has been paid.Failure to execute and deliver such statement within the time required shall be construed as Lessee's Page 2 of 4 623 representation that the Lease is in good standing without modification and that the Lessee has no claim,set-off,or defense to the Lease. 17)HOLDING OVER-DOUBLE RENT:If Lessee holds over and continues in possession of the premises,or any part thereof,after the expiration of the Lease without Lessor's permission Lessor may recover double the amount of the rent due for each day Lessee holds over and refuses to surrender possession.Such daily rent shall be computed by dividing the rent for the last month of the Lease by fifteen. 18)AS IS:Lessee has inspected the premises and is familiar and satisfied with its present condition.The taking of possession of the premises by Lessee shall be conclusive evidence that the premises were in good and satisfactory condition at the time such possession was taken. .- 19)FURNISHED PREMISES:The premises are rented unfurnished. 20)SUBORDINATION:This Lease is expressly made subject to and subordinate to all mortgages now upon or hereafter placed upon the premises by Lessor.Lessee irrevocably appoints Lessor its attorney-in-fact to execute such instruments as might be deemed expedient by Lessor to evidence implementation of this paragraph. 21)ASSIGNMENT:The Lessee shall not assign,mortgage,or encumber this Lease,nor sublet or permit the leased property or any part thereof to be used by others without the prior written approval of the condominium association. 22)NON-DISTURBANCE:The Lessee agrees not to use the demised premises,or any part thereof,or permit the same to be used for any illegal,immoral or improper purposes;not to make,or permit to be made,any disturbance,noise or annoyance whatsoever detrimental to the premises or the comfort and peace of the inhabitants of the vicinity of the demised premises. 23)INSPECTIONS:Lessee acknowledges that the Lessor shall have the right to make inspection of the premises at any reasonable hour. 24)NOTICES:Any notice required to be given shall be made by Certified Mail,Return Receipt Requested, mailed to the last known address of the party to be notified. 25)PERSONS BOUND:This Lease shall be biding upon and inure to the benefit of the parties and their respective heirs,personal representatives,successors,and permitted assigns. 26)FLORIDA LAV/-.All parties agree that this Lease shall be construed for all purposes under the Jaws of the State of Florida. 27)TIME:Time is of the essence in this Lease. 28)COMPLETE AGREEMENT:This Lease constitutes the complete agreement and understanding between Lessor and Lessee,and no future agreement,understanding,or modification of this Lease shall be valid,binding, or enforceable against either party unless reduced to writing signed by Lessor and Lessee. 29)RECEIPT OF FUNDS:Lessor acknowledges that it has,or its agent has received the sum of £3.220,00 subject to check clearance,applied as follows:Security Deposit:$25.00 :First Month's Rent:$3.0Q0.00 + £195.00 State Sales Tax:Last Month's Rent:£-0-. 30)SPECIAL PROVISIONS:There shall be a 10%late fee for any rent payment more than 5 days overdue. The lessees shall have the option to renew for an additional five (5)years at the original rate.There shall be a CPI adjustment to the rent which shall be limited both upward and downward by 5%for the five renewal years.Lessee shall have right of 1st refusal if Lessor should decide to sell property.Specifically,Lessor shall give Lessee five (5)days notice before placing property on market and Lessee shall have four (4)days thereafter to accept terms being offered. i 31)HURRICANE SHUDDERS:Lessee shall be responsible for boarding up the windows and doors on the premises covered in this lease. Page 3 of 4 624 : IN WITNESS WHEREOF,the Lessor and Lessee have hereunto set their hands the day and year first above written. .Signed,sealed and delivered in the presence of: WITNESS (17- LESSOR:.HARVEY^YE ft7/. WITNESS /D ILLl\ £1 WITNI^ _SL VfdA>/ LES:KELLY, CAFfi BARISTA,INC. esident of /a HURRICANE ALLEY 'ITNESS 1 -T^*\/E'k "7 /v-»<--L -Lt LESSEE:KIM KELLY,lYesidcnt of HURRICANE ALLEY EYE OF STORM,INC. WITNESS pottle\tLs WITNESS Prepared by:MARTIN LAVAGE &HILEMAN,P.A.,1200 S.FEDERAL HIGHWAY,SUITE #201 BOYNTON BEACH,FL 33435 -PHONE:561-736-2888 FAX:561-736-9612 Page 4 of 4 625 LEASE AMENDMENT THIS LEASE AMENDMENT ("Amendment")is entered into effective as of the 1st day of January 2011 ("Effective Date")between HARVEY E.OYER in,AS PERSONAL REPRESENTATIVE OF THE ESTATE OF HARVEY E.OYER,JR.("Lessor"),having an address of 51 1 East Ocean Avenue,Boynton Beach,Florida 33435,and CAFE BARISTA,INC., a Florida corporation,d/b/a Hurricane Alley Raw Bar &Restaurant ("Lessee"),whose address is 529 East Ocean Avenue,Boynton Beach,Florida 33435. RECITALS: WHEREAS,Harvey E.Oyer,Jr.,as lessor,and Lessee entered into that certain Business Lease ("Lease"),dated October 2,2007,for ground floor retail space located at 527,529,and 531 East Ocean Avenue,Boynton Beach,Florida to be used exclusively as a restaurant ("Leased Premises"):and WHEREAS,Harvey E.Oyer,Jr.died on December 18,2010 and Lessor,by operation of law,became landlord of the Leased Premises;and WHEREAS,Lessor and Lessee mutually desire to amend the Lease in accordance with the terms and conditions contained herein. NOW,THEREFORE,in consideration of the above recitals,the mutual promises and covenants contained herein,and other good and valuable consideration,the receipt and sufficiency of which both parties hereto acknowledge,Lessor and Lessee hereby agree as follows: AGREEMENT: RECITALS.The above Recitals are true and correct and are incorporated herein1. by this reference. ALTERATION TO THE LEASED PREMISES.Lessor and Lessee agree that2. Lessee shall be permitted to cut an opening in the east wall of the 529 East Ocean Avenue portion of the Leased Premises in order to connect it to the 531 East Ocean Avenue portion of the Leased Premises ("Doorway Connection").The Doorway Connection shall be constructed in such a manner so as to:(a)comply with all laws,statutes,ordinances,and building construction codes;(b)maintain or enhance the load-bearing qualities of the existing wall;(c) utilize construction materials and finishes that are compatible with the existing,original construction materials in the Leased Premises;and (d)be no larger than the existing doorway opening connecting the 529 East Ocean Avenue portion of the Leased Premises to the 527 East Ocean Avenue portion of the Leased Premises.Lessee shall be responsible for all costs associated with the construction of the Doorway Connection,including but not limited to all materials,labor,permits,inspections,fines,and penalties.At no time shall Lessee be permitted to encumber the Lease,the Leased Premises or any portion thereof.Lessee shall not permit any 626 notices of commencement,notices to owner,or liens of any kind or nature whatsoever to be recorded or to attach to the Leased Premises or the property to which the Leased Premises is a part.Lessee shall pay all liens of contractors,subcontractors,mechanics,laborers,materialmen and all other like character,and shall indemnify Lessor against all expenses,costs and charges, including bond premiums for release of liens and attorney's fees,disbursements,and costs reasonably incurred,at all trial and appellate levels,in the defense of any suit in discharging the Leased Premises or any part of it from any liens,judgments,or encumbrances caused or suffered by Lessee or any party acting by,through,or under Lessee or in any other way arising from or related to the Doorway Connection.With respect to the Doorway Connection,Lessee shall indemnify Lessor against all losses,costs,damages,and expenses of any kind or nature whatsoever,including court costs and attorneys fees,resulting from personal injury,death, damage to the Leased Premises,damage to the building in which the Leased Premises is situated, or any breach of the terms of the Lease or this Amendment ALCOHOLIC BEVERAGE LICENSE.Lessee hereby warrants and represents to Lessor that Lessee currently possesses all licenses necessary to serve beer and wine at the Leased Premises.Lessee desires to obtain all licenses and approvals necessary to serve all forms of alcoholic beverages at the Leased Premises (collectively,the "Alcohol License"!and Lessor is agreeable to allow Lessee to do so but only upon the terms and conditions contained in this Amendment Lessee shall be responsible for all costs and expenses associated with obtaining and maintaining the Alcohol License.Lessee shall at all times operate the Leased Premises and use the Alcohol License in conformance with all laws,statutes,and ordinances.Lessee agrees that the current hours of operation at the Leased Premises (Sunday to Thursday 1 1 am to 1 1 pm and Friday and Saturday 1 1 am to 12 am)shall not be increased or extended.Lessee agrees that at no time will it offer solo drink specials that are not associated with a food and drink pairing special.Lessee agrees that it will not have or promote alcoholic drink specials (e.g."jello shots")or nights (e.g."Ladies Night").Lessee agrees that it shall not advertise,promote or otherwise hold itself out to the community as a bar or nightclub.Lessee acknowledges and agrees that the conditions contained in this Amendment and the duties and obligations imposed upon Lessee herein are a material inducement to Lessor to agree to the Alcohol License and that the breach by Lessee of any of the conditions contained in this Amendment shall be a material breach of the Lease and shall entitle Lessor to all remedies at law and in equity.In consideration of Lessor permitting Lessee to obtain and maintain the Alcohol License at the Leased Premises during the term of the Lease,Lessee shall pay to Lessor an additional One Thousand and No/100 Dollars ($1,000.00)of Rent per month during the term of the Lease.Such additional rent shall become due and payable beginning on the first day of the first full month after Lessee obtains the Alcohol License.Such additional rent shall be added to and paid to Lessor in the same manner as the Rent under the Lease. 3. RENT.At Lessee's request,Lessor hereby authorizes and permits Lessee to divide the monthly Rent payments (including any additional rent,sales taxes,real estate taxes, and garbage fee reimbursements that Lessee owes to Lessor)so that one half of the monthly Rent shall be paid by Lessee to Lessor on the 1st day of each month during the term and the remaining one half of the Rent shall be paid by Lessee to Lessor on the 1 5th day of each month. 4. 627 RESTAURANT SIGNAGE.Lessor hereby authorizes Lessee,at Lessee's sole cost and expense,to install the restaurant signage depicted on Exhibit "A"attached hereto to the south facade of the second story of the building in which the Leased Premises is located ("Restaurant Signage").The Restaurant Signage shall be constructed in such a manner so as to: (a)comply with all laws,statutes,ordinances,and building construction codes;(b)be non invasive or minimally invasive to the building wall;(c)utilize construction materials and finishes that are compatible with the existing,original construction materials of the building;and (d)be no larger than as depicted on Exhibit "A"attached hereto.Lessee shall,at Lessee's sole cost and expense,be permitted to add up to two (2)light fixtures to illuminate the Restaurant Signage at night,provided that:(a)the lights do not shine into any of the upstairs windows;and (b)Lessee shall pay all electric charges and maintenance costs associated with the operation of the lights. Lessee shall be responsible for all costs associated with the construction of the Restaurant Signage,including but not limited to all materials,labor,permits,inspections,fines,and penalties.At no time shall Lessee be permitted to encumber the Lease,the Leased Premises or any portion thereof.Lessee shall not permit any notices of commencement,notices to owner,or liens of any kind or nature whatsoever to be recorded or to attach to the Leased Premises or the property to which die Leased Premises is a part.Lessee shall pay all liens of contractors, subcontractors,mechanics,laborers,materialmen and all other like character,and shall indemnify Lessor against all expenses,costs and charges,including bond premiums for release of liens and attorney's fees,disbursements,and costs reasonably incurred,at all trial and appellate levels,in the defense of any suit in discharging the Leased Premises or any part of it from any liens,judgments,or encumbrances caused or suffered by Lessee or any party acting by, through,or under Lessee or in any other way arising from or related to the Restaurant Signage. With respect to the Restaurant Signage,Lessee shall indemnify Lessor against all losses,costs, damages,and expenses of any kind or nature whatsoever,including court costs and attorneys fees,resulting from personal injury,death,damage to the Leased Premises,damage to the building in which the Leased Premises is situated,or any breach of the terms of the Lease or this Amendment. 5. EXTENSION OF TERM.Lessee desires to extend the term of the Lease for an additional five (5)years after the currently scheduled expiration of the existing term of the Lease on August 31,2012.Lessor and Lessee hereby agree that the Lease term is hereby extended an additional five (5)years and shall expire on August 31,2017.The Rent shall remain the same as it is as of the effective date of this Amendment up to and including August 31,2012,that is $3,000 per month,plus additional rent of $1,000 per month for the Alcohol License (if in use by the Lessee),plus applicable sales taxes on the rent and additional rent,plus one-half the annual real estate taxes on the building in which the Leased Premises is located,and one-half of the garbage dumpster service.Beginning September 1,2012 and continuing until August 31,2014, the Rent shall be $4,100 per month,plus additional rent of $1,000 per month for the Alcohol License (if in use by the Lessee),plus applicable sales taxes on the rent and additional rent,and one-half of the garbage dumpster service.During this two year period,Lessee shall not pay Lessor one-half of the real estate taxes for the building in which the Leased Premises is located. Beginning September 1,2014 and continuing until August 31,2017,the Rent shall be $4,500 per month,plus additional rent of $1 ,000 per month for the Alcohol License (if in use by the Lessee), plus applicable sales taxes on the rent and additional rent,and one-half of the garbage dumpster 6. 628 service.During this three year period,Lessee shall not pay Lessor one-half of the real estate taxes for the building in which the Leased Premises is located. INSURANCE.Commencing upon the execution of this Amendment mid at all times during the term of the Lease,including all extensions of the Lease term,Lessee shall pay for and maintain:(a)replacement cost personal property insurance covering all of Lessee's persona]property located on the Leased Premises;(b)public liability insurance in amounts no less than $100,000.00 for property damage,$1,000,000.00 for liquor liability,and $1,000,000.00/$2,000,000.00 general liability on an occurrence basis;and (c)worker's compensation insurance as required by statute.Lessor shall be added to all insurance policies as an additional insured,which policy shall include a waiver of subrogation rights by Lessee's insurance carrier.Lessor may at any time perform such acts as may be required of Lessee hereunder,or advance premiums required to be paid by Lessee,the same thereupon becoming additional rent and immediately due. SECURITY.Lessee has requested that Lessor not require a security deposit or a general personal guaranty of the Lease by Kim Kelly due to the long-term tenancy of Lessee at the Leased Premises.Lessor hereby agrees to this request by Lessee.Lessor and Lessee do, however,hereby agree that upon execution of this Amendment,Lessee shall execute a UCC-1 Financing Statement ("UCC"),to be recorded with the Florida Secretary of State,that provides Lessor a security interest in all personal property and fixtures located on the Leased Premises during the term of this Lease.Such personal property and fixtures shall serve as Lessor's security for Lessee's full and faithful performance of the terms and conditions of the Lease,as amended from time to time.In addition to the UCC,Kim Kelly hereby personally guarantees the clean-up and restoration of the Leased Premises to broom clean condition upon the expiration or earlier termination of the Lease,including but not limited to the removal of all signage and the restoration of the any damage,holes,or marks to the building in which the Leased Premises is located.This limited personal guaranty by Kim Kelly shall be a continuing personal obligation that shall be legally enforceable against Kim Kelly by Lessor in accordance with die terms of this Amendment. 7. 8. 9.OTHER LEASE PROVISIONS.Unless specifically amended by this Amendment,all other terms and conditions of the Lease remain unchanged and in full force and effect. [Signature page follows] 629 IN WITNESS WHEREOF,the Lessor and Lessee have executed this Amendment effective as of the day and year first above written. Signed,sealed and delivered in the presence of:LESSOR: HARVEY E.OYER III,AS PERSONAL REPRESENTATIVE OF THE ESTATE OF HARVEY ;r,jr. Print Name:ML iy: er III, Representative &y E.naliMStl Print Name:_£.0 LESSEE: 1 CAFE BARISTA,INC.,a Florida corporation,d/b/a Hurricane Alley Raw Bar Print Name: Print Name: LIMITED PERSONAL GUARANTY: l^ifvx k-e~(Ii L Print Name: # .,Im Kelly,indrni xsonally Print Name: 630 LEASE AMENDMENT THIS LEASE AMENDMENT ("Amendment")is entered into effective as of the day of July 201 1 ("Effective Date"!between HARVEY E.OYER III,AS PERSONAL REPRESENTATIVE OF THE ESTATE OF HARVEY E.OYER,JR.("Lessor"),having an address of 5 1 1 East Ocean Avenue,Boynton Beach,Florida 33435,and CAFE B ARISTA,INC., a Florida corporation,d/b/a Hurricane Alley Raw Bar &Restaurant ("Lessee"),whose address is 529 East Ocean Avenue,Boynton Beach,Florida 33435. RECITALS: WHEREAS,Harvey E.Oyer,Jr.,as lessor,and Lessee entered into that certain Business Lease ("Lease"),dated October 2,2007,for ground floor retail space located at 527,529,and 531 East Ocean Avenue,Boynton Beach,Florida to be used exclusively as a restaurant ("Leased Premises"):and WHEREAS,Harvey E.Oyer,Jr.died on December 18,2010 and Lessor,by operation of law,became landlord of the Leased Premises;and WHEREAS,Lessor and Lessee entered into that certain Lease Amendment dated effective January 1,2011;and WHEREAS,Lessor and Lessee mutually desire to further amend the Lease in accordance with the terms and conditions contained herein. NOW,THEREFORE,in consideration of the above recitals,the mutual promises and covenants contained herein,and other good and valuable consideration,the receipt and sufficiency of which both parties hereto acknowledge,Lessor and Lessee hereby agree as follows: AGREEMENT: RECITALS.The above Recitals are true and correct and are incorporated herein1. by this reference. 2.OTHER LEASE PROVISIONS.Unless specifically amended by this Amendment,all other terms and conditions of the Lease remain unchanged and in full force and effect. 3.LICENSE FOR USE OF SIDEWALK.Lessee has requested the use of a portion of the sidewalk owned by Lessor and located adjacent to a premises currently leased by Lessor to Fashion Shoppe Boutique,Inc.("FSB").Lessee desires to utilize that portion of the sidewalk located in front of FSB's store,as more particularly depicted on Exhibit "A"attached hereto ("License Area"),for the sole purpose of outdoor seating incident to Lessee's operation of Hurricane Alley as a restaurant.Lessor hereby grants to Lessee a license to utilize the License 631 Area for the sole purpose of outdoor seating incident to Lessee's operation of Hurricane Alley as a restaurant,but only upon the terms and conditions contained in this Amendment Lessee shall mark the sidewalk in an inconspicuous manner that allows Lessee's employees to place Lessee's tables and chairs in the same spots each day.Lessee shall ensure that all tables and chairs located in the License Area stay in their designated spots,as depicted on Exhibit "A",at all times.At no time shall any tables or chairs be placed in front of FSB's entrance or west of FSB's entrance.Lessee shall be prohibited from connecting tables or placing large parties in the License Area.Lessee shall place and maintain at all times two planters into the locations depicted on Exhibit "A"to direct pedestrian traffic.Lessee shall at all times have a copy of Exhibit "A"in the restaurant so that Lessee's staff is aware of correct placement of the tables and chairs in the License Area.Lessee shall ensure that no dogs,dog water bowls,chairs,strollers, or any other animal or object be permitted in front of FSB's windows,entrance,merchandise, mannequins,or display area.Lessee shall ensure that its staff clean up after each table turnover in a timely manner,never allowing plates,food,or trash to remain on the tables in the License Area.Lessee shall ensure that no trash is allowed on the sidewalk of the License Area at any time.Lessee shall be responsible for the cleaning (including regular pressure cleaning)and maintenance of the License Area.The table closest to FSB's store shall be designated as the "FSB Men's Store Table"and be made available to FSB's owners,staff,employees,and guests when it is available and,if occupied,FSB's owners,staff,employees,and guests shall be next in line for said table.Lessee shall make best efforts to have its employees attach to each of Lessee's customer's receipts a $5 gift card for FSB's store located adjacent to the Leased Premises.FSB shall provide Lessee with the $5 gift cards. [Signature page follows] 632 fy hi bti $ :( •f li FSB Area I ' i k <wf:;vI t le/J To^re a '_<a^CN?c><7 » „1 <3 f=4j/. _ |1 il ——I*My n apT-f,©® £'F 0 " \!W f._ CrAizuCTo r i !<f1—J ufci n ?©©©©?i ^ ®4® ;r*rwn»i«i CI t4®!i4l!i !i 9 —Q -©0 <[vj <l j> cr ;v,v -\L~ ! a-/ 4'-<7- unras.<* 1 *ptkirl s.(.Oi6" *eC1(i'&e nr~t e© t -dlE®l 4nr-fj,j>.?., ~**v/^V v Wk. <©; *©6£QU.Lm, 1 f C©®Hi f aE3i T~PB®V 1 f ©liiof -I 'Jn.c J IS 1 KIO ^=r3 i ©•1 xUS>"1 0®e * *D |P\V TT Lfu „jl ^ ^lllv^'+jli :l£M ft I ^^ ! DPIBj i 3 m«i r />A *i*>J i ? t I cafvatm,•—T--T -=»---f—^"~ii n rr^~ ."tiLiK-jti <«i»ie."•7 7s^!sil "M 't' v «r»e<w>«c EvrXHraM TSKrf f!H.ei3>A._ 633 IN WITNESS WHEREOF,the Lessor and Lessee have executed this Amendment effective as of the day and year first above written. Signed,sealed and delivered in the presence of:LESSOR: HARVEY E.OYE TA YER4II, .TWEOF YER,JR. II.AS PERSONAL E OF THE ESTATE OFREP] -4 &By: T~ frint Name:.L-uVeyT.Oy HI,P< Representative ix. CW^qa \ s.vPrintName: LESSEE: CAFE B ARISTA,INC.,a Florida corporation,d/b/a Hurricane Alley Raw Bar &Restaurant A li 7 H'Y kw ,/r Kilti K elly,PresidentPrintNtjfne:, Print Name:rf/l^rch B,s l,*u. y ACKNOWLEDGED AND AGREED TO: Print Name:1/&lori'a 37 < FASHION SHOPPE BOUTIQUE,INC.,a Florida corporationCiOiytbclj f n An Z p^gident /John MarquezTP i. 634 635 636 637 638 639 640 641 642 LEASE AMENDMENT THIS LEASE AMENDMENT ("Amendment")is entered into effective as of the 1"day of September 2017 ("Effective Date")between 500 OCEAN PROPERTIES, LLC,a Florida limited liability company ("Lessor"!,having an address of 511 East Ocean Avenue,Boynton Beach,Florida 33435,and CAF£BARISTA,INC.,a Florida corporation,d/b/a Hurricane Alley Raw Bar &Restaurant ("Lessee"!,whose address is 529 East Ocean Avenue,Boynton Beach,Florida 33435. RECITALS: WHEREAS,Harvey E.Oyer,Jr.,as lessor,and Lessee entered into that certain Business Lease ("Lease"!,dated October 2,2007,for ground floor retail space located at 527,529,and 531 East Ocean Avenue,Boynton Beach,Florida to be used exclusively as a restaurant ("Leased Premises"!:and WHEREAS,Harvey E.Oyer,Jr.died on December 18,2010 and Lessor became the owner and landlord of toe Leased Premises;and WHEREAS,Lessor and Lessee entered into that certain Lease Amendment dated effective January 1,201 1 which,among other changes,granted Lessee toe right to make specific alterations to toe Leased Premises,obtain an alcoholic beverage license,install signage,and extend toe term of toe Lease;and WHEREAS,Lessor and Lessee entered into that certain Lease Amendment dated July 201 1 which granted Lessee a license for use of a portion of toe sidewalk;and WHEREAS,Lessor and Lessee entered into that certain Lease Amendment dated September I,2014 which added 533 East Ocean Avenue,Office 4 to toe Leased Premises;and WHEREAS,Lessor and Lessee mutually desire to further amend the Lease in accordance with toe terms and conditions contained herein. NOW,THEREFORE,in consideration of toe above recitals,toe mutual promises and covenants contained herein,and other good and valuable consideration,toe receipt and sufficiency of which both parties hereto acknowledge,Lessor and Lessee hereby agree as follows: AnRF.lT.MF.NT; The above Recitals are true and correct and areRECITALS, incorporated herein by this reference. 1. 643 2.OTHER LEASE PROVISIONS.Unless specifically amended by this Amendment,all other terms and conditions of die Lease,as previously amended,remain unchanged and in full force and effect EXTENSION OF TERM AND RENT.Lessor and Lessee mutually desire to extend the term of the Lease for an additional five (S)years after the expiration of the existing term of die Lease on August 31,2017.Lessor and Lessee hereby agree that the Lease term is hereby extended an additional five (5)years and shall expire on August 31, 2022.For the first three (3)years of die extended term of die Lease,the Rent (defined below)shall remain the same as it is on the Effective Date hereof.For year four (4)of the extended term of die Lease,the Rent shall increase 5%.For year five (S)of the extended term of the Lease,the Rent shall increase an additional 5%.The Rent shall be $5,875 per month,which includes $4,500 of base rent for die restaurant,$1,000 for die Alcohol License,and $375 for the upstairs Office 4.Lessee shall pay die Rent,phis all applicable sales taxes,to Lessor each month,without demand,at Lessor's office.At Lessee's request,Lessor hereby authorizes and permits Lessee to divide die monthly Rent payments so that one-half of the monthly Rent shall be paid by Lessee to Lessor on the 1" day of each month during die extended term hereof and the remaining one-half of die Rent shall be paid by Lessee to Lessor on the 15*day of each month during die extended term hereof,hi addition to die Rent,Lessee shall pay to Lessor one-half of the property taxes and assessments for the building within thirty (30)days after Lessor provides Lessee with a copy of die annual property tax bill,usually early November of each year. In addition to the Rent,Lessee shall also pay to Lessor each month one-third of the garbage and recycling dumpster fees and taxes. 3. RIGHT OF FIRST REFUSAL.Prior to or upon the expiration of the extended term of die Lease provided for herein,Lessee shall have a right of first refusal to match the terms and conditions of any lease for die Leased Premises that Lessor obtains from a third parly potential lessee.After presentation by Lessor to Lessee of the terms and conditions of any third party potential lease,Lessee shall have ten (10)days in which notify Lessor of its intention to exercise die right of first refusal and match die same terms and conditions.Should Lessee foil to agree to match die same terms and conditions within said ten (10)period,Lessee's right of first refusal shall be waived and Lessor may proceed to lease the Leased Premises to the third party.Should Lessee exercise its right of first refusal within said ten (1 0)days,Lessor and Lessee shall enter into a new or amended lease agreement for die Leased Premises on such tarns and conditions contained in the right of first refusal notice. 4. [Signature page follows] 644 IN WITNESS WHEREOF,the Lessor and Lessee have executed this Amendment effective as of the day and year first above written. Signed,sealed and delivered LESSOR:in the presence ofi 500 Ocean Properties,LLC,a Florida limited liability company By:KwiTlfl.h) Print Name:n /~g>v 'R Its:Managing Member LL ^^r Print Name:U_TvC \\P \\-\(\\1C-1 ; LESSEE: CAFfe BARISTA,INC.,a Florida corporation,d/b/a Hurricane Alley Raw Bar &Restaurant KinVberlyB.Kelly,PresidentK„>-fa h VfPrintName: m PrintNa Q 645 KALA MARKETING GROUP OFFICE #1 646 OFFICE SPACE LEASE AGREEMENT THIS COMMERICAL LEASE AGREEMENT ("Leased is made effective as of the 1st day of September 2014,between 500 OCEAN PROPERTIES,LLC,a Florida limited liability company,whose mailing address is 511 East Ocean Avenue,Boynton Beach,Florida 33435 ("LANDLORD"!and KALA MARKETING GROUP ("TENANT'!. WITNESSETH: That LANDLORD,for and in consideration of the covenants,agreements and conditions herein contained,on the part of TENANT to be kept and performed,does hereby lease to TENANT,and TENANT does hereby lease from LANDLORD,Office 1 located at 533 East Ocean Avenue,Boynton Beach,Florida 33435 ("Property"!. The terms and conditions of this Lease are as follows: TERM.The term of this Lease shall be for one (1)year,commencing on September 1 ,201 4 and ending on August 3 1 ,201 5. 1. 2.RENT. TENANT agrees to pay to LANDLORD in lawful money of the United States the sum of Three Thousand and No/100 Dollars ($3,000.00)on or prior to the commencement date,which sum represents the first six (6)months of rent at the rate of Five Hundred and No/100 Dollars ($500.00)per month ("Rent").TENANT agrees to pay to LANDLORD in lawful money of the United States the sum of Three Thousand and No/100 Dollars ($3,000.00)on or prior to March 1,2015,which sum represents the second six (6)months of Rent at the rate of Five Hundred and No/100 Dollars ($500.00) per month.Rent shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing.LANDLORD agrees that,in the event that LANDLORD and TENANT mutually agree to renew this Lease for an additional year, that the Rent shall not increase by more than five percent (5%)per annum. Upon the execution hereof,TENANT shall pay to LANDLORD: (i)the sum of Three Thousand and No/100 Dollars ($3,000.00)as prepaid rent for the first six (6)months of the Term;and (ii)the sum of Five Hundred and No/100 Dollars ($500.00)representing the Security Deposit (defined below). In addition to any other rights of LANDLORD hereunder,in the event TENANT shall fail to pay rent or other sums due hereunder on its due date, TENANT shall pay to LANDLORD a late fee in the amount of Thirty and No/100 Dollars ($30.00)for each calendar day that the Rent is late beyond the due date.The late fee is not a penalty,but liquidated damages to defray administrative and related expenses due to such late payment. (a) (b) (c) WPBDOCS 8540135 2 647 3.SECURITY DEPOSIT.TENANT hereby deposits with LANDLORD the sum of Five Hundred and No/100 Dollars ($500.00)as a security deposit (the "Security Deposit"),the receipt of which is hereby acknowledged,which sums shall be held by LANDLORD upon the following terms and conditions: (a)As security for the performance by TENANT of all of the terms, conditions and covenants of this Lease;and As security for the return by TENANT to LANDLORD of the Property in accordance with the terms of this Lease.The Security Deposit shall not be construed as,or applied,in payment of any rental herein reserved to be paid;and In the event of default of any kind by TENANT,then and in such event,LANDLORD shall be deemed authorized,at LANDLORD'S option,to retain the Security Deposit as liquidated,stipulated and agreed upon damages;provided,however, that in no event shall LANDLORD be deprived of any other remedy,whether at law or equity or reserved by the terms of this Lease,regardless of retention by LANDLORD of the Security Deposit;and (b) (c) Upon expiration of the Term of this Lease,and in the event that there has been no default of any kind whatsoever on the part of TENANT,the Security Deposit shall be returned to TENANT or LANDLORD shall give TENANT written notice of LANDLORD'S intention to impose a claim against the Security Deposit on account of loss or damage to the Property,reasonable wear and tear excepted.There shall be no interest paid on the Security Deposit and LANDLORD may commingle the Security Deposit with other of LANDLORD'S funds. (d) 4.INSURANCE: TENANT shall obtain general liability insurance covering the activities of TENANT and TENANT'S employees,agents,contractors,guests, customers,and invitees while on the Property in an amount of no less than ONE (a) MILLION AND NO/100 DOLLARS ($1,000,000.00)each occurrence.LANDLORD shall be listed as additional insured and a certificate of insurance shall be provided to LANDLORD within three (3)days after the commencement of this Lease.TENANT shall require its insurance company to provide at least thirty (30)days prior written notice to LANDLORD before canceling or altering the liability insurance policy. (b)TENANT shall obtain insurance covering TENANT'S personal property and inventory located at the Property.Under no circumstance shall LANDLORD be responsible or liable for TENANT'S personal property or inventory located at the Property. 5.OCCUPANCY AND USE OF THE PREMISES. TENANT shall occupy the Property for office purposes only. TENANT shall not change,alter or install locks without the prior written consent of (a) LANDLORD. WPBDOCS 8540135 2 648 (b)TENANT shall not allow any pets or animals on the Property without LANDLORD'S prior written consent (which shall be given or denied in LANDLORD'S sole and absolute discretion). (c)No smoking shall be permitted within the office,in the hallways,or common areas of the Property at anytime with no exceptions. (d)TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities,whether federal,state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent,any immoral,improper or unlawful practice or act in or upon the Property. TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind which is detrimental to the Property.TENANT shall not,in any manner,alter,damage or deface the Property. Provided that TENANT abides by all terms,obligations,and covenants of this Lease,TENANT shall enjoy quiet and peaceful possession of the Property during the Term. (e) 6.UTILITIES. During the Term,LANDLORD shall pay the cost of water and sewer service,electricity,garbage service,and quarterly pest control.During the Term, TENANT agrees to pay all utility charges for telephone,television/internet,and any other utilities or services used at the Property,including all installation and activation fees and any deposits required by such utility providers. Except in the instance of LANDLORD'S negligence, LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable,for any reason whatsoever,and such interruption or unavailability shall not constitute actual or constructive eviction,nor be deemed an interference with TENANT'S occupancy of the Property,nor shall Rent be abated during any such period of interruption or unavailability. (a) (b) MAINTENANCE AND REPAIRS:HURRICANE PROTECTION:7. SURRENDER OF PROPERTY. TENANT shall,at its sole expense,keep and maintain the Property in good,clean and sanitary condition and repair during the Term of this Lease.Except for repairs due to TENANT'S misuse,waste,or neglect or that of TENANT'S family members,agents or visitors,the LANDLORD will be responsible for the repair and replacement of the roof,air conditioning system,and appliances. TENANT shall not drain,nor permit the drainage of,grease into (a) (b) the toilets or sinks. WPBDOCS 8540135 2 649 (c)In the event of a hurricane watch or hurricane warning,TENANT shall use reasonable efforts to secure the Property against damage. (d)LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. (e)TENANT shall,at the end of the Lease term,surrender and deliver to LANDLORD the Property,without demand,"broom clean"and in the same condition as it existed on the commencement date hereof,reasonable wear and tear excepted. 8.NO ADDITIONS OR ALTERATIONS. TENANT shall not make any additions,changes or alterations in and upon the Property (including,without limitation,painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD'S sole discretion.LANDLORD may remove or change,at TENANT'S cost and expense,any addition,change or alteration made by TENANT without LANDLORD'S consent,the charge for which shall be paid by TENANT upon demand.TENANT shall not permit or install nails,screws or adhesive hangers except standard picture hooks;and no nails,screws or hangers may be placed in walls,woodwork or any part of the Property. (a) (b)No personal property,appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD.LANDLORD'S interest in the Property shall not be subject to mechanics'or other liens for improvements made by TENANT nor for services,labor or materials performed at TENANT'S request. (c)If any lien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10)days thereafter,at TENANT'S expense,and TENANT shall indemnify LANDLORD for any loss,cost,or expense incurred by LANDLORD as a result of TENANT'S violation of this provision.The foregoing indemnification shall survive termination or expiration of this Lease. 9.DESTRUCTION BY CASUALTY.In the event the Property or any portion thereof may be rendered untenantable by reason of fire,explosion or any other casualty,LANDLORD,at LANDLORD'S option,may either repair the Property to make the same tenantable within sixty (60)days thereafter,or terminate this Lease.In such event,LANDLORD shall give TENANT ten (10)days'notice in writing of LANDLORD'S intention to repair or terminate this Lease.If LANDLORD elects to repair the damaged Property,LANDLORD shall proceed with due diligence and TENANT'S Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. 10.PROPERTY LOSS.DAMAGE AND INDEMNIFICATION (a)The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition WPBDOCS 8540135 2 650 and acceptable to TENANT.LANDLORD shall not be liable to TENANT,TENANT'S family members,agents,licensees or invitees,for damage to persons or property caused by any individual or entity.LANDLORD shall not be liable for any patent or latent defects in the Property. (b)LANDLORD shall not be liable for the presence of bugs,vermin or insects in the Property.TENANT hereby releases LANDLORD from any and all claims for loss,damage or injury of any nature whatsoever to person or property, including (without limitation)damage caused by theft,vandalism,water,smoke,fire or other causes,or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. TENANT further agrees to hold LANDLORD harmless and to indemnify LANDLORD from and against any and all claims,liabilities,actions,causes of action,damages,costs and expenses whatsoever which may arise out of,result from or be attributable to TENANT'S use or occupancy of the Property,or any act or omission thereon (whether by TENANT,TENANT'S family members,agents,employees, licensees or invitees),which indemnification shall include attorneys'fees at trial and appellate levels.The foregoing indemnification shall survive termination or expiration of this Lease. (c) (d)LANDLORD'S insurance does not cover loss or damage to any of TENANT'S personal property or possessions.If TENANT desires insurance coverage for any of TENANT'S personal property or possessions,TENANT shall obtain and pay for any such insurance coverage. 11.ASSIGNMENT OR SUBLEASING.TENANT shall neither sublet the Property or any part thereof nor assign (voluntarily or by operation of law)this Lease or any interest therein,nor mortgage nor encumber the Property or this Lease. 12.RIGHT OF ENTRY.LANDLORD shall have the right by or through itself or its agents or employees,to enter the Property at all reasonable hours. LANDLORD'S entry into the Property shall be for the purpose examining it and to,in LANDLORD'S sole discretion,make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same.In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD'S intention to do so,for the purpose of showing the Property to prospective:(i)tenants;(ii)purchasers;or (iii) mortgagees. 13.DEFAULT. (a)If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of the terms and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder.If TENANT should become in default hereunder,LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a WPBDOCS 8S40I35 2 651 landlord against a tenant in default,including,without limitation,the right to:(i) terminate this Lease and sue for unpaid Rent;and/or (ii)accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent; and/or (iii)take possession of the Property (and any and all of TENANTS personal property therein)and,at LANDLORD'S option,rent the Property for the account of TENANT.In the event that LANDLORD takes possession of the Property,it may remove TENANT'S personal property and store same at the expense of TENANT, without being liable for damages therefor.In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT,LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting (including,without limitation,the cost of brokerage,repair,alteration and all other sums)and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency.If at the time of any default by TENANT there remains any unrefunded balance of the Security, then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity.In the event TENANT shall fail to vacate the Property as and when required hereunder,TENANT shall be deemed a tenant at sufferance and,in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged,for each day during its occupancy, an amount equal to 250%of the rental amount which was due hereunder immediately prior to such holdover occupancy. If,by reason of a default hereunder,a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default,the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys'fees (including fees at trial and appellate levels)and costs and expenses. (b) 14.APPLIANCES AND AIR CONDITIONING.All fixtures and appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. SUBORDINATION.This Lease is subject and subordinate to all ground or underlying leases,encumbrances,mortgages and other matters which may now or hereafter affect or become a lien upon the Property (or any portion thereof)and to any renewals,modifications,amendments,replacements or extensions thereof.TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANT'S attorney-in-fact to execute any and all such instruments. 15. 16.CUMULATIVE REMEDIES:LAWS:NOTICES:INVALIDITY: WAIVER:SURRENDER:ENTIRE AGREEMENT:SUCCESSORS AND ASSIGNS. All rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD'S resort to any other remedy in WPBDOCS 8540135 2 652 this Lease.This Lease shall be construed in accordance with Florida law.All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the address for payment of Rent and to TENANT (after the date of commencement of the Term of this Lease)at the property address.Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed; however,notices to LANDLORD shall be deemed received only upon actual receipt. Notices to TENANT may be effectuated by personally serving same on TENANT,any member of TENANT'S family or any agent of TENANT found at or upon the Property. If any part or provision of this Lease is deemed by a court of competent jurisdiction to be invalid or unenforceable,such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect.No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease,and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD.Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property.The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance.Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach.No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Rent of a lesser amount than that due,nor any endorsement or statement on a check,shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums,or to pursue any remedy provided in this Lease.This Lease contains the entire agreement between the parties with respect to the subject matter and supersedes any prior or oral agreements or understandings.All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto,and (to the extent permitted)their respective heirs,personal representatives,successors and assigns. RADON GAS.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 requirements have been found in buildings in Florida.Additional information regarding radon and radon testing may be obtained from your county public health unit. 17. [SIGNATURES CONTAINED ON FOLLOWING PAGES] WPBDOCS 8540135 2 653 IN WITNESS WHEREOF,the parties hereto have executed this Lease on the date and year first above written. WITNESSES:LANDLORD: 500 Ocean Properties,LLC,a Florida limited liability company By:Christian Macoviak,its Managing Member TENANT:WITNESSES: Kala Marketing Group Its: WPBDOCS 8540135 2 654 1/24/2013.^1:11 AM PAGE 1/002 Fax Server *850-617-6381 4 U 3323;cIS nwrs nwrswrs a a c ?rtha O 2 arc o y 2 arc o y yigfcFrr^Si c 3 a a 9?partmpnt of &talpy y o I certify from the records of this office that KALA MARKETING GROUP,LLC, tg is a limited liability company organized under the laws of the State of Florida,filed on January 23,2013,effective January 23,2013, The document number of this company is L13000011929 . I further certify that said company has paid all fees due this office through December 31,2013,and its status is active. a 3 a m e x a ia 31S ft n :c 3 rs rs ye Q n Authentication Code:813A00001778-012413-L13000011929-1/1 3 n y X ass n y3rs au rs y £3rrs 3 35A S 3SS n rs ys 3 % n Given under my hand and the Great Seal of the State of Florida, at Tallahassee,the Capital,this the Twenty-fourth day of January,2013 3 mx m FSS sO SBMB 5® I\o ft mgagl3 3&en Betjner &emtarp of Ibtate 3 a 23 rs n rs rs rs rs rsrs ffifi A 655 » State of Delaware Secretary of State Division of Corporations Delivered 12:27 OS 01/23/2013 FILED 12:23 PM 01/23/2013 SRV 130079746 -3278327 FILE Certificate of Formation of Simple Group,LLC The name of this Delaware limited liability company is: Simple Group,LLC 1. 2.The name and address of the registered agent of the Company is: Corporate Creations Network Inc. 3411 Silverside Road Rodney Building #104 Wilmington DE 19810 3.The Company will be a manager-managed company. 4.The profits and losses of the Company shall be allocated to the members in proportion to their percentage interest in the Company,unless otherwise provided in the Company's limited liability company agreement.Unless otherwise provided in the Company's limited liability company agreement,there shall not be any distribution of profits unless each separate distribution is approved by the affirmative vote of members who own more than 50%of the voting interest in the Company.The voting members shall have complete discretion on when and if to approve any distribution of profits,unless otherwise provided in the Company's limited liability company agreement. No member shall have the right to assign the member's interest in the Company without the written agreement of all the members,unless otherwise provided in the Company's limited liability company agreement.Unless otherwise provided in the Company's limited liability company agreement,if all the members do not approve the assignment,the assignee shall have no right to become a member,to participate in the management of the Company or to exercise any other tights or powers of a member.The assignee shall merely be entitled to receive the share of profits and other distributions and the allocation of income,gain,loss deduction,credit or similar item to which the assignor was entitled,to the extent assigned. 5. The undersigned authorized person has executed this Certificate of Formation on January 23,2013. to A>"V AUTHORIZED PERSON: JESSICA MORALES,SPECIAL SECRETARY 656 ? 4 DEPARTMENT OF THE TREASURY INTERNAL REVENUE SERVICE CINCINNATI OH 45999-0023 m irs Date of this notice:01-24-2013 Employer Identification Number: 46-1853144 Form:SS-4 Number of this notice:CP 575 G KALA MARKETING GROUP LLC REINALDO SCHIAVINATO SOLE MBR 301 NE 51ST ST STE 1240 BOCA RATON,FL 33431 For assistance you may call us at: 1-800-829-4933 IF YOU WRITE,ATTACH THE STUB AT THE END OF THIS NOTICE. WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER Thank you for applying for an Employer Identification Number (EIN).We assigned you EIN 46-1853144.This EIN will identify you,your business accounts,tax returns,and documents,even if you have no employees.Please keep this notice in your permanent records . When filing tax documents,payments,and related correspondence,it is very important that you use your EIN and complete name and address exactly as shown above.Any variation may cause a delay in processing,result in incorrect information in your account,or even cause you to be assigned more than one EIN.If the information is not correct as shown above,please make the correction using the attached tear off stub and return it to us. A limited liability company (LLC)may file Form 8832,Entity Classification Election, and elect to be classified as an association taxable as a corporation.If the LLC is eligible to be treated as a corporation that meets certain tests and it will be electing S corporation status,it must timely file Form 2553,Election by a Small Business Corporation.The LLC will be treated as a corporation as of the effective date of the S corporation election and does not need to file Form 8832. To obtain tax forms and publications,including those referenced in this notice, visit our Web site at www.irs.gov.If you do not have access to the Internet,call 1-800-829-3676 (TTY/TDD 1-800-829-4059)or visit your local IRS office. IMPORTANT REMINDERS: *Keep a copy of this notice in your permanent records.This notice is issued only one time and the IRS will not be able to generate a duplicate copy for you.You may give a copy of this document to anyone asking for proof of your EIN. *Use this EIN and your name exactly as they appear at the top of this notice on all your federal tax forms. *Refer to this EIN on your tax-related correspondence and documents. If you have questions about your EIN,you can call us at the phone number or write to us at the address shown at the top of this notice.If you write,please tear off the stub at the bottom of this notice and send it along with your letter.If you do not need to write us,do not complete and return the stub. Your name control associated with this EIN is KALA.You will need to provide this information,along with your EIN,if you file your returns electronically. Thank you for your cooperation. 657 "y n -.:••":'-?;*:r&.*^W%WWW:,WW--'l\5 W ''*F'!T} KALA MARKETING GROUP.LLC CHASE©':e^iaaero '301 YAMATO RD STE 1240 !•>.".:•}."."::*«SbSs£$W '- ^RArON^FL 33431 ry;; '"" '' oc •8/29/2014 :•-;v :.; -'.'**"** WjJOTHE 500 OCEAN PROPERTIES.UC 11^Thoigand Five Hundred and 00/100 500 OCEAN PROPERTIES,U.C ; 511 E Ocean Ave Boy/rtpn fteacHi F=L?3435 •':v - •••.••I. **3(500.00 ,<v. •% 5 I*-. v. \C\> osit &e&:c?S*eA«J .;•-??MEMO IflO 3 3 39 SO"" n'QO I 30 2<i*•:EE.70BI.13 HI * 658 Lease Extension Agreement August 30,2020 500 Ocean Properties,LLC (LANDLORD)and individually (collectively "TENANT")agree to extend lease on said premises know as 533 E Ocean Ave #5,Boynton Beach,FL 33435,original lease dated 1st day of September 2014. For good consideration 500 Ocean Properties,LLC and Kala Marketing Group and Reinaldo Schiavinato ("tenant")agree to extend the said lease for a period of one year,starting date of 1st day of September 2020 and terminating on the 30th day of August 2021.The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period,Kala Marketing Group and Reinaldo Schiavinato,("tenant") agrees to pay rent in the amount of $1000.00 (One Thousand)per month. This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns,personal agents and managing members. ik Date g \?>\PJUnSravLandlord.LA 8/31/2020 Tenant Date Witness,Date. 659 Lease Extension Agreement August 12,2021 500 Ocean Properties,LLC (LANDLORD)and Kala Marketing Group and Reinaldo Schiavinato individually (collectively TENANT")agree to extend lease on said premises know as 533 E Ocean Ave #5,Boynton Beach,FL 33435,original lease dated 1st day of September 2014. For good consideration 500 Ocean Properties,LLC and Kala Marketing Group and Reinaldo Schiavinato ("tenant")agree to extend the said lease for a period of one year,starting date of 1st day of September 2021 and terminating on the 30th day of August 2022.The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period,Kala Marketing Group and Reinaldo Schiavinato,("tenant") agrees to pay rent in the amount of $1030.00 (Ono Thousand)per month. (_Ont-*TbcufidfKi"tV>irHj ar\d t^ioo) This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns,personal agents and managing members. VWot ft h>Date fel24l2ALandlord 8/22/21TenantDate Witness Date 660 FLORIDA TECHNICAL CONSULTANTS,LLC OFFICES #2 &#3 661 OFFICE SPACE LEASE AGREEMENT THIS COMMERICAL LEASE AGREEMENT ("Lease")is made effective as of the 1 5th day of October 201 7,between 500 OCEAN PROPERTIES,LLC,a Florida limited liability company,whose mailing address is 511 East Ocean Avenue,Boynton Beach, Florida 33435 ("LANDLORD")and Florida Technical Consultants,LLC,a Florida limited liability companv("TENANT").whose address shall be the address of the "Property" described below. WITNESSETH: That LANDLORD,for and in consideration of the covenants,agreements and conditions herein contained,on the part of TENANT to be kept and performed,does hereby lease to TENANT,and TENANT does hereby lease from LANDLORD,Office 2 located at 533 East Ocean Avenue,Boynton Beach,Florida 33435 ("Property"). The terms and conditions of this Lease are as follows: TERM.The term of this Lease shall be for one (1)year, commencing on October 15,2017 and ending on October 14,2018 1. 2.RENT. (a)TENANT agrees to pay to LANDLORD in lawful money of the United States each month during the Term of this Lease,the sum of Five Hundred Fifty and No/100 Dollars ($550.00)("Rent").Rent shall be paid at LANDLORD'S address stated above,or at such other place as LANDLORD may specify in writing. (b)Upon the execution hereof,TENANT shall pay to LANDLORD:(i) the sum of Five Hundred Fifty and No/100 Dollars ($550.00)as prepaid first month's rent; (ii)the sum of Five Hundred Fifty and No/100 Dollars ($550.00)as prepaid last month's rent;and (iii)the sum of Five Hundred Fifty and No/100 Dollars ($550.00)representing the Security Deposit (defined below).The total sum to LANDLORD is $1650.00. (c)In addition to any other rights of LANDLORD hereunder,in the event TENANT shall fail to pay rent or other sums due hereunder on its due date,TENANT shall pay to LANDLORD a late fee in the amount of Thirty and No/100 Dollars ($30.00) for each calendar day that the Rent is late beyond the due date.The late fee is not a penalty, but liquidated damages to defray administrative and related expenses due to such late payment. TENANT hereby deposits withSECURITYDEPOSIT. LANDLORD the sum of Five Fifty Hundred and No/100 Dollars ($550.00)as a security 3. deposit (the "Security Deposit"),the receipt of which is hereby acknowledged,which sums shall be held by LANDLORD upon the following terms and conditions: 662 As security for the performance by TENANT of all of the(a) terms,conditions and covenants of this Lease;and As security for the return by TENANT to LANDLORD of(b) the Property in accordance with the terms of this Lease.The Security Deposit shall not be construed as,or applied,in payment of any rental herein reserved to be paid;and In the event of default of any kind by TENANT,then and in such event,LANDLORD shall be deemed authorized,at LANDLORD'S option,to retain the Security Deposit as liquidated,stipulated and agreed upon damages;provided, however,that in no event shall LANDLORD be deprived of any other remedy,whether at law or equity or reserved by the terms of this Lease,regardless of retention by LANDLORD of the Security Deposit;and (c) Upon expiration of the Term of this Lease,and in the event that there has been no default of any kind whatsoever on the part of TENANT,the Security Deposit shall be returned to TENANT or LANDLORD shall give TENANT written notice of LANDLORD'S intention to impose a claim against the Security Deposit on account of loss or damage to the Property,reasonable wear and tear excepted.There shall be no interest paid on the Security Deposit and LANDLORD may commingle the Security Deposit with other of LANDLORD'S funds. (d) INSURANCE:4. TENANT shall obtain general liability insurance covering the activities of TENANT and TENANT'S employees,agents,contractors,guests,customers, (a) and invitees while on the Property in an amount of no less than ONE MILLION AND NO/lOO DOLLARS ($1,000,000.00)each occurance.LANDLORD shall be listed as additional insured and a certificate of insurance shall be provided to LANDLORD within three (3)days after the commencement of this Lease.TENANT shall require its insurance company to provide at least thirty (30)days prior written notice to LANDLORD before canceling or altering the liability insurance policy. TENANT shall obtain insurance covering TENANT'S personal property and inventory located at the Property.Under no circumstance shall LANDLORD be responsible or liable for TENANT'S personal property or inventory (b) located at the Property. OCCUPANCY AND USE OF THE PREMISES.5. TENANT shall occupy the Property for office purposes only. TENANT shall not change,alter or install locks without the prior written consent of (a) LANDLORD. TENANT shall not allow any pets or animals on the Property without LANDLORD'S prior written consent (which shall be given or denied in LANDLORD'S sole and absolute discretion). (b) 663 (c)No smoking shall be permitted within the office,in the hallways, or common areas at anytime with no exceptions. (d)TENANT shall abide by and comply with all reasonable rules and regulations now or hereafter promulgated by LANDLORD and all ordinances and laws of all governmental entities,whether federal,state or local,having jurisdiction in the matter. TENANT shall neither permit not commit,whether with or without knowledge or consent, any immoral,improper or unlawful practice or act in or upon the Property.TENANT agrees not to make,nor permit to be made,any disturbance,noise or annoyance of any kind which is detrimental to the Property.TENANT shall not,in any manner,alter,damage or deface the Property. Provided that TENANT abides by all terms,obligations,and covenants of this Lease,TENANT shall enjoy quiet and peaceful possession of the Property during the Term. (e) 6.UTILITIES. (a)During the Term,LANDLORD shall pay the cost of water and sewer service,garbage service,electricity,and quarterly pest control.During the Term, TENANT agrees to pay all utility charges for telephone,television/internet,and any other utilities or services used at the Property,including all installation and activation fees and any deposits required by such utility providers. (b)Except in the instance of LANDLORD'S negligence,LANDLORD shall not be liable to TENANT in the event any utility services are interrupted or become unavailable,for any reason whatsoever,and such interruption or unavailability shall not constitute actual or constructive eviction,nor be deemed an interference with TENANT'S occupancy of the Property,nor shall Rent be abated during any such period of interruption or unavailability. MAINTENANCE AND REPAIRS:HURRICANE PROTECTION: SURRENDER OF PROPERTY:AND INSURANCE. 7. (a)TENANT shall,at its sole expense,keep and maintain the Property in good,clean and sanitary condition and repair during the Term of this Lease.Except for repairs due to TENANT'S misuse,waste,or neglect or that of TENANT'S family members, agents or visitors,the LANDLORD will be responsible for the repair and replacement of the roof,air conditioning system,and appliances. (b)TENANT shall not drain,nor permit the drainage of,grease into the toilets or sinks. (c)In the event of a hurricane watch or hurricane warning,TENANT shall use reasonable efforts to secure the Property against damage. (d)LANDLORD shall engage a professional pest control contractor to provide calendar quarterly pest control service. 664 (e)TENANT shall,at the end of the Lease term,surrender and deliver to LANDLORD the Property,without demand,"broom clean"and in the same condition as it existed on the commencement date hereof,reasonable wear and tear excepted. NO ADDITIONS OR ALTERATIONS.8. TENANT shall not make any additions,changes or alterations in and upon the Property (including,without limitation,painting of portions of the Property) of any nature whatsoever without the prior written consent of LANDLORD,which consent may be given or withheld in LANDLORD'S sole discretion.LANDLORD may remove or change,at TENANT'S cost and expense,any addition,change or alteration made by (a) TENANT without LANDLORD'S consent,the charge for which shall be paid by TENANT upon demand.TENANT shall not permit or install nails,screws or adhesive hangers except standard picture hooks;and no nails,screws or hangers may be placed in walls, woodwork or any part of the Property. (b)No personal property,appliances or fixtures shall be removed by TENANT without the prior written consent of LANDLORD.LANDLORD'S interest in the Property shall not be subject to mechanics'or other liens for improvements made by TENANT nor for services,labor or materials performed at TENANT'S request. (c)If any lien is filed against the Property for improvements or work claimed to have been done or for materials claimed to have been furnished to TENANT, the lien shall be discharged by TENANT within ten (10)days thereafter,at TENANT'S expense,and TENANT shall indemnify LANDLORD for any loss,cost,or expense incurred by LANDLORD as a result of TENANT'S violation of this provision.The foregoing indemnification shall survive termination or expiration of this Lease. DESTRUCTION BY CASUALTY.In the event the Property or any9. portion thereof may be rendered untenantable by reason of fire,explosion or any other casualty,LANDLORD,at LANDLORD'S option,may either repair the Property to make the same tenantable within sixty (60)days thereafter,or terminate this Lease.In such event,LANDLORD shall give TENANT ten (10)days'notice in writing of LANDLORD'S intention to repair or terminate this Lease.If LANDLORD elects to repair the damaged Property,LANDLORD shall proceed with due diligence and TENANT'S Rent for that period of time during which the Property is or remains untenantable shall be abated or apportioned. PROPERTY LOSS.DAMAGE AND INDEMNIFICATION.10. The taking of possession of the Property by TENANT shall be conclusive evidence that the Property is in all respects in good and satisfactory condition (a) and acceptable to TENANT.LANDLORD shall not be liable to TENANT,TENANT'S family members,agents,licensees or invitees,for damage to persons or property caused by any individual or entity.LANDLORD shall not be liable for any patent or latent defects in the Property. 665 LANDLORD shall not be liable for the presence of bugs,vermin or insects in the Property.TENANT hereby releases LANDLORD from any and all claims for loss,damage or injury of any nature whatsoever to person or property,including (without limitation)damage caused by theft,vandalism,water,smoke,fire or other causes, or resulting in any way from or in any fashion arising from or connected with the occupancy or use of the Property. (b) TENANT further agrees to hold LANDLORD harmless and to(c) indemnify LANDLORD from and against any and all claims,liabilities,actions,causes of action,damages,costs and expenses whatsoever which may arise out of,result from or be attributable to TENANTs use or occupancy of the Property,or any act or omission thereon (whether by TENANT,TENANT'S family members,agents,employees,licensees or invitees),which indemnification shall include attorneys'fees at trial and appellate levels. The foregoing indemnification shall survive termination or expiration of this Lease. (d)LANDLORD'S insurance does not cover loss or damage to any of TENANT'S personal property or possessions.If TENANT desires insurance coverage for any of TENANT'S personal property or possessions,TENANT shall obtain and pay for any such insurance coverage. ASSIGNMENT OR SUBLEASING.TENANT shall neither sublet11. the Property or any part thereof nor assign (voluntarily or by operation of law)this Lease or any interest therein,nor mortgage nor encumber the Property or this Lease. RIGHT OF ENTRY.LANDLORD shall have the right by or12. through itself or its agents or employees,to enter the Property at all reasonable hours. LANDLORD'S entry into the Property shall be for the purpose examining it and to,in LANDLORD'S sole discretion,make such repairs and alterations as LANDLORD may deem necessary to insure the orderly and proper maintenance of same.In addition, LANDLORD specifically reserves the right to enter upon the Property at reasonable times after first having informed TENANT of LANDLORD'S intention to do so,for the purpose of showing the Property to prospective:(i)tenants;(ii)purchasers;or (iii)mortgagees. 13.DEFAULT. If TENANT shall fail to pay any installment of Rent or other sums on the due date or if TENANT should fail to keep and perform each and every one of the terms and conditions of this Lease,then and in any of such events,TENANT will be in default hereunder.If TENANT should become in default hereunder,LANDLORD will have any and all of the rights and remedies which the law of Florida confers upon a landlord against a tenant in default,including,without limitation,the right to:(i)terminate this Lease and sue for unpaid Rent;and/or (ii)accelerate the entire unpaid balance of the Rent for the Term of this Lease and sue for the collection of such Rent;and/or (iii)take possession of the Property (and any and all of TENANT'S personal property therein)and, at LANDLORD'S option,rent the Property for the account of TENANT.In the event that LANDLORD takes possession of the Property,it may remove TENANT'S personal property and store same at the expense of TENANT,without being liable for damages (a) 666 therefor.In the event that LANDLORD takes possession of the Property and relets same for the account of TENANT,LANDLORD shall receive the Rent and other proceeds thereof and apply same first to payment of expenses which LANDLORD may have incurred in connection with taking possession and reletting (including,without limitation, the cost of brokerage,repair,alteration and all other sums)and apply any remaining Rent or proceedings to payment of Rent and other sums due hereunder and TENANT shall remain liable for any deficiency.If at the time of any default by TENANT there remains any unrefunded balance of the Security,then LANDLORD may retain the Security without the fact of such retention of the Security altering or limiting the right to immediate possession of the Property by LANDLORD or any other rights of LANDLORD in law or in equity.In the event TENANT shall fail to vacate the Property as and when required hereunder,TENANT shall be deemed a tenant at sufferance and,in addition to any other rights and remedies accorded to LANDLORD,TENANT shall be charged,for each day during its occupancy,an amount equal to 250%of the rental amount which was due hereunder immediately prior to such holdover occupancy. If,by reason of a default hereunder,a party employs an attorney to enforce or otherwise protect its rights hereunder and such party prevails in litigation resulting from the default,the non-prevailing party will owe and will pay the prevailing party's reasonable attorneys'fees (including fees at trial and appellate levels) and costs and expenses. (b) APPLIANCES AND AIR CONDITIONING.All fixtures and14. appliances at the Property are supplied by LANDLORD for the Term of this Lease and are owned by LANDLORD. SUBORDINATION.This Lease is subject and subordinate to all ground or underlying leases,encumbrances,mortgages and other matters which may now or hereafter affect or become a lien upon the Property (or any portion thereof)and to any renewals,modifications,amendments,replacements or extensions thereof.TENANT shall execute any and all instruments as LANDLORD may request in order to effectuate or confirm the foregoing subordination and TENANT hereby irrevocably appoints LANDLORD as TENANTS attorney-in-fact to execute any and all such instruments. 15. CUMULATIVE REMEDIES:LAWS:NOTICES:INVALIDITY: WAIVER:SURRENDER:ENTIRE AGREEMENT:SUCCESSORS AND ASSIGNS. 16. All rights and remedies herein created for the benefit of LANDLORD are cumulative and resort to any one remedy shall not be construed to be an election of remedies on the part of LANDLORD or to exclude or prevent LANDLORD'S resort to any other remedy in this Lease.This Lease shall be construed in accordance with Florida law.All notices shall be hand-delivered or mailed by certified mail,return receipt requested,to LANDLORD at the address for payment of Rent and to TENANT (after the date of commencement of the Term of this Lease)at the property address.Notices to TENANT mailed in accordance with the terms hereof shall be deemed given when mailed;however,notices to LANDLORD shall be deemed received only upon actual receipt.Notices to TENANT may be effectuated by personally serving same on TENANT,any member of TENANTS family or any agent of TENANT found at or upon the Property.If any part or provision of this Lease is deemed 667 by a court of competent jurisdiction to be invalid or unenforceable,such invalidity or unenforceability shall not affect the remaining provisions,all of which shall remain in full force and effect.No act or thing done by LANDLORD shall be deemed an acceptance of a surrender of the Property or this Lease,and no agreement to accept the Property and surrender the Lease shall be valid unless in writing signed by LANDLORD.Delivery of keys to LANDLORD or its agent shall not operate as a termination of this Lease or a surrender of the Property.The failure of LANDLORD to insist upon the strict performance of any provision of this Lease shall not constitute a waiver of any subsequent act or failure of performance.Receipt of Rent by LANDLORD with knowledge of breach of any provision of this Lease shall not be deemed a waiver of such breach.No provision of this Lease shall be deemed to have been waived by LANDLORD unless such waiver shall be in writing signed by LANDLORD and no payment of Rent of a lesser amount than that due,nor any endorsement or statement on a check,shall be deemed an accord and satisfaction and LANDLORD may accept such check or payment without prejudice to its right to recover any unpaid rent or other sums,or to pursue any remedy provided in this Lease.This Lease contains the entire agreement between the parties with respect to the subject matter and supersedes any prior or oral agreements or understandings.All promises,covenants and agreements set forth in this Lease shall be binding upon and inure to the benefit of the parties hereto,and (to the extent permitted)their respective heirs, personal representatives,successors and assigns. RADON GAS.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 requirements have been found in buildings in Florida.Additional information regarding radon and radon testing may be obtained from your county public health unit. 17. [SIGNATURES CONTAINED ON FOLLOWING PAGES] 668 IN WITNESS WHEREOF,the parties hereto have executed this Lease on the date and year first above written. LANDLORD:WITNESSES: 500 Ocean Properties,LLC Min-Armj.aV~~>k By:Christian Macoviak,its Managing Member TENANT: C tP By:Ja^nea Barton,Its President 2# n,Individually as Personal all of the terms and conditions James B Guarantor of this Lease 3" iw ^^ Bwil g ,Com, /^)<?€Ccrr*Ca$+. , 3oS"-?3 669 >-••v »Q^"mwm«>?-{/-?-WmhJL-»= 1186 FLORIDA TECHNICAL CONSULTANTS LLC 10327 TRIVERO TER BOYNTON BEACH.FL 33437-3775 63-751/631 10546 3162297885 arts 2d ft $/('oSO DATE 5oo ocm ouc vmys<$>5&H PAY TO THE ORDER OF_i DOLLARS 0 §3£ Wells Fargo Bank,NAWELLS FARGO Florr«M welhFargotam Las{.&CQ<rJyisr1FORQf.$\~(NP 7 1 Jii'OOOOOD 1 iS&n'i:D63107 513»:3 IE.E SR7B8 5ii" g5>rftljE±r±^C3'_>;^;g3»Lj_3i/iL!ijipi£i^a?3wgier^y>i * James Barton P.E. Presidenl 401 W.Allanlic Ave.,Suite 09 Delray Beach,FL 33444 Phone 954-914-8488 jhanoti@fltechine.com www.fltechinc.com C1VI1.ENGINEERING -CHS -INTEGRATION -TRAINING aOMX TtCHMCK.C0XSU.TMT5 @esri Rwtwrf Nfftwofk ArcO IS Online Ktomt 670 Lease Extension Agreement September 28,2020 500 Ocean Properties,LLC,a Florida limited liability company whose mailing address is 511 E Ocean Avenue,Boynton Beach,FL 33435 ("LANDLORD")and Florida Technical Consultants,LLC, a Florida limited liability company ("TENANT")agree to extend lease on said premises know as 533 E Ocean Ave #2 and #3,Boynton Beach,FL 33435,original lease dated 15th day of October 2017. For good consideration 500 Ocean Properties,LLC and Florida Technical Consultants,LLC ( "tenant")agree to extend the said lease for a period of one year,starting date of 15th day of October 2020 and terminating on the 14th day of October 2021.The parties agree that no further right of renewal or extension shall exist beyond the termination date indicated above unless both parties agree to another lease extension agreement. During the lease extension period,Florida Technical Consultants,LLC,("tenant")agrees to pay rent in the amount of $1300.00 (One thousand four seventy five)per month. This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns,personal agents and managing members. •^rut- Landlord Date iptQ'20 sePr so 2ozoTenantDate Witness Date 671 Lease Extension Agreement September 21,2021 500 Ocean Properties,LLC,a Florida limited liability company whose mailing address is 511 E Ocean Avenue,Boynton Beach,FL 33435 ("LANDLORD")and Florida Technical Consultants,LLC, a Florida limited liability company ("TENANT")agree to extend lease on said premises know as 533 E Ocean Ave #2 and #3,Boynton Beach,FL 33435,original lease dated 15th day of October 2017. For good consideration 500 Ocean Properties,LLC and Florida Technical Consultants,LLC ( "tenant")agree to extend the said lease for a period of one year,starting date of 15th day of October 2021 and terminating on the 14th in their sole and absolute discretion,to ter days written Notice to the other Party. /of October 2022.The Parties reserve the right, /ate this lease for any reason upon providing 90 xjJ Initial (Tenant)/U /—Initial(Landlord) r— During the lease extension period,Florida Technical Consultants,LLC,("tenant")agrees to pay rent in the amount of $1340.00 (One thousand three hundred forty)per month. This agreement shall be binding upon and shall insure the benefit of the parties,their successors,assigns,personal agents and managing members. fib.rfarff.tji.Urt/OfiiAh ID 1 i 12-1LandlordDate CCT I iTenantDate ;o|i J»iQv—Witness L Date 672 673 674 675 676 677 678 679 1 Utterback, Theresa From:Jeffrey Burns <jburns@affiliateddevelopment.com> Sent:Monday, February 24, 2025 9:33 AM To:Utterback, Theresa Cc:Tack, Timothy; Kemissa Colin; Nick Rojo Jr; Curfman, Vicki; Lance Aker Subject:Re: Hurricane Alley/renewal lease Attachments:Lease Amendment 2025.pdf This is approved. Jeff Burns Founder & CEO Affiliated Development 613 NW 3rd Ave. , Ste 104 Fort Lauderdale, FL 33311 Office: 954. 953. 6733 Mobile: 954. 798. 6030 JBurns@ AffiliatedDevelopment. com www. AffiliatedDevelopment. com On Feb 24, 2025, ZjQcmQRYFpfptBannerStart This Message Is From an External Sender This message came from outside your organization. ZjQcmQRYFpfptBannerEnd This is approved. Jeff Burns Founder & CEO Affiliated Development 613 NW 3rd Ave., Ste 104 Fort Lauderdale, FL 33311 Office: 954.953.6733 Mobile: 954.798.6030 JBurns@AffiliatedDevelopment.com www.AffiliatedDevelopment.com On Feb 24, 2025, at 9:02 AM, Utterback, Theresa <UtterbackT@bbfl.us> wrote: Good Morning Mr. Burns: Kim Kelly has requested a one year extension of her lease. As you know, you must approve the extension, in writing, so that it may be presented to the CRA Board. I have attached a draft lease (our standard form that has been agreed to in the past) for your review and approval. This will be presented to the CRA Board at their next meeting, March 20, 2025. Thank you, Theresa Theresa Utterback 680 2 Development Services Manager Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave.| Boynton Beach, Florida 33435 561-600-9094 | 561-737-3258 UtterbackT@bbfl.us | https://www.boyntonbeachcra.com To help protect your privacy, Microsoft Office prevented automatic download of this picture from the Internet. 681 3 America's Gateway to the Gulfstream 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 law, email addresses are public records. Therefore, your email communication and your email address may be subject to public disclosure From: Kim Kelly <harleycabo@gmail.com> Sent: Sunday, February 23, 2025 8:54 AM To: Utterback, Theresa <UtterbackT@bbfl.us> Subject: renewal lease Good Day, This is an official request to extend my lease for another calendar year beginning March 1 2025 to March 1 2026 for Hurricane Alley located at 529 East Ocean Ave at the current rate of $7297. 71 and same conditions. as the previous lease. ZjQcmQRYFpfptBannerStart This Message Is From an External Sender This message came from outside your organization. ZjQcmQRYFpfptBannerEnd Good Day, This is an official request to extend my lease for another calendar year beginning March 1 2025 to March 1 2026 for Hurricane Alley located at 529 East Ocean Ave at the current rate of $7297.71 and same conditions.as the previous lease. We have been a reliable and long standing tenant since Feb 1996. I feel no increase is warranted as by not providing a long term lease , The CRA has made my business unsellable in case something may happen to me. We look forward to the move. We also need to save every penny as we possibly may be out of work for the transition. We have 50 employees and I want to be able to provide some type of severance pay while they are out of work. Respectfully Kim Kelly Owner Hurricane Alley 682 01792421-3 Page 1 of 3 LEASE AMENDMENT THIS LEASE AMENDMENT ("Amendment") is entered into this ___ day of __________________, 2025, ("Effective Date") between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ("LESSOR"), having an address of 100 E Ocean Avenue, 4th Floor, Boynton Beach, Florida 33435, and CAFE BARISTA, INC., a Florida corporation, d/b/a Hurricane Alley Raw Bar & Restaurant ("LESSEE"), whose address is 529 East Ocean Avenue, Boynton Beach, Florida 33435. RECITALS: WHEREAS, Harvey E. Oyer, Jr. and LESSEE entered into that certain Business Lease ("Lease"), dated October 2, 2007, for ground floor retail space located at 527, 529, and 531 East Ocean Avenue, Boynton Beach, Florida to be used exclusively as a restaurant ("Leased Premises"); and WHEREAS, Harvey E. Oyer, Jr. died on December 18, 2010 and 500 Ocean Properties became the owner and landlord of the Leased Premises; and WHEREAS, the Lease was amended by a Lease Amendment dated January 1, 2011, which, among other changes, granted LESSEE the right to make specific alterations to the Leased Premises, obtain an alcoholic beverage license, install signage, and extend the term of the Lease; and WHEREAS, by Lease Amendment dated July 2011, LESSEE was granted a license for use of a portion of the sidewalk; and WHEREAS, by Lease Amendment dated September 1, 2014, 533 East Ocean Avenue, Office 4 was added to the Leased Premises; and WHEREAS, the Lease was amended on September 1, 2017, to extend the term of the Lease to August 31, 2022; and WHEREAS, LESSOR acquired the Leased Premises on or around December 16, 2021; WHEREAS, the Lease was amended on August 31, 2022, to extend the term of the Lease to August 31, 2023; and WHEREAS, the Lease was amended on June 15, 2023, to extend the term of the Lease to February 29, 2024; and WHEREAS, the Lease was amended on January 21, 2024, to extend the term of the Lease to March 1, 2025; and WHEREAS, LESSOR and LESSEE mutually desire to further amend the Lease in accordance with the terms and conditions contained herein. NOW, THEREFORE, in consideration of the above recitals, the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which both parties hereto acknowledge, LESSOR and LESSEE hereby agree as follows: 683 01792421-3 Page 2 of 3 AGREEMENT: 1. RECITALS. The above Recitals are true and correct and are incorporated herein by this reference. 2. OTHER LEASE PROVISIONS. Unless specifically amended by this Amendment, all other terms and conditions of the Lease, as previously amended, remain unchanged and in full force and effect. 3. EXTENSION OF TERM. LESSOR and LESSEE hereby agree that the Lease term is hereby extended for one (1) year and shall expire on March 1, 2026. LESSEE shall have the right to request further extensions upon providing not less than sixty (60) days written notice to LESSOR. The extension may be approved or denied at the discretion of the Boynton Beach Community Redevelopment Agency Board. 4. RENT. Monthly rent payments shall be Seven Thousand Seventy-One and 01/100 Dollars ($7,071.01) inclusive of sales tax at the current rate and trash pick-up. LESSOR shall be responsible for real property taxes. 5. RIGHT OF TERMINATION. Either party reserves the right, upon the showing of just cause and providing sixty (60) days written notice to the other, to terminate this Lease and any amendment and extension thereof. LESSEE understands and agrees that LESSOR’s sale or development of the Leased Premises is just cause for the purposes of this right of termination. Notwithstanding the foregoing, upon the sale of the Leased Premises, the new owner(s) of the Leased Premises may terminate this Lease and any extension hereof for any reason upon 30 days’ notice. IN WITNESS WHEREOF, the LESSOR and LESSEE have executed this Amendment effective as of the day and year first above written. Signed, sealed and delivered in the presence of: LESSOR: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ______________________________________ By:______________________________________ Print Name: ____________________________ BBCRA Chair ______________________________________ Print Name: ____________________________ 684 01792421-3 Page 3 of 3 LESSEE: CAFÉ BARISTA, INC., a Florida corporation, d/b/a Hurricane Alley Raw Bar & Restaurant ______________________________________ By:______________________________________ Print Name: ____________________________ Kimberly B. Kelly, President ______________________________________ Print Name: ____________________________ 685 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 OLD BUSINESS AGENDA ITEM 14.B SUBJECT: Continued Discussion and Consideration of the Purchase of 135 NE 3rd Avenue SUMMARY: On March 20, 2025, the CRA Board directed staff to negotiate the purchase price of the property located at 135 NE 3rd Avenue. It is a vacant parcel of land adjacent to a CRA owned lot on NE 1st Street. The parcel is located within the Heart of Boynton District and located to the south of the Cottage District (see Attachments I & II). It is approximately 14,374.80 square feet (0.33 acres) and zoned R2-R2 Duplex, 10 DU/AC. The future land use would be high density residential with a development potential of 15 units per acre with a maximum height of 45'. The Seller has lowered the asking price from $375,000.00 to $330,000.00 and has agreed to all CRA standard closing conditions (see Attachment III). The property was appraised on March 4, 2025 (see Attachment IV). Based on comparable sales in the Heart of Boynton, the property appraised at $500,000.00. The property is listed for $375,000.00 (see Attachment V). A comparable worksheet, with key property information, has been provided as Attachment VI. 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 and consideration of purchasing the property at the reduced asking price. 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: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District CRA BOARD OPTIONS: 1. Approve the purchase of 135 NE 3rd Avenue in the amount of $330,000.00 and have the Purchase and Sale Agreement executed by the Board Chair. 2. Do not approve the purchase of 135 NE 3rd Avenue. 686 •Attachment I - 135 NE 3rd - Location Map •Attachment II - Heart of Boynton District •Attachment III - Purchase & Sale Agreement 135 NE 3rd Ave - Seller Executed •Attachment IV - Appraisal - 135 NE 3rd Avenue, Boynton Beach, FL 33435 •Attachment V - Listing-135 NE 3rd Avenue •Attachment VI - HOB Comparables- March 2025 3. Provide alternative direction based on CRA Board discussion. ATTACHMENTS: Description 687 688 105 Heart of Boynton District Introduction Planning Challenges Planning Considerations The Vision Recommendations 689 106D.District PlansIntroduction 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 counter the 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. The Heart of Boynton District is bounded by the C. Stanley Weaver (C-Canal) canal to the north, I-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. 690 107 Boynton Beach Blvd.FEC RailroadSeacrest Blvd.MLK, Jr. Blvd. NE 3rd Ave. NNW 3rd St.NW 6th Ave. NE 11th Ave.NE 3rd St.NE 9th Ave. Figure 57: Heart of Boynton District Location Map 691 108D.District PlansFigure 58: Example of District Planning Challenges Planning Challenges 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 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 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.” 692 109 Planning Considerations 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 ½ 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 I-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 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. Figure 59: Historically significant cottages in the HOB 693 110D.District PlansVision 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. Recommendations: Streetscape 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 694 111 Figure 60: Seacrest Blvd Streetscape Area Figure 61: MLK JR. Blvd. Streetscape Area Figure 62: MLK JR. Blvd. Street Section 695 112D.District PlansRecommendations: Land Use The existing land use designations within the Heart of Boynton District are: • Low Density Residential – 5 units per acre (all of this land use designation is concentrated on the west side of Seacrest Boulevard. • Medium Density Residential – 10 units per acre (this land use designation is concentrated on the east side of Seacrest Boulevard) • High Density Residential – 11 units per acre (currently over the Ocean Breeze West development and along W. Seacrest from N.W. 8th to N.W. 9th) • Mixed-Use – 40 units per acre (this land use designation is placed on the CRA-owned Ocean Breeze East block and on CRA-owned property along MLK, Jr. Boulevard) • Local Retail Commercial, General Commercial, Industrial, Recreational, and Public & Private Governmental/Institutional Below is a table of the proposed land use and zoning designations that will apply within the Federal Highway Corridor District: Table 7: Recommended Future Land Use (FLU) Classifications within the Heart of Boynton District *Properties located within the TOD may recieve a 25% density bonus * 696 113 Boynton Beach Blvd.Seacrest Blvd.MLK Jr. Blvd.NW 3rd St.NE 3rd St.NW 6th Ave. NE 9th Ave. N LDR MUM MUL MDR HDR GC I R PBG/I Figure 63: Recommended Land Use for the Heart of Boynton District 697 114D.District PlansRecommendations: Urban Design • 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. Figure 64: Heart of Boynton Projects 698 115 Sara Sims Park Expansion Working with residents of the community, the CRA and 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 65: Sara Sims Expansion Figure 66: Ocean Breeze East Figure 67: Cottage District 699 116D.District PlansFigure 68: Example of a Commercial Project on MLK Jr. Blvd. 700 117 Figure 69: Example of Multi Family Project on MLK Jr. Blvd. 701 702 703 704 705 706 707 708 709 710 711 712 713 714 715 716 APPRAISAL OF REAL PROPERTY 135 NE 3rd Ave Boynton Beach, FL 33435 SHEPARD-FUNK ADD LTS 21 & 22 BLK 2 Boynton Beach CRA 710 North Federal Highway, Boynton Beach, FL 33435 Boynton Beach, FL 33435 Attention Theresa Utterback, Development Services Specialists $500,000 March 4, 2025 Ronald J. Saar Anderson & Carr, Inc. 2801 Exchange Court West Palm Beach, FL 33409 (561) 833-1661 rsaar@andersoncarr.com Form GA2V - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE LOCATED AT FOR OPINION OF VALUE AS OF BY 717 Anderson & Carr, Inc. 2250110.000 N/A 0061.00 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 SHEPARD-FUNK ADD LTS 21 & 22 BLK 2 N/A N/A N/A 0 Boynton Beach CRA 710 North Federal Highway, Boynton Beach, FL 33435 Vacant Ronald J. Saar Estimate market value in fee simple 75 5 5 5 10 vacant development 225,000 650,000 350,000 0 90 60 The subject property is located in the corridor east of Interstate 95, west of Federal Highway, south of Dr. Martin Luther King Jr. Blvd.,and north of Woolbright Road. This area is comprised primarily of single family dwellings and multfamily dwellings interspersed with commercial properties along the major east-west and north-south thoroughfares. The subject area is close to all amenities and facilities found in Palm Beach County. 14,375 square feet as per PAPA 14,375 sf .33 acre R2-Duplex, 10 DU/Acre (08-Boynton Beach) Development to Residential or Commercial use. Paved Nearly Level at road grade Typical Rectangular Residential Appears adequate The subject property is in its original mostly cleared state. Utility connections to the grid are readily available for the area. No adverse easements or encroachments were noted at the time of inspection. 135 NE 3rd Ave Boynton Beach, FL 33435 N/A Price/PSF N/A Inspection 3/4/2025 N/A Boynton Beach Residential Site Size 14,375 sf .33 acre Improvements Cleared lot Book/Page N/A Improvements None N/A 137 NE 3rd Ave Boynton Beach, FL 33435 0.01 miles E $40.51 $300,000 MLS RX-10919179 DOM 96 Jan 2024 Boynton Beach Residential 6,970 sf/ .17 Acre +4.05 Cleared lot 34882/1332 Garage -4.05 N/A 0 40.51 527 NW 11th Ave Boynton Beach, FL 33435 0.71 miles NW $21.04 $165,000 MLS # FX-10413557 DOM 64 March 2024 Boynton Beach (-)+5.26 Residential 7,841 sf/.16 Acre +2.1 Cleared lot 34923/1773 None N/A 7.36 28.4 507 NW 12th Ave Boynton Beach, FL 33435 0.71 miles NW $21.61 $226,000 MLS # RX-10975811 DOM 8 July 2024 Boynton Beach (-)+5.4 Residential 10,454 sf/ .24 Acre +2.16 Uncleared lot +2.16 35172/0629 None N/A 9.72 31.33 See Comparable 4-6 page for comments. See Comparables 4-6 page for comments. The Sales Comparison Approach was given the only 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. I have not performed any services regarding the subject property within the 3 years prior to this assignment and I have no current or prospective interest in the subject property or the parties involved. March 4, 2025 $500,000 Ronald J. Saar March 6, 2025 Cert Gen RZ4225 FL 11/30/2026 March 4, 2025 Form LAND - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE LAND APPRAISAL REPORT File No.SUBJECTBorrower Census Tract Map Reference Property Address City County State Zip Code Legal Description Sale Price $Date of Sale Loan Term yrs.Property Rights Appraised Fee Leasehold De Minimis PUD Actual Real Estate Taxes $(yr)Loan charges to be paid by seller $Other sales concessions Lender/Client Address Occupant Appraiser Instructions to Appraiser NEIGHBORHOODLocation Urban Suburban Rural Built Up Over 75%25% to 75%Under 25% Growth Rate Fully Dev.Rapid Steady Slow Property Values Increasing Stable Declining Demand/Supply Shortage In Balance Oversupply Marketing Time Under 3 Mos.4-6 Mos.Over 6 Mos. Present Land Use % One-Unit % 2-4 Unit % Apts.% Condo % Commercial % Industrial % Vacant % Change in Present Land Use Not Likely Likely (*)Taking Place (*) (*) From To Predominant Occupancy Owner Tenant % Vacant One-Unit Price Range $to $Predominant Value $ One-Unit Age Range yrs. to yrs.Predominant Age yrs. Good Avg. Fair Poor Employment Stability Convenience to Employment Convenience to Shopping Convenience to Schools Adequacy of Public Transportation Recreational Facilities Adequacy of Utilities Property Compatibility Protection from Detrimental Conditions Police and Fire Protection General Appearance of Properties Appeal to Market Comments including those factors, favorable or unfavorable, affecting marketability (e.g. public parks, schools, view, noise)SITEDimensions =Corner Lot Zoning Classification Present Improvements Do Do Not Conform to Zoning Regulations Highest and Best Use Present Use Other (specify) Public Other (Describe) Elec. Gas Water San. Sewer Underground Elect. & Tel. OFF SITE IMPROVEMENTS Street Access Public Private Surface Maintenance Public Private Storm Sewer Curb/Gutter Sidewalk Street Lights Topo Size Shape View Drainage 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)MARKET DATA ANALYSISThe 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 SUBJECT PROPERTY COMPARABLE NO. 1 COMPARABLE NO. 2 COMPARABLE NO. 3 Address Proximity to Subject Sales Price $$$$ Price $$$$ Data Source(s) ITEM DESCRIPTION DESCRIPTION +( )$ Adjust.–DESCRIPTION +( )$ Adjust.–DESCRIPTION +( )$ Adjust.– Date of Sale/Time Adj. Location Site/View Sales or Financing Concessions Net Adj. (Total)+ –$+ –$+ –$ Indicated Value of Subject $$$ Comments on Market Data RECONCILIATIONComments and Conditions of Appraisal Final Reconciliation I (WE) ESTIMATE THE MARKET VALUE,AS DEFINED,OF THE SUBJECT PROPERTY AS OF TO BE $ Appraiser Date of Signature and Report Title State Certification #ST Or State License #ST Expiration Date of State Certification or License Date of Inspection (if applicable) Supervisory Appraiser (if applicable) Date of Signature Title State Certification #ST Or State License #ST Expiration Date of State Certification or License Did Did Not Inspect Property Date of Inspection 08/11 718 2250110.000 135 NE 3rd Ave Boynton Beach, FL 33435 N/A Price/PSF N/A Inspection 3/4/2025 N/A Boynton Beach Residential Site Size 14,375 sf .33 acre Improvements Cleared lot Book/Page N/A Improvements None N/A 524 NW 3rd St Boynton Beach, FL 33435 0.35 miles W $23.45 $195,000 MLS # AX-11417904 July 2024 Boynton Beach(-)+5.86 Residential 8,276 sf/ .19 Acre +2.35 Cleared Lot 35194/1179 None N/A 8.21 31.66 The four comparables selected are the best indicators of value having sold in the last 24 months. We adjusted for land size and clear vs unclear lots which require preparation for development. Comparable # 1 is improved with 1980 vintage garage which is not contributory to the value of the lot. An adjustment for clearing was given. Comparable # 3 received an upward adjustment for tree clearing. Each received a 10% adjustment for their respective conditions. All four sales received size adjustments of $10% for land differential. Comparables 2, 3 and 4 were given upward adjustments of 25% for locational differential. Our analysis indicates that land east of South Seacrest Boulevard sells at a higher price per square foot than land west of South Seacrest Boulevard. The unadjusted sales range on a per square foot basis of $21.04 to $40.51 per square foot. After adjusting for dissimilar characteristics, the adjusted per square foot range is $31.33 to $40.51 with a mean of $32.97 per square foot. We feel that a per square foot value near the mean of the adjusted values best reflect's the subject's value, which we rounded up to $35.00 per square foot, which which falls within the unadjusted and adjusted selling price per square foot range. Thus: 14,375 square feet X $35.00 per square foot = $503,125, which we rounded to $500,000. Form LAND.(AC) - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 4 5 6 ADDITIONAL COMPARABLE SALES File No.MARKET DATA ANALYSISITEM SUBJECT PROPERTY COMPARABLE NO.COMPARABLE NO.COMPARABLE NO. Address Proximity to Subject Sales Price $$$$ Price $$$$ Data Source(s) ITEM DESCRIPTION DESCRIPTION +( )$ Adjust.–DESCRIPTION +( )$ Adjust.–DESCRIPTION +( )$ Adjust.– Date of Sale/Time Adj. Location Site/View Sales or Financing Concessions Net Adj. (Total)+ –$+ –$+ –$ Indicated Value of Subject $$$ Comments on Market Data 08/11 719 Form SUP - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 2250110.000 N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA SHEPARD-FUNK ADD LTS 21 & 22 BLK 2 Legal Description Borrower Lender/Client File No. Property Address City County State Zip Code 720 Form PIC3X5.SR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Subject Photo Page N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Subject Front looking north 135 NE 3rd Ave, Boynton Beach Subject looking south Street View Looking West Borrower Lender/Client Property Address City County State Zip Code 721 Form PIC3X5.SR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Subject Photo Page N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Subject looking NE 135 NE 3rd Ave View Looking West View looking East Borrower Lender/Client Property Address City County State Zip Code 722 Form PIC3X5.CR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Comparable Photo Page N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Comparable 1 Sale Date: Sales Price: 137 NE 3rd Ave, Boynton Beach 3/7/2024 $300,000 or $40.51 psf Comparable 2 Sale Date: Sales Price: 527 NW 11th Ave, Boynton Beach 3/26/2024 $165,000 OR $21.04 psf Comparable 3 Sale Date: Sales Price: 507 NW 12th Avenue, Boynton Beach 7/25/2024 $226,000 or $21.61 psf Borrower Lender/Client Property Address City County State Zip Code 723 Form PIC3X5.CR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Comparable Photo Page N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Comparable 4 Sale Date: Sales Price: 524 NW 3rd St, Boynton Beach 7/26/2024 $195,000 or $23.56 psf Blank Blank Borrower Lender/Client Property Address City County State Zip Code 724 Form SCNLGH - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Plat Map N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 725 Form SCNLGH - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Site Dimensions N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 726 Form SCNLGH - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Subject Lot Aerial View N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 727 Form SCNLGH - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Subject Lot Aerial View N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 728 Form SCNLGH - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Subject Lot Aerial View N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 729 Form MAP.LOC - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Location Map N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 730 Form MAP.LOC - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Location & Comparable Sales Map N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 731 Form SCNLGH - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Appraiser License N/A 135 NE 3rd Ave Boynton Beach Palm Beach FL 33435 Boynton Beach CRA Borrower Lender/Client Property Address City County State Zip Code 732 Appraiser Qualifications Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 733 Form ACR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Anderson & Carr, Inc. 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 considers his 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 judgement. STATEMENT OF LIMITING CONDITIONS AND APPRAISER'S CERTIFICATION CONTINGENT AND LIMITING CONDITIONS:The appraiser's certification that appears in the appraisal report is subject to the following 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.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. 2.The appraiser has provided a sketch in the appraisal report to show approximate dimensions of the improvements and the sketch is included only to assist the reader of the report 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 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. 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. 5.The appraiser has estimated the value of the land in the cost approach at its highest and best use and the improvements at their contributory value.These separate valuations of the land and improvements must not be used in conjunction with any other appraisal and are invalid if they are so used. 6.The appraiser has noted in the appraisal report any adverse conditions (such as,needed repairs,depreciation, 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 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. 7.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. 8.The appraiser will not disclose the contents of the appraisal report except as provided for in the Uniform Standards of Professional Appraisal Practice. 9.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 completion of the improvements will be performed in a workmanlike manner. 10.The appraiser must provide his or her prior written consent before the lender/client specified in the appraisal report can distribute the appraisal report (including conclusions about the property value, the appraiser's identity and professional designations,and references to any professional appraisal organizations or the firm with which the appraiser is associated)to anyone other than the borrower;the mortgagee or its successors and assigns;the mortgage insurer; consultants;professional appraisal organizations; any state or federally approved financial institution;or any department,agency,or instrumentality of the United States or any state or the District of Columbia; except that the lender/client may distribute the property description section of the report only to data collection or reporting service(s)without having to obtain the appraiser's prior written consent.The appraiser's written consent and approval must also be obtained before the appraisal can be conveyed by anyone to the public through advertising,public relations, news,sales,or other media. Freddie Mac Form 439 6-93 Fannie Mae Form 1004B 6-93Page 1 of 2 734 Form ACR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 135 NE 3rd Ave, Boynton Beach, FL 33435 Ronald J. Saar March 6, 2025 Cert Gen RZ4225 FL 11/30/2026 APPRAISER'S CERTIFICATION:The Appraiser certifies and agrees that: 1. I have researched the subject market area and have selected a minimum of three recent sales of properties most similar and proximate to the subject property for consideration in the sales comparison analysis and have made a dollar adjustment when appropriate to reflect the market reaction to those items of significant variation.If a significant item in a comparable property is superior to,or more favorable than, the subject property, I have made a negative adjustment to reduce the adjusted sales price of the comparable and,if a significant item in a comparable property is inferior to,or less favorable than the subject property, I have made a positive adjustment to increase the adjusted sales price of the comparable. 2. I have taken into consideration the factors that have an impact on value in my development of the estimate of market value in the appraisal report. I have not knowingly withheld any significant information from the appraisal report and I believe, to the best of my knowledge,that all statements and information in the appraisal report are true and correct. 3.I stated in the appraisal report only my own personal,unbiased,and professional analysis,opinions, and conclusions, which are subject only to the contingent and limiting conditions specified in this form. 4. I have no present or prospective interest in the property that is the subject to 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 the estimate of market 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. 5. I have no present or contemplated future interest in the subject property, and neither my current or future employment nor my compensation for performing this appraisal is contingent on the appraised value of the property. 6. I was not required to report a predetermined value or direction in value that favors the cause of the client or any related party,the amount of the value estimate, the attainment of a specific result,or the occurrence of a subsequent event in order to receive my compensation and/or employment for performing the appraisal.I did not base the appraisal report on a requested minimum valuation, a specific valuation, or the need to approve a specific mortgage loan. 7. I performed this appraisal in conformity 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 as of the effective date of this appraisal,with the exception of the departure provision of those Standards,which does not apply.I acknowledge that an estimate of a reasonable time for exposure in the open market is a condition in the definition of market value and the estimate I developed is consistent with the marketing time noted in the neighborhood section of this report, unless I have otherwise stated in the reconciliation section. 8. I have personally inspected the interior and exterior areas of the subject property and the exterior of all properties listed as comparables in the appraisal report. I further certify that I have noted any apparent or known adverse conditions in the subject improvements,on the subject site,or on any site within the immediate vicinity of the subject property of which I am aware and have made adjustments for these adverse conditions in my analysis of the property value to the extent that I had market evidence to support them. I have also commented about the effect of the adverse conditions on the marketability of the subject property. 9. I personally prepared all conclusions and opinions about the real estate that were set forth in the appraisal report.If I relied on significant professional assistance from any individual or individuals in the performance of the appraisal or the preparation of the appraisal report, I have named such individual(s)and disclosed the specific tasks performed by them in the reconciliation section of 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 the report;therefore,if an unauthorized change is made to the appraisal report, I will take no responsibility for it. SUPERVISORY APPRAISER'S CERTIFICATION:If a supervisory appraiser signed the appraisal report, he or she certifies and agrees that: I directly supervise the appraiser who prepared the appraisal report, have reviewed the appraisal report, agree with the statements and conclusions of the appraiser, agree to be bound by the appraiser's certifications numbered 4 through 7 above, and am taking full responsibility for the appraisal and the appraisal report. ADDRESS OF PROPERTY APPRAISED: APPRAISER:SUPERVISORY APPRAISER (only if required): Signature:Signature: Name:Name: Date Signed:Date Signed: State Certification #:State Certification #: or State License #:or State License #: State:State: Expiration Date of Certification or License:Expiration Date of Certification or License: Did Did Not Inspect Property Freddie Mac Form 439 6-93 Fannie Mae Form 1004B 6-93Page 2 of 2 735 This Message Is From an Untrusted Sender You have not previously corresponded with this sender. From:Leah Wallesverd To:Utterback, Theresa Cc:Tack, Timothy Subject:Re: FW: Appraisal for 135 NE 3rd Avenue Date:Wednesday, March 12, 2025 8:10:54 PM Attachments:image001.jpg image199378.png image940222.png image529541.png image874630.png image079384.png image185954.png image356818.png Hello Theresa! After taking this appraisal into consideration my seller is willing to sell this property at $375,000. Please let me know if you have any questions. Thank you, Leah Wallesverd NRH Realty On Tue, Mar 11, 2025 at 5:10 PM Utterback, Theresa <UtterbackT@bbfl.us> wrote: Hi Leah, Per our telephone conversation, I have attached the appraisal for 135 NE 3rd Avenue. Please let me know your client’s thoughts. We can touch base tomorrow. Have a great evening. Theresa 736 This Message Is From an Untrusted Sender You have not previously corresponded with this sender. Theresa Utterback Development Services Manager Boynton Beach Community Redevelopment Agency 100 E. Ocean Ave.| Boynton Beach, Florida 33435 561-600-9094 |561-737-3258 UtterbackT@bbfl.us | https://www.boyntonbeachcra.com America's Gateway to the Gulfstream 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 law, email addresses are public records. Therefore, your email communication and your email address may be subject to public disclosure From: Christine Preece <cpreece@andersoncarr.com> Sent: Tuesday, March 11, 2025 4:06 PM To: Utterback, Theresa <UtterbackT@bbfl.us>; Ron Saar <rsaar@andersoncarr.com> Subject: RE: Appraisal for 135 NE 3rd Avenue Theresa, Please see attached revised appraisal. CHRISTINE M. PREECE Administrator 2801 Exchange Court West Palm Beach, FL 33409 O: 561. 833. 1661 M: 561. 410. 8446 W: andersoncarr. com WARNING! WIRE FRAUD ADVISORY: If you have an escrow or closing ZjQcmQRYFpfptBannerStart ZjQcmQRYFpfptBannerEnd Theresa, Please see attached revised appraisal. CHRISTINE M. PREECE 737 Administrator 2801 Exchange Court West Palm Beach, FL 33409 O: 561.833.1661 M: 561.410.8446 W: andersoncarr.com WARNING! WIRE FRAUD ADVISORY: If you have an escrow or closing transaction with us and you receive an email containing wire instructions, DO NOT RESPOND TO THE EMAIL! Instead, call our office immediately, using previously known contact information and NOT information provided in the email to verify information prior to sending funds. Never reply to or call a phone number in a suspicious email. Any requests to change wire instructions will be communicated offline. 738 Street #Property Address Structure or Lot?Appraised Value Asking Price Lot Size Acres Square Feet Price per Sq. Ft. % Over Appraised Value 135 NE 3rd Avenue Vacant $500,000.00 $330,000.00 0.33 14374.8 $22.96 -34% Street #Property Address Structure or Lot?Appraised Value Contract Price Lot Size Acres Square Feet Price per Sq. Ft. % Over Appraised Value Southwest Jefferson, Inc. 225 NE 9th Avenue Vacant Lot $264,000.00 $300,000.00 0.1728 7527.168 $39.86 14% Street #Property Address Structure or Lot/Appraisal Appraised Value Sale Price Lot Size Acres Square Feet Price per Sq. Ft. % Over Appraised Value 334 NE 11th Avenue Structure (Rental)$275,000.00 $305,000.00 0.1722 7501.032 $40.66 11% 507 & 513 NE 2nd Street Structures (Rental)$720,000.00 $3,000,000.00 0.6073 26453.988 $113.40 317% Street #Property Address Structure or Lot?Date Acquired Purchase Price Lot Size Square Feet Price per Sq. Ft. Status xxx MLK Blvd.Vacant Lot October-14 $130,000.00 0.1607 7000.092 $18.57 MLK Corridor redevelopment 308 NE 10th Avenue Vacant Lot - Structure demo'd April-05 $225,000.00 0.178 7753.68 $29.02 MLK Corridor redevelopment xxx NE 10th Avenue Vacant Lot October-16 $19,000.00 0.1779 7749.324 $2.45 MLK Corridor 211 NE 9th Avenue Vacant Lot May-18 $53,000.00 0.1738 7570.728 $7.00 To be added to the properties aka MLK South for Mixed Use Development 231 NE 9th Avenue Vacant Lot - Structure demo'd April-14 0.1726 MLK Corridor redevelopment xxx NE 10th Avenue-MLK Vacant Lot-Purchased w/ 231 NE 9th Ave April-14 0.1779 MLK Corridor redevelopment xxx NE 10th Avenue-MLK Vacant Lot-Purchased w/ 231 NE 9th Ave April-14 0.1779 MLK Corridor redevelopment 235 NE 9th Avenue Vacant January-06 $249,000.00 0.1725 7514.1 $33.14 MLK Corridor redevelopment 106 NE 3rd Avenue Vacant October-18 $100,000.00 0.2626 11438.856 $8.74 Part of the Boynton Beach Blvd. District 407 NE 1st Avenue Vacant Lot - Structure demo'd November-20 $268,000.00 0.1742 7588.152 $35.32 Misc. 221 E. MLK Blvd.Vacant Lots April-21 $103,300.00 0.1608 7004.448 $14.75 MLK Corridor redevelopment XXX E. MLK Blvd.Vacant Lots May-21 $175,000.00 0.4821 21000.276 $8.33 MLK Corridor redevelopment XXX NW 11th Avenue Vacant Lot March-24 $165,000.00 0.1753 7636.068 $21.61 Misc. Cherry Hill XXX NE 10th Avenue Vacant Lot September-23 $49,000.00 0.1607 7000.092 $7.00 MLK Corridor redevelopment 507 NW 12th Avenue Vacant Lot July-24 $226,000.00 0.24 10454.4 $21.62 Misc. Cherry Hill 524 NW 3rd Street Vacant Lot July-24 $195,000.00 0.1946 8476.776 $23.00 Misc. 1017 N. Railroad Avenue Residential Structure September-24 $237,000.00 0.1356 5906.736 $40.12 Misc. General Commercial 321 E. MLK Blvd.Structure (Single Family Home)October-24 $375,000.00 0.1607 7000.092 $53.57 MLK Corridor redevelopment 419 N. Seacrest Blvd. Structure (Seed of Faith Church)January-25 $520,000.00 0.33 14374.8 $36.17 HOB-Affordable Housing 318-323 E. MLK Blvd.Duplex January-25 $450,000.00 0.16 6969.6 $64.57 MLK Corridor redevelopment TOTALS 3,596,300$ 4.0279 175,455.32 $20.50 $57,000.00 23017.104 $2.48 Jupi Iris, LLC BOYNTON BEACH CRA PROPERTY INVENTORY March 2025 SUBJECT PROPERTY FOR BOYNTON BEACH CRA PURCHASE CURRENT BBCAR PROPERTY INVENTORY PREVIOUS PROPERTY OFFERINGS TO BOYNTON BEACH CRA PROPERTY UNDER CONTRACT 739 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 OLD BUSINESS AGENDA ITEM 14.C SUBJECT: Continued Discussion and Consideration of Tax Increment Financing Request from Time Equities Inc. for Phase I and Phase II of the Town Square Project located at 120 SE 1st Avenue and 100 E. Boynton Beach Boulevard SUMMARY: On January 14, 2025, Time Equities, Inc. (TEI) presented the CRA Board with a request for Tax Increment Financing (TIF) for the development of two parcels of land (the North Parcel and the South Parcel), which are part of the approved Town Square Project (see Attachments I - III). The Board provided additional direction to continue negotiations on March 20, 2025. BACKGROUND: The Town Square Project is the subject of an existing Development Agreement with the City of Boynton Beach. Under its existing approvals, the Project will have a total of 898 residential, market rate, rental units; 23,500 square feet of retail space; and two parking garages (1,000+ parking spaces in each garage) with 473 public parking spaces within the garages. The South Parcel will be developed as Phase I (see Attachment IV) of the Project and the North Parcel will be developed as Phase II (see Attachment V). In lieu of providing workforce housing, TEI will make a payment to the City of Boynton Beach Workforce Housing Fund in the approximate amount of $2,250,000.00 per Phase. In support of the Project, TEI has requested 95% of the tax increment revenue generated by the Project (i.e., 95% TIF) up to a maximum of $35.2MM. The request is divided between the two Phases as follows: Phase I (South Parcel located at 120 SE 1st Avenue) $20.0MM Phase II (North Parcel located at 100 E. Boynton Beach Boulevard) $15.2MM As support for TEI’s request for TIF, TEI provided a Fiscal Impact and Financial GAP Analysis for the project prepared by Fishkind Litigation Services on June 28, 2024 (see Attachment VI). The CRA hired Abramson & Associates, Inc. as a third-party financial analyst to review and analyze Time Equities' request for TIF and Fishkind’s financial GAP analysis. On December 20, 2024, Abramson & Associates provided a detailed Memorandum regarding the evaluation of the TIF funding request (see Attachment VII). The Abramson evaluation focused on the Project’s need for TIF and the financial impact to the CRA of awarding the requested TIF as proposed. The evaluation includes general comments 740 •Attachment I - Location Map •Attachment II - TIF Request Letter •Attachment III - Time Equities Presentation •Attachment IV - Site Plan-South Parcel-Phase I •Attachment V - Site Plan-North Parcel-Phase II •Attachment VI - 06-28-2024 Fishkind Economic Fiscal Impact, & Gap Analysis •Attachment VII - 12-20-2024 Abramson Evaluation of TIF Request evaluating the public benefits proposed by TEI and finds the request generally within a range of reasonableness. However, the report also noted: "Relatively small variations in assumptions and/or improvements in the development market over the time prior to construction financing could significantly reduce or, possibly, eliminate the need for subsidy. While this applies to Phase 1, which would be required to start construction within one and a half years, it is a particular concern relative to Phase 2, which, likely, would not start construction until significantly later. Accordingly, the CRA may wish to consider granting a TIF award only for Phase 1 and having the developer return for an evaluation of need at such time as the construction start and development economics of Phase 2 come into clearer focus, so as to lessen the chance of providing TIF funding not actually required for feasibility." The evaluation recommended that the CRA explore structuring opportunities that may reduce the TIF award should construction and/or other development costs come in lower than preliminary estimates or other development market conditions improve prior to the start of construction. In January, the Board heard a preliminary presentation from TEI concerning the developer ’s proposal, and directed CRA staff and TEI to commence negotiations for a proposed agreement. The revised terms were prepared and presented at the March Board meeting. The Board directed CRA staff and legal to work with TEI to revise the TIRFA agreement to allow the following options (see Attachment VIII): One consolidated TIRFA agreement that covers both phases of the Project, or Two independent TIRFA agreements (one TIRFA per phase). In response, staff and legal have worked with Developer to prepare two potential TIRFA Agreements, which may be executed together or separately, to respond to both requests above. Staff is seeking Board Direction on the proposed terms and agreement structure (see Attachment IX thru XI). 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 741 •Attachment VIII - 03-20-2025 CRA Board Meeting Minutes •Attachment IX - Updated Time Equities TIRFA Term Sheet •Attachment X - TIRFA SOUTH - Final Draft with Exhibits •Attachment XI - TIRFA NORTH - Final Draft with Exhibits 742 743 1 August 20, 2024 Chair Ty Penserga Vice Chair Thomas Turkin Board Member Woodrow Hay Board Member Angela Cruz Board Member Aimee Kelley Boynton Beach Community Redevelopment Agency (“BBCRA”) Timothy Tack, Acting Executive Director 100 E. Ocean Ave Boynton Beach, FL 33435 Re: TIF Incentive Application: Boynton Beach Town Square Residential/Mixed Use Project (South & North Parcels) Dear BBCRA Chair, Vice Chair, Board Members and Acting Executive Director, We, Time Equities, Inc. (“TEI”), are the owners of the two multifamily/mixed-use development sites within the Town Square master plan neighborhood (the “Project”). Site Plans for both parcels are currently approved, allowing for a total of 898 residential units, 23,500 square feet of retail stores and two parking garages with over 1,000 spaces in each. The total cost of the Project is approximately $500,000,000 – built in two phases – making it among the largest developments ever planned in Boynton Beach. The southern parcel (“Phase 1”) will be built first, followed by the northern parcel (“Phase 2”). Upon completion, the Project will be transformative for Boynton Beach. It will fulfill the city’s long-time vision for Town Square, making it a “center of gravity” for the community – acting as a catalyst for surrounding development and investment. The Project will replace empty lots with high-value, mixed-use buildings with thousands of residents, as well as nearly 50,000 square feet of new public sidewalks, landscaping, lighting, 473 public garage parking spaces, and over 20 new retail stores/businesses (see Exhibit A, Project Renderings). The Project is a public-private arrangement, subject to a developer agreement and site plans which require the delivery of substantial public benefits. *** We are writing today to update you on our progress, to advise you of the challenges we are facing in the market today – and to discuss a potential solution. Over the last 18 months TEI has made significant progress with predevelopment eƯorts for Phase 1. We have invested heavily to purchase the land as well as to develop our plans, costs, and income projections. We have also already engaged with various potential construction lenders and investors on the Project, and have conducted several site tours, some of which have included Boynton City staƯ members. 744 2 We can report we have strong potential interest from our financial partners for the Project. That said, as detailed herein, the economic returns available from the Project are not yet suƯicient to allow us to close on financing. The good news is that the projected financial return shortfall seems solvable, with an acceptable TIF award from the BBCRA. As you are aware, the real estate development financing markets are extremely diƯicult today. As a result, multifamily construction “starts” have plunged over the last 18-24 months (see Exhibit B, Headlines). Interest rates, construction costs, and operating costs have all increased dramatically, which made projects uneconomic and unfinanceable. As a result of these various negative market conditions – as well as our good-faith desire to move forward with the project - we are hereby oƯicially requesting a two-phase TIF award, as detailed below. *** TEI calculates the Project’s ‘fiscal gap’ – and therefore the requested two-phase TIF award – to be $35.2MM; $20.0MM for the South Parcel and $15.2MM for the North Parcel (Exhibit C, TEI Proposed TIF Structure & Cashflow Projection). Projections show that the TIF awards for both Phases would be exhausted within 10 years, after which the BBCRA would capture 100% of the ~$6.6MM/year in incremental real estate taxes generated by the Project (in addition to all of the other short term and long term public benefits and positive economic impacts generated). We acknowledge that this TIF award request is larger than those previously granted by the BBCRA. That said, we want to emphasize that our request is proportionate and appropriate given the overall size of the Project, its two phases, its incremental real estate taxes, and its substantial public benefits (Exhibit D, TEI TIF Structure Comparison w/Hyperion TIF). As shown herein, the direct public benefits available from the Project are worth many times the value of the requested TIF. TEI’s TIF proposal contemplates a 95% annual rebate of incremental real estate taxes generated by each Project Phase. The calculations show that a 95% rebate works out to approximately $2MM/year per phase. TEI would agree to make the TIF awards contingent upon meeting specific construction start dates for each Phase of the Project – dates that are substantially tighter than the timeframe indicated in the current TEI Developer Agreement (Exhibit E, TEI TIF Timeline Summary). In general, as the BBCRA is aware, TIF awards only rebate a portion of the incremental real estate taxes actually paid by certain new properties that are completed on time – and only up to a maximum dollar limit. TIF awards do not cost the BBCRA or the city any money. This structure oƯers both important protections for the BBCRA as well as a powerful incentive for private developers to execute timely. *** To support our request, TEI engaged Fishkind Litigation Services (“Fishkind”) to provide their independent analysis as to whether a ‘fiscal gap’ exists for the Project – and if so, to calculate the amount of the gap. As reflected in the attached report, Fishkind has determined that the projects do, in fact, face fiscal gaps: $58.4MM in total; $34MM for the South Parcel and $24MM for the North Parcel. Obviously Fishkind’s calculations reflect a far higher TIF award recommendation than the award that TEI is requesting. Per the Fishkind chart below, their analysis shows that without TIF awards the projects essentially generate 0% return on investment. That said, with their recommended TIF awards of $58.4MM, both Phases can achieve the market ‘required’ minimum return on investment of 7.8%. 745 3 *** The Project oƯers substantial direct public benefits, both shorter-term and longer-term. It also provides substantial long-term indirect economic impacts (Exhibit F, Public Benefits and Economic Impact). Shorter-term public benefits from the Project include the delivery of 473 public garage parking spaces (cost of $26MM), a $4.5MM payment to the City Workforce Housing fund, ~$13,8.0MM in impact/other fees, $3.0MM in streetscape/infrastructure improvements, and a $5MM settlement payment that was already made to the city in 2023 (at TEI land purchase). The total of these short-term benefits is more than $52MM, which is $17MM more than the entire requested TIF award value. In addition, the Project will directly generate two significant long-term, on-going cashflow streams for the city. The first is ~$6.4MM/year in average post-TIF incremental real estate tax revenue. The second is ~$2.0MM/year in average revenue available from the metered parking spaces that TEI is leasing to the city for $0/year for 100 years (city receives 100% of the revenue from these spaces). Over the next 40 years, between the incremental real estate taxes (~$150MM) and parking revenue (~$65MM), the Project may directly generate as much as ~$215MM for the CRA and the city. Among various important uses, these new real estate tax revenues could be used by the BBCRA and City to help oƯset the Town Square public bond payments that are due over the coming decades. Finally, the Project will have an enormous indirect economic impact on the local community, both during construction and in perpetuity upon completion. These indirect economic impacts come from the hundreds of millions of dollars spent locally during the construction phase as well as local spending after construction by the thousands of new tenants living at the project. This spending leads to the creation of over 400 permanent new jobs and businesses locally. Fishkind calculates that over 40 years, the total indirect economic impact from the Project will be more than $3.0 billion. *** In closing, we very much appreciate your consideration of this matter, and we hope to meet with you to discuss the details of our proposal. We want to reiterate that while the markets are diƯicult, we feel a great sense of commitment and optimism about the Town Square project. Our shared goal with Boynton Beach is to realize this transformational project, and we are ready to do our part. Sincerely, Francis Greenburger Francis Greenburger Chairman, Time Equities, Inc. Without TIF With TIF Without TIF With TIF Ret. On Investment -2.20%7.80% 0.80% 7.80% Phase 2 Fishkind Fiscal Gap Analysis - Boynton Town Square Apts; Phase 1 746 4 EXHIBIT A – PROJECT RENDERINGS, BEFORE & AFTER Town Square Current/Before Development Town Square After Development 747 5 748 6 749 7 EXHIBIT B – ECONOMIC, MARKET HEADLINES 750 8 EXHIBIT C – TEI TIF Proposal/Cash Flow TIF Proposal Analysis by Phase Phase 1 Phase 2 Total Total Units 465 433 898 Total Retail SF 6,000 17,500 23,500 Const. Complete/ 1st Stabilized 2030 2033 RE Taxes $/Unit/Yr. 7,742$ 8,430$ 8,073$ 1st Stab. Yr. Gross RE Tax Bill 3,600,000 3,650,000 7,250,000 Land Tax/Pre Construction 350,000 350,000 700,000 Incremental RE Tax 3,250,000 3,300,000 6,550,000 City & County Portion @ 66% 2,145,000 2,178,000 4,323,000 Minus: 5% (107,250) (108,900) (216,150) TIF Rebate to TEI @ 95% 2,037,750 2,069,100 4,106,850 Total TIF Amt/Max 19,877,494 15,382,276 35,259,770 Implied TIF Duration 9.75 7.43 8.59 Tot. City Sps. Metered Sps. TEI Boynton Town Square TIF Analysis - Annual Cash Flow Ph. 1 Garage 224 171 Ph. 2 Garage 249 192 Total 473 363 Avg. Rev/Space/Day: 15.00$ TEI Project BB NET CF # Yr. CRA City Total Incr. Tax @ 66% 5% Withheld TIF Rebate @ 95% RE Tax to CRA Cash & Fees Pot. Parking Rev Total City Revs. Revs - Bond PMTS 1 2024 3,550,000 4,500,000 8,050,000 - - - - 5,000,000 - 5,000,000 (3,050,000) 2 2025 3,550,000 4,500,000 8,050,000 - - - - - - - (8,050,000) 3 2026 3,550,000 4,500,000 8,050,000 - - - - 9,567,358 - 9,567,358 1,517,358 4 2027 3,550,000 4,500,000 8,050,000 - - - - - - - (8,050,000) 5 2028 3,550,000 4,500,000 8,050,000 - - - - - - - (8,050,000) 6 2029 3,550,000 4,500,000 8,050,000 - - - - - - - (8,050,000) 7 2030 3,550,000 4,500,000 8,050,000 2,145,000 (107,250) (2,037,750) - 8,740,717 936,225 9,676,942 1,626,942 8 2031 3,550,000 4,500,000 8,050,000 2,187,900 (109,395) (2,078,505) - - 936,225 936,225 (7,113,775) 9 2032 3,550,000 4,500,000 8,050,000 2,231,658 (111,583) (2,120,075) - - 936,225 936,225 (7,113,775) 10 2033 3,550,000 4,500,000 8,050,000 4,454,291 (222,715) (4,231,577) - - 1,987,425 1,987,425 (6,062,575) 11 2034 3,550,000 4,500,000 8,050,000 4,543,377 (227,169) (4,316,208) - - 1,987,425 1,987,425 (6,062,575) 12 2035 3,550,000 4,500,000 8,050,000 4,634,245 (231,712) (4,402,532) - - 1,987,425 1,987,425 (6,062,575) 13 2036 3,550,000 4,500,000 8,050,000 4,726,929 (236,346) (4,490,583) - - 1,987,425 1,987,425 (6,062,575) 14 2037 3,550,000 4,500,000 8,050,000 4,821,468 (241,073) (4,580,395) - - 1,987,425 1,987,425 (6,062,575) 15 2038 3,550,000 4,500,000 8,050,000 4,917,897 (245,895) (4,672,002) - - 1,987,425 1,987,425 (6,062,575) 16 2039 3,550,000 4,500,000 8,050,000 5,016,255 (250,813) (2,330,143) 2,435,300 - 1,987,425 4,422,725 (3,627,275) 17 2040 3,550,000 4,500,000 8,050,000 5,116,580 (255,829) - 4,860,751 - 1,987,425 6,848,176 (1,201,824) 18 2041 3,550,000 4,500,000 8,050,000 5,218,912 (260,946) - 4,957,966 - 1,987,425 6,945,391 (1,104,609) 19 2042 3,550,000 4,500,000 8,050,000 5,323,290 (266,165) - 5,057,126 - 1,987,425 7,044,551 (1,005,449) 20 2043 3,550,000 4,500,000 8,050,000 5,429,756 (271,488) - 5,158,268 - 1,987,425 7,145,693 (904,307) 21 2044 3,550,000 4,500,000 8,050,000 5,538,351 (276,918) - 5,261,434 - 1,987,425 7,248,859 (801,141) 22 2045 3,550,000 4,500,000 8,050,000 5,649,118 (282,456) - 5,366,662 - 1,987,425 7,354,087 (695,913) 23 2046 - - - 5,762,101 (288,105) - 5,473,996 - 1,987,425 7,461,421 7,461,421 24 2047 - - - 5,877,343 (293,867) - 5,583,475 - 1,987,425 7,570,900 7,570,900 25 2048 - - - 5,994,889 (299,744) - 5,695,145 - 1,987,425 7,682,570 7,682,570 26 2049 - - - 6,114,787 (305,739) - 5,809,048 - 1,987,425 7,796,473 7,796,473 27 2050 - - - 6,237,083 (311,854) - 5,925,229 - 1,987,425 7,912,654 7,912,654 28 2051 - - - 6,361,825 (318,091) - 6,043,733 - 1,987,425 8,031,158 8,031,158 29 2052 - - - 6,489,061 (324,453) - 6,164,608 - 1,987,425 8,152,033 8,152,033 30 2053 - - - 6,618,842 (330,942) - 6,287,900 - 1,987,425 8,275,325 8,275,325 31 2054 - - - 6,751,219 (337,561) - 6,413,658 - 1,987,425 8,401,083 8,401,083 32 2055 - - - 6,886,244 (344,312) - 6,541,931 - 1,987,425 8,529,356 8,529,356 33 2056 - - - 7,023,968 (351,198) - 6,672,770 - 1,987,425 8,660,195 8,660,195 34 2057 - - - 7,164,448 (358,222) - 6,806,225 - 1,987,425 8,793,650 8,793,650 35 2058 - - - 7,307,737 (365,387) - 6,942,350 - 1,987,425 8,929,775 8,929,775 36 2059 - - - 7,453,892 (372,695) - 7,081,197 - 1,987,425 9,068,622 9,068,622 37 2060 - - - 7,602,969 (380,148) - 7,222,821 - 1,987,425 9,210,246 9,210,246 38 2061 - - - 7,755,029 (387,751) - 7,367,277 - 1,987,425 9,354,702 9,354,702 39 2062 - - - 7,910,129 (395,506) - 7,514,623 - 1,987,425 9,502,048 9,502,048 40 2063 - - - 8,068,332 (403,417) - 7,664,915 - 1,987,425 9,652,340 9,652,340 - Total - 40 Yrs. 78,100,000 99,000,000 177,100,000 195,334,926 (35,259,770) 150,308,410 23,308,075 64,418,850 238,035,335 60,935,335 Tot. Thru 2045 78,100,000 99,000,000 177,100,000 71,955,029 (35,259,770) 33,097,508 23,308,075 28,645,200 85,050,783 (92,049,217) TEI/Town Square Combined TIF RE Tax Cashflow Town Square Bond Pmts Phase 1 + Phase 2 TEI Project: Additional Value 751 9 EXHIBIT C – CONTINUED - TEI TIF Proposal/Cash Flow RE Tax Growth Rate 2% Yr. Inc. RE Tax PBC & BB @ 66% TIF Rebate @ 95% Inc. RE Tax PBC & BB @ 66% TIF Rebate @ 95% Inc. RE Tax PBC & BB @ 66% TIF Rebate @ 95% 2024 - - - - - - - - - 2025 - - - - - - - - - 2026 - - - - - - - - - 2027 - - - - - - - - - 2028 - - - - - - - - - 2029 - - - - - - - - - 2030 3,250,000 2,145,000 2,037,750 - - - 3,250,000 2,145,000 2,037,750 2031 3,315,000 2,187,900 2,078,505 - - - 3,315,000 2,187,900 2,078,505 2032 3,381,300 2,231,658 2,120,075 - - - 3,381,300 2,231,658 2,120,075 2033 3,448,926 2,276,291 2,162,477 3,300,000 2,178,000 2,069,100 6,748,926 4,454,291 4,231,577 2034 3,517,905 2,321,817 2,205,726 3,366,000 2,221,560 2,110,482 6,883,905 4,543,377 4,316,208 2035 3,588,263 2,368,253 2,249,841 3,433,320 2,265,991 2,152,692 7,021,583 4,634,245 4,402,532 2036 3,660,028 2,415,618 2,294,837 3,501,986 2,311,311 2,195,745 7,162,014 4,726,929 4,490,583 2037 3,733,228 2,463,931 2,340,734 3,572,026 2,357,537 2,239,660 7,305,255 4,821,468 4,580,395 2038 3,807,893 2,513,209 2,387,549 3,643,467 2,404,688 2,284,454 7,451,360 4,917,897 4,672,002 2039 3,884,051 2,563,474 - 3,716,336 2,452,782 2,330,143 7,600,387 5,016,255 2,330,143 2040 3,961,732 2,614,743 - 3,790,663 2,501,837 - 7,752,395 5,116,580 - 2041 4,040,967 2,667,038 - 3,866,476 2,551,874 - 7,907,442 5,218,912 - 2042 4,121,786 2,720,379 - 3,943,805 2,602,912 - 8,065,591 5,323,290 - 2043 4,204,222 2,774,786 - 4,022,682 2,654,970 - 8,226,903 5,429,756 - 2044 4,288,306 2,830,282 - 4,103,135 2,708,069 - 8,391,441 5,538,351 - 2045 4,374,072 2,886,888 - 4,185,198 2,762,231 - 8,559,270 5,649,118 - 2046 4,461,554 2,944,625 - 4,268,902 2,817,475 - 8,730,455 5,762,101 - 2047 4,550,785 3,003,518 - 4,354,280 2,873,825 - 8,905,065 5,877,343 - 2048 4,641,800 3,063,588 - 4,441,366 2,931,301 - 9,083,166 5,994,889 - 2049 4,734,636 3,124,860 - 4,530,193 2,989,927 - 9,264,829 6,114,787 - 2050 4,829,329 3,187,357 - 4,620,797 3,049,726 - 9,450,126 6,237,083 - 2051 4,925,916 3,251,104 - 4,713,213 3,110,720 - 9,639,128 6,361,825 - 2052 5,024,434 3,316,126 - 4,807,477 3,172,935 - 9,831,911 6,489,061 - 2053 5,124,923 3,382,449 - 4,903,626 3,236,393 - 10,028,549 6,618,842 - 2054 5,227,421 3,450,098 - 5,001,699 3,301,121 - 10,229,120 6,751,219 - 2055 5,331,969 3,519,100 - 5,101,733 3,367,144 - 10,433,702 6,886,244 - 2056 5,438,609 3,589,482 - 5,203,768 3,434,487 - 10,642,376 7,023,968 - 2057 5,547,381 3,661,271 - 5,307,843 3,503,176 - 10,855,224 7,164,448 - 2058 5,658,329 3,734,497 - 5,414,000 3,573,240 - 11,072,328 7,307,737 - 2059 5,771,495 3,809,187 - 5,522,280 3,644,705 - 11,293,775 7,453,892 - 2060 5,886,925 3,885,371 - 5,632,725 3,717,599 - 11,519,651 7,602,969 - 2061 6,004,664 3,963,078 - 5,745,380 3,791,951 - 11,750,044 7,755,029 - 2062 6,124,757 4,042,340 - 5,860,287 3,867,790 - 11,985,044 7,910,129 - 2063 6,247,252 4,123,186 - 5,977,493 3,945,146 - 12,224,745 8,068,332 - Total 156,109,855 103,032,504 19,877,494 139,852,155 92,302,422 15,382,276 295,962,010 195,334,926 35,259,770 Avg. 4,591,466 3,284,353 2,186,243 4,113,299 3,171,273 1,922,784 8,704,765 6,485,663 3,205,434 TIF Years: 9 TIF Years: 7 TIF Years: 10 TotalPhase 1 Phase 2 752 10 EXHIBIT D –TEI TIF STRUCTURE COMPARISON W/HYPERION TIF Structure Comparison TEI Hyperion Total Units 898 371 Total Retail SF 23,500 25,000 Total TIF Rebate Amt 35,259,770$ 9,000,000$ Total TIF Rebate/Unit 39,265$ 24,259$ Annual TIF Rebate % 95% 95% Project Specific Contri. to BB: Parking Spaces Contibuted 435$ 90$ Parking Cost/Space 59,770$ 55,556$ Parking Value Contributed 26,000,000$ 5,000,000$ WFH PMT 4,484,720$ - Additional Impact, Other Fees 13,826,355$ 5,712,225 Streetscape Improvements 3,000,000$ 1,500,000 Settlement to City at Land Closing 5,000,000$ - Total Proj Spec Contribution 52,311,075$ 12,212,225 Value/Unit 58,253$ 32,917$ Net Value to BB: Cost / (Benefit) (18,988)$ (8,658)$ Public Parking Spaces Provided 435 90 Metered Spaces 363 90 City Share of Parking Rev. 100% 20% Avg. Post-TIF Ann. Incr. RE Tax 6,485,663$ 1,700,000$ Avg. Post-TIF Ann. Incr. RE Tax/Unit 7,222$ 4,582$ TIF Contin. Construc. Start Dates Yes Yes 753 11 EXHIBIT E – TEI TIF TIMELINE SUMMARY Estimated Project Timeline, TIF Sum. Phase 1 Phase 2 Constr. Start Date Per Dev Agmt 5/1/2030 none Constr. Start Date Required Under TIF 7/1/2026 1/1/2032 Constr. Complete 7/1/2028 1/1/2034 Stabilized Date 1/1/2030 7/1/2035 TIF Duration 9.75 Years 7.43 Years TIF Start 1/1/2030 1/1/2035 TIF End 10/1/2039 6/1/2042 754 12 EXHIBIT F – PUBLIC BENEFITS & ECONOMIC IMPACT Short Term Public Benefits from Project Total Parking Value Contributed 26,000,000 WFH PMT 4,484,720 Additional Impact, Other Fees 13,826,355 Streetscape Improvements 3,000,000 Settlement to City at Land Closing 5,000,000 Total Short Term Public Benefits 52,311,075 Long Term Public Benefits from Proj. 2045 2063 Net Incre. RE Tax (PCB + BB Share) 33,097,508 150,308,410 Poten. Parking Revs. 28,645,200 64,418,850 Total Revs to City (2024-2045) 61,742,708 214,727,260 Direct & Indirect Eco. Impact from Project 2063 Direct: Total Short Term Public Benefits 52,311,075$ Direct: Total Net Incremental RE Tax 150,308,410$ Direct: Total Potential Parking Revenues 64,418,850$ Indirect: Spending, Job Creation -Construc. Per. 228,000,000$ Indirect: Spending, Job Creation - Post Constr. 3,218,432,000$ Gross Economic Impact 3,713,470,335$ Local Economic Impact - During Construction Phase Construction Period Years 6.00 Total Hard Const. Cost Spent 300,000,000 Labor Portion 50% 150,000,000 Materials Portion 50% 150,000,000 Local Labor Portion 75% 112,500,000 Local Materials Portion 25% 37,500,000 Total Local Spending 150,000,000 Total Local Jobs Created/Supported 426 Ann. New Spending/Yr. Generated 38,000,000 Spending over Construction Period 6.00 228,000,000 Local Economic Impact - Post Construction, Permanent Total Units 898 Avg Rent Per Mo., Per Year 3,200$ 38,400$ Gross Income/Unit 30% 128,000$ Total Gross Income 114,944,000$ Local Consumption/Spending/Yr. 70% 80,460,800$ Local Spending Over 40 years 40 3,218,432,000$ Permanent Jobs Supported 340 755 Units WFH REQ 800 SF or < 800 SF - 1,399 SF 1,400 SF+ Total Res Retail SF < 39,999 SF Highturn Over Rest. North Parcel 61 170 213 50 433 8,454 8,454 South Parcel 61 165 278 22 465 3,408 3,408 Total 122 335 491 72 898 11,862 Allocation % 37.3% 54.7% 8.0% 100% Project Data Construction Cost Total 300,000,000 Units 898 Avg Unit NSF 973 Total NSF 873,466 North Parcel South Parcel Total PB County Impact Fees 3,721,849 3,837,023 7,558,872 BB Stormwater 407,012 382,727 789,738 Water & Sewer Cap Fees 867,052 904,222 1,771,274 Meter Connection Fee 3,560 3,560 7,120 Public Art Fee 1%500,000 500,000 1,000,000 BB Site Plan Approval Fees 5,150 4,400 9,550 BB Master Plan Fees 3,000 3,000 BB Building Permit Review Fees 395,000 395,000 790,000 BB Construction Permit Fee*377,875 377,875 755,750 BB Police Impact Fee 169,745 174,925 344,670 BB Fire and Life Safey 454,500 454,500 909,000 BB Fire Assesment 110,830 110,480 221,310 BB Parks 621,788 667,740 1,289,528 BB Dept of Busineess and Professional Regulation Surcharge15,458 15,458 30,915 BB Building Code Admin and Inspectors Fund Surcharge 23,186 23,186 46,373 BB WFH Payment in Lieu 2,242,360 2,242,360 4,484,720 BB Green Building Program Fee^75,000 75,000 150,000 Civil/Agency Fees FDOT 1,500 1,500 3,000 SFWMD 5,000 5,000 10,000 FDEP 1,000 1,000 2,000 Sub Total/Agencies 7,500 7,500 15,000 Grand Total Fees 10,000,865 10,175,955 20,171,821 *BUILDING PERMIT REVIEW FEE DEDUCTED FROM CONTRUCTION PERMIT FEE ^ BB GREEN BUILDING PROGRAM FEE IS NOT ASSESSED IF BUILDING IS CERTIFIED BY A RECOGNIZED CERTIFICATION PROGRAM APPROVED BY THE CITY AND COMPLIES WITH THE FLORIDA BUILDING CODE 25% BUILDING DEPT FEES DISCOUNT IF PRIVATE PROVIDER REVIEWS Boyton Beach Town Square Residential Development 756 TOWN SQUARE North/South Parcels TIF Request Boynton Beach CRA 1.14.25 757 758 759 760 Town Square Background •2022/2023 |TEI negotiations with City/JKM to take over the private portion of the Town Square PPP •May 2023 |City Commission approved Town Square Development Agreement which allowed: all litigation with City/JKM to be resolved –including a $5MM settlement payment to City land swap –creating better development parcels for both TEI and City agreements for City/public parking to be incorporated into the development plan TEI to purchase the North/South parcels TEI to improve the Public/Private components of the Master Plan establishment of the PPP terms for implementation of the development plan •May 2024 |City Commission approved Site Plans of North/South Parcels with improved layouts, architecture,increased commercial space,pedestrian amenities and incorporated public parking. •Town Square greatly influences the future of the City/CRA.These prior efforts and the TIF request is necessary for the viable development of Town Square North/South Parcels and will have direct financial benefits for the City/CRA including ~$8.5MM/year bond interest payments through 2045.761 REVISED MASTER PLAN762 South Parcel/Phs. 1 North Parcel/Phs. 2 Total Res. Units 465 433 898 Total Parking Spaces 1,005 1,049 2,054 City Parking Spaces 224 249 473 Retail SF 6,500 17,000 23,500 Site Plan Approved Yes, Spring 2024 Yes, Spring 2024 Overview South Parcel/Phs. 1 North Parcel/Phs. 2 Total Land Cost 22,000,000 22,000,000 44,000,000 Hard/Soft Cost 200,000,000 200,000,000 400,000,000 Total Dev. Cost 222,000,000 222,000,000 444,000,000 Development Cost 763 764 765 766 767 768 769 770 771 772 Bonnie Miskel – Miskel Backman LLP 773 TIF Award is Key to Unlocking Town Square •At a cost of $~450MM, the Town Square Residential project is set to be the largest, most expensive, most impactful development in the history of Boynton Beach. •Without TIF to fund the Fiscal Gap, the project is not economically viable and cannot move forward. •Fiscal Gap is confirmed by independent economists engaged by both the developer and the City. 774 775 776 Town Square “Fiscal Gap”– TWO PHASES •Southern Parcel/Master Plan Phase 2: •Fiscal Gap AMT: $20,000,000 •Approx Term: 10 years •Proposed Start Date for TIF:July 1, 2026 •Currently Required Start Date: None •Northern Parcel/Master Plan Phase 3: •Fiscal Gap AMT: $15,000,000 •Approx Term: 8 years •Proposed Start Date for TIF:July 1, 2032 •Currently Required Start Date: None 777 South Parcel/Phs. 1 North Parcel/Phs. 2 Total Total TIF Request (TEI)20,000,000 15,000,000 35,000,000 TIF Rebate/Yr.2,000,000 2,000,000 4,000,000 Est. TIF Yrs.10 8 TIF AMT/Fishkind 33,800,000 24,600,000 58,400,000 Fiscal Gap/TIF Request South Parcel/Phs. 1 North Parcel/Phs. 2 Req'd. Per Dev. Agmt None None Dates w.TIF 7/1/2026 7/1/2032 Construction Start Dates 778 779 780 Year Inc. RE Tax*Parking Rev.Fees Total CRA City Total 1 2024 -$ -$ 5,000,000$ 5,000,000$ 3,550,000$ 4,500,000$ 8,050,000$ 2 2025 -$ -$ -$ -$ 3,550,000$ 4,500,000$ 8,050,000$ 3 2026 -$ -$ 9,567,358$ 9,567,358$ 3,550,000$ 4,500,000$ 8,050,000$ 4 2027 -$ -$ -$ -$ 3,550,000$ 4,500,000$ 8,050,000$ 5 2028 -$ -$ -$ -$ 3,550,000$ 4,500,000$ 8,050,000$ 6 2029 -$ -$ -$ -$ 3,550,000$ 4,500,000$ 8,050,000$ 7 2030 -$ 337,001$ 8,740,717$ 9,077,718$ 3,550,000$ 4,500,000$ 8,050,000$ 8 2031 -$ 347,111$ -$ 347,111$ 3,550,000$ 4,500,000$ 8,050,000$ 9 2032 -$ 357,524$ -$ 357,524$ 3,550,000$ 4,500,000$ 8,050,000$ 10 2033 -$ 781,724$ -$ 781,724$ 3,550,000$ 4,500,000$ 8,050,000$ 11 2034 -$ 805,176$ -$ 805,176$ 3,550,000$ 4,500,000$ 8,050,000$ 12 2035 -$ 829,331$ -$ 829,331$ 3,550,000$ 4,500,000$ 8,050,000$ 13 2036 -$ 854,211$ -$ 854,211$ 3,550,000$ 4,500,000$ 8,050,000$ 14 2037 -$ 879,837$ -$ 879,837$ 3,550,000$ 4,500,000$ 8,050,000$ 15 2038 -$ 906,232$ -$ 906,232$ 3,550,000$ 4,500,000$ 8,050,000$ 16 2039 2,435,300$ 933,419$ -$ 3,368,719$ 3,550,000$ 4,500,000$ 8,050,000$ 17 2040 4,860,751$ 961,422$ -$ 5,822,173$ 3,550,000$ 4,500,000$ 8,050,000$ 18 2041 4,957,966$ 990,264$ -$ 5,948,231$ 3,550,000$ 4,500,000$ 8,050,000$ 19 2042 5,057,126$ 1,019,972$ -$ 6,077,098$ 3,550,000$ 4,500,000$ 8,050,000$ 20 2043 5,158,268$ 1,050,571$ -$ 6,208,840$ 3,550,000$ 4,500,000$ 8,050,000$ 21 2044 5,261,434$ 1,082,089$ -$ 6,343,522$ 3,550,000$ 4,500,000$ 8,050,000$ 22 2045 5,366,662$ 1,114,551$ -$ 6,481,214$ 3,550,000$ 4,500,000$ 8,050,000$ 23 2046 5,473,996$ 1,147,988$ -$ 6,621,983$ -$ -$ -$ 24 2047 5,583,475$ 1,182,427$ -$ 6,765,903$ -$ -$ -$ 25 2048 5,695,145$ 1,217,900$ -$ 6,913,045$ -$ -$ -$ 26 2049 5,809,048$ 1,254,437$ -$ 7,063,485$ -$ -$ -$ 27 2050 5,925,229$ 1,292,070$ -$ 7,217,299$ -$ -$ -$ 28 2051 6,043,733$ 1,330,832$ -$ 7,374,566$ -$ -$ -$ 29 2052 6,164,608$ 1,370,757$ -$ 7,535,366$ -$ -$ -$ 30 2053 6,287,900$ 1,411,880$ -$ 7,699,780$ -$ -$ -$ 31 2054 6,413,658$ 1,454,237$ -$ 7,867,895$ -$ -$ -$ 32 2055 6,541,931$ 1,497,864$ -$ 8,039,795$ -$ -$ -$ 33 2056 6,672,770$ 1,542,800$ -$ 8,215,570$ -$ -$ -$ 34 2057 6,806,225$ 1,589,084$ -$ 8,395,309$ -$ -$ -$ 35 2058 6,942,350$ 1,636,756$ -$ 8,579,106$ -$ -$ -$ 36 2059 7,081,197$ 1,685,859$ -$ 8,767,056$ -$ -$ -$ 37 2060 7,222,821$ 1,736,435$ -$ 8,959,255$ -$ -$ -$ 38 2061 7,367,277$ 1,788,528$ -$ 9,155,805$ -$ -$ -$ 39 2062 7,514,623$ 1,842,183$ -$ 9,356,806$ -$ -$ -$ 40 2063 7,664,915$ 1,897,449$ -$ 9,562,364$ -$ -$ -$ Total 150,308,410$ 40,129,921$ 23,308,075$ 213,746,406$ 78,100,000$ 99,000,000$ 177,100,000$ Town Square Public Bond PMTSESTIMATED Town Square Development - Public REVENUES * Various assumptions, including that BBCRA is extended after 2045. If BBCRA does not get extended, total incremental RE Tax revenue to CRA might be $50MM less. $177MM in Bond PMTS thru 2024 ~$200MM+ Revenues thru 2062 781 Two -Phase TIF •Town Square is ONE project, not two separate projects – having TIF now for both Phases allows TEI to attract the most efficient financing and investor partners needed to execute the full vision. •Second Phase TIF request is 25% less than First Phase, to account for (aspirational) market rent growth. 782 Public Benefits Per Site Plans/Dev Agmt •TEI to deliver 479 parking spaces to City upon completion of both phases, at a value of over $25MM. •The garage spaces are leased to BB for 100 years at $0.0/year rent. BB has 100% revenue share (after paying prorata OpEx). •TEI to pay ~$4.5MM to WFH fund, largest payment ever, may allow for the development and/or improvement of hundreds of units. 783 Public Benefits Per Site Plans/Dev Agmt •Project also includes: • ~23,000 SF of new retail stores. •~$3,000,000 in streetscape improvements, •~$14,000,000 in fees – including permits fees, impact fees, art in public places fee, etc. •$180,000 for new public restrooms at Town Square 784 785 786 Thank you 787 Additional/Backup Slides, Only if Needed – Not part of main presentation 788 Detailed Site Plans/Master Plan 789 790 791 792 North Parcel – Town Square – Site Plan 793 North Parcel – Town Square – Site Plan 794 South Parcel – Town Square – Site Plan 795 South Parcel – Town Square – Site Plan 796 TEI/BB Development Agmt 797 798 799 800 Original Town Square Residential Plan 801 802 803 804 130 E. Boynton Beach Blvd. & 120 SE 1st Ave. Boynton Beach, FL BOYNTON TOWN SQUARE 805 BOYNTON TOWN SQUARE Garage Elevations East Elevation (Facing NE 1st Street) West Elevation (Facing Seacrest Blvd.) South Elevation (Facing Schoolhouse & Parks) 806 130 E. Boynton Beach Blvd. & 120 SE 1st Ave. Boynton Beach, FL 807 130 E. Boynton Beach Blvd. & 120 SE 1st Ave. Boynton Beach, FL Rez. Southern Block 808 130 E. Boynton Beach Blvd. & 120 SE 1st Ave. Boynton Beach, FL 809 Fishkind Fiscal Gap 810 No TIF With TIF No TIF With TIF No TIF With TIF TIF Amount -$ 33,840,000$ -$ 24,600,000$ -$ 58,440,000$ Present Value of TIF -$ 22,839,185$ -$ 15,610,338$ -$ 38,449,524$ Phase I South Building Phase II North Building Phase I + Phase II 811 Cost Basis Category No TIF With TIF No TIF With TIF Land 22,580,243$ 22,580,243$ 21,419,757$ 21,419,757$ Plus:Development Cost 208,156,600 208,156,600 199,385,602 199,385,602 Total Cost 230,736,843$ 230,736,843$ 220,805,359$ 220,805,359$ Phase I South Building Phase II North Building Category No TIF With TIF Land 44,000,000$ 44,000,000$ Plus:Development Cost 407,542,202 407,542,202 Total Cost 451,542,202$ 451,542,202$ Phase I + Phase II 812 Stabilized NOI forecast by Fishkind 2032 Revenues Stabilization Gross Potential Income $19,539,104 Vacancy 781,564 Revenue 18,757,540 Retail Revenue (Net 254,068 Total Revenue $19,011,608 Expenses Marketing $178,751 Operating Expenses 2,144,627 Administrative Expens 392,460 Management Fees 332,703 Property Insurance 930,000 RE Taxes 2,859,750 Total Expenses $6,838,291 NOI $12,173,317 2035 Revenues Stabilization Gross Potential Income $18,548,625 Vacancy 741,945 Total Apartment Revenue 17,806,680 Retail Revenue (Net of Vacancy)642,504 Total Revenue $18,449,184 Expenses Marketing $166,450 Operating Expenses 1,997,040 Administrative Expenses 365,452 Management Fees 322,861 Property Insurance 866,000 RE Taxes 2,662,950 Total Expenses $6,380,752 NOI $12,068,432 Phase 1 Phase 2 813 Overall Regional Rate of Return 814 Stabilized Value and Present Value Stabilized No TIF With TIF No TIF With TIF Stabilized NOI 12,173,317$ 12,173,317$ 12,068,432$ 12,068,432$ Divide by:Capitalization Rate 5.000%5.000%4.985%4.985% Stabilized Value 243,466,334$ 243,466,334$ 242,094,918$ 242,094,918$ Present Value Stabilized 225,016,026$ 225,016,026$ 222,613,960$ 222,613,960$ Phase I South Building Phase II North Building Purchase Investment Stable / Sale Present Value Stabilized Calculation 2024 2025 2026 2027 2028 2029 2030 -$22,580,243 -$208,156,600 $243,466,334 NPV @ 7.8%-$5,720,817 Cost $230,736,843 Present Value Stabilized $225,016,026 Phase 1 815 Stabilized Value and Present Value Stabilized No TIF With TIF No TIF With TIF Stabilized NOI 12,173,317$ 12,173,317$ 12,068,432$ 12,068,432$ Divide by:Capitalization Rate 5.000%5.000%4.985%4.985% Stabilized Value 243,466,334$ 243,466,334$ 242,094,918$ 242,094,918$ Present Value Stabilized 225,016,026$ 225,016,026$ 222,613,960$ 222,613,960$ Phase I South Building Phase II North Building Phase 2 Purchase Investment Stable / Sale Present Value Stabilized Calculation 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 -$21,419,757 -$199,385,602 $242,094,918 NPV @ 7.8%$1,808,601 Cost $220,805,359 Present Value Stabilized $222,613,960 816 GAP Analysis: Return on Cost without TIF No TIF With TIF No TIF With TIF TIF Amount -$ 33,840,000$ -$ 24,600,000$ Present Value of TIF -$ 22,839,185$ -$ 15,610,338$ Present Value Stabilized 225,016,026 225,016,026 222,613,960 222,613,960 Plus:Total Cost 230,736,843 230,736,843 220,805,359 220,805,359 Plus:Present Value of TIF - 22,839,185 - 15,610,338 Profit (5,720,817)$ 17,118,368$ 1,808,601$ 17,418,939$ Divide by:Total Cost 230,736,843 230,736,843 220,805,359 220,805,359 Return on Cost -2.5%7.4%0.8%7.9% RealtyRate-OAR Region Overall Regional Rate of R 7.8%7.8%7.8%7.8% Variance to OAR -10.28%-0.38%-6.98%0.09% Phase I South Building Phase II North Building Less: 817 GAP Analysis: Return on Cost WITH TIF No TIF With TIF No TIF With TIF TIF Amount -$ 33,840,000$ -$ 24,600,000$ Present Value of TIF -$ 22,839,185$ -$ 15,610,338$ Present Value Stabilized 225,016,026 225,016,026 222,613,960 222,613,960 Plus:Total Cost 230,736,843 230,736,843 220,805,359 220,805,359 Plus:Present Value of TIF - 22,839,185 - 15,610,338 Profit (5,720,817)$ 17,118,368$ 1,808,601$ 17,418,939$ Divide by:Total Cost 230,736,843 230,736,843 220,805,359 220,805,359 Return on Cost -2.5%7.4%0.8%7.9% RealtyRate-OAR Region Overall Regional Rate of R 7.8%7.8%7.8%7.8% Variance to OAR -10.28%-0.38%-6.98%0.09% Phase I South Building Phase II North Building Less: 818 GAP Analysis: Return on Cost WITH TIF Combined No TIF With TIF No TIF With TIF No TIF With TIF TIF Amount -$ 33,840,000$ -$ 24,600,000$ -$ 58,440,000$ Present Value of TIF -$ 22,839,185$ -$ 15,610,338$ -$ 38,449,524$ Present Value Stabilized 225,016,026 225,016,026 222,613,960 222,613,960 447,629,985 447,629,985 Plus:Total Cost 230,736,843 230,736,843 220,805,359 220,805,359 451,542,202 451,542,202 Plus:Present Value of TIF - 22,839,185 - 15,610,338 - 38,449,524 Profit (5,720,817)$ 17,118,368$ 1,808,601$ 17,418,939$ (3,912,217)$ 34,537,307$ Divide by:Total Cost 230,736,843 230,736,843 220,805,359 220,805,359 451,542,202 451,542,202 Return on Cost -2.5%7.4%0.8%7.9%-0.9%7.6% RealtyRate-OAR Region Overall Regional Rate of Re 7.8%7.8%7.8%7.8%7.8%7.8% Variance to OAR -10.28%-0.38%-6.98%0.09%-8.67%-0.15% Phase I South Building Phase II North Building Phase I + Phase II Less: 819 VITREOUS CHINALAVATORYPINOIRK-2035-8 14 M 14 M 14 M14 M 14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M 14 M 14 M 14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 MPHONE BOOTHSLIBRARYLIBRARYAir HockeyFoosballShuffle BoardZERO GRAVITYMASSAGE CHAIRSTVF.O.D. ScreenLH HL LHHADAADAADAADAADALH HL LHHfly/rear delt preacher curlglute ADAADAADAADAADADrinkingFountainREFRIGERATED (Beverage)PRODUCT MIX (Sundries) PRODUCT MIX (Food) PRODUCT MIX (Food)POSPRODUCT MIX(Food)SNACK CABINETSNACK CABINETREFRIGERATED (Food) oven/ micro. 36" refrig.dishw.trash36" refrig. 10' STPBK BUILD TO LINE 10' STPBK10' STPBK10' STPBKBUILD TO LINEBUILD TO LINEBUILD TO LINEPASSIVE COURT POST-TENSIONED GARAGE RETAIL #1 S.E. 1ST AVE. S.E. 2ND AVE.N.E. 1ST STREETN. SEACREST BOULEVARD9 STORY / 999 SP POOL COURT TRASH RM. #1 POOL EQUIPM. RM. MAINT. RM.B. TRASH STAGING LOADING #1 #2 MAIN ELEC.FPL VAULT F.D. BULK HOLDING TRASH RM. #2 LOADING #3 STORAGE LEASING MAIL ROOM 3,654 SQ. FT. 1,078 SQ. FT.1,549 SQ. FT. BOH: 5,912 SQ. FT. 977 SQ. FT. 2,109 SQ. FT. VOID RETAIL #2 3,032 SQ. FT. PET SPA PROPERTY LINE PROPERTY LINE PROPERTY LINEPROPERTY LINE1,088 SQ. FT. BIKE STORAGE 110 SP 1149 SQ. FT. TENANT STORAGE TENANT CO-WORK 2,175 SQ. FT. COVERED TERRACE OUTDOOR LOUNGES PACKAGE ROOM 1,077 SQ. FT. COURT AMENITY 14,914 SQ. FT. AMENITY 1077 SQ. FT. POOL EQUIPM. LOBBY A-2.2.1 SITE PLAN BUILDING II (SOUTH PARCEL)BOYNTON TOWN SQUARENORTH SITE PLAN - BUILDING II (SOUTH PARCEL)NOTE: ALL COMMON OPEN SPACE OR PEDESTRIAN AMENITY AREAS SHALL BE MAINTAINED BY THE OWNER(S) OF THE DEVELOPMENT. (CHAPTER 4, ARTICLE III, SEC 8.B.6.MAINTENANCE) 820 MAIN ENTRY MAIN ENTRY 14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M 14 M14 M 14 M 14 M14 M14 M14 M14 M14 M14 M 14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M 14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 M14 MFEATURE WALLCOMMUNAL TABLEPHONE BOOTHSCOCOON CHAIRS LOUNGE REFRIGERATED (Beverage)PRODUCT MIX (Sundries) PRODUCT MIX (Food) PRODUCT MIX (Food)POSPRODUCT MIX(Food)PRODUCT MIX(Sundries)PRODUCT MIX(Food)SNACK CABINETSNACK CABINETREFRIGERATED (Food)BARLIBRARYLIBRARYDrinkingFountainTVFEATURE WALLAir HockeyFoosballShuffle BoardTV Pool TableCocktail TableTV ZERO GRAVITYMASSAGE CHAIRSWASH BASIN WASH BASIN WASH BASIN BENCH/ LEASHSMALL DOGS SINKGATE oven/ micro. 36" refrig.dishw.trashTV TV 36" refrig. TV TV TV TV ADAADAADAADAADAF.O.D. ScreenLH HL LHHF.O.D. Screenfly/rear delt preacher curlADAADAADAADAADAADANOTE: EQUIPMENT POWER LOCATION BY FITNESS CONSULTANT fly/rear delt BUILD TO LINE 10' STPBK BUILD TO LINE10' STPBK10' STPBKBUILD TO LINE10' STPBK BUILD TO LINEXPOOL COURT RETAIL #1 2,069 SQ. FT. E. BOYNTON BEACH BOULEVARD N.E. 1ST AVE.N.E. 1ST STREETN. SEACREST BOULEVARD9 STORY / 1,034 SP POST-TENSIONED GARAGE TRASH RM. #1 POOL EQUIPM. RM. MAINT. RM.B. BIKE STORAGE TRASH STAGING LOADING #1 MAIN ELEC.FPL VAULT F.D. BULK HOLDING TRASH RM. #2 LOADING #2 STORAGE ROOM 1,076 SQ. FT. BOH: 5,704 SQ. FT. 1,147 SQ. FT. STORAGE 585 SQ. FT. MAIN ENTRY PASSIVE COURT MAIN LOBBY 1,549 SQ. FT. RETAIL #3 1,796 SQ. FT.940 SQ. FT. PACKAGE MAIL ROOM CO-WORK VOID AMENITY 14,907 SQ. FT. PET SPA 105 SP PROPERTY LINE PROPERTY LINE PROPERTY LINEPROPERTY LINERETAIL #4 1,966 SQ. FT. 1,050 SQ. FT. TENANT STORAGE TENANT 1,045 SQ. FT. COVERED TERRACE OUTDOOR LOUNGES 2,316 SQ. FT. COURT COURT RETAIL #5 3,856 SQ. FT. COURTRETAIL #2 7,221 SQ. FT. COURT LEASING OFFICE LOBBY / AMEN. 1810 SQ. FT. POOL EQUIPM. SITE PLAN - BUILDING I (NORTH PARCEL) A-2.1.1 SITE PLAN BUILDING I (NORTH PARCEL)BOYNTON TOWN SQUARENORTH NOTE: ALL COMMON OPEN SPACE OR PEDESTRIAN AMENITY AREAS SHALL BE MAINTAINED BY THE OWNER(S) OF THE DEVELOPMENT. (CHAPTER 4, ARTICLE III, SEC 8.B.6.MAINTENANCE) 821 ` FISCAL IMPACT AND FINANCIAL GAP ANALYSIS FOR BOYNTON BEACH TOWN SQUARE APARTMENTS June 28, 2024 Prepared for Mr. Zach Alerhand Director of Portfolio Strategy Boynton Beach Town Center Apartments V LLC 55 Fifth Avenue, 15th Floor. New York, New York 10003 Prepared by Fishkind Litigation Services, Inc. 3504 Lake Lynda Drive, Suite 107 Orlando, Florida 32817 Office: 407-382-3256 822 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 2 of 28 EXECUTIVE SUMMARY • Boynton Beach Town Center Apartments V, LLC is planning the development of Town Square Apartments. This two-building, eight-story, mixed-use development will include 898 market-rate rental apartments, 23,594 square feet of retail space, and 2,014 parking spaces. Phase I (southern parcel) will consist of 465 apartments,6,686 square feet of retail space, and a parking garage with 980 spaces. Phase II (northern parcel) will comprise 433 apartments,16,908 square feet of retail space, and a parking garage with 1,034 spaces. • The development of Town Square Apartments will impact the economy of Boynton Beach and Palm Beach county, generating 426 construction jobs and supporting 340 permanent jobs in Boynton Beach. • During the construction period, the project will support 426 jobs, measured on a full-time equivalent basis each year from 2025 to 2030. Of these, 344 will be directly supported by the construction, with the balance indirectly supported or induced by the flow of construction spending. More than $25 million in earnings will be generated yearly, with a value -added of almost $40 million annually. The Project is projected to be fully occupied and operational in 2031. At that time, the retail and residential components of the Project are estimated to be fully leased (at 96% occupancy for the apartments and 95% occupancy for the retail space). Residents' local spending and purchases in the Project’s retail space generate permanent economic impacts . The total local spending generated by the Project is $90 million annually . . • The City's budgetary net fiscal operating surplus will be $13.4 million cumulatively by 2047 and grow to $66 million by 2062. • The development of Town Square Apartments will generate $4.12 million per year on average in tax increment revenues for the Boynton Beach Community Redevelopment Agency for 15 years. • Boynton Beach Town Center Apartments V, LLC has agreed to provide (a) 473 public parking spaces at an estimated value of $29.8 million and (b) $4.5 million in contributions for workforce housing to benefit the City of Boynton Beach, which total $ 34.3 million. Upon completion, the Project will dramatically beautify the area through architecture, public sidewalks, landscaping, and lighting. The City's vision of Boynton Beach Town Square as a community center can only be fulfilled by the Developer’s contribution of 473 public parking spaces. The parking spaces will serve City Hall and Town Square by accommodating 823 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 3 of 28 the employees and the public. They will play a crucial role in encouraging the public to spend time in the downtown area and realizing the City’s vision for Town Square. • Development of Town Square Apartments will also provide the City (a) $ 1 million for Arts in Public Places, (b) over $534,000 in park impact fees, (c) $2.7 million in utility fees, and (d) building division fees of $703,000. The Developer desires to move forward with construction in Phase I in 2026 and Phase II in 2029. This schedule will enable the Project to be fully occupied and operational in 2031. As our analysis shows, any delay will negatively impact the City's budgetary net fiscal surplus and the BBCRA incremental tax revenues. These are sources of funds for the City’s Town Square bond obligation. • However, the Developer's contribution to the City and sharp increases in construction costs and interest rates are currently significantly challenging Town Square Apartments' capitalization and immediate development . • As a result, its projected rate of return now falls far below market levels. • The contribution of 95.4% of Town Square Apartments' incremental revenues to the BBCRA for fifteen years, totaling $58.44 million (present value of $38.9 million), closes the financial gap, making the Project financially viable. 824 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 4 of 28 1.0 Introduction 1.1 Assignment Boynton Beach Town Center Apartments V , LLC (“Client”) commissioned Fishkind Litigation Services, Inc. ("FLS") to (a) measure the economic and fiscal impacts of its Town Square Apartments project on Boynton Beach and (b) quantify the tax increment financing ("TIF") needed to make Town Square Apartments financially feasible ("Gap Analysis"). 1.2 Overview of the Report Our report begins with an overview of the Town Square Apartments project in Section 2. Section 3 presents the economic analysis measuring the jobs, earnings, and output supported by the construction and operation of Town Square Apartments. Section 4 turns to the fiscal impacts of Town Square Apartments on Boynton Beach's CRA and City government. FLS calculates the revenues generated by Town Square Apartments and the costs of providing public services to the Project. Finally, Section 5 quantifies the financial gap for Town Square Apartments, and the amount of TIF needed to make the Project financially feasible. 1.3 Limitations and Disclaimers Although our analysis is based on cost inputs from Boynton Beach Town Center Apartments V, LLC, consistent with our experience and third-party sources, including Costar and Realtyrates.com, FLS is solely responsible for our findings, analysis, and conclusions. Our report uses the most current data available at publication, but we must be retained to provide updates as economic conditions evolve. 2.0 Overview of Town Square Apartments 2.1 Location Town Square Apartments 9.67+/- acres are located within the 16.5+/- acres of Town Square, a private/public partnership between the City and private developers, about four blocks off Boynton Beach Boulevard east of Interstate 95. It stretches from Boynton Beach Boulevard south to Southeast Second Avenue and Seacrest Boulevard east to Northeast First Street. 825 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 5 of 28 Figure 1. Location Map for Project Phase 1 Property Outline in Yellow (sold line) & Phase 2 Property Outline In Red 2.2 Development Plan Town Square Apartments will be two eight-story buildings, a mixed-use development planned for 898 market rental apartments and 23,594 square feet of neighborhood retail space, constructed in two phases on two separate parcels. Phase I Phase II Total Apartment Units 465 433 898 Retail Square Feet 6,686 16,908 23,594 Parking Spaces 980 1,034 2,014 Construction Start 2026 2029 Construction Completion 24 months 24-months 826 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 6 of 28 Figure 1b. Project Site Plan Table 1. Development Program Summary for Town Square Apartments Source: Costar Underwriting Report for Client. As discussed below, the market determines the estimated monthly rental rates. Based on our market analysis, the estimated rents in Table 1 are competitive with recently developed apartment projects in Boynton Beach. To be successful, Town Square Apartments must be competitively priced and designed to promote a rapid rent increase for the apartments and retail space. Uses Volumes Average Unit Size Estimated Monthly Rent Uses Volumes Average Unit Size Estimated Monthly Rent Apartments Apartments Studio (1 bath)43 544 $1,958 Studio (1 bath)35 544 $1,958 1BR (1 bath)187 804 $2,791 1BR (1 bath)164 777 $2,689 2BR (2 bath)191 1109 $3,777 2BR (2 bath)177 1112 $3,793 3BR (2 bath)44 1,419 $4,826 3BR (2 bath)57 1,437 $4,886 Total Apartments 465 964 Total Apartments 433 982 Annual Annual Retail square feet 6,686 $40.00 Retail square feet 16,908 $40.00 Parking Spaces 448 Parking Spaces 498 Phase 1 Phase 2 827 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 7 of 28 3.0 Economic Impact Analysis 3.1 Overview Economic impact analysis calculates the financial effects of a change in economic activity on an area's economy, typically measured in terms of jobs, earnings, and value-added. In this application, the analysis focuses on the impacts of the construction and operations of Town Square Apartments on Boynton Beach's economy. Impacts from Town Square Apartments' construction and operational phases are measured in terms of jobs, earnings, and value-added. FLS used the IMPLAN input-output modeling system as described below. The economic impacts are estimated for Palm Beach County because that is the minor level of geography for which reliable calculations can be developed. Exhibit #1 contains a complete economic impact analysis and report. The results are summarized below. 3.2 Methodology To quantify the economic impact of the Project, FLS employed the IMPLAN input-output modeling system.1 Economists widely use IMPLAN to calculate the economic impacts of developing commercial land uses or residential apartments. IMPLAN is routinely used by the State of Florida 's Department of Economic Opportunity.2 IMPLAN is a computer software package comprising procedures for estimating local input-output models using locally specific databases. IMPLAN was initially developed by the U.S. Forest Service in cooperation with the Federal Emergency Management Agency and the U.S. Department of the Interior's Bureau of Land Management to assist in land and resource management planning. Since 1993, the IMPLAN system has been developed under exclusive rights by the Minnesota Implan Group, Inc., which licenses and distributes the software to users. Hundreds of authorized users exist in the United States, including universities, government agencies, and private companies. The Department of Food and Resource Economics at the University of Florida is a licensed user of IMPLAN along with the State of Florida and many other governments and private companies. We have used IMPLAN widely in our work. Input-output modeling was developed in the 1930s by Nobel Prize -winning economist Leontief.3 The methodology has been refined and used 1 www.IMPLAN.com 2 http://www.floridajobs.org/labor-market-information/products-and-services/economic-impact- analysis 3 Leontief, Wassily (1936), “Quantitative Input-Output Relations in the Economic System of the United States”, Review of Economics and Statistics, Volume 18, pages 105-125. 828 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 8 of 28 continuously since then.4 An input-output model is built around quantifying the interactions between industries (or sectors) within an economy. Each industrial or service activity within the economy (agriculture, mining, manufacturing, trade, services, etc.) is assigned to an economic sector, with the number of sectors determined by the level of detail desired. Then, for a one-year production period, a transactions table reflects the value of goods and services exchanged between sectors of the economy. The transactions table contains three components of the local economy: producing industries, final demand, and value-added, which capture all transactions within the economy. The transactions table shows how much each local industry purchased and sold to every other industry within the local economy. Values are expressed in dollars and track the movement of goods and services between industry sectors and between producing industries, final demand, and value-added components of the economy. Impact analysis using an input-output model estimates changes in final demand. Producing industries respond directly by selling to final consumers or indirectly by selling goods and services (intermediate inputs) to other sectors. The IMPLAN software and database quantify both the estimation of the transactions table for specific local areas and the resulting tables to estimate multipliers that capture the direct and indirect effects of changes in final demand. This analysis used IMPLAN calibrated for Palm Beach County (the minor geography available). This application calculates the change to final demand for each land use, retail and residential. The analysis is provided for each land use's construction and operating impacts once constructed and occupied. 3.3 Construction Period Impacts Boynton Beach Town Center Apartments V , LLC plans to construct Phase I in 2026 and Phase II in 2029. Each phase will take 24 months to complete. Construction costs are estimated at $ 320 million. Table 2 summarizes the economic impacts during the construction period. During the construction period, the Project will support 426 jobs measured on a full-time equivalent basis. Of these, 344 will be directly supported by the construction, with the balance indirectly supported or induced by the flow of construction spending. More than $25 million in earnings will be generated, with more than $38 million in value-added. 4 See Miller, Ronald E. and Peter D. Blair (2009), Input-Output Analysis, Cambridge University Press: NY, NY. 829 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 9 of 28 Table 2. Economic Impact Summary Construction Period of Town Square Apartments Full-Time Equivalent $ in Millions $ in Millions Category Jobs Earning Value Added Direct 344 $20 $29 Indirect 27 $2 $3 Induced 55 $3 $6. Total 426 $25 $38 Source: IMPLAN and FLS 3.4 Permanent Economic Impacts Town Square Apartments is projected to be fully occupied and operational by 2028 Phase I and 2031 Phase II. As Table 3 shows, the spending by the occupants of the 898 apartments and the sales at the 23,594 square feet of retail/commercial space will support 340 jobs, earn $18 million per year, and add $34 million in value. Table 3. Economic Impact Summary Stabilized Operations of Town Square Apartments Full-Time Equivalent $ in Millions $ in Millions Category Jobs Earning Value Added Direct 62 $2 $4 Indirect 10 $1 $1 Induced 268 $16 $30 Total 340 $18 $34 Source: IMPLAN and FLS 4.0 Fiscal Impacts 4.1 Overview In this application, fiscal impacts measure Town Square Apartments' cost and revenue effects on the budgets of Boynton Beach and its CRA ("BBCRA"). Exhibit #2 contains a complete fiscal impact analysis and report. The results are summarized below. 830 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 10 of 28 4.2 Methodology FLS calculates fiscal impacts based on (a) the latest adopted budgets for the government, (b) Florida laws governing CRAs and property taxation, and (c) demographic data on population, employment, and visitor volume. For a general-purpose government like the City, except for ad valorem revenues, operating revenues were calculated using the modified per capita method based on the City's actual for FY2022 as reported to the State of Florida, Division of Banking. FLS included the following fund types: (a) general fund, (b) special revenue fund, and (c) permanent fund. FLS excluded the following fund types: (a) debt service fund, (b) capital projects fund, (c) enterprise fund, (d) internal service fund, (e) fiduciary funds, and (f) revolving and clearing funds. The debt service fund is not involved because it relates to prior capital projects where pledged revenues are the funding source. FLS eliminates the capital project fund because development projects like Town Square Apartments are required to offset their capital impacts in the entitlements process. Finally, the enterprise fund comprises operations that are self- funding through their fees. FLS employs the modified per capita approach to precisely quantify the fiscal impacts of Town Square Apartments on the City. This approach, which excludes ad valorem revenues, methodically examines each revenue and expenditure account in the City's budget to determine its association with population, employment, or visitor volume. This method ensures a more accurate assessment of the development's financial effects on the City's budget. For example, law enforcement is provided to all residents, visitors, and employees. FLS divides Law enforcement costs by the full-time equivalent number of residents, visitors, and employees. This weighted expenditure is applied to Town Square Apartments to measure its impact on law enforcement costs. Other revenue and expenditure accounts are only related to residents. For instance, FLS determines municipal revenue sharing using a population formula. So, only residents are used to calculate the per capita revenue sharing figure to apply to Town Square Apartment's residents. 831 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 11 of 28 The BBCRA, established by City Ordinances 82-KK and 83-41, plays a significant role in the fiscal impact analysis. As an independent agency and component unit of the City, a board of elected officials governs the BBCRA. Its primary revenue source is tax increment revenues collected from the City and Palm Beach County within the legally defined redevelopment area of the BBCRA. For FY2023-24, the BBCRA will receive revenues based on the City millage rate of 7.85 and the County's general fund millage of 4.50 for a combined millage of 12.35. The development of Town Square Apartments will not necessitate any increase in BBCRA staff or operating costs. Additionally, Town Square Apartments will have a minimal impact on other non-ad valorem revenues for the BBCRA. Therefore, our analysis of the fiscal implications of Town Square Apartments on BBCRA will focus on its effects on BBCRA ad valorem revenues. 4.3 Fiscal Impacts of Town Square Apartments on the City's Budget Table 4 summarizes the fiscal impact of Town Square Apartments on the City's budget. The analysis is in constant 2024 dollars without trending for inflation. Town Square Apartments will have a taxable value of $198 million upon completion of Phase I. In 2031, a combined value of $400 million with Phase II completion. The Project is within Town Square's geographically targeted economic development area and is eligible for Tax Increment Financing ("TIF") from The Boynton Beach Community Redevelopment Agency ("CRA"). The CRA captures the increase in property taxes resulting from new development and diverts that revenue to subsidize that development. The BBCRA apportions ninety-five percent of the Project's tax increment revenues. After completing the gap financing provided by the CRA program in 2043, the Project will produce an annual fiscal surplus of $3.07 million. By 2047, the budgetary impact surplus on the City will be $3.217. Town Square Apartments will also generate almost $870,000 million per year in other revenues for the City. Still, the City will incur increased annual expenses to provide governmental services to Town Square Apartments. From 2028 to 2042, the Project will charge the City a cumulative net fiscal shortfall of $2.92 million, but from 2028 to 2062, the City will earn a cumulative net budgetary surplus of $66.3 million. 832 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 12 of 28 Table 4. Fiscal Impact of Town Square Apartments on the City of Boynton Beach Constant 2024 Dollars Source: FLS 4.4 Fiscal Impacts on the CRA's Budget Table 5 presents the fiscal impacts of the Town Square Apartments project on the BBCRA's budget. The assessed value is estimated based on the Project's development cost provided by Boynton Beach Town Center Apartments V, LLC and elaborated further below. In the initial years, the appraiser assesses commercial properties based on the cost approach. As time progresses, the appraiser transitions to the income approach. FLS projects that the residential property values will appreciate at a 1% real rate (1% more than inflation), and the retail component will escalate at a 1% real rate. This steady growth in property values is a reassuring indicator of the stability the Town Square Apartments project brings to the BBCRA's budget. The ad valorem taxes for the BBCRA revenues use the effective BBCRA millage rate, which totaled 12.35 in FY 2023-24 (the latest year for which complete information is available). This effective rate includes consideration of the 95% share of increment increases of ad valorem revenues the CRA receives and the assessment ratio the property appraiser applies to just property values to adjust from market value to assessed value. Table 4 Boynton Beach Town Square Fiscal Impact - Operating Revenue and Expenditures Year Assessed Value Ad Valorem Ad Valorem Transferred to BBCRA Total Operating Revenue Total Operating Expenditure Net Fiscal Impact Cumulative Net Fiscal Impact 2028 198,087,580 1,554,988 (1,363,801) 657,949 703,142 (45,194) (45,194) 2032 403,389,083 3,166,604 (2,894,837) 1,174,198 1,361,459 (187,261) (509,330) 2037 423,965,981 3,328,133 (3,048,289) 1,182,275 1,361,459 (179,184) (1,421,565) 2042 445,592,507 3,497,901 (3,209,569) 1,190,763 1,361,459 (170,696) (2,292,190) 2047 468,322,203 3,676,329 - 4,578,760 1,361,459 3,217,301 13,433,910 2052 492,211,342 3,863,859 - 4,766,290 1,361,459 3,404,831 30,079,274 2057 517,319,067 4,060,955 - 4,963,385 1,361,459 3,601,927 47,690,794 2062 543,707,539 4,268,104 - 5,170,535 1,361,459 3,809,076 66,317,754 833 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 13 of 28 Table 5. Fiscal Impact of Town Square Apartments on the Boynton Beach Community Redevelopment Agency's (BBCRA) Budget Source: FLS Based on genuine property appreciation, our projections indicate that the Project will contribute an average of $4.12 million annually to the BBCRA for fifteen years. This long-term commitment to the Project provides a secure and stable prospect for the BBCRA's financial stability, offering reassurance in the face of potential uncertainties. 4.5 Fiscal Capital Revenues The Project will generate fiscal capital revenues of $534,310 from Boynton Beach city parks and recreation facilities impact fee. In addition, the Developer has agreed to provide (a) 473 public parking spaces at an estimated value of $63,000/space for a total of $29.8 million and (b) $4.5 million in workforce housing contribution. The total fiscal capital revenues will be $34.3 million. Table 5 Boynton Beach CRA Boynton Beach Town Square Tax Increment Revenues Analysis Years Pre‐Project Property Tax Assessed Value Post‐Project Property Tax Assessed Value Property Tax Increment Value at Project Completion Tax Increment Revenue To CRA @95% Phase 1 Pledged Increment Revenue to Developer Phase 2 Pledged Increment Revenue to Developer NET-Tax Increment Revenue to CRA CRA Town Square Funding (City Bond Obligation) (2028-2037) Project % Contribution to CRA Town Square Funding 2028 17,129,592$ 198,087,580$ 180,957,988$ 2,012,234$ 2,000,000$ -$ 12,234$ 3,550,000$ 0.3% 2029 17,129,592$ 200,068,456$ 182,938,864$ 2,035,474$ 2,000,000 - 35,474 3,550,000 1.0% 2030 17,129,592$ 202,069,140$ 184,939,548$ 2,058,947$ 2,000,000 - 58,947 3,550,000 1.7% 2031 17,129,592$ 399,395,132$ 382,265,540$ 4,374,074$ 2,320,000 2,050,000 4,074 3,550,000 0.1% 2032 17,129,592$ 403,389,083$ 386,259,491$ 4,420,933$ 2,320,000 2,050,000 50,933 3,550,000 1.4% 2033 17,129,592$ 407,422,974$ 390,293,382$ 4,468,261$ 2,320,000 2,050,000 98,261 3,550,000 2.8% 2034 17,129,592$ 411,497,204$ 394,367,612$ 4,516,062$ 2,320,000 2,050,000 146,062 3,550,000 4.1% 2035 17,129,592$ 415,612,176$ 398,482,584$ 4,564,341$ 2,320,000 2,050,000 194,341 3,550,000 5.5% 2036 17,129,592$ 419,768,298$ 402,638,706$ 4,613,103$ 2,320,000 2,050,000 243,103 3,550,000 6.8% 2037 17,129,592$ 423,965,981$ 406,836,389$ 4,662,352$ 2,320,000 2,050,000 292,352 3,550,000 8.2% 2038 17,129,592$ 428,205,641$ 411,076,049$ 4,712,094$ 2,320,000 2,050,000 342,094 3,550,000 9.6% 2039 17,129,592$ 432,487,697$ 415,358,105$ 4,762,333$ 2,320,000 2,050,000 392,333 3,550,000 11.1% 2040 17,129,592$ 436,812,574$ 419,682,982$ 4,813,075$ 2,320,000 2,050,000 443,075 3,550,000 12.5% 2041 17,129,592$ 441,180,700$ 424,051,108$ 4,864,324$ 2,320,000 2,050,000 494,324 3,550,000 13.9% 2042 17,129,592$ 445,592,507$ 428,462,915$ 4,916,085$ 2,320,000 2,050,000 546,085 3,550,000 15.4% Total 61,793,691$ 33,840,000$ 24,600,000$ 3,353,691$ 53,250,000$ 6.3% 834 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 14 of 28 5.0 Financial Gap Analysis 5.1 Overview The financial gap analysis is not just a tool but a crucial one. It compares the economic performance of a development project with and without financial support, helping to understand the Project's potential and the role of financial support in achieving a rate of return commensurate with market rates for projects of similar characteristics and risk profiles. This analysis is critical as it justifies the necessity of financial support for this project, making its importance clear. Financial performance for rental apartment projects is measured when the project achieves stabilized operations. At that time, projects are either sold to investors or refinanced. FLS determines the value of the Project at that time via the income approach using the capitalization of income method ("Cap Rate").5 FLS calculates the Project's value by dividing its stabilized net operating income ("NOI") by the Cap Rate. Cap Rates are market-determined rates estimated from data on apartment project sales and their stabilized net operating Income (NOI). These data are readily available from various reliable sources. FLS uses Costar. Due to recent sharp increases in construction costs and interest rates, the development of Town Square Apartments is no longer financially feasible. As a result, its projected rate of return now needs to catch up to market levels. The contribution of 94.5% of the incremental revenues generated by Town Square Apartments to the BBCRA for fifteen years, totaling $58.4 million (present value of $38.9 million), closes the financial gap, enhancing the Project's economic viability. 5.2 Methodology Real estate development projects, like Town Square Apartments, use detailed and highly proprietary cash flow pro forma models for planning, analysis, decision-making, financing, and monitoring. Boynton Beach Town Center Apartments V, LLC provided FLS with a copy of its financial model, and we used it as the foundation for our analysis. FLS then developed our independent economic analysis. 5 Fishman, Jay et al. (2012), Guide to Business Valuation, Thompson-Reuters, Section 503. 835 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 15 of 28 Cost Analysis Boynton Beach Town Center Apartments V, LLC acquired the land for the Project for $44 million, resulting in land costs for Phase I and II of $22.6 million and $22.4 million, respectively. The total development cost is $452 million, with construction costing $320 million. The Project's square footage is as follows: Square Feet (SF) Phase I Phase II Total Total Gross SF 938,748 841,596 1,880,344 Garage Gross SF 333,749 344,716 678,465 Gross SF-Building 604,999 596,880 1,201,912 Leasable SF 457,089 444,823 901,912 Development cost estimates are $240 per gross square foot and $501 per leasable square foot. These estimates are consistent with other projects FLS is participating in and reasonable based on current cost estimates from RH Means. Calculations for Stabilized NOI for Town Square Apartments Apartment rental rates experienced unprecedented double-digit rent hikes in 2021 and 2022 across the U.S. and the relevant marketplace for Town Square Apartments in Boynton Beach, as shown in Figures 2 and 2a. The vigorous hikes have ended. As of the second quarter of 2024, rents grew by 0.5%, under the 5-year historical average growth of 6.6%. Rents in the Boynton Beach submarket are following the trajectory of flattened -out rental rates. Figure 2. Market Rent Per Unit By Bedroom Source: Costar 836 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 16 of 28 Figure 2a. Market Rent Per Square Foot Source: Costar Table 6. Multifamily Submarket Key Indicators Source: Costar Table 6 Current Quarter Units Vacancy Rate Asking Rent Effective Rent Absorption Units Delivered Units Under Constr Units Multi- Family Submarket - Boynton Beach, Florida KEY INDICATORS 4 & 5 Star 8,596 6.3%$2,391 $2,376 (13)0 0 3 Star 3,443 6.9%$2,063 $2,053 (18)0 384 1 & 2 Star 2,575 6.2%$1,270 $1,263 (5)0 0 Submarket 14,614 6.4%$2,217 $2,204 (36)0 384 Annual Trends 12 M onth Historical Average Forecast Average P eak When Trough When Vacancy Change (YOY)-1.1%7.4%7.8%12.6%2002 Q1 3.8%2021 Q3 Absorption Units 322 289 126 1,292 2021 Q2 (279)2016 Q1 Delivered Units 180 314 184 1,167 2018 Q3 0 2016 Q3 Demolished Units 0 5 16 49 2009 Q3 0 2024 Q1 Asking Rent Growth (YOY)0.4%3.2%3.3%26.8%2021 Q4 -2.8%2008 Q3 Effective Rent Growth (YOY)0.5%3.2%3.2%29.6%2021 Q4 -2.8%2009 Q2 Sales Volume $165M $130.2M N/A $968.9M 2021 Q4 $2.5M 2009 Q2 837 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 17 of 28 Boynton Beach is one of the more sizable submarkets in Palm Beach . It houses over 14,500 multifamily units, making it the third-largest apartment submarket. Over 50% of the existing multifamily units were built before 2000. Despite slowing from levels seen in the preceding three years, annual net absorption has remained positive. Demand has trailed supply additions since 2022, resulting in an uptick in vacancy for the submarket, now standing at 6.4%, an expansion from recent lows of 3.8% in 2021. Increased competition due to new deliveries has resulted in a moderation in annual rent growth to 0.5%, down from double-digit rent growth seen in 2021 Figure 3 highlights how apartment rents shot up in mid-2020 and then de- escalated after peaking in mid-2021. Rents stopped rising by mid-2022. As discussed below, the expectation for rental rates is to remain flat over the next few years due to additional supplies of new units and affordability constraints. Figure 3. Growth in Effective Rents per Unit Source: Costar The timing of new construction of apartments also affects rent levels. Figure 4 shows the volume of new apartments being constructed in the relevant market area for Town Square Apartments. Groundbreakings remained elevated in 2023, totaling over 380 units, after over 470 units broke ground in 2022. Units underway total 384, the bulk of which will be delivered by late 2024. This supply pressure has kept rents rising very slowly in the near term, as reflected in Figures 2, 2a, and 3. Construction volume has 838 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 18 of 28 rebounded in 2022 and 2023, with more than 600 new units completed. This new supply will restrain rental growth in the near term. Figure 4. Past and Future Deliveries of Apartment Units Source: Costar Developers strive to lease up their projects rapidly when construction is completed. Pre-leasing efforts have resulted in initial solid occupancy levels, as Figure 5 illustrates. Figure 5. Absorption, Net Deliveries & Vacancy Source: Costar 839 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 19 of 28 As discussed and shown in Table 1, FLS expects Town Square Apartments to price its rents competitively in the marketplace and foster rapid lease-up. A fast lease-up at or soon after delivery is reasonable for a new project delivered to the market, such as Town Square Apartments, assuming competitive rental pricing. As of January 2028, the Proj ect should reach stabilization within twelve months of delivery. Table 7 displays the Project's net operating income (NOI) projection for phases I & II at stabilization in 2028 and 2031, respectively. Cost and revenue figures are in 2024 dollars without adjustment for inflation or escalations. FLS calculations are based on current known data and contemporary estimates, providing the most reliable basis for estimating NOI. At stabilization, Town Square Apartments (Phase I) estimated projections assume $19.5 million in potential rent from apartment units, parking, and other ancillary sources. The vacancy assumption is at 4%. This results in an estimated effective gross rent for apartments of $18.7 million at stabilization. Retail spaces will produce $254,000 in additional income, with a total revenue of $19 million. Town Square Apartments (Phase II) estimated projections assume $18.5 million in potential rent from apartment units, parking, and other ancillary sources. The vacancy assumption is at 4%. This results in an estimated effective gross rent for apartments of $17.8 million at stabilization. Retail spaces will produce $642,500 in additional income, with a total revenue of $18.449 million. [The balance of this page was left blank intentionally.] 840 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 20 of 28 Table 7. Calculation of Net Operating Income for Town Square Apartments Phase I operating expenses, including insurance, of $3.6 million utilize an industry-standard expense ratio of 19% of total revenue. Real estate taxes of $2.86 million were estimated based on the $198 million taxable values and current millage rates. Management fees of 2% of total income are standard in the industry. Total expenses of $6.8 million represent 36% of total revenues. This overall expense ratio is consistent with industry norms. Phase II operating expenses, including insurance, of $3.4 million utilize an industry-standard expense ratio of 19% of total revenue. Real estate taxes of $2.66 million were estimated based on the $195.3 million taxable values and current millage rates. Management fees of 2% of the total income are standard in the industry. Total expenses of $6.4 million represent 36% of total revenues. This overall expense ratio is consistent with industry norms. Amount %Amount % Apartment Revenue Statistic Units 465 433 Square Feet 448,166 425,133 $/SF/Mo. Avg.3.25$ 3.25$ $/Unit/Mo. Avg.3,132.34$ 3,190.95$ Revenues Apartment Revenue 17,478,474$ 92%16,580,187$ 90% Parking Income 351,000 2%351,000 2% Other Income 1,709,630 9%1,617,438 9% Gross Potential Income 19,539,104 103%18,548,625 101% Vacancy 781,564 4%741,945 4% Total Apartment Revenue 18,757,540 99%17,806,680 97% Retail Revenue (Net of Vacancy)254,068 1%642,504 3% Total Revenue 19,011,608$ 100%18,449,184$ 100% Expenses Operating Expenses 2,715,838 14%2,528,942 14% Management Fees 332,703 2%322,861 2% Property Insurance 930,000 5%866,000 5% RE Taxes 2,859,750 15%2,662,950 14% Total Expenses 6,838,291$ 36%6,380,752$ 35% - Net Operating Income 12,173,317$ 64%12,068,432$ 65% Boynton Beach Town Square Net Operating Income Phase I South Building Phase II North Building 841 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 21 of 28 Town Square Apartments estimates stabilized NOI of $12.2 million for Phase I and $12.1 million for Phase II. These amounts are incorporated into the calculation to estimate the market value of Town Square Apartments at stabilization using the Cap Rate methodology from the income approach to value. Determining the Cap Rate As discussed above, the Cap Rate is the ratio of NOI to sales price for income-producing properties like Town Square Apartments. The marketplace determines the Cap Rates. There are many representative sales of apartment projects in the relevant market area. Figure 6 shows the Cap Rates for Palm Beach County and Boynton Beach submarket from 2018 through 2023, with projections to 2027. From 2018 to 2022, Cap Rates for apartment projects have declined and are running at about 5%. The forecast cap rate from 2024 to 2027 is 5.3% to 4.8 % in Boynton Beach. Figure 6. Market Cap Rates Source: Costar 842 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 22 of 28 Stabilized Value of Town Square Apartments FLS estimated the value of Town Square Apartments at stabilization using the income approach to value employing the Cap Rate method. FLS valued Town Square Apartments on a fair market basis as a going concern. With a projected NOI at stabilization of $12.2 million and a Cap Rate of 4.985 %, Phase I will have a value at stabilization of $244.198 million. Since the estimated stabilization is in 2028, the present value of Town Square Apartments Phase I is $225.6 million. With a projected NOI at a stabilization of $12.1 million and a Cap Rate of 4.985 %, Pha se II will have a value at a stabilization of $242.095 million. Since the estimated stabilization is in 2031, the present value of Town Square Apartments Phase II is $222.6 million. 5.3 Financial Analysis and Quantification of the Financial Gap Table 8 shows the calculations for the financial gap analysis. As noted above, Town Square Apartments: Phase I has a stabilized present value of $225.6 million. Without financial support, the loss from development is $5.136 million, a rate of return of a negative 2.3%. A negative 2.3% rate of return is far below market rates and would not justify the development of Town Square Apartments Phase I. Phase II has a stabilized present value of $222.6 million. Without financial support, the profit from development is $1.8 million, a rate of return of just 0.8 %. A 0.8 % rate of return is far below market rates and would not justify the development of Phase II of Town Square Apartments. We can determine the market rate of return from the cap rate . The profit margin, or the required market rate of return, equals the Cap Rate plus the long-term average expected growth rate in NOI.6 Over time, it is reasonable to project that Town Square Apartments would achieve an average long- term 2.8 % compound rate of increase in NOI. Therefore, the market rate of return is 7.80% (5.0 % Cap Rate + 2.8% expected growth rate of NOI). 6 Fishman, Op. Cit. 843 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 23 of 28 Table 8. Financial Gap Analysis Source: FLS To close this financial gap and to reach the market rate of return of 7.8%, Town Square Apartments: Phase I will need tax increment funding ("TIF") of $2,000,000 per year for three years and $2,320,000 for twelve years once it is stabilized and producing its full increment of tax revenue to the CRA, as discussed in Section 4. TIF support at this level represents approximately 94.5% of the incremental ad valorem tax revenue generated by Town Square Apartments Phase I for the BBCRA. Once it is stabilized and producing its full increment of tax revenue for the CRA, Phase II will need tax increment funding ("TIF") of $2,050,000 per year for twelve years, as discussed in Section 4. TIF support at this level represents approximately 94.5% of Town Square Apartments Phase II's incremental ad valorem tax revenue for the BBCRA. Table 8 Category Project without TIF Project with TIF Project without TIF Project with TIF Land 22,580,243$ 22,580,243$ 21,419,757$ 21,419,757$ Development Cost 208,156,600 208,156,600 199,385,602 199,385,602 Total Cost 230,736,843$ 230,736,843$ 220,805,359$ 220,805,359$ Stabilized NOI 12,173,317$ 12,173,317$ 12,068,432$ 12,068,432$ Capitalization Rate 4.985%4.985%4.985%4.985% - - Stabilized Value 244,198,931$ 244,198,931$ 242,094,918$ 242,094,918$ Present Value Stabilized 225,600,827$ 225,600,827$ 222,613,960$ 222,613,960$ Present Value of TIF -$ 22,839,185$ -$ 15,610,338$ Profit (5,136,016)$ 17,703,170$ 1,808,601$ 17,418,939$ - - - - Rate of Return on Investment -2.3%7.8%0.8%7.8% Return on Cost -2.2%7.7%0.8%7.9% Annual TIF Amount (0) 2,000,000 - 2,050,000 TIF Term Years Year (1-3)3 Year (1-12)12 Annual TIF Amount - 2,320,000 - - TIF Term Years Year (4-15)12 RealtyRate-OAR Region Overall Regional Rate of Return on Investment 7.8%7.8% Phase I South Building Phase II North Building 844 Economic and Fiscal Impacts and Financial Gap Analysis for Boynton Beach Town Square Apartments Page 24 of 28 6.0 Conclusions and Request for TIF Support 6.1 Summary of Results Town Square Apartments' development will substantially contribute to the economy of Boynton Beach, augment the supply of workforce housing, provide a positive fiscal impact on the City's budget, and generate $4.12 million per year in revenue to the BBCRA for fifteen years. 6.2 Request for TIF Support The Developer's contribution to the City of $22.4 million, higher development costs, and the recent jump in interest rates have compromised Town Square Apartments' financial feasibility. To close the economic gap, Boynton Beach Town Center Apartments V requests that the BBCRA contribute about 94.5% of the incremental revenue generated by Town Square Apartments, totaling $58.44 million (present value of $38.9 million), closing the financial gap and making the Project financially viable. 845 ECONOMIC IMPACT ANALYSIS BOYNTON BEACH TOWN SQUARE APARTMENTS BOYNTON BEACH, FL EXHIBIT 1 June 28, 2024 Prepared for Mr. Zach Alerhand Director of Portfolio Strategy Boynton Beach Town Center Apartments V LLC 55 Fifth Avenue, 15th Floor New York, New York 10003 Fishkind Litigation Services, Inc. 3504 Lake Lynda Drive, Suite 107 Orlando, Florida 32817 407-382-3256 www.Fishkindls.com 846 Economic Impact Analysis Boynton Beach Town Square Apartments Page 2 of 7 ______________________________________________________________________ Economic Impact Analysis Boynton Beach Town Square Apartments ______________________________________________________________________ 1.0 Introduction and Summary of Results 1.1 Background Boynton Beach Town Center Apartments V LLC. is developing 898 market-rate rental apartments and 23,594 square feet of neighborhood retail/commercial space on property in the City of Boynton Beach, Florida (“Project”). The Project will be built on -/+ 9.67 acres within the 16.5-/+ acres of Town Square, a private/public partnership between the City and private developers. Time Square stretches from Boynton Beach Boulevard south to Southeast Second Avenue and Seacrest Boulevard, east to Northeast First Street. Figure 1 shows the current site plan for the Project. The Project would be built in two phases, one on the west side and the other on the east side of Town Square. Figure 1. Project Site Plan 847 Economic Impact Analysis Boynton Beach Town Square Apartments Page 3 of 7 1.2 Assignment Boynton Beach Town Center Apartments V LLC. commissioned Fishkind Litigation Services, Inc. ("FLS") to quantify the fiscal and economic impact of the Project and to calculate the amount of tax increment financing needed to make the Project economically viable. This report focuses on the economic impacts. Economic impacts are measured in terms of employment, labor earnings, and value added during the construction phase and for the permanent operational phase of the Project. 2.0 Economic Impact Analysis 2.1 Overview Economic impact analysis calculates the economic effects of a change in economic activity on an area’s economy typically measured in terms of jobs, earnings, and value-added. In this application, the analysis focuses on the impacts on Boynton Beach’s economy from the construction and operations of the Project. Impacts from the construction phase and the operational phase of the Project are measured in terms of jobs, earnings, and value -added. FLS used the IMPLAN input-output modeling system as described below. The economic impacts are measured for Palm Beach County, because that is the smallest level of geography for which reliable calculations can be developed. 2.2 Methodology To quantify the economic impact of the Project, FLS employed the IMPLAN input- output modeling system.1 IMPLAN is widely used by economists to calculate the economic impacts of developing commercial land uses or residential apartments. IMPLAN is routinely used by the State of Florida’s Department of Economic Opportunity.2 IMPLAN is a computer software package comprising procedures for estimating local input-output models using locally specific databases. IMPLAN was originally developed by the U.S. Forest Service in cooperation with the Federal Emergency Management Agency and the U.S. Department of the Interior's Bureau of Land Management to assist in land and resource management planning. Since 1993, the IMPLAN system has been developed under exclusive rights by the Minnesota Implan Group, Inc. which licenses and distributes the software to users. Currently, there are hundreds of licensed users in the United States including universities, government agencies, and private companies. The Department of Food and Resource Economics at the University of Florida is a licensed user o f IMPLAN 1 www.IMPLAN.com 2 http://www.floridajobs.org/labor-market-information/products-and-services/economic-impact-analysis 848 Economic Impact Analysis Boynton Beach Town Square Apartments Page 4 of 7 along with the State of Florida and many other governments and private companies. We have used IMPLAN widely in our work. Input-output modeling was developed in the 1930s by Nobel Prize winning economist Leontief.3 The methodology has been refined and used continuously since then.4 An input-output model is built around quantifying the interactions between industries (or sectors) within an economy. Each industrial or service activity within the economy (agriculture, mining, manufacturing, trade, services, etc.) is assigned to an economic sector with the number of sectors determined by the level of detail desired. Then, for a one-year production period, a transactions table reflects the value of goods and services exchanged between sectors of the economy. The transactions table contains three components of the local economy: producing industries, final demand, and value added, which capture all transactions within the economy. The transactions table shows how much each local industry purchased and/or sold to every other industry within the local economy. Values are expressed in dollars and track the movement of goods and services between industry sectors and between producing industries and final demand and value-added components of the economy. Impact analysis using an input-output model is conducted by estimating the changes in final demand. Producing industries then respond directly by selling to final consumers or indirectly by selling goods and services (intermediate inputs) to other industries. The IMPLAN software and database quantify both the estimation of the transactions table for specific local areas and the resulting tables to estimate multipliers that capture the direct and indirect effects of changes in final demand. IMPLAN calibrated for the Palm Beach County (the smallest geography available) was used in this analysis. In this application the change to final demand is calculated for each of the two land uses, retail and residential. The analysis is provided for the construction of each land use and for its operating impacts once constructed and occupied. 3 Leontief, Wassily (1936), “Quantitative Input-Output Relations in the Economic System of the United States”, Review of Economics and Statistics, Volume 18, pages 105-125. 4 See Miller, Ronald E. and Peter D. Blair (2009), Input-Output Analysis, Cambridge University Press: NY, NY. 849 Economic Impact Analysis Boynton Beach Town Square Apartments Page 5 of 7 2.3 Construction Period Impacts Time Square plans to begin the construction of the Project in 2025 with completion of Phase 1 in 2027 and Phase 2 in 2030. Construction costs are estimated at $293 million. Table 1 presents the estimated composition of the construction budget identifying the portion that is estimated to be spent locally. It is this local spending component that generates local economic impacts. FLS estimates that about half the construction budget will be spent on labor and professional costs including architecture, engineering, and surveying that are directly related to the construction of the Project. Of this 75% is projected to be spent locally. The other half of the construction budget is for materials. Most of these are not locally produced. Table 1. Analysis of the Construction Budget for the Project Category Amount % Total % Local $ Local Labor & Professionals $146,705,895 50% 75% $110,029,421 Materials $146,705,895 50% 25% $36,676,474 ========= ========= ========= ========= Construction Cost $293,411,790 100% 50% $146,705,895 Table 2 summarizes the economic impacts during the 31-month construction period from the local construction spending of $146.7 million. During the construction period the project will support 426 jobs measured on a full-time equivalent basis in each year from 2025-2030. Of these, 344 will be directly supported by the construction with the balance being indirectly supported or induced by the flow of construction spending. More than $25 million in earnings will be generated each year with value-added almost than $40 million per year. Table 2. Economic Impact Summary Per Year Construction Period of The Project 2025-2030 Category Jobs Earnings $M Value Added $M Direct 344 $20 $29 Indirect 27 $2 $3 Induced 55 $3 $6 ======= ======= ======= Total 426 $25 $38 Source: IMPLAN and FLS 850 Economic Impact Analysis Boynton Beach Town Square Apartments Page 6 of 7 2.4 Permanent Economic Impacts The Project is projected to be fully occupied and operational in 2031. At that time the retail and residential components of the Project are projected to be fully leased (at 96% occupancy for the apartments and 95% occupancy for the retail space). The permanent economic impacts are generated by the local spending by residents and purchases in the Project’s retail space. Table 3 presents the calculations for these two spending streams. The average monthly rent for the apartment is $3,096. To afford this rental rate at the industry standard, that 30% of income is spent on rent, resident households must have annual earnings of $123,839. Of this typically 5% is saved and the balance is spent. FLS estimates that 75% of this annual spending will be spent locally, primarily for everyday shopping needs at grocery stores, pharmacies, and for personal care (hair and nails and medical needs). In addition, most large purchases for cars and furniture also tend to be spent locally. All told FLS estimates that 75% of resident sending will be made locally. Retail spending is projected at $700 per square foot of retail/commercial space, which could include restaurants and coffee shops. This spending level is typical for retail space in Palm Beach County. The annual total of local spending generated by the Project is $90 million. Table 3. Estimated Local Spending from Residents and Retail Spacer Category Amount Units 898 Rent/Month $3,096 Income of Residents $123,839 Retail sqft 23,594 Spend per Sqft $700 Category Amount Resident Income $111,207,161 Resident Savings $5,560,358 ======== Consumption Spending $105,646,803 Local Spending @ 70% $73,952,762 Retail Spending $16,515,800 ======== Total Annual Spending $90,468,562 851 Economic Impact Analysis Boynton Beach Town Square Apartments Page 7 of 7 As Table 4 shows, the annual spending by the occupants of the 898 apartments and the annual sales at the 23,594 square feet of retail/commercial space will support 340 jobs with $18 million per year in earnings having a value-added of $34 million per year. Table 4. Economic Impact Summary Stabilized Operations of The Project Category Jobs Earnings $M Value Added $M Direct 62 $2 $4 Indirect 10 $1 $1 Induced 268 $16 $30 ======= ======= ======= Total 340 $18 $34 Source: IMPLAN and FLS 852 1 | P a g e FISCAL IMPACT ANALYSIS BOYNTON BEACH TOWN SQUARE APARTMENTS BOYNTON BEACH, FL EXHIBIT 2 June 28, 2024 Prepared for Mr. Zach Alerhand Director of Portfolio Strategy Boynton Beach Town Center Apartments V LLC 55 Fifth Avenue, 15th Floor New York, New York 10003 Fishkind Litigation Services, Inc. 3504 Lake Lynda Drive, Suite 107 Orlando, Florida 32817 407-382-3256 www.Fishkindls.com 853 2 | P a g e ______________________________________________________________________ Fiscal Impact Analysis Boynton Beach Town Square Apartments ______________________________________________________________________ 1.0 Introduction and Summary of Results 1.1 Background Boynton Beach Town Center Apartments V LLC. plans to develop 898 market-rate rental apartments and 23,594 square feet of neighborhood retail space on property in the City of Boynton Beach, FL. The development of Boynton Beach Town Square Apartments ("Project") comprises -/+ 9.67 acres within the 16.5-/+ acres of Town Square, a private/public partnership between the City and private developers, about four blocks off Boynton Beach Boulevard, east of Interstate 95. It stretches from Boynton Beach Boulevard south to Southeast Second Avenue and Seacrest Boulevard, east to Northeast First Street. 1.2 Assignment Boynton Beach Town Center Apartments V LLC. ("Client") retained Fishkind Litigation Services, Inc. ("FLS") to analyze the fiscal impact (the cost and revenue effects) of the proposed change on the City of Boynton Beach. This report focuses on the budgetary impacts of the proposed change on the City. 1.3 Summary of Results The analysis is based on the projected growth of a plan for 898 market rental apartments and 23,594 square feet of neighborhood retail space absorption over two phases. Phase I Phase II Total Apartment Units 465 433 898 Retail Square Feet 6,686 16,908 23,594 Parking Garage Spaces 980 1,034 2,014 Construction Start 2026 2029 Construction Completion 24 months 24-months The Project is within Town Square's geographically targeted economic development area and is eligible for Tax Increment Financing ("TIF") from The Boynton Beach Community Redevelopment Agency ("CRA"). The CRA captures 854 3 | P a g e the increase in property taxes resulting from new development and diverts that revenue to subsidize that development. After completing the gap financing provided by the CRA program in 2043, the Project will produce an annual fiscal surplus of $3.07 million. By 2047, the budgetary impact surplus on the City will be $3.217. Table 2 shows that the operating surplus will be $13.4 million cumulatively by 2047 and grow to $66 million by 2062. By 2062, the present value at 5% interest of the net fiscal impact is estimated at $5.7 million. Table 1 Summary of Fiscal Impacts Boynton Beach Town Square $ in Thousands Net Fiscal Impacts for Selected Years Year Assessed Values Ad Valorem Ad Valorem Transferred to BBCRA Total Operating Revenue Total Operating Expenditure Net Fiscal Impact 2028 198,088$ 1,555$ (1,364)$ 658$ 703$ (45)$ 2032 403,389$ 3,167$ (2,895)$ 1,174$ 1,361$ (187)$ 2037 423,966$ 3,328$ (3,048)$ 1,182$ 1,361$ (179)$ 2042 445,593$ 3,498$ (3,210)$ 1,191$ 1,361$ (171)$ 2047 468,322$ 3,676$ -$ 4,579$ 1,361$ 3,217$ 2052 492,211$ 3,864$ -$ 4,766$ 1,361$ 3,405$ 2057 517,319$ 4,061$ -$ 4,963$ 1,361$ 3,602$ 2062 543,708$ 4,268$ -$ 5,171$ 1,361$ 3,809$ Table 2 Summary of Fiscal Impacts Boynton Beach Town Square $ in Thousands Cumulative Net Fiscal Impacts Year Cumulative Fiscal Impact Interest Rate Years Present Values 2032 (509)$ 5.0%5 (423)$ 2037 (1,422)$ 5.0%10 (786)$ 2042 (2,292)$ 5.0%15 (1,041)$ 2047 13,434$ 5.0%20 1,807$ 2052 30,079$ 5.0%25 3,679$ 2057 47,691$ 5.0%30 4,909$ 2062 66,318$ 5.0%35 5,716$ 855 4 | P a g e 2.0 Methodology 2.1 Overview The Client requested the submission of a fiscal impact report quantifying the costs and revenue impacts on the City's budget from the proposal to construct the mixed- use project consisting of 898 apartments and 23,594 square feet of retail space on the +/- 9.67 acres located in Boynton Beach, Florida. The fiscal impact study is a set of statistical data and information based on new developments in a jurisdiction. Its purpose is to legally justify to the City of Boynton Beach the ability to provide capital improvement, mill levy increases, and impact fees. The Fiscal Impact Analysis encompasses multiple methods to demonstrate that the Project will pay the total costs of all public facilities and services required to support it. The Client has requested a study to support any amendment or change to their subdivision regulations. Fiscal impact analysis connects planning and local economics by estimating the public costs and revenues from land use change. This type of analysis is required to determine the total costs of all public facilities and services needed to support the development and meet the level of service standards adopted by the City of Boynton Beach. To accomplish consistency in the analysis, FLS complies with the guide standards prepared for Sarasota County by AECOM (Architecture, Engineering, Construction, Operations, and Management) to support permitting for the Project. Our study is conducted according to AECOM's 2015 report. AECOM outlines several fiscal impact analysis methodologies, including the per capita approach.1 AECOM notes that the per capita methodology is the most used type of analysis. The per capita approach estimates the cost of providing services per unit. The unit varies depending on how the services are used and can include per person, per employee, and per visitor. Similarly, most City revenues are appropriately estimated per capita, again depending upon the revenues generated. FLS uses all these factors depending on the expenditure or revenue category involved. For example, law enforcement and public safety are provided to all residents, visitors, and employees. FLS measures residents, visitors, and employees on a full-time equivalent ("FTE") basis. However, not all expenditures or revenues are generated by residents, visitors, and employees. State revenue- sharing funds are provided through a population-based formula, so for this revenue item, FLS only uses population. FLS's per capita method application for revenues and expenditures is consistent with AECOM. 1 AECOM (2015), page 2. 856 5 | P a g e FLS uses all categories of revenue and expenditures included in the City of Boynton Beach budget (but not all fund types, as discussed below). The FY2022 actual report to the State includes 61 revenue line items and 59 expenditure categories. Not all revenues and expenditures relate to the fund types included in our analysis. As discussed above, except for ad valorem tax revenues, each revenue and expenditure category is included and analyzed using the modified per capita approach. It is impractical to discuss each category. However, FLS has included our fiscal impact analysis model in Excel with this report to provide a complete and detailed submission of our calculations. Ad valorem revenues are calculated directly based on the development program and product valuation and do not include any estimates for homestead exemptions. All other revenues are estimated via the per capita unit approach, with the unit varying as required. Capital impacts are measured by the formulae for impact fees. The City of Boynton Beach has impact fees for city parks and recreation facilities. In addition, the Project pays impact fees to Palm Beach County. 2.2 Operating Revenues Except for ad valorem revenues, discussed in more detail below, operating revenues were calculated using the modified per capita method based on the City 's actual for FY2022 as reported to the State of Florida, Division of Banking. Consistent with the AECOM parameters, FLS included the following fund types: (a) general fund, (b) special revenue fund, and (c) permanent fund. FLS excluded the following fund types: (a) debt service fund, (b) capital projects fund, (c) enterprise fund, (d) internal service fund, (e) fiduciary funds, and (f) revolving and clearing funds (See Appendix A). The debt service fund relates to prior commitments and is not directly impacted by future growth or the Project. While the Project will contribute to this fund, its impact is negligible. The Project's impact on capital funds is calculated separately, so this fund is excluded to avoid double counting. The enterprise fund is also excluded because enterprise funds are designed to be self-funding. Ad valorem taxes generated by the Project are a function of (a) the development program for the Project, (b) its projected valuation and absorption, and (c) the City's adopted millage rates for general revenue totaling 7.85 mills. Concerning timing, FLS takes a stricter and more conservative approach than AECOM. FLS recognizes a 3-year lag between the time apartment units are permitted and consuming services and the time that property is included in the tax roll and paying ad valorem taxes. 857 6 | P a g e 2.3 Operating Expenses The modified per capita approach correctly calculates operating expenses by fund type. As noted above, the per capita units are carefully tailored to the kind of expenditure. We have included impacts from residents and employees measured on an FTE basis and included FTE visitors who also consume these services. 2.5 Capital Revenues / Expenditures Boynton Beach has city parks and recreation facilities impact fees, which are required for the Project for $534,310. The Developer has agreed to provide (a) 473 public parking spaces and (b) a workforce housing contribution of $34.3 million. 3.0 Development Program The fiscal impact analysis is based exclusively on the projected development o f the Project's apartments and retail space. As per Table 3, the Project is absorbed in two phases with a property value of more than $451.5 million. The development program, absorption, is provided in detail in Table 4. Table 3 Boynton Beach Town Square Property Valuation Category Building Type Target Audience Units Average Property Value Per Unit Average Property Value Per Category Apartments Phase I- South Multi-Family 8 Stories Market Rate Rental 465 492,534$ 229,028,453$ Apartments Phase II- North Multi-Family 8 Stories Market Rate Rental 433 500,000$ 216,500,137 Total Apartments 898 445,528,590$ Category Building Type Target Audience Square Feet Average Property Value Per SF Average Property Value Per Category Retail Phase I -South Neighborhood Retail Local Market 6,686 256$ 1,708,390 Retail Phase II-North Neighborhood Retail Local Market 16,908 255$ 4,305,222 Total Retail 23,594 6,013,612 Total Boynton Beach Town Square 451,542,202$ 858 7 | P a g e 4.0 Fiscal Impact Operating Revenues and Expenses – Tables 5,6,7,8 &9 Using the methodology described in Section 2, the budgetary effects of the Project on the City's operating budget are summarized below in Table 5. The Project in 2028 produces a fiscal deficit of $45,194 net of transfers to Boynton Beach CRA when its value is included in the City's taxable value base determined by the property appraiser. Transfers to the CRA end in 2042, and starting in 2043, the City will incur a net fiscal impact surplus of $3.07 million. By 2047, the net budgetary impact will be $ 3.217 million, and the cumulative net fiscal impact will be nearly $13.4 million. Table 4 Boynton Beach Town Square Development Scenario Real Estate on Tax Roll 2026 2027 2028 2029 2030 2031 Total Apartments Phase I- South - - 465 - - - 465 Apartments Phase II- North - - - - - 433 433 Total Units - - 465 - - 433 898 Retail Phase I -South - - 6,686 - - - 6,686 Retail Phase II-North - - - - - 16,908 16,908 Total Square Feet - - 6,686 - - 16,908 23,594 Permits for Construction 2026 2027 2028 2029 2030 Total Apartments Phase I- South 465 - - - - - 465 Apartments Phase II- North - - - 433 - - 433 Total Units 465 - - 433 - - 898 Retail Phase I -South 6,686 - - - - - 6,686 Retail Phase II-North - - - 16,908 - - 16,908 Total Square Feet 6,686 - - 16,908 - - 23,594 Table 5 Boynton Beach Town Square Fiscal Impact - Operating Revenue and Expenditures Year Assessed Value Ad Valorem Ad Valorem Transferred to BBCRA Total Operating Revenue Total Operating Expenditure Net Fiscal Impact Cumulative Net Fiscal Impact 2028 198,087,580 1,554,988 (1,363,801) 657,949 703,142 (45,194) (45,194) 2032 403,389,083 3,166,604 (2,894,837) 1,174,198 1,361,459 (187,261) (509,330) 2037 423,965,981 3,328,133 (3,048,289) 1,182,275 1,361,459 (179,184) (1,421,565) 2042 445,592,507 3,497,901 (3,209,569) 1,190,763 1,361,459 (170,696) (2,292,190) 2047 468,322,203 3,676,329 - 4,578,760 1,361,459 3,217,301 13,433,910 2052 492,211,342 3,863,859 - 4,766,290 1,361,459 3,404,831 30,079,274 2057 517,319,067 4,060,955 - 4,963,385 1,361,459 3,601,927 47,690,794 2062 543,707,539 4,268,104 - 5,170,535 1,361,459 3,809,076 66,317,754 859 8 | P a g e Table 6 displays the increase in taxable value generated by the Project, which is presented from 2028 and at 5-year intervals from 2032 to 2062. The taxable value rises from almost $198 million in 2028 to more than $543.7 million by 2062. Table 7, shown below, presents the critical assumptions employed in calculating the taxable values shown previously and the factors impacting budgetary revenues and expenditures. The fiscal projects are in 2024 dollars and assume inflation at zero. . Using Census On-the-Map data indicates that 3,682 City residents also work there. Since we include all employees, FLS uses a weighted resident -employees factor of 0.7626 to avoid double counting. Non -working residents have a weighted average of 1.0 FTE. Seasonal residents are at 0.3462, reflecting seasonal demands on County services. Persons per household and total households are from Florida Population Studies. The estimate for persons per household in multifamily apartments is 2.44. . The estimated number of jobs the Project will generate is 61 for the retail and 6 for the apartments. Based on the assumption in Table 7, the job estimate uses the Institute of Transportation Engineers data . The annual growth of nonresidential property values is assumed to be one percent, and the annual growth rate of residential property values is considered one percent. Property valuations are equal to the cost of the property. Table 6 Boynton Beach Town Square Taxable Property Values 2028 2032 2037 2042 2047 2052 2057 2062 Residential Apartments Phase I- South 196,620,927 204,604,525 215,041,412 226,010,686 237,539,502 249,656,404 262,391,390 275,775,988 Apartments Phase II- North - 193,412,246 203,278,215 213,647,447 224,545,614 235,999,697 248,038,053 260,690,487 Total Taxable Value -Residential 196,620,927 398,016,772 418,319,627 439,658,132 462,085,116 485,656,101 510,429,443 536,466,474 Retail Retail Phase I -South 1,466,652 1,526,204 1,604,056 1,685,879 1,771,876 1,862,259 1,957,253 2,057,093 Retail Phase II-North - 3,846,107 4,042,297 4,248,495 4,465,211 4,692,982 4,932,371 5,183,972 Total Taxable Value -Retail 1,466,652 5,372,312 5,646,354 5,934,374 6,237,087 6,555,241 6,889,624 7,241,065 Total Taxable Value 198,087,580 403,389,083 423,965,981 445,592,507 468,322,203 492,211,342 517,319,067 543,707,539 Years 1 5 10 15 20 25 30 35 860 9 | P a g e Table 7 Boynton Beach Town Square Fiscal Impact Assumptions Real Estate Taxes Taxable values are shown in the year following Construction Completion Taxable Assessment Ratio 85% Homestead Exemption $0 Taxable Assessment Millage Gerneral Revenue 7.8500 Mills Total 7.8500 Mills Population & Employment Equivalent Full-Time Full-Time Amount Factor Equivalent Equivalent Population-Working Residents 34,386 76.26%26,221 34% Population-Non-Working Residents 47,822 100.00%47,822 62% Population- Seasonal 7,914 34.62%2,739 4% Total Population (peak season)90,122 76,783 100% Population (total)82,208 Employment (total)29,627 12.40%3,674 Persons per Household - Multifamily 2.44 Total Households 32,360 Total Housing Units 36,220 Avg Length of Stay-Seasonal (in weeks)18 Employment Assumptions Project Neighborhood Retail 61 (1 employee per 383 SF of Retail) Apartments 6 (60% employee per 100 Apartments) Property Valuation Properties Average Value Apartments Phase I- South $492,534 Per Unit Apartments Phase II- North $500,000 Per Unit Retail Phase I -South $256 Per SF Retail Phase II-North $255 Per SF Annual growth rate of Residential Property Value 1%Starting 2028 Annual growth rate of Non-Residential Property Value 1%Starting 2028 861 10 | P a g e Table 8 summarizes the results of the fiscal analysis for the City's operating budget. The summary analysis covers 2028 to 2031 and 5-year intervals from 2032 to 2062. Table 8 Boynton Beach Town Square Development Impact Summary 2028 2029 2030 2031 2032 2037 2042 2047 2052 2057 2062 Residential Units 465 465 465 898 898 898 898 898 898 898 898 Resident Households 366 366 366 706 706 706 706 706 706 706 706 Population Peak Population 702 702 702 1,356 1,356 1,356 1,356 1,356 1,356 1,356 1,356 Resident Population 605 605 605 1,168 1,168 1,168 1,168 1,168 1,168 1,168 1,168 Seasonal Population 98 98 98 188 188 188 188 188 188 188 188 Employment Retail 17 17 17 61 61 61 61 61 61 61 61 Residential 3 3 3 6 6 6 6 6 6 6 6 Total Employees 20 20 20 67 67 67 67 67 67 67 67 Full-Time Equivalent Residents 545 545 545 1,052 1,052 1,052 1,052 1,052 1,052 1,052 1,052 Full-Time Equivalent Employee 2 2 2 8 8 8 8 8 8 8 8 Full-Time Equivalent Visitors 2028 2029 2030 2031 2032 2037 2042 2047 2052 2057 2062 Boynton Beach Total Operating Revenues 657,949 658,726 659,511 1,172,630 1,174,198 1,182,275 1,190,763 4,578,760 4,766,290 4,963,385 5,170,535 Total Operating Expenditures 703,142 703,142 703,142 1,361,459 1,361,459 1,361,459 1,361,459 1,361,459 1,361,459 1,361,459 1,361,459 Net Fiscal Impact (45,194) (44,416) (43,631) (188,828) (187,261) (179,184) (170,696) 3,217,301 3,404,831 3,601,927 3,809,076 Years 1 2 3 4 5 10 15 20 25 30 35 2032 2037 2042 2047 2052 5 Years 10 Years 15 Years 20 Years 25 Years Net Present Value of Operating Impact (423,092) (785,985) (1,040,944) 1,807,116 3,678,938 Operating Impact at 5% Interest 2026 2029 Total Total Impact Fee Capital Revenue 276,675 257,635 534,310 862 11 | P a g e Fiscal Impact Detail Operating Revenue and Expenditures (Table 9) is from 2028 and at 5-year intervals from 2032 to 2062 Table 9 Boynton Beach Town Square Fiscal Impact Detail Operating Revenue and Expenses 2028 2032 2037 2042 2047 2052 2057 2062 REVENUES Ad Valorem Taxes 1,554,988 3,166,604 3,328,133 3,497,901 3,676,329 3,863,859 4,060,955 4,268,104 Ad Valorem Transferred to BBCRA (1,363,801) (2,894,837) (3,048,289) (3,209,569) Local Business Tax (Formerly Local Occupational License Tax - 321.000) 9,388 18,130 18,130 18,130 18,130 18,130 18,130 18,130 Building Permits (Building Permit Fees) 29,102 56,202 56,202 56,202 56,202 56,202 56,202 56,202 Franchise Fee -Electricity 32,204 62,191 62,191 62,191 62,191 62,191 62,191 62,191 Franchise Fee -Gas 131 254 254 254 254 254 254 254 Impact Fees Residential Culture - Culture/Recreation 647 1,249 1,249 1,249 1,249 1,249 1,249 1,249 Special Assessments Charges For Public -Charges For Public Services 31,777 61,571 61,571 61,571 61,571 61,571 61,571 61,571 Other Permits Fees And Special -Other Permits, Fees And Special Assessments 3,457 6,677 6,677 6,677 6,677 6,677 6,677 6,677 Federal Grant General -General Government 24,901 48,089 48,089 48,089 48,089 48,089 48,089 48,089 Federal Grant Water Supply -Water Supply System 900 1,739 1,739 1,739 1,739 1,739 1,739 1,739 Federal Grant Electric Supply -Electric Supply System 151 292 292 292 292 292 292 292 Federal Grant Gas Supply -Gas Supply System 3,872 7,478 7,478 7,478 7,478 7,478 7,478 7,478 Other Federal -Other Federal Grants 563 1,086 1,086 1,086 1,086 1,086 1,086 1,086 Other Financial Assistance Federal -Federal Source - - - - - - - - State Grant General -General Government 52 100 100 100 100 100 100 100 State Grant Public -Public Safety 688 1,328 1,328 1,328 1,328 1,328 1,328 1,328 State Grant Economic -Economic Environment 436 843 843 843 843 843 843 843 State Grant Culture -Culture/Recreation 220 426 426 426 426 426 426 426 State Revenue Sharing Mobile Home -Mobile Home Licenses 275 532 532 532 532 532 532 532 State Revenue Sharing Alcoholic Beverage - Alcoholic Beverage Licenses 245 474 474 474 474 474 474 474 State Revenue Sharing Local Government Half Cent Sales Tax -Local Government Half-Cent Sales Tax Program 36,594 70,906 70,906 70,906 70,906 70,906 70,906 70,906 State Revenue Sharing Other General -Other General Government 304 589 589 589 589 589 589 589 State Revenue Sharing Other Public -Other Public Safety 373 723 723 723 723 723 723 723 State Revenue Sharing -Other 9,254 17,931 17,931 17,931 17,931 17,931 17,931 17,931 Local Government Unit Grant Public -Public Safety 267 516 516 516 516 516 516 516 Local Government Unit Grant Physical -Physical Environment 447 864 864 864 864 864 864 864 Shared Revenue From Other Local -Shared Revenue From Other Local Units 1,226 2,375 2,375 2,375 2,375 2,375 2,375 2,375 Payments From Other Local Units In Lieu Of - Payments From Other Local Units In Lieu Of Taxes 850 1,648 1,648 1,648 1,648 1,648 1,648 1,648 Other General Government Charges And -Other General Government Charges And Fees 4,366 8,460 8,460 8,460 8,460 8,460 8,460 8,460 Service Charge Law Enforcement -Law Enforcement Services 5,917 11,464 11,464 11,464 11,464 11,464 11,464 11,464 Service Charge Fire -Fire Protection 18,694 36,222 36,222 36,222 36,222 36,222 36,222 36,222 Service Charge Housing For -Housing For Prisoners 19,399 37,587 37,587 37,587 37,587 37,587 37,587 37,587 Service Charge Emergency Management Service Fees -Emergency Management Service Fees/Charges 13 25 25 25 25 25 25 25 Service Charge Protective Inspection -Protective Inspection Fees 216 418 418 418 418 418 418 418 Service Charge Water -Water Utility - - - - - - - - Service Charge -Cemetery 428 829 829 829 829 829 829 829 Service Charge Other Physical Environment -Other Physical Environment Charges 62 120 120 120 120 120 120 120 Service Charge Parks And -Parks And Recreation 14,852 28,777 28,777 28,777 28,777 28,777 28,777 28,777 Fines Local Ordinance -Local Ordinance Violation 2,057 3,986 3,986 3,986 3,986 3,986 3,986 3,986 Other Judgments Fines And -Other Judgments, Fines And Forfeits - - - - - - - - -Interest 12,897 24,989 24,989 24,989 24,989 24,989 24,989 24,989 Gain Or Loss On Sale Of -Gain Or Loss On Sale Of Investments 1,614 3,116 3,116 3,116 3,116 3,116 3,116 3,116 Rents And -Rents And Royalties - - - - - - - - Disposition Of Fixed -Disposition Of Fixed Assets 4,294 8,293 8,293 8,293 8,293 8,293 8,293 8,293 Pension Fund -Pension Fund Contributions 1,405 2,714 2,714 2,714 2,714 2,714 2,714 2,714 Inter Fund Group Transfers -Inter-Fund Group Transfers In 21,215 40,970 40,970 40,970 40,970 40,970 40,970 40,970 Installment Purchases And Capital Lease - Installment Purchases And Capital Lease Proceeds 132,917 256,687 256,687 256,687 256,687 256,687 256,687 256,687 Debt -Debt Proceeds - - - - - - - - Proprietary Capital Contributions From Private - Capital Contributions From Private Source 38,092 73,562 73,562 73,562 73,562 73,562 73,562 73,562 Total Revenues 657,949 1,174,198 1,182,275 1,190,763 4,578,760 4,766,290 4,963,385 5,170,535 863 12 | P a g e Table 9 Continued Boynton Beach Town Square Fiscal Impact Detail Operating Revenue and Expenses 2,028 2,032 2,037 2,042 2,047 2,052 2,057 2,062 EXPENDITURES & NET FISCAL IMPACT Legislative 1,115 2,160 2,160 2,160 2,160 2,160 2,160 2,160 Executive 375 727 727 727 727 727 727 727 Executive 15,450 29,935 29,935 29,935 29,935 29,935 29,935 29,935 Executive 14,956 28,979 28,979 28,979 28,979 28,979 28,979 28,979 Financial And Administrative 20,257 39,251 39,251 39,251 39,251 39,251 39,251 39,251 Financial And Administrative 17,080 33,095 33,095 33,095 33,095 33,095 33,095 33,095 Financial And Administrative 8,070 15,637 15,637 15,637 15,637 15,637 15,637 15,637 Legal Counsel 10 20 20 20 20 20 20 20 Legal Counsel 664 1,286 1,286 1,286 1,286 1,286 1,286 1,286 Comprehensive Planning 2,406 4,661 4,661 4,661 4,661 4,661 4,661 4,661 Comprehensive Planning 3,264 6,324 6,324 6,324 6,324 6,324 6,324 6,324 Comprehensive Planning 668 1,294 1,294 1,294 1,294 1,294 1,294 1,294 Debt Service Payments 55 106 106 106 106 106 106 106 Other General Governmental Services 5,093 9,868 9,868 9,868 9,868 9,868 9,868 9,868 Other General Governmental Services 25,970 50,321 50,321 50,321 50,321 50,321 50,321 50,321 Other General Governmental Services 29,727 57,599 57,599 57,599 57,599 57,599 57,599 57,599 Law Enforcement 154,357 299,085 299,085 299,085 299,085 299,085 299,085 299,085 Law Enforcement 31,844 61,701 61,701 61,701 61,701 61,701 61,701 61,701 Law Enforcement 922 1,786 1,786 1,786 1,786 1,786 1,786 1,786 Fire Control 3,166 6,135 6,135 6,135 6,135 6,135 6,135 6,135 Fire Control 119,851 232,225 232,225 232,225 232,225 232,225 232,225 232,225 Fire Control 12,996 25,180 25,180 25,180 25,180 25,180 25,180 25,180 Protective Inspections 168 326 326 326 326 326 326 326 Protective Inspections 15,456 29,947 29,947 29,947 29,947 29,947 29,947 29,947 Protective Inspections 3,567 6,912 6,912 6,912 6,912 6,912 6,912 6,912 Protective Inspections 147 285 285 285 285 285 285 285 Garbage/Solid Waste Control Services 1,489 2,885 2,885 2,885 2,885 2,885 2,885 2,885 Other Physical Environment 641 1,243 1,243 1,243 1,243 1,243 1,243 1,243 Road And Street Facilities 927 1,795 1,795 1,795 1,795 1,795 1,795 1,795 Road And Street Facilities 1,869 3,622 3,622 3,622 3,622 3,622 3,622 3,622 Road And Street Facilities 4,516 8,750 8,750 8,750 8,750 8,750 8,750 8,750 Industry Development 11 22 22 22 22 22 22 22 Housing And Urban Development 2,598 5,016 5,016 5,016 5,016 5,016 5,016 5,016 Housing And Urban Development 1,959 3,784 3,784 3,784 3,784 3,784 3,784 3,784 Other Economic Environment 22 43 43 43 43 43 43 43 Other Economic Environment 3,669 7,085 7,085 7,085 7,085 7,085 7,085 7,085 Libraries 6,283 12,134 12,134 12,134 12,134 12,134 12,134 12,134 Libraries 13,109 25,400 25,400 25,400 25,400 25,400 25,400 25,400 Libraries 2,470 4,785 4,785 4,785 4,785 4,785 4,785 4,785 Parks And Recreation 504 977 977 977 977 977 977 977 Parks And Recreation 20,209 39,156 39,156 39,156 39,156 39,156 39,156 39,156 Parks And Recreation 17,502 33,912 33,912 33,912 33,912 33,912 33,912 33,912 Parks And Recreation 2,126 4,119 4,119 4,119 4,119 4,119 4,119 4,119 Other Culture/Recreation 613 1,187 1,187 1,187 1,187 1,187 1,187 1,187 Other Culture/Recreation 252 489 489 489 489 489 489 489 Interfund Group Transfers Out 169 327 327 327 327 327 327 327 Other Non-Operating Disbursements 134,571 259,882 259,882 259,882 259,882 259,882 259,882 259,882 Total Expenditures 703,142 1,361,459 1,361,459 1,361,459 1,361,459 1,361,459 1,361,459 1,361,459 Net Fiscal Impact (45,194) (187,261) (179,184) (170,696) 3,217,301 3,404,831 3,601,927 3,809,076 Cumulative Net Fiscal Impact (45,194) (509,330) (1,421,565) (2,292,190) 13,433,910 30,079,274 47,690,794 66,317,754 864 13 | P a g e 5.0 Fiscal Impact Capital Revenues and Capital Expenses – Tables 10 The Project will incur $534,310 for Boynton Beach city parks and recreation facilities that impact fee requirements. In addition, the Developer has agreed to provide (a) 473 public parking spaces at an estimated value of $63,045/space for a total of $29.82 million and (b) $4.484 million in workforce housing contribution. The total Developer's contribution will be $34.305 million. Table 10 Boynton Beach Town Square Fiscal Impact - Capital Revenue 2026 2027 2028 2029 2030 Total Capital Revenues City Parks and Recreation Facilities Impact fees 276,675$ -$ -$ 257,635$ -$ 534,310$ Total Capital Revenue 276,675$ -$ -$ 257,635$ -$ 534,310$ Number of Parking Space Cost /Parking Space 2026 2027 2028 2029 2030 Total Public Parking Spaces Public Parking Spaces Phase 1 South Building 224 63,045$ 14,122,114$ 14,122,114$ Public Parking Spaces Phase 2 North Building 249 63,045$ 15,698,243 15,698,243 Subtotal ..-$ -$ 14,122,114$ -$ 15,698,243$ 29,820,357$ Work Force Housing Work Force Housing Phase I South Buiding 2,242,360$ 2,242,360$ Work Force Housing Phase II North Buiding 2,242,360 2,242,360 Subtotal -$ -$ 2,242,360$ -$ 2,242,360$ 4,484,720$ Total Developer's Contribution 473 -$ -$ 30,486,588$ -$ 33,638,846$ 34,305,077$ DEVELOPER'S CONTRIBUTION 865 14 | P a g e IMPORTANT NOTICE CONCERNING "FISCAL IMPACT ANALYSIS REPORT" 1. Fiscal Impact Analysis Report ("FIAR") Certain portions of the FIAR have various sections of the analysis that contain forecasted financial performance based upon several current and projected market conditions. These conditions are subject to numerous risks and uncertainties that cannot be det ermined now. Each section of the FIAR contains forecasted data. While presented with numerical specificity, projected information of the type furnished above is based on estimates and assumptions that are inherently subject to significant economic and competitive uncertainties and contingencies, which are difficult to predict , many of which are beyond the FLS's control. Accordingly, there can be no assurance that such estimates and assumptions will be accurate, and the actual results may be significantly higher or lower than those set forth. 2. Actual Results May Differ from FIAR Due to various risks and uncertainties, actual results may differ from those projected in the FIAR. Accordingly, the FIAR is meant only to serve as a guide and is not intended to be relied upon as to the reasonableness of the underlying facts or assumptions. This FIAR does not contain and is not to be construed as legal, business, investment, or tax advice. 3. The Fishkind Litigation Services Inc. (FLS) Has No Duty to Update FIAR The FIAR is current only as of June 2024. Following the delivery of this report, FLS expectations of results may change. FLS may come to believe that the FIAR is no longer accurate. FLS shall not have any obligation to update any corrections or revisions to the FIAR contained herein, even if the FLS believes the forward-looking analysis is no longer accurate. FLS does not intend to update or otherwise revise the FIAR to reflect circumstances existing after the date when made or to reflect the occurrence of future events, even if any or all the assumptions underlying the projections are shown to be in error. FLS assumes no responsibility for the accuracy or validity of the FIAR. 866 15 | P a g e Appendix A Fund Groups and Fund Types Category Fund Group Fund Types Title Description Governmental 001 001 General Fund To account for all financial resources not accounted for and reported in another fund. 050 051-099 Permanent Funds To account for resources restricted to the extent that only earnings, and not principal, may be used for purposes that support the reporting government 's programs – that is, for the benefit of the government or its citizens. 100 101-199 Special Revenue Funds To account for the proceeds of specific revenue sources restricted or committed to expenditure for purposes other than debt service or capital projects. 200 201-299 Debt Service Funds To account for financial resources that are restricted, committed, or assigned to expenditure for principal and interest. 300 301-399 Capital Projects Funds To account for financial resources that are restricted, committed, or assigned to expenditure for capital outlays. Proprietary 400 401-499 Enterprise Funds To account for operations (a) that are financed and operated like private business enterprises--where the governing body intends that the costs (expenses, including depreciation) of providing goods or services to the general public continue to be financed or recovered primarily through user charges; or (b) where the governing body has decided that periodic determination of revenues earned, expenses incurred and net income is appropriate for capital maintenance, public policy, management control, accountability or other purposes. 867 16 | P a g e Category Fund Group Fund Types Title Description Proprietary 500 501-599 Internal Service Funds To account for the financing of goods or services provided by one department or agency to other departments or agencies of the governmental unit or other governmental units on a cost- cost-reimbursement basis. Fiduciary 600 601-649 Custodial Funds To account for assets held by a government in a purely custodial capacity. 650 651-699 Pension Trust Funds To account for assets of defined pension plans, defined contribution plans, other post-employment benefit plans, other employee benefit plans, or other employee benefit plans held by a government in a trustee capacity. 700 701-749 Investment Trust Funds To account for the external portion of investment pools (including individual investment accounts) reported by the sponsoring government. 750 751-799 Private Purpose Trust Funds To account for trust arrangements, including escheat property, where principal and income benefit individuals, private organizations, or other governments. Revolving & Clearing 800 801-899 Revolving Funds / Clearing Funds These accounts are set up to receive and disburse monies for other funds. They are not actual funds in the sense of being an accounting entity and would not appear separately in the financial statements. Any assets or liabilities remaining in a clearing account at the balance sheet date will be reported on the fund's financial statements serviced by the clearing fund (general, particular revenue, etc.). 868 PREPARED BY Hank Fishkind Multi-Family Submarket Report Boynton Beach Palm Beach - FL USA EXHIBIT 3 869 MULTI-FAMILY SUBMARKET REPORT Submarket Key Statistics 1 Vacancy 3 Rent 6 Construction 8 Sales 11 Sales Past 12 Months 13 Supply & Demand Trends 15 Vacancy & Rent 17 Sale Trends 19 Deliveries & Under Construction 21 Boynton Beach Multi-Family 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 870 Overview Boynton Beach Multi-Family 180 322 6.4%0.4% 12 Mo Delivered Units 12 Mo Absorption Units Vacancy Rate 12 Mo Asking Rent Growth Boynton Beach is located between Delray Beach to the South and West Palm Beach to the North and is home to the City of Boynton Beach. The submarket has a minor office presence that caters to healthcare, education, and financial services companies. Moreover, US 1 and I 95 to the east and South Military Trail to the west provide access to greater South Florida. Congress Avenue, which runs along the City's center, has a concentration of restaurants and retail stores, including the Boynton Beach Mall and Boynton Town Center. This attractive location, providing proximity to various beaches along its eastern edge, is relatively affordable for renters as the submarket has the sixth lowest asking rents out of all Palm Beach submarkets at $2,220 as of the second quarter of 2024. Boynton Beach is one of the more sizable submarkets in Palm Beach as it houses more than 14,500 multifamily units, making it the third largest apartment submarket in the market. Over 27% of existing multifamily units have been delivered since 2015, while about 50% of inventory was built before 2000. This is more or less in line with the norm for Palm Beach, with just over 27% of inventory built since 2015 and more than 50% built before 2000. Despite slowing from levels seen in the preceding three years, annual net absorption has remained positive with 320 units absorbed. Despite this, demand has trailed supply additions since 2022, resulting in an uptick in vacancy for the submarket, now standing at 6.4%, an expansion from recent lows of 3.8% in 2021. Increased competition due to new deliveries has resulted in a moderation in annual rent growth to 0.5%, down from double-digit rent growth seen in 2021. The bulk of new product in the market, which has delivered since 2015, has been composed of 4 & 5 Star units. This increased competition has resulted in higher vacancies for 3 to 5 Star product, with 4 & 5 Star vacancies reaching 6.3% and 3 Star vacancies at 6.9%in the second quarter of 2024 relative to 6.2% for 1 & 2 Star properties. The lack of existing affordable product within the 1 to 3 Star segments, combined with a lack of new supply for this portion of the market, has resulted in rent growth outperformance for 1 to 3 Star product in recent months. Sales volume peaked in 2021 but has since slowed, with annual volume totaling just $50.5 million, in line with pre- pandemic levels. One transaction drove most activity since 2023; this involved the sale of the Manor Lantana for around $138 million, or over $396k/unit. The Praedium Group acquired the 4-Star, 348-unit building from Rockpoint in June of last year. The property, which was recently delivered in 2021, traded at a premium relative to 4 & 5 Star transactions over the last two years, with an average transaction price of around $360k/unit. All other transactions in the submarket have been much smaller, trading for less than $5 million. 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 2 871 Overview Boynton Beach Multi-Family KEY INDICATORS Asking RentVacancy RateUnitsCurrent Quarter Effective Rent Absorption Units Delivered Units Under Constr Units $2,3916.3%8,5964 & 5 Star $2,376 (13)0 0 $2,0636.9%3,4433 Star $2,053 (18)0 384 $1,2706.2%2,5751 & 2 Star $1,263 (5)0 0 $2,2176.4%14,614Submarket $2,204 (36)0 384 Forecast Average Historical Average12 MonthAnnual Trends Peak When Trough When 7.8%7.4%-1.1%Vacancy Change (YOY)12.6%2002 Q1 3.8%2021 Q3 126289322Absorption Units 1,292 2021 Q2 (279)2016 Q1 184314180Delivered Units 1,167 2018 Q3 0 2016 Q3 1650Demolished Units 49 2009 Q3 0 2024 Q1 3.3%3.2%0.4%Asking Rent Growth (YOY)26.8%2021 Q4 -2.8%2008 Q3 3.2%3.2%0.5%Effective Rent Growth (YOY)29.6%2021 Q4 -2.8%2009 Q2 N/A$130.2M$165MSales Volume $968.9M 2021 Q4 $2.5M 2009 Q2 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 3 872 Vacancy Boynton Beach Multi-Family Demand has slowed from elevated levels seen in 2020 and 2021, as household formation has slowed along with job gains. Net absorption in 2022 and 2023 remained at around one-third of the levels seen in the prior two years despite additions to supply. Annual absorption totals 320 units, remaining below five-year average annual absorption of 490 units. Positive, yet below-average demand has not been enough to stem a rise in vacancies, which have expanded to 6.4% in the second quarter of 2024 from lows of 3.8% in 2021. Despite this softening in the market, vacancies are expected to remain in line with current levels over the foreseeable future as positive net absorption meets more limited supply additions through 2024. Still, a rise in new inventory by year-end will put pressure on vacancies once again. The concentration of new supply in the 4 & 5 segment of the market will continue to put pressure on vacancies and rent gains here. With 384 units under construction and most expected to deliver in late 2024, the submarket is facing some supply pressure, though this is down from levels seen in 2020. Supply additions will impact 3 Star and 4 & 5 Star properties, with vacancies for these slices of the submarket standing at over 7% through the near-term forecast. More affordable product within the 1 & 2 Star segment will continue to see limited availability, with vacancies remaining below 7% through 2026. Despite a slight weakening in near-term fundamentals, Boynton Beach remains an attractive location that is relatively affordable for renters. The recent development of retail properties near Lantana in the northern area of the submarket helped drive further renter demand, specifically for the high concentration of multifamily assets built in the area over the last couple of years. The evolution of neighborhoods East of I 95, which hold the largest share of existing and newly built apartments since 2015, will remain essential for the continued performance of the submarket. ABSORPTION, NET DELIVERIES & VACANCY 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 4 873 Vacancy Boynton Beach Multi-Family OVERALL & STABILIZED VACANCY VACANCY RATE 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 5 874 Vacancy Boynton Beach Multi-Family VACANCY BY BEDROOM 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 6 875 Rent Boynton Beach Multi-Family More than a year of unprecedented double-digit rent hikes is now in the rearview mirror. Now rents are growing by 0.5% as of the second quarter of 2024, coming in under the 5-year historical average growth of 6.6%. 4 & 5 Star properties have led these unprecedented rent gains, outperforming 1 & 2 and 3 Star units in 2021 and early 2022. That said, over the last few quarters, 1 Star rent growth has pushed ahead once again, with annual gains of 2.4%. On the other hand, muted gains continue for 3 Star and 4 & 5 Star properties at -1.1% and respectively through the second quarter of 2024. Although real income gains saw a recovery starting in 2021, Palm Beach's median household income remains somewhat below the U.S. median. The fast rent hike over the last few years, outstripping U.S. average gains in 2022, combined with an increasingly limited supply of affordable product, place significant strains on the bulk of multifamily renters in the market. Palm Beach's elevated job concentration in the leisure and hospitality and trade, transportation, and utilities industries will further cement a broadening divergence between wages and rental rates. In the near-term forecast, employment growth within the recovering leisure and hospitality sector will put additional limits on rent gains, with workforce housing continuing to outperform. Furthermore, concessions have begun to increase in the general Palm Beach market as mounting deliveries are impacting 4—and 5-star apartment vacancies. A moderating economic environment, especially within the higher-income finance and information industries, will put additional strains on luxury demand and rental growth. That said, still-elevated home prices and mortgage interest rates will curtail homeownership even for higher wage earners, allowing the market to preserve a higher share of renters across all apartment quality segments. DAILY ASKING RENT PER SF 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 7 876 Rent Boynton Beach Multi-Family MARKET RENT PER UNIT & RENT GROWTH MARKET RENT PER UNIT BY BEDROOM 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 8 877 Construction Boynton Beach Multi-Family Groundbreakings remained elevated in 2023, totaling over 380 units, after over 470 units broke ground in 2022. Units underway total 384, the bulk of which are expected to be delivered by late 2024. Despite some supply pressure in the near term, Boynton Beach has seen limited construction activity relative to West Palm Beach proper and the surrounding submarket of Royal Palm Beach/Wellington. As a share of in-place inventory, construction activity makes up 2.6% of units, with all units being added composed of 3 Star and 4 & 5 Star luxury units. Over 80% of newly constructed units and units underway in the submarket since 2015 are concentrated in the Outer Boynton Beach neighborhood. Most new projects have been concentrated near major transit corridors, including I-95 and US 1. Stabilized vacancies for 4 & 5-star assets within the submarket remain tight at around 6%, while properties that have been delivered since 2020 have a higher vacancy rate of around 10%. The elevated vacancy rate for new deliveries in the submarket is driven by the high vacancy of Avion Riverwalk, which recently delivered and remains in lease-up along with soft occupancy at Manor Lantana. The largest project underway in Boynton Beach is the Elan Palm Reserve, with 384 units. Healthy job growth will aid new household formation and wage gains over the near-term forecast, resulting in steady housing demand. Furthermore, homeownership has been affected by increasing insurance premiums, elevated maintenance costs in older condo buildings, and a pandemic-driven rise in home prices, making renting more affordable. The short supply of new and existing single-family housing across South Florida, combined with high mortgage interest rates, puts additional pressure on home affordability, pushing some housing demand into the multifamily space. DELIVERIES & DEMOLITIONS 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 9 878 Construction Boynton Beach Multi-Family 308 672 384 371 All-Time Annual Avg. Units Delivered Units Past 8 Qtrs Delivered Units Next 8 Qtrs Proposed Units Next 8 Qtrs PAST 8 QUARTERS DELIVERIES, UNDER CONSTRUCTION, & PROPOSED PAST & FUTURE DELIVERIES IN UNITS 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 10 879 Construction Boynton Beach Multi-Family RECENT DELIVERIES Property Name/Address Rating Units Stories Start Complete Developer/Owner Jan 2022137 NE 10th Ave The Heart of Boynton Vil…124 4 Feb 2024 - Centennial Management Corpora…1 Jan 2022630 E Woolbright Rd Avion Riverwalk 319 10 May 2023 - Isram Realty & Management Inc.2 Jul 20223031 S Ocean The Palm Beach Resort 29 2 Dec 2022 - Copperline Partners3 Mar 2021101 S East Coast St The Bohemian 200 7 Aug 2022 Affiliated Development Affiliated Development4 UNDER CONSTRUCTION Property Name/Address Rating Units Stories Start Complete Developer/Owner Mar 20234350 Peregrine Way Elan Palm Reserve 384 3 Jul 2024 Kushner Companies Greystar Real Estate Partners1 PROPOSED Property Name/Address Rating Units Stories Start Complete Developer/Owner Jul 2024114-222 N Federal Hwy Ocean One 371 8 Jun 2026 Hyperion Development Group Inc. -1 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 11 880 Sales Boynton Beach Multi-Family Sales volume peaked in 2021 but has since slowed, with annual volume totaling just $50.5 million, in line with pre- pandemic levels. Since 2021, strong tenant demand resulting in significant rent gains has attracted outsized investor interest in Boynton Beach. Double-digit pricing gains in 2021 and further gains in 2022 have highlighted investor appetite for apartments in the area, though higher interest rates pressuring cap rates higher are now slowing pricing gains and transaction activity. One transaction drove most activity in 2023; this involved the sale of the Manor Lantana for around $138 million, or over $396k/unit. The Praedium Group acquired the 4- Star, 348-unit building from Rockpoint in June. The property, which recently delivered in 2021, traded at a premium relative to 4 & 5 Star transactions over the last two years, with an average transaction price of around $360k/unit. All other transactions in the submarket have been much smaller, trading for less than $3 million. Boynton Beach multifamily typically trades at a discount, around 20% below the Palm Beach market average as of the second quarter of 2024. Since 2020, transaction pricing growth in Boynton Beach has slightly underperformed the broader Palm Beach market, growing by around 39% versus 40% over the same time period. The average annual transaction price per unit has grown to around $250,000/unit today. Headwinds to occupancy, resulting in slower rent gains over the last few months, should result in a moderation in pricing appreciation in the near future. Due to the changing composition of the submarket's inventory, with around 60% of existing inventory now composed of 4 & 5 Star units up from around 40% back in 2010, most transaction volume has recently been concentrated in 4 & 5 Star assets. Going forward, tight financial conditions will continue to result in slower transaction activity relative to the boom in 2021 and 2022. Additionally, pricing growth will remain muted as softening fundamentals and higher cap rates continue to impact property values. SALES VOLUME & MARKET SALE PRICE PER UNIT 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 12 881 Sales Boynton Beach Multi-Family MARKET CAP RATE 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 13 882 Sales Past 12 Months Boynton Beach Multi-Family 17 $336 $10.3 14.1% Sale Comparables Avg. Price/Unit (thous.)Average Price (mil.) Average Vacancy at Sale SALE COMPARABLE LOCATIONS SALE COMPARABLES SUMMARY STATISTICS Sales Attributes Low Average Median High Sale Price $1,010,000 $10,299,025 $1,752,500 $138,000,000 Price/Unit $91,818 $335,609 $203,750 $396,551 Cap Rate 4.0%6.3%6.4%9.0% Vacancy Rate At Sale 0%14.1%7.7%100% Time Since Sale in Months 0.2 6.4 5.8 12.0 Property Attributes Low Average Median High Property Size in Units 5 29 9 348 Number of Floors 1 1 2 3 Average Unit SF 328 637 622 1,164 Year Built 1924 1959 1964 2021 Star Rating 2.2 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 14 883 Sales Past 12 Months Boynton Beach Multi-Family RECENT SIGNIFICANT SALES Sale InformationProperty Information RatingProperty Name/Address Yr Built Units Vacancy Sale Date Price Price/Unit Price/SF 900 Water Tower Way -2021Manor Lantana1 348 16.4%6/15/2023 $138,000,000 $396,551 $575 -1974202 Lucerne Ave2 13 7.7%8/10/2023 $2,850,000 $219,230 $306 -1979400 Waterway Dr3 18 0%5/10/2024 $2,775,000 $154,166 $110 -1967901 N F St4 16 6.3%8/15/2023 $2,400,000 $150,000 $230 -19721850 Palm Trl5 8 0%12/20/2023 $2,375,000 $296,875 $373 -1965828 Lake Ave N6 7 0%2/1/2024 $2,362,500 $337,500 $349 -1947223-231 S Palmway7 9 11.1%4/15/2024 $2,330,000 $258,888 $321 -19641741 4th Ave N8 10 10.0%6/7/2024 $1,975,000 $197,500 $230 1025-1029 S K St -1965South K Street Apartments9 10 10.0%6/22/2023 $1,530,000 $153,000 $278 -19581001 S Federal Hwy10 8 12.5%2/26/2024 $1,300,000 $162,500 $295 -1924131 S Federal Hwy11 5 100%8/11/2023 $1,270,000 $254,000 $408 -1925301 S M St12 5 0%9/6/2023 $1,256,898 $251,379 $387 -1957320 NE 13th Ave13 10 10.0%12/22/2023 $1,200,000 $120,000 $283 -1974926 N L St14 8 0%12/28/2023 $1,100,000 $137,500 $215 -1926214-216 S M St15 5 0%10/2/2023 $1,050,000 $210,000 $388 -1950915 S Dixie Hwy16 11 9.1%4/12/2024 $1,010,000 $91,818 $280 -1950914 N J St17 5 0%12/19/2023 --- 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 15 884 Appendix Boynton Beach Multi-Family OVERALL SUPPLY & DEMAND AbsorptionInventory Units % of Inv Construction RatioUnitsGrowth% GrowthYear 2028 202 1.3%15,391 191 1.2%1.1 2027 160 1.1%15,189 94 0.6%1.7 2026 54 0.4%15,029 26 0.2%2.1 2025 (18)-0.1%14,975 92 0.6%- 2024 503 3.5%14,993 190 1.3%2.6 YTD 124 0.9%14,614 84 0.6%1.5 2023 319 2.3%14,490 314 2.2%1.0 2022 318 2.3%14,171 274 1.9%1.2 2021 348 2.6%13,853 937 6.8%0.4 2020 1,045 8.4%13,505 717 5.3%1.5 2019 324 2.7%12,460 174 1.4%1.9 2018 880 7.8%12,136 920 7.6%1.0 2017 340 3.1%11,256 338 3.0%1.0 2016 372 3.5%10,916 92 0.8%4.0 2015 0 0%10,544 (95)-0.9%0 2014 699 7.1%10,544 601 5.7%1.2 2013 (2)0%9,845 119 1.2%0 2012 578 6.2%9,847 596 6.1%1.0 4 & 5 STAR SUPPLY & DEMAND AbsorptionInventory Units % of Inv Construction RatioUnitsGrowth% GrowthYear 2028 221 2.5%9,069 205 2.3%1.1 2027 179 2.1%8,848 118 1.3%1.5 2026 73 0.8%8,669 4 0%18.3 2025 0 0%8,596 (24)-0.3%0 2024 0 0%8,596 (7)-0.1%0 YTD 0 0%8,596 9 0.1%0 2023 319 3.9%8,596 305 3.5%1.0 2022 200 2.5%8,277 266 3.2%0.8 2021 348 4.5%8,077 869 10.8%0.4 2020 1,033 15.4%7,729 646 8.4%1.6 2019 324 5.1%6,696 168 2.5%1.9 2018 831 15.0%6,372 917 14.4%0.9 2017 350 6.7%5,541 324 5.8%1.1 2016 372 7.7%5,191 126 2.4%3.0 2015 0 0%4,819 (36)-0.7%0 2014 714 17.4%4,819 578 12.0%1.2 2013 0 0%4,105 57 1.4%0 2012 456 12.5%4,105 426 10.4%1.1 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 16 885 Appendix Boynton Beach Multi-Family 3 STAR SUPPLY & DEMAND AbsorptionInventory Units % of Inv Construction RatioUnitsGrowth% GrowthYear 2028 0 0%3,826 2 0.1%0 2027 0 0%3,826 1 0%0 2026 0 0%3,826 49 1.3%0 2025 0 0%3,826 141 3.7%0 2024 507 15.3%3,826 215 5.6%2.4 YTD 124 3.7%3,443 84 2.4%1.5 2023 0 0%3,319 15 0.5%0 2022 95 2.9%3,319 36 1.1%2.6 2021 0 0%3,224 41 1.3%0 2020 0 0%3,224 30 0.9%0 2019 0 0%3,224 18 0.6%0 2018 49 1.5%3,224 8 0.2%6.1 2017 0 0%3,175 21 0.7%0 2016 0 0%3,175 (18)-0.6%0 2015 0 0%3,175 (50)-1.6%0 2014 0 0%3,175 23 0.7%0 2013 8 0.3%3,175 54 1.7%0.1 2012 122 4.0%3,167 134 4.2%0.9 1 & 2 STAR SUPPLY & DEMAND AbsorptionInventory Units % of Inv Construction RatioUnitsGrowth% GrowthYear 2028 (19)-0.8%2,496 (16)-0.6%1.2 2027 (19)-0.7%2,515 (25)-1.0%0.8 2026 (19)-0.7%2,534 (27)-1.1%0.7 2025 (18)-0.7%2,553 (25)-1.0%0.7 2024 (4)-0.2%2,571 (18)-0.7%0.2 YTD 0 0%2,575 (9)-0.3%0 2023 0 0%2,575 (6)-0.2%0 2022 23 0.9%2,575 (28)-1.1%- 2021 0 0%2,552 27 1.1%0 2020 12 0.5%2,552 41 1.6%0.3 2019 0 0%2,540 (12)-0.5%0 2018 0 0%2,540 (5)-0.2%0 2017 (10)-0.4%2,540 (7)-0.3%1.4 2016 0 0%2,550 (16)-0.6%0 2015 0 0%2,550 (9)-0.4%0 2014 (15)-0.6%2,550 0 0%- 2013 (10)-0.4%2,565 8 0.3%- 2012 0 0%2,575 36 1.4%0 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 17 886 Appendix Boynton Beach Multi-Family OVERALL VACANCY & RENT Market RentVacancy Per Unit Per SF % GrowthUnitsPercentPpts ChgYear Units Per SFPpts Chg Effective Rents (0.2)2028 7.9%01,209 $2,596 $2.53 3.2%$2,575 $2.51 (0.4)2027 7.9%0.31,198 $2,516 $2.45 3.4%$2,496 $2.43 (0.5)2026 7.5%0.21,134 $2,433 $2.37 3.8%$2,414 $2.35 3.020257.4%(0.7)1,105 $2,344 $2.28 4.3%$2,326 $2.27 1.220248.1%1.91,214 $2,248 $2.19 1.3%$2,230 $2.17 0.4YTD6.4%0.2939 $2,217 $2.16 0.5%$2,204 $2.15 (1.4)2023 6.2%(0.1)899 $2,220 $2.16 0%$2,207 $2.15 (25.3)2022 6.3%0.2895 $2,219 $2.16 1.4%$2,204 $2.15 23.420216.2%(4.5)852 $2,188 $2.13 26.8%$2,179 $2.12 (0.4)2020 10.7%1.71,442 $1,726 $1.68 3.4%$1,681 $1.63 1.020198.9%1.01,113 $1,669 $1.62 3.8%$1,658 $1.61 1.520187.9%(1.0)962 $1,609 $1.56 2.8%$1,570 $1.53 (0.7)2017 8.9%(0.3)1,003 $1,566 $1.52 1.3%$1,524 $1.48 (2.9)2016 9.2%2.31,001 $1,546 $1.50 2.0%$1,522 $1.48 1.120156.8%0.9722 $1,515 $1.47 4.9%$1,497 $1.46 1.520145.9%0.6627 $1,444 $1.40 3.8%$1,429 $1.39 (1.9)2013 5.4%(1.2)529 $1,391 $1.35 2.3%$1,381 $1.34 -2012 6.6%(0.6)649 $1,359 $1.32 4.2%$1,345 $1.31 4 & 5 STAR VACANCY & RENT Market RentVacancy Per Unit Per SF % GrowthUnitsPercentPpts ChgYear Units Per SFPpts Chg Effective Rents (0.2)2028 8.0%0728 $2,801 $2.66 3.1%$2,778 $2.64 (0.5)2027 8.0%0.5712 $2,717 $2.58 3.3%$2,694 $2.56 (0.6)2026 7.5%0.7651 $2,629 $2.50 3.8%$2,607 $2.48 2.720256.8%0.3582 $2,533 $2.41 4.4%$2,512 $2.39 2.320246.5%0.1558 $2,427 $2.31 1.6%$2,407 $2.29 1.6YTD6.3%(0.1)542 $2,391 $2.27 0.9%$2,376 $2.26 (0.9)2023 6.4%(0.1)551 $2,389 $2.27 -0.7%$2,373 $2.26 (29.7)2022 6.5%(1.0)538 $2,406 $2.29 0.2%$2,387 $2.27 26.320217.5%(7.1)604 $2,400 $2.28 29.9%$2,388 $2.27 0.8202014.5%3.51,124 $1,848 $1.76 3.6%$1,783 $1.69 (0.6)2019 11.0%1.9737 $1,784 $1.70 2.8%$1,769 $1.68 2.820189.1%(2.9)581 $1,735 $1.65 3.4%$1,687 $1.60 (1.6)2017 12.0%(0.3)667 $1,678 $1.59 0.6%$1,621 $1.54 (2.4)2016 12.4%4.1642 $1,668 $1.58 2.2%$1,640 $1.56 1.620158.2%0.8397 $1,631 $1.55 4.6%$1,609 $1.53 0.620147.5%2.0360 $1,559 $1.48 3.0%$1,539 $1.46 (1.2)2013 5.5%(1.4)224 $1,513 $1.44 2.4%$1,501 $1.43 -2012 6.9%(0.1)281 $1,478 $1.40 3.7%$1,460 $1.39 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 18 887 Appendix Boynton Beach Multi-Family 3 STAR VACANCY & RENT Market RentVacancy Per Unit Per SF % GrowthUnitsPercentPpts ChgYear Units Per SFPpts Chg Effective Rents (0.2)2028 7.8%(0.1)297 $2,404 $2.24 3.3%$2,387 $2.23 (0.3)2027 7.8%0300 $2,327 $2.17 3.5%$2,311 $2.16 (0.3)2026 7.9%(1.3)301 $2,249 $2.10 3.8%$2,234 $2.09 4.220259.1%(3.7)350 $2,167 $2.02 4.1%$2,152 $2.01 (1.9)2024 12.8%6.9491 $2,082 $1.94 -0.2%$2,068 $1.93 (2.9)YTD 6.9%1.0238 $2,063 $1.92 -1.1%$2,053 $1.92 (2.9)2023 5.9%(0.5)197 $2,086 $1.95 1.8%$2,078 $1.94 (17.7)2022 6.4%1.6213 $2,050 $1.91 4.6%$2,041 $1.91 19.620214.8%(1.3)154 $1,959 $1.83 22.4%$1,957 $1.83 (4.1)2020 6.1%(0.9)195 $1,601 $1.49 2.8%$1,596 $1.49 6.020197.0%(0.5)225 $1,558 $1.45 6.8%$1,554 $1.45 (1.9)2018 7.5%1.2243 $1,458 $1.36 0.8%$1,434 $1.34 1.420176.4%(0.7)202 $1,446 $1.35 2.7%$1,434 $1.34 (4.6)2016 7.0%0.6223 $1,408 $1.31 1.3%$1,388 $1.29 (0.6)2015 6.5%1.6206 $1,391 $1.30 5.8%$1,379 $1.29 4.520144.9%(0.7)155 $1,314 $1.22 6.5%$1,306 $1.22 (4.6)2013 5.6%(1.4)178 $1,234 $1.15 2.0%$1,227 $1.14 -2012 7.1%(0.6)223 $1,210 $1.13 6.6%$1,201 $1.12 1 & 2 STAR VACANCY & RENT Market RentVacancy Per Unit Per SF % GrowthUnitsPercentPpts ChgYear Units Per SFPpts Chg Effective Rents (0.2)2028 7.4%0185 $1,513 $2.27 3.4%$1,505 $2.26 (0.4)2027 7.4%0.3187 $1,464 $2.20 3.6%$1,456 $2.19 (0.5)2026 7.1%0.3181 $1,413 $2.12 4.0%$1,405 $2.11 0.520256.8%0.3173 $1,358 $2.04 4.5%$1,351 $2.03 1.520246.4%0.6166 $1,300 $1.95 4.0%$1,293 $1.94 (0.1)YTD 6.2%0.3160 $1,270 $1.89 2.4%$1,263 $1.88 (1.2)2023 5.9%0.3151 $1,251 $1.86 2.5%$1,244 $1.85 (1.4)2022 5.6%1.9145 $1,220 $1.81 3.7%$1,214 $1.80 1.720213.7%(1.1)94 $1,177 $1.74 5.0%$1,172 $1.74 1.020204.8%(1.2)122 $1,120 $1.65 3.4%$1,115 $1.64 (1.0)2019 5.9%0.5150 $1,084 $1.59 2.4%$1,078 $1.58 020185.4%0.2138 $1,058 $1.55 3.4%$1,052 $1.54 0.620175.2%(0.1)133 $1,023 $1.50 3.4%$1,017 $1.49 (1.2)2016 5.3%0.6136 $989 $1.44 2.8%$984 $1.43 0.720154.7%0.3120 $963 $1.40 4.0%$958 $1.39 0.720144.4%(0.5)112 $926 $1.35 3.3%$921 $1.34 1.520134.9%(0.7)126 $896 $1.30 2.6%$892 $1.29 -2012 5.6%(1.4)145 $874 $1.26 1.1%$865 $1.25 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 19 888 Appendix Boynton Beach Multi-Family OVERALL SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----447-$370,293 4.7% 2027 -----412-$341,516 4.9% 2026 -----380-$314,979 5.1% 2025 -----352-$291,700 5.3% 2024 -----337-$279,497 5.2% YTD $11.8M6 0.4%$186,548$1,958,750 3447.2%$284,971 5.1% 2023 $159.8M18 4.8%$343,692$11,415,493 3385.2%$280,117 5.0% 2022 $199M29 4.8%$312,376$8,651,470 3624.7%$299,759 4.5% 2021 $968.9M44 25.9%$304,127$26,915,218 3745.8%$309,833 4.1% 2020 $13.9M15 1.3%$89,461$1,155,543 2766.5%$228,931 4.9% 2019 $217.9M35 12.6%$180,049$7,780,689 2486.7%$205,557 5.2% 2018 $230.9M24 12.3%$157,938$10,995,488 2256.5%$186,081 5.5% 2017 $79M32 4.1%$206,686$3,588,818 2127.0%$176,100 5.5% 2016 $243.9M28 12.8%$180,397$11,086,226 2017.6%$166,638 5.6% 2015 $86.6M18 7.5%$112,858$5,770,800 1927.9%$159,094 5.6% 2014 $97.2M17 10.1%$91,529$6,075,250 1727.9%$142,776 5.8% 2013 $128.7M24 11.5%$118,721$6,434,679 1557.8%$128,226 6.2% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 4 & 5 STAR SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----467-$423,816 4.2% 2027 -----430-$390,346 4.4% 2026 -----396-$359,525 4.6% 2025 -----366-$332,538 4.8% 2024 -----351-$318,487 4.8% YTD -----358-$324,841 4.6% 2023 $138M2 6.5%$396,552$138,000,000 351-$318,692 4.6% 2022 $162M3 5.2%$379,274$53,983,333 3763.7%$341,661 4.1% 2021 $895.5M8 37.9%$328,995$127,932,143 3853.5%$350,035 3.8% 2020 -----290-$263,397 4.4% 2019 $190.1M4 19.1%$197,969$63,350,000 2614.5%$236,932 4.7% 2018 $206.4M5 19.1%$169,558$41,270,471 2384.7%$216,458 4.9% 2017 $60.4M1 3.4%$321,011$60,350,000 2254.6%$204,766 5.0% 2016 $133.4M2 11.6%$221,512$66,675,000 2135.3%$193,423 5.0% 2015 $35.5M1 4.4%$165,888$35,500,000 2014.8%$182,874 5.1% 2014 $32M1 8.4%$79,208$32,000,000 1796.5%$162,574 5.3% 2013 $117.1M3 20.2%$141,106$39,039,340 1604.8%$145,116 5.6% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 20 889 Appendix Boynton Beach Multi-Family 3 STAR SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----436-$353,876 4.6% 2027 -----402-$326,285 4.8% 2026 -----371-$300,881 5.1% 2025 -----344-$278,800 5.2% 2024 -----330-$267,558 5.2% YTD $2.3M1 0.3%$258,889$2,330,000 3376.4%$273,462 5.1% 2023 $1.2M1 0.2%$191,667$1,150,000 3324.8%$269,219 5.0% 2022 $11.6M6 1.9%$187,153$1,933,917 3494.2%$283,396 4.5% 2021 $24.3M6 5.1%$154,082$4,869,000 3686.6%$298,030 4.1% 2020 $4.3M3 1.3%$102,448$1,434,267 2605.4%$210,954 4.9% 2019 $10.4M10 3.0%$124,774$1,294,531 2336.7%$188,630 5.3% 2018 $5.8M4 0.9%$231,000$1,925,000 2045.8%$165,102 5.6% 2017 $2.3M2 0.8%$86,538$1,125,000 1937.0%$156,275 5.7% 2016 $99.9M4 18.5%$170,460$24,972,433 183-$148,058 5.8% 2015 $38M3 10.9%$109,827$12,666,667 1786.5%$144,660 5.7% 2014 $45.6M3 12.9%$111,280$15,208,333 1635.6%$132,044 5.9% 2013 $445K1 0.3%$55,625$445,000 14811.0%$119,909 6.2% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 1 & 2 STAR SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----366-$216,020 6.3% 2027 -----341-$201,145 6.5% 2026 -----317-$187,225 6.7% 2025 -----296-$174,544 6.9% 2024 -----283-$167,084 6.9% YTD $9.4M5 2.1%$174,491$1,884,500 2877.6%$168,981 6.7% 2023 $20.7M15 5.2%$186,188$1,722,242 2845.2%$167,542 6.6% 2022 $25.4M20 7.5%$171,826$1,816,450 3125.1%$184,201 5.9% 2021 $49.1M30 14.2%$160,385$2,044,911 3285.8%$193,172 5.4% 2020 $9.6M12 5.4%$84,635$1,062,635 2386.8%$140,594 6.3% 2019 $17.5M21 7.4%$104,509$1,026,650 2146.9%$125,977 6.8% 2018 $18.8M15 9.4%$85,354$1,444,454 1968.3%$115,853 7.0% 2017 $16.4M29 9.6%$97,345$860,737 1867.5%$109,869 7.1% 2016 $10.7M22 8.4%$64,983$666,078 1788.0%$104,839 7.2% 2015 $13.1M14 8.9%$63,101$1,187,455 1729.0%$101,161 7.1% 2014 $19.6M13 9.9%$78,948$1,631,583 1578.3%$92,638 7.4% 2013 $11.1M20 11.5%$45,246$695,659 1438.7%$84,200 7.9% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 21 890 Appendix Boynton Beach Multi-Family DELIVERIES & UNDER CONSTRUCTION Net DeliveriesInventory Bldgs Units BldgsBldgsUnitsVacancyYear Under Construction Units Deliveries Bldgs Units 2028 15,392 7.9%--221 ---201 2027 15,191 7.9%--179 ---160 2026 15,031 7.5%--73 ---55 2025 14,976 7.4%--0 ---(19) 2024 14,995 8.1%--508 ---505 YTD 14,614 6.4%320 1 124 1 3841124 2023 14,490 6.2%319 1 319 2 5081319 2022 14,171 6.3%318 3 324 2 4432318 2021 13,853 6.2%316 1 348 2 2951348 2020 13,505 10.7%315 4 1,045 2 44341,045 2019 12,460 8.9%311 1 324 4 1,0451324 2018 12,136 7.9%310 5 880 1 3245880 2017 11,256 8.9%305 1 350 5 8800340 2016 10,916 9.2%305 2 372 3 9172372 2015 10,544 6.8%303 0 0 3 71300 2014 10,544 5.9%303 3 714 0 02699 2013 9,845 5.4%301 2 16 3 7140(2) 2012 9,847 6.6%301 2 578 3 1242578 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 22 891 PREPARED BY Hank Fishkind Multi-Family Capital Markets Report Boynton Beach Palm Beach - FL USA EXHIBIT 4 892 MULTI-FAMILY CAPITAL MARKETS REPORT - SUBMARKET Capital Markets Overview 1 Market Pricing 6 Buying & Selling By Owner Type 8 Investment Trends By Buyer & Seller Origin 9 Submarket Sales Trends 10 Recent Significant Sales 11 Players 15 Sale Trends 19 Boynton Beach Multi-Family 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 893 Capital Markets Overview Boynton Beach Multi-Family $4.3B $164.8M 5.1%-1.5% Asset Value 12 Mo Sales Volume Market Cap Rate Mkt Sale Price/Unit Chg (YOY) 12 MO SALES PRICE Average Lowest Highest Market Cap Rate 6.3%4.0%9.0%5.1% Sale Price/Unit $332.2K $91.8K $396.6K $285K Sale Price $10.3M $1M $138M - Sale vs Asking Price -16.5%-40.2%-4.6%- % Leased at Sale 84.4%0%100%- 12 MO SALES VOLUME Total Lowest Highest Transactions 17 -- Sales Volume $164.8M $1M $138M Properties Sold 17 -- Transacted Units 496 5 348 Average Units 29 5 348 KEY PERFORMANCE INDICATORS SUMMARY Sales volume peaked in 2021 but has since slowed, with annual volume totaling just $50.5 million, in line with pre- pandemic levels. Since 2021, strong tenant demand resulting in significant rent gains has attracted outsized investor interest in Boynton Beach. Double-digit pricing gains in 2021 and further gains in 2022 have highlighted investor appetite for apartments in the area, though higher interest rates pressuring cap rates higher are now slowing pricing gains and transaction activity. One transaction drove most activity in 2023; this involved the sale of the Manor Lantana for around $138 million, or over $396k/unit. The Praedium Group acquired the 4- Star, 348-unit building from Rockpoint in June. The property, which recently delivered in 2021, traded at a premium relative to 4 & 5 Star transactions over the last two years, with an average transaction price of around $360k/unit. All other transactions in the submarket have been much smaller, trading for less than $3 million. 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 2 894 Capital Markets Overview Boynton Beach Multi-Family Boynton Beach multifamily typically trades at a discount, around 20% below the Palm Beach market average as of the second quarter of 2024. Since 2020, transaction pricing growth in Boynton Beach has slightly underperformed the broader Palm Beach market, growing by around 39% versus 40% over the same time period. The average annual transaction price per unit has grown to around $250,000/unit today. Headwinds to occupancy, resulting in slower rent gains over the last few months, should result in a moderation in pricing appreciation in the near future. Due to the changing composition of the submarket's inventory, with around 60% of existing inventory now composed of 4 & 5 Star units up from around 40% back in 2010, most transaction volume has recently been concentrated in 4 & 5 Star assets. Going forward, tight financial conditions will continue to result in slower transaction activity relative to the boom in 2021 and 2022. Additionally, pricing growth will remain muted as softening fundamentals and higher cap rates continue to impact property values. 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 3 895 Capital Markets Overview Boynton Beach Multi-Family MARKET SALE PRICE & TRANSACTION SALE PRICE PER UNIT MARKET CAP RATE & TRANSACTION CAP RATE SALES VOLUME BY TRANSACTION TYPE 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 4 896 Capital Markets Overview Boynton Beach Multi-Family CAP RATE DISTRIBUTION PAST 12 MONTHSSALE PRICE PER UNIT DISTRIBUTION PAST 12 MONTHS CAP RATE BY TRANSACTION TYPESALE PRICE PER UNIT BY TRANSACTION TYPE SOLD UNITS AS % OF TOTAL UNITSCUMULATIVE SALES VOLUME BY YEAR 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 5 897 Capital Markets Overview Boynton Beach Multi-Family ASSET VALUE BY OWNER TYPESALES VOLUME BY BUYER TYPE PAST 12 MONTHS OCCUPANCY AT SALESALE TO ASKING PRICE DIFFERENTIAL PROBABILITY OF SELLING IN MONTHSMONTHS TO SALE 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 6 898 Market Pricing Boynton Beach Multi-Family MARKET CAP RATEMARKET SALE PRICE PER UNIT MARKET CAP RATE BY STAR RATINGMARKET SALE PRICE PER UNIT BY STAR RATING MARKET CAP RATE DISTRIBUTIONMARKET SALE PRICE PER UNIT DISTRIBUTION 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 7 899 Market Pricing Boynton Beach Multi-Family 4-5 STAR MARKET CAP RATE DISTRIBUTION4-5 STAR MARKET SALE PRICE PER UNIT DISTRIBUTION 3 STAR MARKET CAP RATE DISTRIBUTION3 STAR MARKET SALE PRICE PER UNIT DISTRIBUTION 1-2 STAR MARKET CAP RATE DISTRIBUTION1-2 STAR MARKET SALE PRICE PER UNIT DISTRIBUTION 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 8 900 Buying & Selling By Owner Type Boynton Beach Multi-Family SALES VOLUME BY BUYER TYPE SALES VOLUME BY SELLER TYPE NET BUYING & SELLING BY OWNER TYPE 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 9 901 Investment Trends By Buyer & Seller Origin Boynton Beach Multi-Family ASSET VALUE BY OWNER ORIGINSALES VOLUME BY BUYER ORIGIN PAST 12 MONTHS SALES VOLUME BY OWNER ORIGIN Year Sales Volume Bought Sold Net Trans Bought Sold Net Trans Bought Sold Net Trans Total Local National Foreign YTD $11.8M $3.9M $7.8M -$4M $5.9M $3.9M $2M --- 2023 $159.8M $2.8M $9M -$6.2M $157M $150.8M $6.2M --- 2022 $199M $19M $28.5M -$9.4M $177.2M $99.5M $77.6M -$71M -$71M 2021 $968.9M $8.1M $198.6M -$190.5M $956.8M $767M $189.8M --- 2020 $13.9M $6.1M $4.7M $1.4M $7.8M $9.2M -$1.4M --- 2019 $217.9M $61.5M $7.9M $53.6M $155.8M $209.5M -$53.6M --- 2018 $230.9M $4.1M $119.8M -$115.7M $116.3M $110.2M $6.1M $109.7M -$109.7M 2017 $79M $7.8M $10.5M -$2.7M $68M $68.5M -$489K --- 2016 $243.9M $5.5M $31.2M -$25.8M $237.8M $212.6M $25.2M $69.2K $87.5K -$18.3K 2015 $86.6M $4.3M $4M $378K $81.4M $45.8M $35.6M $780K $36.8M -$36M 2014 $97.2M $11.4M $8M $3.4M $85.3M $74.1M $11.2M $510K $15.1M -$14.6M CAP RATE BY BUYER ORIGINSALE PRICE PER UNIT BY BUYER ORIGIN 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 10 902 Submarket Sales Trends Boynton Beach Multi-Family SUBMARKET SALES TRANSACTIONS PAST 12 MONTHS Submarket Name Sales Volume Transactions Transacted Units Avg Units Mkt Cap Rate Mkt Sale Price/Unit West Palm Beach $290,844,520 22 1,326 60 5.0%$305,556 Royal Palm Beach/Wellington $184,544,935 2 685 343 4.7%$300,359 Boynton Beach $164,784,398 17 496 29 5.1%$284,971 Boca Raton $147,787,600 4 313 78 4.8%$380,558 Palm Beach Gardens/Jupiter $119,711,000 5 539 108 4.7%$338,057 Greenacres $75,000,000 3 298 99 5.2%$236,425 Delray Beach $2,500,000 1 8 8 4.7%$384,017 Belle Glade $350,000 1 8 8 7.6%$60,605 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 11 903 Recent Significant Sales Boynton Beach Multi-Family 900 Water Tower Way • Manor Lantana Water Tower Commons • Lantana, FL 33462 Buyer The Praedium Group (USA) Seller Related Development, LLC (USA) +1 Sale Type Investment Sale Date Jun 2023 Sale Price $138M ($396.6K/Unit) Leased 84% Hold Period 29 Months Units 348 Year Built 2021 202 Lucerne Ave Lake Worth, FL 33460 Buyer Ajz Investment Incorporated (USA) Broker Marcus & Millichap Seller Marco & Deborah Seidman (USA) Broker Marcus & Millichap Sale Type Investment Sale Date Aug 2023 Sale Price $2.9M ($219.2K/Unit) Cap Rate 5.9% (Actual) Leased 100% Hold Period 53 Months Units 13 Year Built 1974 400 Waterway Dr Lantana, FL 33462 Buyer Omid Esmailzadegan (USA) Seller Turk Marvin B (USA) Broker Strategic Realty Services, LLC Sale Type Investment Sale Cond High Vacancy Property Sale Date May 2024 Sale Price $2.8M ($154.2K/Unit) Leased 100% Hold Period 20+ Years Units 18 Year Built 1979 901 N F St Lake Worth, FL 33460 Buyer Stephen P Bishop (USA) Seller William Feldkamp (USA) Sale Type Investment Sale Date Aug 2023 Sale Price $2.4M ($150K/Unit) Leased 100% Hold Period 120 Months Units 16 Year Built 1967 1850 Palm Trl Delray Beach, FL 33483 Buyer Joseph Battaglia (USA) Seller Barry Rubin (USA) Sale Type Investment Sale Date Dec 2023 Sale Price $2.4M ($296.9K/Unit) Leased 100% Hold Period 25 Months Units 8 Year Built 1972 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 12 904 Recent Significant Sales Boynton Beach Multi-Family 828 Lake Ave N Delray Beach, FL 33483 Buyer Joseph J Battaglia (USA) Seller Grecia Larkin (USA) +1 Sale Type Investment Sale Date Feb 2024 Sale Price $2.4M ($337.5K/Unit) Leased 94% Hold Period 57 Months Units 7 Year Built 1965 223-231 S Palmway Lake Worth, FL 33460 Buyer Nichole Garcia (USA) Broker ONE Commercial Real Estate Seller Stephen Marcuccio (USA) Broker ONE Commercial Real Estate Sale Type Investment Sale Date Apr 2024 Sale Price $2.3M ($258.9K/Unit) Cap Rate 6.4% (Actual) Leased 93% Hold Period 20+ Years Units 9 Year Built 1947 (Renov 2021) 1741 4th Ave N Lake Worth Beach, FL 33460 Broker Champagne & Parisi Real Estate Seller Travis Mack (USA) Broker RE/MAX Consultants Realty I Sale Type Investment Sale Date Jun 2024 Sale Price $2M ($197.5K/Unit) Cap Rate 6.2% (Actual) Leased 100% Hold Period 20+ Years Units 10 Year Built 1964 1025-1029 S K St • South K Street Apartments Lake Worth, FL 33460 Buyer Harris Markowitz (USA) Seller Michael Herzog (USA) Broker ONE Commercial Real Estate Sale Type Investment Sale Cond Assemblage Sale Date Jun 2023 Sale Price $1.5M ($153K/Unit) Cap Rate 6.4% (Actual) Leased 100% Hold Period 97 Months Units 10 Year Built 1965 1001 S Federal Hwy Lake Worth, FL 33460 Buyer Matthew Ryan (USA) Broker BitRealty Seller Pirkko Pedersen (USA) Broker Platinum Properties Real Estate Inc Sale Type Investment Sale Cond Deferred Maintenance Sale Date Feb 2024 Sale Price $1.3M ($162.5K/Unit) Cap Rate 9.0% (Actual) Leased 94% Hold Period 20+ Years Units 8 Year Built 1958 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 13 905 Recent Significant Sales Boynton Beach Multi-Family 131 S Federal Hwy Lake Worth, FL 33460 Buyer Matthew Ryan (USA) Seller Access USA Realty Inc (USA) Broker BitRealty Sale Type Investment Sale Date Aug 2023 Sale Price $1.3M ($254K/Unit) Leased 0% Hold Period 22 Months Units 5 Year Built 1924 301 S M St Lake Worth, FL 33460 Buyer The MCR Group (USA) Seller Wali Khan (USA) Broker Marcus & Millichap Sale Type Investment Sale Date Sep 2023 Sale Price $1.3M ($251.4K/Unit) Cap Rate 4.0% (Actual) Leased 60% Hold Period 27 Months Units 5 Year Built 1925 320 NE 13th Ave Boynton Beach, FL 33435 Buyer Zagury Scott P.A (USA) Broker Fatherson Realty, Inc. Seller Ljm Investor Group Llc (USA) Broker Fatherson Realty, Inc. Sale Type Investment Sale Date Dec 2023 Sale Price $1.2M ($120K/Unit) Leased 100% Hold Period 48 Months Units 10 Year Built 1957 (Renov 2015) 926 N L St Lake Worth, FL 33460 Buyer Alex J Cohen (USA) Broker Coldwell Banker Hometown Real Estate Seller Karin Lurtz (USA) Broker Coldwell Banker Hometown Real Estate Sale Type Investment Sale Cond Distress Sale,Deferred Maintenance,Hi… Sale Date Dec 2023 Sale Price $1.1M ($137.5K/Unit) Leased 94% Hold Period 20+ Years Units 8 Year Built 1974 214-216 S M St Lake Worth, FL 33460 Buyer Gregory T Chudecke (USA) Broker Keller Williams Realty of the Palm Bea… Seller Jack B. Turner (USA) Broker ONE Commercial Real Estate Sale Type Investment Sale Cond High Vacancy Property,Furniture, Fixtu… Sale Date Oct 2023 Sale Price $1.1M ($210K/Unit) Cap Rate 6.4% (Actual) Leased 0% Hold Period 23 Months Units 5 Year Built 1926 (Renov 2021) 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 14 906 Recent Significant Sales Boynton Beach Multi-Family 915 S Dixie Hwy Lake Worth, FL 33460 Buyer Oleg Alba (USA) Broker The Keyes Company Seller Anil Lakum (USA) Broker The Keyes Company Sale Type Investment Sale Date Apr 2024 Sale Price $1M ($91.8K/Unit) Leased 93% Hold Period 111 Months Units 11 Year Built 1950 (Renov 2016) 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 15 907 Players Boynton Beach Multi-Family TOP OWNERS Company Name Owned Units Owned Props Avg Units 12 Mo Bought 12 Mo Sold 12 Mo Net Trans Olen Properties 1,267 3 422 --- Blackstone Inc.976 3 325 --- Blackstone Real Estate Income Trust,…976 3 325 --- Northland 683 2 341 --- Advenir, Inc.616 2 308 --- Starwood Capital Group 548 1 548 --- Caisse de dépôt et placement du Qué…466 1 466 --- IMT Residential 466 1 466 --- Ivanhoé Cambridge 466 1 466 --- Heitman America Real Estate Trust 456 1 456 --- The Dermot Company 456 1 456 --- The Shidler Group 433 1 433 --- Reath.ai 433 1 433 --- PRG Real Estate Management, Inc.416 1 416 --- Aspen Square Management 404 1 404 --- The NHP Foundation 384 1 384 --- Olympus Properties 360 1 360 --- Morguard Corporation 351 2 175 --- Morguard Investments Limited 351 2 175 --- TIAA 350 1 350 --- Nuveen 350 1 350 --- The Praedium Group 348 1 348 $138,000,000 -$138,000,000 Avanti Residential 341 1 341 --- Compson Associates, Inc.338 1 338 --- Walton Street Capital, LLC 324 1 324 --- Isram Realty & Management Inc.319 1 319 --- Acumen Real Estate II LLC 288 1 288 --- Belcrest Realty Corporation 280 1 280 --- Klingbeil Capital Management 280 1 280 --- Banner Oak Capital Partners, LP 250 1 250 --- Affiliated Development 240 1 240 --- ESG Kullen 219 1 219 --- Waterton 216 1 216 --- MLG Asset Management LLC 214 1 214 --- Sunny Side In Florida LLC 201 7 28 --- Affiliated Development 200 1 200 --- Yuksel, Inc.196 2 98 --- CalPERS 188 1 188 --- GID Investment Advisors LLC 188 1 188 --- Preston Giuliano Capital Partners 127 1 127 --- Robbins Property Associates, LLC 127 1 127 --- Preston Giuliano Capital Partners 127 1 127 --- 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 16 908 Players Boynton Beach Multi-Family TOP BUYERS PAST 12 MONTHS Company Name Sales Volume Transactions Transacted Units Avg Units Cap Rate Sale Price/Unit The Praedium Group $138,000,000 1 348 348 -$396,552 Ajz Investment Incorporated $2,850,000 1 13 13 5.9%$219,231 Omid Esmailzadegan $2,775,000 1 18 18 -$154,167 Matthew Ryan $2,570,000 2 13 7 9.0%$197,692 Stephen P Bishop $2,400,000 1 16 16 -$150,000 Joseph Battaglia $2,375,000 1 8 8 -$296,875 Joseph J Battaglia $2,362,500 1 7 7 -$337,500 Nichole Garcia $2,330,000 1 9 9 6.4%$258,889 Harris Markowitz $1,530,000 1 10 10 6.4%$153,000 The MCR Group $1,256,898 1 5 5 4.0%$251,380 Zagury Scott P.A $1,200,000 1 10 10 -$120,000 Alex J Cohen $1,100,000 1 8 8 -$137,500 Gregory T Chudecke $1,050,000 1 5 5 6.4%$210,000 Oleg Alba $1,010,000 1 11 11 -$91,818 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 17 909 Players Boynton Beach Multi-Family TOP SELLERS PAST 12 MONTHS Company Name Sales Volume Transactions Transacted Units Avg Units Cap Rate Sale Price/Unit Related Development, LLC $69,000,000 1 174 174 -$396,552 Rockpoint $69,000,000 1 174 174 -$396,552 Marco & Deborah Seidman $2,850,000 1 13 13 5.9%$219,231 Turk Marvin B $2,775,000 1 18 18 -$154,167 William Feldkamp $2,400,000 1 16 16 -$150,000 Barry Rubin $2,375,000 1 8 8 -$296,875 Stephen Marcuccio $2,330,000 1 9 9 6.4%$258,889 Travis Mack $1,975,000 1 10 10 6.2%$197,500 Michael Herzog $1,530,000 1 10 10 6.4%$153,000 Pirkko Pedersen $1,300,000 1 8 8 9.0%$162,500 Access USA Realty Inc $1,270,000 1 5 5 -$254,000 Wali Khan $1,256,898 1 5 5 4.0%$251,380 Ljm Investor Group Llc $1,200,000 1 10 10 -$120,000 Grecia Larkin $1,181,250 1 3 3 -$393,750 Kenneth J Goodman $1,181,250 1 3 3 -$393,750 Karin Lurtz $1,100,000 1 8 8 -$137,500 Jack B. Turner $1,050,000 1 5 5 6.4%$210,000 Anil Lakum $1,010,000 1 11 11 -$91,818 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 18 910 Players Boynton Beach Multi-Family TOP BROKERS PAST 12 MONTHS Company Name Sales Volume Transactions Transacted Units Avg Units Cap Rate Sale Price/Unit ONE Commercial Real Estate $7,240,000 4 33 8 6.4%$219,394 Marcus & Millichap $6,956,898 3 31 10 5.2%$224,416 Keller Williams Realty $3,450,000 3 25 8 6.4%$138,000 The Keyes Company - Commercial Sales &…$3,320,000 3 30 10 9.0%$110,667 Strategic Realty Services, LLC $2,775,000 1 18 18 -$154,167 BitRealty $2,570,000 2 13 7 9.0%$197,692 Anywhere $2,200,000 2 16 8 -$137,500 Champagne & Parisi Real Estate $1,975,000 1 10 10 6.2%$197,500 RE/MAX $1,975,000 1 10 10 6.2%$197,500 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 19 911 Appendix Boynton Beach Multi-Family OVERALL SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----447-$370,293 4.7% 2027 -----412-$341,516 4.9% 2026 -----380-$314,979 5.1% 2025 -----352-$291,700 5.3% 2024 -----337-$279,497 5.2% YTD $11.8M6 0.4%$186,548$1,958,750 3447.2%$284,971 5.1% 2023 $159.8M18 4.8%$343,692$11,415,493 3385.2%$280,117 5.0% 2022 $199M29 4.8%$312,376$8,651,470 3624.7%$299,759 4.5% 2021 $968.9M44 25.9%$304,127$26,915,218 3745.8%$309,833 4.1% 2020 $13.9M15 1.3%$89,461$1,155,543 2766.5%$228,931 4.9% 2019 $217.9M35 12.6%$180,049$7,780,689 2486.7%$205,557 5.2% 2018 $230.9M24 12.3%$157,938$10,995,488 2256.5%$186,081 5.5% 2017 $79M32 4.1%$206,686$3,588,818 2127.0%$176,100 5.5% 2016 $243.9M28 12.8%$180,397$11,086,226 2017.6%$166,638 5.6% 2015 $86.6M18 7.5%$112,858$5,770,800 1927.9%$159,094 5.6% 2014 $97.2M17 10.1%$91,529$6,075,250 1727.9%$142,776 5.8% 2013 $128.7M24 11.5%$118,721$6,434,679 1557.8%$128,226 6.2% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 4 & 5 STAR SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----467-$423,816 4.2% 2027 -----430-$390,346 4.4% 2026 -----396-$359,525 4.6% 2025 -----366-$332,538 4.8% 2024 -----351-$318,487 4.8% YTD -----358-$324,841 4.6% 2023 $138M2 6.5%$396,552$138,000,000 351-$318,692 4.6% 2022 $162M3 5.2%$379,274$53,983,333 3763.7%$341,661 4.1% 2021 $895.5M8 37.9%$328,995$127,932,143 3853.5%$350,035 3.8% 2020 -----290-$263,397 4.4% 2019 $190.1M4 19.1%$197,969$63,350,000 2614.5%$236,932 4.7% 2018 $206.4M5 19.1%$169,558$41,270,471 2384.7%$216,458 4.9% 2017 $60.4M1 3.4%$321,011$60,350,000 2254.6%$204,766 5.0% 2016 $133.4M2 11.6%$221,512$66,675,000 2135.3%$193,423 5.0% 2015 $35.5M1 4.4%$165,888$35,500,000 2014.8%$182,874 5.1% 2014 $32M1 8.4%$79,208$32,000,000 1796.5%$162,574 5.3% 2013 $117.1M3 20.2%$141,106$39,039,340 1604.8%$145,116 5.6% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 20 912 Appendix Boynton Beach Multi-Family 3 STAR SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----436-$353,876 4.6% 2027 -----402-$326,285 4.8% 2026 -----371-$300,881 5.1% 2025 -----344-$278,800 5.2% 2024 -----330-$267,558 5.2% YTD $2.3M1 0.3%$258,889$2,330,000 3376.4%$273,462 5.1% 2023 $1.2M1 0.2%$191,667$1,150,000 3324.8%$269,219 5.0% 2022 $11.6M6 1.9%$187,153$1,933,917 3494.2%$283,396 4.5% 2021 $24.3M6 5.1%$154,082$4,869,000 3686.6%$298,030 4.1% 2020 $4.3M3 1.3%$102,448$1,434,267 2605.4%$210,954 4.9% 2019 $10.4M10 3.0%$124,774$1,294,531 2336.7%$188,630 5.3% 2018 $5.8M4 0.9%$231,000$1,925,000 2045.8%$165,102 5.6% 2017 $2.3M2 0.8%$86,538$1,125,000 1937.0%$156,275 5.7% 2016 $99.9M4 18.5%$170,460$24,972,433 183-$148,058 5.8% 2015 $38M3 10.9%$109,827$12,666,667 1786.5%$144,660 5.7% 2014 $45.6M3 12.9%$111,280$15,208,333 1635.6%$132,044 5.9% 2013 $445K1 0.3%$55,625$445,000 14811.0%$119,909 6.2% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 1 & 2 STAR SALES Completed Transactions (1) Turnover Avg Price/UnitDealsVolumeYear Market Pricing Trends (2) Avg Price Price IndexAvg Cap Rate Price/Unit Cap Rate 2028 -----366-$216,020 6.3% 2027 -----341-$201,145 6.5% 2026 -----317-$187,225 6.7% 2025 -----296-$174,544 6.9% 2024 -----283-$167,084 6.9% YTD $9.4M5 2.1%$174,491$1,884,500 2877.6%$168,981 6.7% 2023 $20.7M15 5.2%$186,188$1,722,242 2845.2%$167,542 6.6% 2022 $25.4M20 7.5%$171,826$1,816,450 3125.1%$184,201 5.9% 2021 $49.1M30 14.2%$160,385$2,044,911 3285.8%$193,172 5.4% 2020 $9.6M12 5.4%$84,635$1,062,635 2386.8%$140,594 6.3% 2019 $17.5M21 7.4%$104,509$1,026,650 2146.9%$125,977 6.8% 2018 $18.8M15 9.4%$85,354$1,444,454 1968.3%$115,853 7.0% 2017 $16.4M29 9.6%$97,345$860,737 1867.5%$109,869 7.1% 2016 $10.7M22 8.4%$64,983$666,078 1788.0%$104,839 7.2% 2015 $13.1M14 8.9%$63,101$1,187,455 1729.0%$101,161 7.1% 2014 $19.6M13 9.9%$78,948$1,631,583 1578.3%$92,638 7.4% 2013 $11.1M20 11.5%$45,246$695,659 1438.7%$84,200 7.9% (1) Completed transaction data is based on actual arms-length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market, informed by actual transactions that have occurred. 6/14/2024© 2024 CoStar Group - Licensed to Fishkind Litigation Services - 1278541 Page 21 913 ABRAMSON & ASSOCIATES, Inc. Real Estate and Public-Private Development Advisory Services 113 Chestnut Street / Newton, MA 02465 / tel: (617) 965-4545 / fax: (617) 965-5431 /www.abramsonassoc.com MEMORANDUM TO: Timothy Tack, P.E., Assistant Director Boynton Beach Community Redevelopment Agency FROM: Barry Abramson SUBJECT: Evaluation of a TIF Request for Town Square Residential/Mixed-Use Project (South and North Parcels) DATE: December 20, 2024 _______________________________________________________________________ EXECUTIVE SUMMARY This memorandum summarizes our evaluation of a Tax Increment Financing (TIF) request by Time Equities, Inc. for the above-referenced proposed project. The project is to occupy the blocks to the south and north of the City’s civic complex and is subject to a March, 2023 development agreement and parking lease between the developer and the City, specifying matters such as building program, timing, and arrangements for City parking. The project comprises two distinct projects to be built in two phases with a combined total of 898 rental apartments, 23,594 square feet of retail space and 2,039 garage parking spaces. 473 spaces are to be allocated to the City – 363 for the City’s exclusive use and 110 on a non-exclusive basis for the City’s use between 7:30 AM and 6:30 PM on weekdays. The proposal calls for the first phase project, to be built on the South parcel, to start construction no later than July 1, 2026 (versus May 1, 2030 in the current development agreement)1. This phase has an estimated total development cost of $236,000,000 (in $2024 2) and includes 465 apartments, 6,686 square feet of retail space and a 1,005-space garage, of which 224 spaces are allocated to the City – 171 exclusive and 53 non-exclusive. The second phase project, to be built on the North parcel, is proposed to start construction by July 1, 2032 (versus no required start date in the current development agreement). This phase, estimated to cost $235,000,000 (in $2024), is to include 433 apartments, 16,908 square feet of retail space and a 1,034-space garage, of which 249 spaces are to be allocated to the City – 192 exclusive and 57 non-exclusive. The developer requests a two-phase TIF award to fill the gap caused by currently challenging market conditions including increases in construction costs, operating expenses and particularly interest rates. The requested award is $20,000,000 for Phase 1 and $15,200,000 for Phase 2 in the form of 95% of the total tax increment revenue, i.e. 100% of the CRA 1 The required construction completion date in both the current agreement and developer’s proposal would be 24 months following the required construction start date 2 In today’s dollars if construction were to start at report date 914 2 share, generated by each project until the total amounts for each phase are reached, anticipated to be in approximately ten years for Phase 1 and seven years for Phase 2. The proposed awards would yield a leverage on private investment ($2024) of almost 12:1 and 16:1, respectively. Based upon our evaluation, we consider the developer’s assumptions, generally, to be in a range of reasonableness and that, in the current development market, the project has a feasibility gap that would justify the requested TIF awards, subject to the qualifications discussed below and more fully later in this transmittal. It is important to note that relatively small variations in assumptions and/or improvements in the development market over the time prior to construction financing could significantly reduce or, possibly, eliminate the need for subsidy. While this applies to Phase 1, which would be required to start construction within one and a half years, it is a particular concern relative to Phase 2, which, likely, would not start construction until significantly later. Accordingly, the CRA may wish to consider granting a TIF award only for Phase 1 and having the developer return for an evaluation of need at such time as the construction start and development economics of Phase 2 come into clearer focus, so as to lessen the chance of providing TIF funding not actually required for feasibility. Whether TIF is awarded for one or both phases, the CRA may wish to explore structuring opportunities that might result in reducing the TIF award should construction and/or other development costs ultimately come in lower than preliminary estimates or other development market conditions improve prior to construction start. CRA incremental revenues from the Phase 1 project after the proposed TIF rebate are estimated at approximately $2,400,000 in 2039 and to total $15,600,000 through the CRA sunset in 2044, with a present value at January, 2025 estimated at $7,900,000. The City is estimated to receive total incremental tax revenues from the Phase 1 project of $111,000,000 over 50 years of the property’s operation (i.e. through 2078). As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of January, 2025 is estimated at only $1,900,000. Should the proposed TIF award be made for Phase 2, the financial effect to the CRA would vary based on its timing. If construction were to commence three years following that of Phase 1, so the two TIF rebates would end at the same time, the financial effect to the CRA and City would be approximately the same as that estimated for Phase 1. 915 3 PUBLIC BENEFITS In addition to TIF and tax revenue, the developer asserts the project would provide the following direct public benefits: • The value of the parking spaces to be allocated to the City o The developer attributes a value based on the cost the City would incur if it were to develop them of $12,300,000 in Phase 1 and $13,700,000 in Phase 2 o We adjust the capital value at $10,400,000 for Phase 1 and $11,600,000 for Phase 2 after accounting for the lower proportionate allocated usage of the non-exclusive spaces o The developer also claims parking revenues the City would realize from these spaces (which we estimate after operating expenses at $278,000 ($2024) for Phase 1 and somewhat more for Phase 2) as a benefit though consideration of net revenues would be a double counting with capital value o It is also noted that the developer is obligated to continue to provide surface parking for the City on the North parcel until the City parking in the Phase 1 project is available o See section on public parking starting on at page 13 • Payment to the Workforce Housing Fund of $2,250,000 per phase o While this is a required compensation for the project being allowed higher density, it certainly is a benefit provided by the project • Impact and other fees totaling $13,800,000 split approximately evenly between the two phases o This includes the required public art fee of $1,000,000 front-loaded in Phase 1 o More than half of this amount is attributable to the county o Relative to the remainder, the City is the best judge of the extent, if any, they would yield a net financial benefit rather than simply offsetting actual City costs attributable to the development • Streetscape improvements of $3,000,000 split between the two phases o The CRA and City are best positioned to determine the extent to which these improvements are standard or above and beyond the normal requirements and customary contributions of a project of this nature. • Settlement payment of $5,000,000 to City which was made by the previous owner from the proceeds of its sale of the land to TEI o While this pass-through payment benefited the City, it compensation that has already realized by the City, not conditioned on the project proceeding due to a TIF award 916 4 In addition to direct impacts, the project would generate indirect impacts in the form of employment and economic activity, i.e. spending in the local and regional economy during and post-construction. An economic and fiscal impact analysis performed on behalf of the developer by Fishkind Litigation Services estimates that the two-phase project would generate 426 full-time equivalent (FTE) jobs and $38,000,000 in economic activity during construction and 340 FTE jobs and $34,000,000 of spending annually following completion. However, the report does not provide an estimate of how much of this would be spent in Boynton Beach, which is the chief concern of the CRA and City. Finally, a major public benefit of the project will be completing the City and CRA’s vision for Town Square, creating an attractive and vibrant focal point for civic life. EVALUATION OF PROJECT NEED FOR THE TIF AND FINANCIAL EFFECT TO CRA AND CITY We evaluated the developer’s pro forma, researched and reviewed publicly available market data and insights, held conversations with the developer and its advisor(s), 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. The developer estimates that in order to finance the Phase 1 project under current market conditions, it will need an annual TIF rebate of approximately $2,000,000 annually in order to achieve a “trended” return on cost of 6.5% and for this TIF rebate to continue for ten years (for a total of $20,000,000) through the term of an initial permanent financing, with the anticipation that revenues can rise above standard inflation estimate to offset the expiration of the TIF rebate at that time. A similar set of assumptions underlies the developer’s request for a $15,200,000 TIF award for the Phase 2 project, though the approximately $2,000,000 annual TIF rebate would be provided over approximately seven years. It is noted that the developer’s TIF award requests are significantly less than the amounts estimated to be required in a June, 2024 report by Fishkind Litigation Services – $34,000,000 for Phase 1 and $24,000,000 for Phase 2. The present evaluation is based on the analysis of updated pro forma information provided by the developer, as this is the basis for the developer’s TIF proposal and includes many assumptions that have been refined in the six months since the Fishkind analysis. Trended return on cost is the net operating income of the project (prior to debt) expressed in future/inflated dollars divided by the total development cost. Note, this is different from an “untrended” return on cost in which stabilized net operating income in today’s uninflated dollars is divided by the development cost. We consider untrended return on cost to be an appropriate metric to estimate feasibility/required gap. This is a common measure of development feasibility and 917 5 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, assuming escalation of operating cash flow at a reasonable constant inflation rate. This return on cost is higher than what would have been required at the peak of the market a couple of years ago. Required rates of return may 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. We note that long term rates, which had been gradually declining over the past year, have recently edged up slightly. A slight variation in the required return on cost would have significant implications for the required subsidy amount, as would variations in development cost or elements of net operating income. Trended return on cost, used by the developer as a threshold for feasibility/financeability, adds the vagary of inflation, but is also a valid measure, understanding that it would need to be higher than the untrended return. Accordingly, our analysis estimates both trended and untrended return on cost – the former, as it is the threshold metric proposed by the developer, and the latter, as a check. Our evaluation of the developer’s Phase 1 assumptions revealed the following major points: • Estimated development costs of $507,000 per unit are higher than we have seen on recent projects, but this is, to a significant extent, due to cost premiums including the added cost of the large number of City parking spaces being provided, the high land price, and the Work Force Housing Contribution. • The relatively high construction cost is based on an estimate by an experienced construction company, though this warrants review upon more refined cost estimation and contracting. • Revenue estimates, based primarily on apartment rents at $3.25 per square foot in $2024, are within the range of reasonableness • Real estate tax estimates were prepared by a third party consultant specializing in this area and equate to a taxable assessed value of $317,000 per unit in $2024, which is reasonable relative to valuation of comparable properties • Operating expenses, prior to taxes and direct assessments, at $9,300 per unit and 23% of effective gross income are higher than what we’ve seen estimated for other projects, but have been estimated by an experienced third party property manager and are consistent with the operating experience of a similar property in the market 918 6 owned by the developer, reflecting the generally accepted understanding that expenses have been increasing at a challenging rate. • The assumed 3% annual inflation applied to revenues and expenses in the trended analysis is considered reasonable. Based on the above, we consider the developer’s assumptions, generally, to provide a reasonable basis for assessing the property’s financial performance, while noting that relatively small variations within the range of reasonableness of these elements of the pro forma can have a dramatic impact on the amount of subsidy required. We made various adjustments to the pro forma, the primary ones being: • We accepted the developer’s revised estimate of the number of parking spaces available for rental to tenants as second spaces at 231. • We added some parking revenue attributable to evening and weekend usage of the 53 non-exclusionary spaces the private owner would control at those times at an average of $3.00 per day. • We incorporated our preliminary estimate of the City’s operating expense payment ($150,000 in $2024) which was not included in the developer’s pro forma • We incorporated the 2024 millage rates • We excluded direct assessments from the amount subject to Tax Increment Financing, reducing the TIF amount Based on the above, our analysis of Phase 1, presented on the following page, indicates a trended return on cost of 5.73% without the TIF. With the addition of the TIF rebate, equaling an estimated $1,768,000 in 2029, the trended return on cost is 6.48%. close to the developer’s 6.5% target. The corresponding untrended return on cost at 4.94% without the TIF and 5.59% with the TIF, which is $1,525,000 in $2024. Note that the untrended return is significantly lower than the 6.0% we would normally consider to be the target threshold. The developer’s expectation that it can finance the project at this rate of return is assumed to be based upon the anticipation that revenues may rise in the near- and/or long-term above the average annual 3% increase assumed in the analysis, or, perhaps, finding efficiencies in construction or other development costs, operating expenses, or financing rates which could lift the return. Our TIF analysis, presented later in this transmittal, estimates CRA incremental revenues from the Phase 1 project after the proposed TIF rebate at $2,400,000 in 2039 and to total $15,600,000 through the CRA sunset in 2044, with a present value at January, 2025 estimated at approximately $7,900,000, based on a 4% discount rate. 919 7 The City is estimated to receive total incremental tax revenues from the Phase 1 project of $111,000,000 over 50 years of the property’s operation (i.e. through 2078). As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of January, 2025 is estimated at only $1,900,000. 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. Financial Feasibility/Gap Analysis Untrended $2024 Trended $2029 Development Cost 3.0%annual inflation Acquisition Cost $22,000,000 $22,000,000 Total Hard Costs $153,000,000 $153,000,000 $60,873,244 $60,873,244 Total Development Cost $235,873,244 $235,873,244 Stabilized Operating Income Apartment Rental $17,478,474 $20,262,342 Parking (2nd Space) Rental & Nonexclusive Meter Rev $335,235 $388,629 Other Residential Income $1,709,630 $1,981,930 Gross Potential Residential Revenue $19,523,339 $22,632,901 Less Vacancy ($976,167)($1,131,645) Residential Effective Gross Income $18,547,172 $21,501,256 Retail Rent (after 5% vacancy)$222,310 $257,718 Effective Gross Income $18,769,482 $21,758,973 Operating Expenses Excluding Taxes & Direct Assessmts $4,335,080 $5,025,546 Direct Assessments $90,250 $104,625 RE Tax after 4% early payment discount $2,838,660 $3,290,785 Total Tax & Operating Expenses $7,263,990 $8,420,956 Less City Payment for Share Garage Operating Expenses ($150,000)($173,891) Total Tax & Operating Expenses $7,113,990 $8,247,065 Net Operating Income $11,655,491 $13,511,909 Required Subsidy Analysis Without Subsidy With Subsidy Without Subsidy With Subsidy Net Operating Income Before TIF Rebate $11,655,491 $11,655,491 $13,511,909 $13,511,909 Plus TIF Rebate $0 $1,525,415 $0 $1,768,374 Adjusted NOI with TIF $11,655,491 $13,180,906 $13,511,909 $15,280,283 Development Cost $235,873,244 $235,873,244 $235,873,244 $235,873,244 4.94%5.59%5.73%6.48% Soft & Other Costs (Incl Predev, Dev OH&Fee, Impact & Other Fees, Owner Hard Contingency, TI, Financing Costs, Lease-Up) The estimated development cost, operating income and tax and incremental TIF revenues of Phase 2 nearly mirror that of Phase 1, as would the nature and annual amount of the developer’s proposed annual TIF rebate. Accordingly, the annual financial need estimated for Phase 1 would also apply to Phase 2, assuming a continuation of current market conditions. The developer’s request for only seven years of TIF rebate for Phase 2 reflects its expectation that rents will have risen above standard inflation by the rebate period, which would likely be approximately the same time as or later than the end of Phase 1’s ten-year TIF period. 920 8 If construction were to start in three years following Phase 1’s construction start – say mid- 2029 (which is three years before Phase 2’s outside construction start date), the TIF would expire at approximately the same time as Phase 1, resulting in financial effects to the CRA and City of comparable amounts as generated by Phase 1. If TIF Not Awarded As the CRA considers this TIF request, an obvious question is what will happen if it is not granted to both phases or only granted to Phase 1. There is a possibility that, in the coming year and half prior to the Phase 1 outside construction start date, 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, there would be a reasonable chance that the developer could be able to make the 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. 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. Relative to Phase 2, the developer contends that securing the TIF award for this phase well in advance of its likely construction start would enhance its financing efforts and increase the chance of it starting Phase 2 earlier. As a practical matter, given the large number of units to be absorbed in Phase 1, it is highly questionable whether the developer would start Phase 2 construction before completion of Phase 1, i.e. before mid-2028. It would be exceedingly speculative to predict development market conditions that far in advance. The market may still be in need of TIF subsidy of some amount, which might or might not be the amount being proposed to be locked in now, but it also may have returned to equilibrium, not requiring TIF. POSSIBLE STRUCTURING CONCEPTS If the CRA decides to award a TIF at this time for Phase 2, it might consider significantly tightening the outside construction start date, perhaps to mid-2027, to provide a real spur to full development happening sooner than it might otherwise. This date would be doable with Phase 1 construction likely starting prior to the outside date and its garage being available for City parking in advance of interior construction of residential/commercial space to accommodate the shift of City parking from the North parcel. 921 9 If the CRA decides to grant a TIF to one or both phases, it may wish to explore options for structuring the award so the amount 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, 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 next few years the developer proposes the TIF allow for it to start construction of Phase 2, there may be opportunities to adjust the TIF 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. 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 – twelve months following TIF approval, but could kick in if the project does not start till later in the proposed allowed timeframes. A few concepts that could be explored with the developer are: • Reduce TIF award by amount (or percentage thereof) if actual construction cost (with agreed upon escalation adjustment) is less than currently estimated. This can be determined upon construction contracting and, again, at completion of construction. • Reduce TIF award by amount (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 TIF award by some negotiated factor relative to some verifiable measure of financing rates or treasury bond yields which would impact market required rate of return on cost. • Adjust TIF award on ongoing basis by means of a participation in excess return in cash flow and capital events. 922 Town Square Phase 1 - South Parcel Year of operation:1 2 3 4 5 6 7 8 PROPOSED TIF INCENTIVE CASH FLOW Calendar Year:2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 Annual Escalation Rate:0.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment Improvements - $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land 11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $13,244,706 $13,642,047 $14,051,309 $14,472,848 $14,907,034 $15,354,245 Total $11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $13,244,706 $13,642,047 $14,051,309 $14,472,848 $14,907,034 $15,354,245 Ad Valorem Taxes Prior to Development Improvements - $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land 220,011 $226,612 $233,410 $240,413 $247,625 $255,054 $262,705 $270,586 $278,704 $287,065 $295,677 Total 220,011 $226,612 $233,410 $240,413 $247,625 $255,054 $262,705 $270,586 $278,704 $287,065 $295,677 Estimated Assessed/Taxable Value of Completed Project $147,409,059 $151,831,330 $156,386,270 $161,077,858 $165,910,194 $170,887,500 $176,014,125 $181,294,549 $186,733,385 $192,335,387 $198,105,448 pre-construction pre-construction preconstrn/constrn construction constr/pre-stablztn % Valuation of Completed Stabilized Project (if 0%, Prior AV)0%0%0%0%0%100%100%100%100%100%100% Taxable Value of Project $11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $170,887,500 $176,014,125 $181,294,549 $186,733,385 $192,335,387 $198,105,448 Est RE Tax After Development $2,838,660 $2,923,820 $3,011,534 $3,101,880 $3,194,937 $3,290,785 $3,389,508 $3,491,193 $3,595,929 $3,703,807 $3,814,921 Project Incremental Value $0 $0 $0 $0 $0 $157,642,794 $162,372,078 $167,243,240 $172,260,537 $177,428,353 $182,751,204 City TIF Contribution @ Millage Rate =7.80 $0 $0 $0 $0 $0 $1,121,408 $1,155,050 $1,189,702 $1,225,393 $1,262,154 $1,300,019 County Contribution @ Millage Rate =4.50 $0 $0 $0 $0 $0 $646,966 $666,375 $686,366 $706,957 $728,166 $750,011 TIF Revenue Created by Project 12.30 $0 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 0.61 TIF Award @ Award Factor =100%$0 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 Cummulative of Above $0 $0 $0 $0 $1,768,374 $3,589,799 $5,465,867 $7,398,216 $9,388,537 $11,438,567 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 @ Award Factor % up to Total $ Amount 100%$20,000,000 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 NPV to TCO - 1/1/27 @ 4.0%$14,888,000 NPV to 1/1/25 @ 4.0%$13,764,000 Total Remaining with CRA $15,645,000 $0 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 4.0%$8,531,000 NPV to 1/1/25 @ 4.0%$7,887,000 5% of City Operating Millage Retained by City *$1,782,000 $0 $0 $88,419 $91,071 $93,803 $96,617 $99,516 $102,501 NPV to TCO - 1/1/27 @ 4.0%$1,171,000 NPV to 1/1/25 @ 4.0%$1,083,000 City Tax After CRA Sunset @ City Millage *7.80 109,355,000 $0 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 6.0%$966,000 NPV to 1/1/25 @ 6.0%$860,000 Total City Before & After CRA Sunset $111,137,000 NPV to TCO - 1/1/27 @ $2,137,000 NPV to 1/1/25 @ $1,943,000 * Not including City Operating Millage on base (pre-project) value Total Tax Millage 20.0594 Early payment discount 4% TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount Proposed Incentive Award = Award Factor x TIF Revenue created by Project 923 11 Town Square Phase 1 - South Parcel Year of operation:9 10 11 12 13 14 15 16 17 18 19 PROPOSED TIF INCENTIVE CASH FLOW Calendar Year:2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 Annual Escalation Rate:3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment Improvements $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land $15,814,872 $16,289,318 $16,777,998 $17,281,338 $17,799,778 $18,333,771 $18,883,784 $19,450,298 $20,033,807 $20,634,821 $21,253,865 Total $15,814,872 $16,289,318 $16,777,998 $17,281,338 $17,799,778 $18,333,771 $18,883,784 $19,450,298 $20,033,807 $20,634,821 $21,253,865 Ad Valorem Taxes Prior to Development Improvements $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land $304,547 $313,684 $323,094 $332,787 $342,771 $353,054 $363,645 $374,555 $385,791 $397,365 $409,286 Total $304,547 $313,684 $323,094 $332,787 $342,771 $353,054 $363,645 $374,555 $385,791 $397,365 $409,286 Estimated Assessed/Taxable Value of Completed Project $204,048,612 $210,170,070 $216,475,172 $222,969,427 $229,658,510 $236,548,266 $243,644,714 $250,954,055 $258,482,677 $266,237,157 $274,224,272 % Valuation of Completed Stabilized Project (if 0%, Prior AV)100%100%100%100%100%100%100%100%100%100%100% Taxable Value of Project $204,048,612 $210,170,070 $216,475,172 $222,969,427 $229,658,510 $236,548,266 $243,644,714 $250,954,055 $258,482,677 $266,237,157 $274,224,272 Est RE Tax After Development $3,929,369 $4,047,250 $4,168,668 $4,293,728 $4,422,539 $4,555,216 $4,691,872 $4,832,628 $4,977,607 $5,126,935 $5,280,743 Project Incremental Value $188,233,740 $193,880,752 $199,697,175 $205,688,090 $211,858,733 $218,214,495 $224,760,929 $231,503,757 $238,448,870 $245,602,336 $252,970,406 $1 City TIF Contribution @ Millage Rate =7.80 $1,339,020 $1,379,190 $1,420,566 $1,463,183 $1,507,078 $1,552,291 $1,598,859 $1,646,825 $1,696,230 $1,747,117 $1,894,242 County Contribution @ Millage Rate =4.50 $772,511 $795,687 $819,557 $844,144 $869,468 $895,552 $922,419 $950,091 $978,594 $1,007,952 TIF Revenue Created by Project 12.30 $2,111,531 $2,174,877 $2,240,123 $2,307,327 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 $1,894,242 0.61 TIF Award @ Award Factor =100%$2,111,531 $2,174,877 $2,240,123 $2,307,327 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 $1,894,242 Cummulative of Above $13,550,097 $15,724,974 $17,965,097 $20,272,424 $22,648,970 $25,096,813 $27,618,091 $30,215,008 $32,889,832 $35,644,901 $37,539,143 $2,111,531 $2,174,877 $2,240,123 $2,307,327 $0 $0 $0 $0 $0 $0 $0 @ Award Factor % up to Total $ Amount 100%$20,000,000 $2,111,531 $2,174,877 $2,240,123 $2,034,903 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 4.0%$14,888,000 0% NPV to 1/1/25 @ 4.0%$13,764,000 Total Remaining with CRA $15,645,000 $0 $0 $0 $272,424 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 NPV to TCO - 1/1/27 @ 4.0%$8,531,000 NPV to 1/1/25 @ 4.0%$7,887,000 5% of City Operating Millage Retained by City *$1,782,000 $105,577 $108,744 $112,006 $115,366 $118,827 $122,392 $126,064 $129,846 $133,741 $137,753 NPV to TCO - 1/1/27 @ 4.0%$1,171,000 NPV to 1/1/25 @ 4.0%$1,083,000 City Tax After CRA Sunset @ City Millage *7.80 109,355,000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,894,242 NPV to TCO - 1/1/27 @ 6.0%$966,000 NPV to 1/1/25 @ 6.0%$860,000 Total City Before & After CRA Sunset $111,137,000 NPV to TCO - 1/1/27 @ $2,137,000 NPV to 1/1/25 @ $1,943,000 * Not including City Operating Millage on base (pre-project) value Total Tax Millage 20.0594 Early payment discount 4% TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount Proposed Incentive Award = Award Factor x TIF Revenue created by Project 924 12 PUBLIC PARKING The Phase 1 project is proposed to include 224 spaces to be allocated to the City – 171 for its exclusive use and 53 for the City’s use between 7:30 AM and 6:30 PM on weekdays. Note, the proposed number of non-exclusive use and total spaces are 12 less than specified in the lease, with that amount to be made up in the second phase, representing a proposed revision to the lease. The Phase 2 project is proposed to include 249 spaces allocated to the City – 192 on an exclusive basis and 57 for its use during the above-specified hours. Note, the non-exclusive and total proposed for Phase 1 are 12 less than the number specified in the lease, with that amount to be made up in the second phase, representing a proposed revision to the lease. The developer attributes a value to the CRA for the public spaces based on capital cost (including land, hard and soft costs) if the CRA or City were to develop a garage of $55,000 per space and applies this to the total number of exclusive and non-exclusive use City spaces for a total of $26,000,000 – $12,300,000 for the Phase 1 project and $13,700,000 for Phase 2. The above and following estimates in this section are expressed in $2024. Adjusting the attributed value of the non-exclusive spaces using the ratio (33%) specified in the lease for calculating the City’s operating expenses (see following paragraph), yields an attributed value of $10,400,000 for the Phase 1 project and $11,600,000for Phase 2 for a total of $22,000,000. As specified in the lease, the private project owner will retain ownership and responsibility for managing, operating and maintaining the spaces. The City shall be entitled to all revenue from the spaces under its control and pay a proportionate share of garage operating expenses. For purposes of the latter, the number of City spaces is defined as 100% of the exclusive spaces plus 33% of the non-exclusive spaces (33% based on the number of hours per week of City control divided by total hours per week). Operating expenses attributable to the garage are defined as including real estate taxes. The developer proposes an allocation of proportionate garage operating expenses for Phase 1 of $216,000 ($335,000 less proportionate share of the TIF rebate) and $219,000 ($343,000 less proportionate share of TIF rebate) for Phase 2. The determination of the percentage of the project’s operating costs attributable to the garage should be the subject of a detailed analysis, but, generally, the developer’s proposed allocation of operating expenses other than insurance and property taxes pass a preliminary test of reasonableness. However, the developer’s basing the allocation of the total property’s insurance and taxes attributable to the garage on its proportionate share of the overall project gross square footage (37% in Phase 1) is not considered to be reasonable. These expenses are based on factors including replacement cost and value and, clearly, a square foot of finished residential/commercial space would have a considerably higher replacement cost and value than a square foot of garage. 925 13 Prior to more detailed analysis, we consider a reasonable basis (at least a starting point) for allocating these costs would be the hard cost attributable to each of these components. The developer has suggested garage hard cost might be in the range of $25,000 - $30,000 per space. Applying the high end of this range to the effective number of City spaces and dividing this by the developer’s estimated total hard cost for the project yields a percentage of 19.7% for Phase 1. Real estate tax and TIF rebate are also adjusted based on our estimates. These adjustments result an operating cost allocation to the City for Phase 1 of $150,000 ($206,000 less proportionate share of the TIF rebate). The developer’s and adjusted estimates for Phase 1 are presented on the following page. The operating expense payment for Phase 2 would be a similar amount. A conversation with the County property appraiser did not provide clear direction as to whether or not taxable value would be assessed against the City spaces. This is a matter that likely may not be determined until after the appraiser gives the valuation of this property serious consideration upon its completion. If taxable value is not attributed to the City spaces, the above ratios and the tax portion would be less than presented above – at least to the extent that the relative share of the project’s taxes attributable to the garage would be lower. If the CRA decides to grant the TIF it would be an opportunity to amend the lease to eliminate real estate taxes from the calculation of the City’s pro rata share of garage operating costs in the event that it can be established that the County property appraiser is not considering the City spaces in its calculation of assessed taxable value. Parking revenue generated by the City spaces would offset at least some and possibly all of the pro rata operating cost obligation, potentially yielding significant net revenues. The developer has provided illustrative estimates of parking revenue that the City might realize assuming $2,500 per space per year applied only to the exclusive use spaces, which would yield annual revenues of $428,000 in Phase 1 and $480,000 in Phase 2. If this level of revenue were to be realized, and assuming the above-estimated adjusted operating expense payment, the City spaces would generate an annual net revenue after expense payment of $278,000in Phase 1 and somewhat more in Phase 2. A qualified parking consultant could estimate demand and parking revenues 926 14 City Garage OpEx Payment Phase 1 $2024 DEVELOPER ESTIMATE City Spaces Total Effective Exclusive Spaces 171 171 Non-Exclusive Spaces 33%53 17 Total 224 188 Share of total 1005 18.76%City $ /City $ / Total Effective Total Op Ex Garage %Garage $City%City $City Space City Space Marketing 178,000 0%- 18.8%- - - Salaries/Benefits 965,000 10%96,500 18.8%18,099 81 96 Utilities 610,000 20%122,000 18.8%22,881 102 121 Maintenance Contracts/Grounds 375,000 10%37,500 18.8%7,033 31 37 Repairs & Maintenance 210,000 10%21,000 18.8%3,939 18 21 Turnover/Leasing Costs 97,650 0%- 18.8%- - - Conceirge/Security 95,000 5%4,750 18.8%891 4 5 Administrative Expenses 405,000 5%20,250 18.8%3,798 17 20 Management Fee 406,071 10%40,607 18.8%7,616 34 40 Property Insurance 1,023,000 37.1%379,773 18.8%71,227 318 378 Total before RE Taxes 4,364,721 16.6%722,380 18.8%135,484 605 719 RE Taxes 2,859,750 37.1%1,061,638 18.8%199,113 889 1,056 Total before TIF Rebate 7,224,471 24.7%1,784,018 18.8%334,597 1,494 1,775 TIF Rebate 60%(1,715,850) 37.0%(634,865) 18.8%(119,070) (532) (632) Total Operating Expenses 5,508,621 20.9%1,149,153 18.8%215,526 962 1,143 City Garage OpEx Payment Phase 1 $2024 ADJUSTED ESTIMATE City Spaces Total Effective Exclusive Spaces 171 171 Non-Exclusive Spaces 33%53 17 Total 224 188 Share of total 1005 18.76%City $ /City $ / Total Effective Total Op Ex Garage %Garage $City%City $City Space City Space Marketing 178,000 0%- 18.8%- - - Salaries/Benefits 965,000 10%96,500 18.8%18,099 81 96 Utilities 610,000 20%122,000 18.8%22,881 102 121 Maintenance Contracts/Grounds 375,000 10%37,500 18.8%7,033 31 37 Repairs & Maintenance 210,000 10%21,000 18.8%3,939 18 21 Turnover/Leasing Costs 97,650 0%- 18.8%- - - Conceirge/Security 95,000 5%4,750 18.8%891 4 5 Administrative Expenses 405,000 5%20,250 18.8%3,798 17 20 Management Fee 376,430 10%37,643 18.8%7,060 32 37 Property Insurance*1,023,000 19.7%201,591 18.8%37,809 169 201 Total before RE Taxes 4,335,080 12.5%541,234 18.8%101,510 453 539 RE Taxes*2,838,660 19.7%559,383 18.8%104,914 468 557 Total before TIF Rebate 7,173,740 15.3%1,100,617 18.8%206,423 922 1,095 TIF Rebate*(1,525,415) 19.7%(300,596) 18.8%(56,378) (252) (299) Total Operating Expenses 5,648,325 14.2%800,021 18.8%150,046 670 796 * % Allocation of Project Insurance, RE Tax and TIF Rebate to Garage based on Garage hard cost @ $30,000 per space =$30,150,000 19.7% divided by total project hard cost $153,000,000 927 15 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. 928 929 930 931 932 TERM SHEET: Time Equities Town Square Project Tax Increment Revenue Funding Request Overall Project: 1. 898 residential, market rate, rental units; 2. 23,500 square feet of retail space; and 3. Two Parking Garages (1,000+ parking spaces in each garage) a. 473 public parking spaces within the garages. 4. Payment to the City of Boynton Beach Workforce Housing Fund in the approximate amount of $2,250,000.00 per Phase 5. To be developed in 2 phases: a. The South Parcel will be developed as Phase I (see Attachment IV) b. The North Parcel will be developed as Phase II (see Attachment V). TIF Request: 6. 95% tax increment revenue generated by project (100% of CRA share) 7. Up to a maximum of $35.2 Million 8. Divided into two phases: a. Phase I (South Parcel located at 120 SE 1st Avenue): $20.0 Million b. Phase II (North Parcel located at 100 E. Boynton Beach Boulevard): $15.2 Million Construction Commencement: 9. The Development Agreement with the City currently requires TEI to commence construction of the first phase in 2028, which may be extended to May 2030, in order to develop under the conditions in the Development Agreement. 10. Accelerate Phase I (South Parcel) Commencement of Construction must occur no later than September 1, 2026. 11. Phase II (North Parcel) Commencement of Construction must occur by July 1, 2032. Groundbreaking and Ribbon-Cutting Ceremonies: 12. TEI will host ceremonies upon commencement of construction and upon receipt of Certificate of Occupancy Local Jobs: 13. TEI will make good faith efforts to hire job placement consultant and host a job fair. Annual Performance Reports: 14. TEI to provide annual performance reports. Updated Fiscal Analysis Prior to Phase II: 15. Updated fiscal analysis prior to release of pledged project increment revenue for Phase II. 16. CRA selects analyst. 17. Same methodology is used. 18. Developer bears expenses. 19. If fiscal gap is the same or bigger, project funds may be released. 20. If fiscal gap is smaller, the amount of award is reduced accordingly. Updates: A. The proposed agreement has been formatted into two agreements to provide for greater clarity and separate consideration. B. If Developer fails to either 1) timely commence construction of the South Phase, or 2) timely complete construction of the South Phase, then the North Agreement can be terminated. 933 1 TAX INCREMENT REVENUE FUNDING AGREEMENT – SOUTH PARCEL This Tax Increment Revenue Funding Agreement – South Parcel (hereinafter "Agreement") entered into as of the _____day of ______________________, 2025 (the “Effective Date”), 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, a n d Boynton Beach Town Center Apartments I LLC, Boynton Beach Town Center Apartments II LLC, Boynton Beach Town Center Apartments III LLC, Boynton Beach Town Center Apartments IV LLC, Boynton Beach Town Center Apartments V LLC, Boynton Beach Town Center Apartments VI LLC, Boynton Beach Town Center Apartments VII LLC, Boynton Beach Town Center Apartments VIII LLC and Boynton Beach Town Center Apartments IX LLC, each a Florida limited liability company, as tenants in common, with a business address of 55 Fifth Avenue, 15th Floor, New York, NY 10003 (hereinafter referred to together as "Developer"). RECITALS WHEREAS, Developer owns two (2) properties, which are currently vacant/undeveloped, described as follows: a.That certain real property located at 100/117/130 E. Boynton Beach Boulevard, which is depicted in the City’s Master Plan Master Plan MMPM 2024.01.2070 (a copy of which is attached hereto as Exhibit “A”; the “Master Plan”) as “Phase 3” (the “North Parcel”); and b.That certain real property located at 120 SE 1st Avenue, which is depicted in the Master Plan as “Phase 2” (the “South Parcel”; the North Parcel and the South Parcel are each sometimes referred to separately as a “Parcel” and together as the “Properties”); and WHEREAS, Developer owns the Properties outright on a fee simple basis and has no affirmative obligation to develop the Properties; and WHEREAS, Developer is a party to the following agreements with the City of Boynton Beach, Florida (“City”) concerning the contemplated phased future development of the Properties (together, the “City Agreements”): a.Development Agreement recorded May 2, 2023 in Official Records Book 34275, Page 663 of the Public Records of Palm Beach County, Florida (the “Development Agreement”), b.Parking Lease Agreement [South Garage] recorded May 16, 2023 in Official Records Book 34305, Page 914 of the Public Records of Palm Beach County, Florida, as amended by Amendment dated March, 2025 (together, the “South Garage Lease”); and c.Parking Lease Agreement [North Garage] recorded May 16, 2023 in Official Records Book 34305, Page 960 of the Public Records of Palm Beach County, Florida as amended by Amendment dated March, 2025 (together, the “North Garage Lease”). WHEREAS, pursuant and subject to the terms and conditions of the City Agreements, Developer and City have contemplated development of a project (the “Project”) involving construction 934 2 of a new mixed-use development on the North Parcel/Phase 3 (the “North Phase”) and construction of a new mixed-use development on the South Parcel/Phase 2 (the “South Phase”; each, a “Phase”), each to contain improvements including multifamily residential units, retail and parking garage (for each Phase, the “Improvements”) as depicted in those certain site plans for each of the North Phase and South Phase which have been duly voted on and approved in accordance with all applicable laws, codes and ordinances, copies of which are attached hereto as Exhibit “B” (together, the “Site Plans”); and WHEREAS, the North Phase and the South Phase are both considered part of a single Project; provided, however, that the obligations under this Agreement and that Tax Increment Revenue Funding Agreement for the North Phase (the “North Agreement”) are separate and distinct, subject to their particular terms and conditions, and neither is contingent or dependent on the other except as may be expressly provided in this Agreement and/or the North Agreement; and WHEREAS, among other Improvements, the Site Plans and the City Agreements contemplate construction of two (2) parking garages on each of the North Phase and South Phase (the “Parking Garages”), which, once constructed, will include a total of approximately 473 parking spaces that will be leased to the City under 100 year leases (at $0.00/year rent), pursuant to the terms and conditions of the City Agreements and the Site Plans; and WHEREAS, pursuant to the City Agreements, the Project as contemplated would provide a number of required and enhanced benefits for the public and the City, including the following (subject to the terms and conditions of the City Agreements) (collectively, the “Developer’s Obligations”):): a.The 473 parking spaces for the benefit of the City as described above including 100% revenue share to City for metered spaces, 224 of which will be completed in the South Phase; b.Contribution to the City’s Public Art Fund of $1,000,000, of which is attributable to the South Phase and will be paid prior to the Completion of Construction of the South Phase; c.Contribution to City’s payment-in-lieu Workforce Housing Program of $4,484,720, $2,242,360 of which is attributable to the South Phase and will be paid prior to the Completion of Construction of the South Phase; d.Funding of public restrooms at Town Square, which is attributable to the South Phase and will be paid prior to the Completion of Construction of the South Phase; e.Substantial incremental real estate taxes; f.23,500 SF of retail space, 6,000 of which will be completed in the South Phase; g.898 Residential Units, 465 of which will be completed in the South Phase; and h.Streetscape/infrastructure improvements; and WHEREAS, it is anticipated that the South Parcel will contribute substantial associated economic growth, local investment and job creation to the surrounding community; and WHEREAS, the City Agreements provide certain benefits to Developer for the development of the Project in accordance with the Master Plan and City Agreements; and WHEREAS, the CRA received the Developer’s application for tax increment funding; and WHEREAS, the CRA hired Abramson & Associates (“CRA Financial Analyst”) to review Developer’s application for TIF Funding and funding gap analysis; and WHEREAS, CRA Financial Analyst prepared a report dated December 20, 2024, (the “Fiscal Analysis”, a copy of which is attached hereto as Exhibit “C”) estimating that the Project currently faces 935 3 an economic shortfall of $35,200,000, (the “Fiscal Gap”) which Fiscal Gap is an aggregate of a shortfall of $20,000,000 for the South Phase and a shortfall of $15,200,000 for the North Phase, as further detailed in the Fiscal Analysis; and WHEREAS, Developer has confirmed that the Project is not viable for construction without funding to close the Fiscal Gap; and WHEREAS, in light of the Fiscal Gap and the findings in the Fiscal Analysis, the CRA has confirmed that Tax Increment Revenue Funding (“TIF Funding”) to fund the Fiscal Gap is necessary to allow the Project to be economically viable; 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 TIF Funding for the Project will further the goals and objectives of the CRA Plan; and WHEREAS, the CRA was duly formed and approved pursuant to the requirements of Florida Statutes Sec. 163.356 and, as formed, is currently due to “sunset” in year 2044; and WHEREAS, in consideration of the foregoing, at a duly noticed meeting of the CRA held and voted upon in conformance with all applicable governing laws, the CRA approved TIF Funding for the benefit of the Project in the amount of $20,000,000 for the South Phase and $15,200,000 for the North Phase, as more particularly set forth herein; WHEREAS, the CRA and Developer have agreed that there will be two (2) agreements in place, with one agreement governing TIF Funding for the South Parcel and one agreement governing TIF Funding for the North Parcel; and WHEREAS, this Agreement shall govern TIF Funding for the South Parcel only; 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: Section 1. Recitals. 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: 2.1. "Base Year" for determining Tax Increment Revenue from the South Phase shall be the year prior to the year that Commencement of Construction occurs. 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 South Phase and beginning physical construction work on the site to continuously develop such Phase on a consistent basis until Completion of 936 4 Construction. 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 South Phase is complete and a Certificate of Occupancy has been issued for the South Phase 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 South Phase or part thereof. 2.8. "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. 2.9. "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. 2.10. "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the South Phase by an agreed upon percentage factor as provided for in this Agreement. 2.11. "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. As a condition of the provision of the Pledged Project Increment Revenue as provided herein, Developer agrees as follows: 3.1.1 Date for Commencement of Construction. The South Phase Commencement of Construction must occur by September 1, 2026. 3.1.2. The South Phase shall conform to the applicable Site Plan as depicted in Exhibit B and: a. Prior to Completion of Construction, Developer shall accomplish all of Developer’s Obligations that are attributable to the South Phase or are to be completed as part of the South Phase. b. Upon Commencement of Construction of the South Phase, Developer shall host a groundbreaking ceremony, and upon receipt of the Certificate of Occupancy for the South Phase, the Developer shall host a ribbon-cutting ceremony. The CRA will be in attendance at this ceremony and Developer shall coordinate planning of the ceremony with the CRA. c. Developer shall perform its obligations under the City Agreements and pursuant to the 937 5 Master Plan and Site Plans. 3.1.3. Prior to and during the construction of the South Phase, the Developer shall make Good Faith Efforts to accomplish the following: a. Hire a job placement consultant during the construction period of this Agreement (the “Job Placement Consultant”) charged with locating persons seeking temporary or permanent job positions associated with the South Phase, providing available employment information to qualified candidates and coordinating with the Community Outreach Partner on behalf of the Developer; b. Host a job fair within the CRA in conformance with specific reasonable requirements promulgated by the CRA, provided that such job fair will be on a single day, will not exceed three (3) consecutive hours in total, and occur at a location reasonably determined by the CRA (the “Job Fair”) with CRA’s reasonable cooperation; c. When reasonably feasible (noting the importance of Developer’s budget considerations and the need to hire the most sophisticated and experienced contractors and consultants due to the complexity of the Project), to give priority to contractors that are Locally Owned Small Businesses to participate in the construction of the South Phase; d. Subject to the considerations in subsection c. above, use Good Faith Efforts to provide a list of job positions and descriptions to the Job Placement Consultant and the Community Outreach Partner and Job Placement to use Good Faith Efforts to give priority to qualified job applicants referred by the Community Outreach Partner and/or Job Placement Consultant to participate in the construction of the South Phase; and e. Coordinate with the Job Placement Consultant and Community Outreach Partner to offer permanent job positions resulting from the South Phase to qualified City residents. 3.1.4. The City Agreements may undergo minor modifications without requiring amendment to this Agreement and the modified site plan is substantially similar to the applicable Site Plans. For purposes of this section (1) any modification to the Site Plans that requires approval by the City Commission shall not be considered a minor modification; (2) any modification to the City Agreements that result in modifications to the Developer’s Obligations or Improvements shall not be considered a minor modification and (3) any modification that reduces the total number of residential units for the Project by more than 10 from what is depicted on the Site Plan as of the Effective Date of this Agreement shall not be considered a minor modification. 3.1.5 Developer shall achieve Completion of Construction for the South Phase within 6 years of Commencement of Construction for such Phase, subject to tolling of time for Force Majeure events. 3.1.6 Developer will create a timelapse video for the purpose of showcasing the construction of the site and building. The final deliverable shall be a minimum of 4K (Ultra HD) resolution at 30 fps in mp4 video file format. A failure to provide the video as set forth in this section shall not be deemed a default that subjects this Agreement to termination. Section 4. Annual Performance Report. Commencing 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 South Phase indicating the status of Developer's compliance with the requirements of this Agreement and evidencing that Developer 938 6 has paid all real property taxes for the South Parcel for the preceding year. Each Annual Performance Report after the first Annual Performance 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. Conditions Precedent to Payment of Pledged Project Increment Revenue. 5.1. Conditions Precedent. 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. The Pledged Project Increment Revenue amounts are established as set forth in accordance with the formula in Section 7.1.1 below; 5.1.2 The Developer has achieved timely Completion of Construction for the South Phase, following timely Commencement of Construction, both pursuant to Section 3.1 above; 5.1.3 All elements of the South Phase have been placed on the Tax Roll; 5.1.4 Developer must have timely provided its Annual Performance Report pursuant to Section 4 above; 5.1.5. The Annual Performance Report for the South Phase is received and found to be sufficient by the CRA (in conformance with the reasonableness standards below), which shall occur as follows: 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 Project Increment Revenue for the South Phase. Upon finding such compliance and consistency, CRA shall approve the Annual Performance Report, which finding and approval shall not be unreasonably withheld, delayed or conditioned; and 5.1.6. The CRA has received Tax Increment Revenues from the County subsequent to the Base Year and Completion of Construction for the South Phase, based on timely payment of the then- current real estate tax bill for the South Parcel by Developer. 5.1.7. Developer is not in material default of any terms or provisions of this Agreement beyond any applicable notice and cure period. Developer shall not be entitled to receive any Pledged Project Increment Revenue payments for such calendar year if the Developer is in material default of any term of this Agreement and has failed to cure the default within the notice and cure period provided Section 9 below after required notice of such default has been so delivered. There is no obligation by the CRA to disburse the Pledged Project Increment Revenue during any period in which Developer is in default beyond any applicable notice and cure period or during any cure period. Section 6. Certification. 6.1. Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1 of this Agreement; (a) by reasonably demonstrating that the obligations under this Agreement and the City Agreements have been timely complied with (or are not yet required to occur); and (b) by reasonably demonstrating that Commencement of Construction of the South Phase has timely occurred (or is not yet required to occur). 6.2. Developer shall certify in its Annual Performance Report that it has made Good Faith Efforts to meet its obligation under Section 3.1.3 of this Agreement which shall be demonstrated by 939 7 including the following in the annual performance report: 6.2.1 Confirmation that it has hired and utilized the Job Placement Consultant and a report of the Job Placement Consultant's activities during construction of the Project in the Annual Performance Report; 6.2.2 Reasonable demonstration that it held the Job Fair. 6.2.3 A report on coordination within the Community Outreach Partner, efforts to utilize Locally Owned Small Businesses, and following issuance of the Certificate of Occupancy, and efforts to offer permanent job positions resulting from the project to qualified City residents. Section 7. CRA’S Obligations and Covenants. 7.1. Payment of Pledged Project Increment Revenue. 7.1.1. Formula for Payment of Pledged Project Increment Revenue. The total Pledged Project Increment Revenue to be paid to Developer for the South Phase pursuant to this Agreement shall not exceed Twenty Million Dollars ($20,000,000) (the “South Phase TIR Cap”) and shall be calculated based on the following formula: the annual amount of Pledged Project Increment Revenue equal to ninety-five percent (95%) of the Tax Increment Revenue for the South Phase each year, not to exceed, in the aggregate, the South Phase TIR Cap. 7.1.2 Payment of Pledged Project Increment Revenue. Subject to satisfaction of those conditions precedent in Section 5.1 above, as soon as practicable after the CRA receives the Tax Increment Revenue for the South Phase each year, the CRA shall pledge and assign, and shall cause to be paid, to Developer pursuant to the terms of this Agreement, the Pledged Project Increment Revenue pursuant to the above formula in this Section 7.1.1, commencing on the last day of the year. 7.2. 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. 7.3. Form of Payment. Payment shall be in the form of a CRA check made payable to the Developer or via wire transfer, at Developer’s election. 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 obligations of Developer under this Agreement. 7.4. Expiration of the CRA. In the event the CRA expires prior to Developer having received disbursement of the Pledged Project Increment Revenues for up to the South Phase TIR Cap, any remaining unfunded balance shall expire and this Agreement shall automatically terminate and all obligations hereunder shall be null and void. Section 8. 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, except from time to time the Parties may, through electronic communication, designate the proper recipient for receipt of notices pursuant to this Agreement. 940 8 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 Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: Mr. Robert Singer Time Equities, Inc. 55 Fifth Avenue, 15th Floor, New York, NY 10003 With a copy to: Bonnie Miskel, Esq. Miskel Backman, LLP 14 SE 4th Street, Suite 36 Boca Raton, FL 33432 Section 9. Default. 9.1. 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 Section 8 above, 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 and the CRA may seek all rights and remedies available at law or in equity (including, without limitation, the right to seek specific performance). Notwithstanding anything herein to the contrary, it is understood by the parties that Developer’s performance under this Agreement does not impact the City Agreements, to which the CRA is not a party, such that it is the intent of the parties that an uncured default or failure to meet any condition by Developer hereunder shall not constitute a default or failure of any condition under any of the City Agreements. 9.2. Notwithstanding any other provision of this Agreement, 941 9 9.2.1. The CRA shall not have the right to seek specific performance to require Developer to construct the Project or any Phase thereof , and 9.3. The failure of CRA to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. The Developer shall deliver written notice to the CRA of such failure in accordance with Section 8 above, in which case, the CRA shall have thirty (30) days after receipt of said notice from the Developer to cure such default. If CRA fails to cure the default as provided herein, the Developer may terminate this Agreement and Developer may seek all rights and remedies available at law or in equity (including, without limitation, the right to seek specific performance). Section 10. 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 South Phase; (b) failure to timely Commence Construction for the South Phase as required in Section 3.1 above following notice and opportunity to cure under Section 9 above; or (c) expiration of the CRA as provided in Section 7.4 above. Either Party may elect to terminate this Agreement after expiration of the applicable notice and cure period, and otherwise subject to Section 9 above, by providing 45 days written notice to the other Party upon one or more of the following occurrences: 10.1 The default of either Party, if such default is not cured (following delivery of required notice) within the time period described in Section 9 above; or 10.2 The Parties enter into a mutually agreed upon, written Addendum, the effect of which is to terminate this Agreement. 10.3 Notwithstanding any other provision in this Agreement, the CRA shall not have the right to terminate this Agreement for failure to provide the Annual Performance Report unless Developer fails to provide such report for two separate years. i. The parties agree and understand that this limitation on termination shall not impact Section 5.1.7 and that Developer is not eligible to receive Pledged Project Increment Revenues for any year in which Developer not provided the Annual Performance Report. Section 1 1 . M iscellaneous Provisions. 11.1 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 South Phase, whether such damage or injury occurs before, during, or after the construction of the South Phase 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. 11.2 Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense (including attorney’s fees and costs through all levels of appeal) or damage which may be asserted, claimed, or 942 10 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 this Agreement or the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer or the South Phase. 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. 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. 11.3 Assignment. This Agreement may only be assigned by the Developer to record owners of the South Parcel with the prior written consent of the CRA, which consent shall not be unreasonably withheld, delayed or conditioned, provided, however, that any assignee hereto shall specifically assume all of the obligations of and benefits to the Developer under this Agreement. 11.4 Successors and Assigns. The Developer 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, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 11.5 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. 11.6 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. 11.7 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. 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 this Agreement, transfer, at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the 943 11 CRA to perform the service. If Developer transfers all public records to the public agency upon completion of this 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 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, 4th Floor, Boynton Beach, Florida 33435; or TackT@bbfl.us. 11.8 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. 11.9 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. 11.10 Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 11.11 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. 11.12 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. 11.13 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 944 12 the Parties can continue to be achieved. To that end, this Agreement is declared severable. 11.14 Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 11.15 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. 11.16 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. 11.17 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. 11.18 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 shall exclude state and federal holidays. [SIGNATURES ON FOLLOWING PAGE] 945 13 IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES: Boynton Beach Town Center Apartments I LLC; Boynton Beach Town Center Apartments II LLC; Boynton Beach Town Center Apartments III LLC; Boynton Beach Town Center Apartments IV LLC; Boynton Beach Town Center Apartments V LLC; Boynton Beach Town Center Apartments VI LLC; Boynton Beach Town Center Apartments VII LLC; Boynton Beach Town Center Apartments VIII LLC; and Boynton Beach Town Center Apartments IX LLC ______________________________ (signature of witness) By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF __________________ COUNTY OF ________________ BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ___ day of __________________, 2025, by _______________________________________, as ____________________________________ of Boynton Beach Town Center Apartments I LLC; Boynton Beach Town Center Apartments II LLC; Boynton Beach Town Center Apartments III LLC; Boynton Beach Town Center Apartments IV LLC; Boynton Beach Town Center Apartments V LLC; Boynton Beach Town Center Apartments VI LLC; Boynton Beach Town Center Apartments VII LLC; Boynton Beach Town Center Apartments VIII LLC; and Boynton Beach Town Center Apartments IX LLC., Florida corporations, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of _____________________ _______________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 946 14 WITNESSES: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: ____________________________ (signature of witness) Print Name: _____________________ (printed name of witness) Title: __________________________ (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF FLORIDA COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ______ day of ________________, 2025 by __________________________, as _______________________ of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of Florida _______________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 947 EXHIBIT A948 949 EXHIBIT B950 951 ABRAMSON & ASSOCIATES, Inc. Real Estate and Public-Private Development Advisory Services 113 Chestnut Street / Newton, MA 02465 / tel: (617) 965-4545 / fax: (617) 965-5431 /www.abramsonassoc.com MEMORANDUM TO: Timothy Tack, P.E., Assistant Director Boynton Beach Community Redevelopment Agency FROM: Barry Abramson SUBJECT: Evaluation of a TIF Request for Town Square Residential/Mixed-Use Project (South and North Parcels) DATE: December 20, 2024 _______________________________________________________________________ EXECUTIVE SUMMARY This memorandum summarizes our evaluation of a Tax Increment Financing (TIF) request by Time Equities, Inc. for the above-referenced proposed project. The project is to occupy the blocks to the south and north of the City’s civic complex and is subject to a March, 2023 development agreement and parking lease between the developer and the City, specifying matters such as building program, timing, and arrangements for City parking. The project comprises two distinct projects to be built in two phases with a combined total of 898 rental apartments, 23,594 square feet of retail space and 2,039 garage parking spaces. 473 spaces are to be allocated to the City – 363 for the City’s exclusive use and 110 on a non-exclusive basis for the City’s use between 7:30 AM and 6:30 PM on weekdays. The proposal calls for the first phase project, to be built on the South parcel, to start construction no later than July 1, 2026 (versus May 1, 2030 in the current development agreement)1. This phase has an estimated total development cost of $236,000,000 (in $2024 2) and includes 465 apartments, 6,686 square feet of retail space and a 1,005-space garage, of which 224 spaces are allocated to the City – 171 exclusive and 53 non-exclusive. The second phase project, to be built on the North parcel, is proposed to start construction by July 1, 2032 (versus no required start date in the current development agreement). This phase, estimated to cost $235,000,000 (in $2024), is to include 433 apartments, 16,908 square feet of retail space and a 1,034-space garage, of which 249 spaces are to be allocated to the City – 192 exclusive and 57 non-exclusive. The developer requests a two-phase TIF award to fill the gap caused by currently challenging market conditions including increases in construction costs, operating expenses and particularly interest rates. The requested award is $20,000,000 for Phase 1 and $15,200,000 for Phase 2 in the form of 95% of the total tax increment revenue, i.e. 100% of the CRA 1 The required construction completion date in both the current agreement and developer’s proposal would be 24 months following the required construction start date 2 In today’s dollars if construction were to start at report date EXHIBIT C 952 2 share, generated by each project until the total amounts for each phase are reached, anticipated to be in approximately ten years for Phase 1 and seven years for Phase 2. The proposed awards would yield a leverage on private investment ($2024) of almost 12:1 and 16:1, respectively. Based upon our evaluation, we consider the developer’s assumptions, generally, to be in a range of reasonableness and that, in the current development market, the project has a feasibility gap that would justify the requested TIF awards, subject to the qualifications discussed below and more fully later in this transmittal. It is important to note that relatively small variations in assumptions and/or improvements in the development market over the time prior to construction financing could significantly reduce or, possibly, eliminate the need for subsidy. While this applies to Phase 1, which would be required to start construction within one and a half years, it is a particular concern relative to Phase 2, which, likely, would not start construction until significantly later. Accordingly, the CRA may wish to consider granting a TIF award only for Phase 1 and having the developer return for an evaluation of need at such time as the construction start and development economics of Phase 2 come into clearer focus, so as to lessen the chance of providing TIF funding not actually required for feasibility. Whether TIF is awarded for one or both phases, the CRA may wish to explore structuring opportunities that might result in reducing the TIF award should construction and/or other development costs ultimately come in lower than preliminary estimates or other development market conditions improve prior to construction start. CRA incremental revenues from the Phase 1 project after the proposed TIF rebate are estimated at approximately $2,400,000 in 2039 and to total $15,600,000 through the CRA sunset in 2044, with a present value at January, 2025 estimated at $7,900,000. The City is estimated to receive total incremental tax revenues from the Phase 1 project of $111,000,000 over 50 years of the property’s operation (i.e. through 2078). As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of January, 2025 is estimated at only $1,900,000. Should the proposed TIF award be made for Phase 2, the financial effect to the CRA would vary based on its timing. If construction were to commence three years following that of Phase 1, so the two TIF rebates would end at the same time, the financial effect to the CRA and City would be approximately the same as that estimated for Phase 1. 953 3 PUBLIC BENEFITS In addition to TIF and tax revenue, the developer asserts the project would provide the following direct public benefits: • The value of the parking spaces to be allocated to the City o The developer attributes a value based on the cost the City would incur if it were to develop them of $12,300,000 in Phase 1 and $13,700,000 in Phase 2 o We adjust the capital value at $10,400,000 for Phase 1 and $11,600,000 for Phase 2 after accounting for the lower proportionate allocated usage of the non-exclusive spaces o The developer also claims parking revenues the City would realize from these spaces (which we estimate after operating expenses at $278,000 ($2024) for Phase 1 and somewhat more for Phase 2) as a benefit though consideration of net revenues would be a double counting with capital value o It is also noted that the developer is obligated to continue to provide surface parking for the City on the North parcel until the City parking in the Phase 1 project is available o See section on public parking starting on at page 13 • Payment to the Workforce Housing Fund of $2,250,000 per phase o While this is a required compensation for the project being allowed higher density, it certainly is a benefit provided by the project • Impact and other fees totaling $13,800,000 split approximately evenly between the two phases o This includes the required public art fee of $1,000,000 front-loaded in Phase 1 o More than half of this amount is attributable to the county o Relative to the remainder, the City is the best judge of the extent, if any, they would yield a net financial benefit rather than simply offsetting actual City costs attributable to the development • Streetscape improvements of $3,000,000 split between the two phases o The CRA and City are best positioned to determine the extent to which these improvements are standard or above and beyond the normal requirements and customary contributions of a project of this nature. • Settlement payment of $5,000,000 to City which was made by the previous owner from the proceeds of its sale of the land to TEI o While this pass-through payment benefited the City, it compensation that has already realized by the City, not conditioned on the project proceeding due to a TIF award 954 4 In addition to direct impacts, the project would generate indirect impacts in the form of employment and economic activity, i.e. spending in the local and regional economy during and post-construction. An economic and fiscal impact analysis performed on behalf of the developer by Fishkind Litigation Services estimates that the two-phase project would generate 426 full-time equivalent (FTE) jobs and $38,000,000 in economic activity during construction and 340 FTE jobs and $34,000,000 of spending annually following completion. However, the report does not provide an estimate of how much of this would be spent in Boynton Beach, which is the chief concern of the CRA and City. Finally, a major public benefit of the project will be completing the City and CRA’s vision for Town Square, creating an attractive and vibrant focal point for civic life. EVALUATION OF PROJECT NEED FOR THE TIF AND FINANCIAL EFFECT TO CRA AND CITY We evaluated the developer’s pro forma, researched and reviewed publicly available market data and insights, held conversations with the developer and its advisor(s), 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. The developer estimates that in order to finance the Phase 1 project under current market conditions, it will need an annual TIF rebate of approximately $2,000,000 annually in order to achieve a “trended” return on cost of 6.5% and for this TIF rebate to continue for ten years (for a total of $20,000,000) through the term of an initial permanent financing, with the anticipation that revenues can rise above standard inflation estimate to offset the expiration of the TIF rebate at that time. A similar set of assumptions underlies the developer’s request for a $15,200,000 TIF award for the Phase 2 project, though the approximately $2,000,000 annual TIF rebate would be provided over approximately seven years. It is noted that the developer’s TIF award requests are significantly less than the amounts estimated to be required in a June, 2024 report by Fishkind Litigation Services – $34,000,000 for Phase 1 and $24,000,000 for Phase 2. The present evaluation is based on the analysis of updated pro forma information provided by the developer, as this is the basis for the developer’s TIF proposal and includes many assumptions that have been refined in the six months since the Fishkind analysis. Trended return on cost is the net operating income of the project (prior to debt) expressed in future/inflated dollars divided by the total development cost. Note, this is different from an “untrended” return on cost in which stabilized net operating income in today’s uninflated dollars is divided by the development cost. We consider untrended return on cost to be an appropriate metric to estimate feasibility/required gap. This is a common measure of development feasibility and 955 5 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, assuming escalation of operating cash flow at a reasonable constant inflation rate. This return on cost is higher than what would have been required at the peak of the market a couple of years ago. Required rates of return may 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. We note that long term rates, which had been gradually declining over the past year, have recently edged up slightly. A slight variation in the required return on cost would have significant implications for the required subsidy amount, as would variations in development cost or elements of net operating income. Trended return on cost, used by the developer as a threshold for feasibility/financeability, adds the vagary of inflation, but is also a valid measure, understanding that it would need to be higher than the untrended return. Accordingly, our analysis estimates both trended and untrended return on cost – the former, as it is the threshold metric proposed by the developer, and the latter, as a check. Our evaluation of the developer’s Phase 1 assumptions revealed the following major points: • Estimated development costs of $507,000 per unit are higher than we have seen on recent projects, but this is, to a significant extent, due to cost premiums including the added cost of the large number of City parking spaces being provided, the high land price, and the Work Force Housing Contribution. • The relatively high construction cost is based on an estimate by an experienced construction company, though this warrants review upon more refined cost estimation and contracting. • Revenue estimates, based primarily on apartment rents at $3.25 per square foot in $2024, are within the range of reasonableness • Real estate tax estimates were prepared by a third party consultant specializing in this area and equate to a taxable assessed value of $317,000 per unit in $2024, which is reasonable relative to valuation of comparable properties • Operating expenses, prior to taxes and direct assessments, at $9,300 per unit and 23% of effective gross income are higher than what we’ve seen estimated for other projects, but have been estimated by an experienced third party property manager and are consistent with the operating experience of a similar property in the market 956 6 owned by the developer, reflecting the generally accepted understanding that expenses have been increasing at a challenging rate. • The assumed 3% annual inflation applied to revenues and expenses in the trended analysis is considered reasonable. Based on the above, we consider the developer’s assumptions, generally, to provide a reasonable basis for assessing the property’s financial performance, while noting that relatively small variations within the range of reasonableness of these elements of the pro forma can have a dramatic impact on the amount of subsidy required. We made various adjustments to the pro forma, the primary ones being: • We accepted the developer’s revised estimate of the number of parking spaces available for rental to tenants as second spaces at 231. • We added some parking revenue attributable to evening and weekend usage of the 53 non-exclusionary spaces the private owner would control at those times at an average of $3.00 per day. • We incorporated our preliminary estimate of the City’s operating expense payment ($150,000 in $2024) which was not included in the developer’s pro forma • We incorporated the 2024 millage rates • We excluded direct assessments from the amount subject to Tax Increment Financing, reducing the TIF amount Based on the above, our analysis of Phase 1, presented on the following page, indicates a trended return on cost of 5.73% without the TIF. With the addition of the TIF rebate, equaling an estimated $1,768,000 in 2029, the trended return on cost is 6.48%. close to the developer’s 6.5% target. The corresponding untrended return on cost at 4.94% without the TIF and 5.59% with the TIF, which is $1,525,000 in $2024. Note that the untrended return is significantly lower than the 6.0% we would normally consider to be the target threshold. The developer’s expectation that it can finance the project at this rate of return is assumed to be based upon the anticipation that revenues may rise in the near- and/or long-term above the average annual 3% increase assumed in the analysis, or, perhaps, finding efficiencies in construction or other development costs, operating expenses, or financing rates which could lift the return. Our TIF analysis, presented later in this transmittal, estimates CRA incremental revenues from the Phase 1 project after the proposed TIF rebate at $2,400,000 in 2039 and to total $15,600,000 through the CRA sunset in 2044, with a present value at January, 2025 estimated at approximately $7,900,000, based on a 4% discount rate. 957 7 The City is estimated to receive total incremental tax revenues from the Phase 1 project of $111,000,000 over 50 years of the property’s operation (i.e. through 2078). As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of January, 2025 is estimated at only $1,900,000. 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. Financial Feasibility/Gap Analysis Untrended $2024 Trended $2029 Development Cost 3.0%annual inflation Acquisition Cost $22,000,000 $22,000,000 Total Hard Costs $153,000,000 $153,000,000 $60,873,244 $60,873,244 Total Development Cost $235,873,244 $235,873,244 Stabilized Operating Income Apartment Rental $17,478,474 $20,262,342 Parking (2nd Space) Rental & Nonexclusive Meter Rev $335,235 $388,629 Other Residential Income $1,709,630 $1,981,930 Gross Potential Residential Revenue $19,523,339 $22,632,901 Less Vacancy ($976,167)($1,131,645) Residential Effective Gross Income $18,547,172 $21,501,256 Retail Rent (after 5% vacancy)$222,310 $257,718 Effective Gross Income $18,769,482 $21,758,973 Operating Expenses Excluding Taxes & Direct Assessmts $4,335,080 $5,025,546 Direct Assessments $90,250 $104,625 RE Tax after 4% early payment discount $2,838,660 $3,290,785 Total Tax & Operating Expenses $7,263,990 $8,420,956 Less City Payment for Share Garage Operating Expenses ($150,000)($173,891) Total Tax & Operating Expenses $7,113,990 $8,247,065 Net Operating Income $11,655,491 $13,511,909 Required Subsidy Analysis Without Subsidy With Subsidy Without Subsidy With Subsidy Net Operating Income Before TIF Rebate $11,655,491 $11,655,491 $13,511,909 $13,511,909 Plus TIF Rebate $0 $1,525,415 $0 $1,768,374 Adjusted NOI with TIF $11,655,491 $13,180,906 $13,511,909 $15,280,283 Development Cost $235,873,244 $235,873,244 $235,873,244 $235,873,244 4.94%5.59%5.73%6.48% Soft & Other Costs (Incl Predev, Dev OH&Fee, Impact & Other Fees, Owner Hard Contingency, TI, Financing Costs, Lease-Up) The estimated development cost, operating income and tax and incremental TIF revenues of Phase 2 nearly mirror that of Phase 1, as would the nature and annual amount of the developer’s proposed annual TIF rebate. Accordingly, the annual financial need estimated for Phase 1 would also apply to Phase 2, assuming a continuation of current market conditions. The developer’s request for only seven years of TIF rebate for Phase 2 reflects its expectation that rents will have risen above standard inflation by the rebate period, which would likely be approximately the same time as or later than the end of Phase 1’s ten-year TIF period. 958 8 If construction were to start in three years following Phase 1’s construction start – say mid- 2029 (which is three years before Phase 2’s outside construction start date), the TIF would expire at approximately the same time as Phase 1, resulting in financial effects to the CRA and City of comparable amounts as generated by Phase 1. If TIF Not Awarded As the CRA considers this TIF request, an obvious question is what will happen if it is not granted to both phases or only granted to Phase 1. There is a possibility that, in the coming year and half prior to the Phase 1 outside construction start date, 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, there would be a reasonable chance that the developer could be able to make the 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. 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. Relative to Phase 2, the developer contends that securing the TIF award for this phase well in advance of its likely construction start would enhance its financing efforts and increase the chance of it starting Phase 2 earlier. As a practical matter, given the large number of units to be absorbed in Phase 1, it is highly questionable whether the developer would start Phase 2 construction before completion of Phase 1, i.e. before mid-2028. It would be exceedingly speculative to predict development market conditions that far in advance. The market may still be in need of TIF subsidy of some amount, which might or might not be the amount being proposed to be locked in now, but it also may have returned to equilibrium, not requiring TIF. POSSIBLE STRUCTURING CONCEPTS If the CRA decides to award a TIF at this time for Phase 2, it might consider significantly tightening the outside construction start date, perhaps to mid-2027, to provide a real spur to full development happening sooner than it might otherwise. This date would be doable with Phase 1 construction likely starting prior to the outside date and its garage being available for City parking in advance of interior construction of residential/commercial space to accommodate the shift of City parking from the North parcel. 959 9 If the CRA decides to grant a TIF to one or both phases, it may wish to explore options for structuring the award so the amount 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, 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 next few years the developer proposes the TIF allow for it to start construction of Phase 2, there may be opportunities to adjust the TIF 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. 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 – twelve months following TIF approval, but could kick in if the project does not start till later in the proposed allowed timeframes. A few concepts that could be explored with the developer are: • Reduce TIF award by amount (or percentage thereof) if actual construction cost (with agreed upon escalation adjustment) is less than currently estimated. This can be determined upon construction contracting and, again, at completion of construction. • Reduce TIF award by amount (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 TIF award by some negotiated factor relative to some verifiable measure of financing rates or treasury bond yields which would impact market required rate of return on cost. • Adjust TIF award on ongoing basis by means of a participation in excess return in cash flow and capital events. 960 Town Square Phase 1 - South Parcel Year of operation:1 2 3 4 5 6 7 8 PROPOSED TIF INCENTIVE CASH FLOW Calendar Year:2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 Annual Escalation Rate:0.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment Improvements - $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land 11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $13,244,706 $13,642,047 $14,051,309 $14,472,848 $14,907,034 $15,354,245 Total $11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $13,244,706 $13,642,047 $14,051,309 $14,472,848 $14,907,034 $15,354,245 Ad Valorem Taxes Prior to Development Improvements - $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land 220,011 $226,612 $233,410 $240,413 $247,625 $255,054 $262,705 $270,586 $278,704 $287,065 $295,677 Total 220,011 $226,612 $233,410 $240,413 $247,625 $255,054 $262,705 $270,586 $278,704 $287,065 $295,677 Estimated Assessed/Taxable Value of Completed Project $147,409,059 $151,831,330 $156,386,270 $161,077,858 $165,910,194 $170,887,500 $176,014,125 $181,294,549 $186,733,385 $192,335,387 $198,105,448 pre-construction pre-construction preconstrn/constrn construction constr/pre-stablztn % Valuation of Completed Stabilized Project (if 0%, Prior AV)0%0%0%0%0%100%100%100%100%100%100% Taxable Value of Project $11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $170,887,500 $176,014,125 $181,294,549 $186,733,385 $192,335,387 $198,105,448 Est RE Tax After Development $2,838,660 $2,923,820 $3,011,534 $3,101,880 $3,194,937 $3,290,785 $3,389,508 $3,491,193 $3,595,929 $3,703,807 $3,814,921 Project Incremental Value $0 $0 $0 $0 $0 $157,642,794 $162,372,078 $167,243,240 $172,260,537 $177,428,353 $182,751,204 City TIF Contribution @ Millage Rate =7.80 $0 $0 $0 $0 $0 $1,121,408 $1,155,050 $1,189,702 $1,225,393 $1,262,154 $1,300,019 County Contribution @ Millage Rate =4.50 $0 $0 $0 $0 $0 $646,966 $666,375 $686,366 $706,957 $728,166 $750,011 TIF Revenue Created by Project 12.30 $0 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 0.61 TIF Award @ Award Factor =100%$0 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 Cummulative of Above $0 $0 $0 $0 $1,768,374 $3,589,799 $5,465,867 $7,398,216 $9,388,537 $11,438,567 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 @ Award Factor % up to Total $ Amount 100%$20,000,000 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 NPV to TCO - 1/1/27 @ 4.0%$14,888,000 NPV to 1/1/25 @ 4.0%$13,764,000 Total Remaining with CRA $15,645,000 $0 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 4.0%$8,531,000 NPV to 1/1/25 @ 4.0%$7,887,000 5% of City Operating Millage Retained by City *$1,782,000 $0 $0 $88,419 $91,071 $93,803 $96,617 $99,516 $102,501 NPV to TCO - 1/1/27 @ 4.0%$1,171,000 NPV to 1/1/25 @ 4.0%$1,083,000 City Tax After CRA Sunset @ City Millage *7.80 109,355,000 $0 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 6.0%$966,000 NPV to 1/1/25 @ 6.0%$860,000 Total City Before & After CRA Sunset $111,137,000 NPV to TCO - 1/1/27 @ $2,137,000 NPV to 1/1/25 @ $1,943,000 * Not including City Operating Millage on base (pre-project) value Total Tax Millage 20.0594 Early payment discount 4% TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount Proposed Incentive Award = Award Factor x TIF Revenue created by Project 961 11 Town Square Phase 1 - South Parcel Year of operation:9 10 11 12 13 14 15 16 17 18 19 PROPOSED TIF INCENTIVE CASH FLOW Calendar Year:2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 Annual Escalation Rate:3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment Improvements $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land $15,814,872 $16,289,318 $16,777,998 $17,281,338 $17,799,778 $18,333,771 $18,883,784 $19,450,298 $20,033,807 $20,634,821 $21,253,865 Total $15,814,872 $16,289,318 $16,777,998 $17,281,338 $17,799,778 $18,333,771 $18,883,784 $19,450,298 $20,033,807 $20,634,821 $21,253,865 Ad Valorem Taxes Prior to Development Improvements $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land $304,547 $313,684 $323,094 $332,787 $342,771 $353,054 $363,645 $374,555 $385,791 $397,365 $409,286 Total $304,547 $313,684 $323,094 $332,787 $342,771 $353,054 $363,645 $374,555 $385,791 $397,365 $409,286 Estimated Assessed/Taxable Value of Completed Project $204,048,612 $210,170,070 $216,475,172 $222,969,427 $229,658,510 $236,548,266 $243,644,714 $250,954,055 $258,482,677 $266,237,157 $274,224,272 % Valuation of Completed Stabilized Project (if 0%, Prior AV)100%100%100%100%100%100%100%100%100%100%100% Taxable Value of Project $204,048,612 $210,170,070 $216,475,172 $222,969,427 $229,658,510 $236,548,266 $243,644,714 $250,954,055 $258,482,677 $266,237,157 $274,224,272 Est RE Tax After Development $3,929,369 $4,047,250 $4,168,668 $4,293,728 $4,422,539 $4,555,216 $4,691,872 $4,832,628 $4,977,607 $5,126,935 $5,280,743 Project Incremental Value $188,233,740 $193,880,752 $199,697,175 $205,688,090 $211,858,733 $218,214,495 $224,760,929 $231,503,757 $238,448,870 $245,602,336 $252,970,406 $1 City TIF Contribution @ Millage Rate =7.80 $1,339,020 $1,379,190 $1,420,566 $1,463,183 $1,507,078 $1,552,291 $1,598,859 $1,646,825 $1,696,230 $1,747,117 $1,894,242 County Contribution @ Millage Rate =4.50 $772,511 $795,687 $819,557 $844,144 $869,468 $895,552 $922,419 $950,091 $978,594 $1,007,952 TIF Revenue Created by Project 12.30 $2,111,531 $2,174,877 $2,240,123 $2,307,327 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 $1,894,242 0.61 TIF Award @ Award Factor =100%$2,111,531 $2,174,877 $2,240,123 $2,307,327 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 $1,894,242 Cummulative of Above $13,550,097 $15,724,974 $17,965,097 $20,272,424 $22,648,970 $25,096,813 $27,618,091 $30,215,008 $32,889,832 $35,644,901 $37,539,143 $2,111,531 $2,174,877 $2,240,123 $2,307,327 $0 $0 $0 $0 $0 $0 $0 @ Award Factor % up to Total $ Amount 100%$20,000,000 $2,111,531 $2,174,877 $2,240,123 $2,034,903 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 4.0%$14,888,000 0% NPV to 1/1/25 @ 4.0%$13,764,000 Total Remaining with CRA $15,645,000 $0 $0 $0 $272,424 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 NPV to TCO - 1/1/27 @ 4.0%$8,531,000 NPV to 1/1/25 @ 4.0%$7,887,000 5% of City Operating Millage Retained by City *$1,782,000 $105,577 $108,744 $112,006 $115,366 $118,827 $122,392 $126,064 $129,846 $133,741 $137,753 NPV to TCO - 1/1/27 @ 4.0%$1,171,000 NPV to 1/1/25 @ 4.0%$1,083,000 City Tax After CRA Sunset @ City Millage *7.80 109,355,000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,894,242 NPV to TCO - 1/1/27 @ 6.0%$966,000 NPV to 1/1/25 @ 6.0%$860,000 Total City Before & After CRA Sunset $111,137,000 NPV to TCO - 1/1/27 @ $2,137,000 NPV to 1/1/25 @ $1,943,000 * Not including City Operating Millage on base (pre-project) value Total Tax Millage 20.0594 Early payment discount 4% TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount Proposed Incentive Award = Award Factor x TIF Revenue created by Project 962 12 PUBLIC PARKING The Phase 1 project is proposed to include 224 spaces to be allocated to the City – 171 for its exclusive use and 53 for the City’s use between 7:30 AM and 6:30 PM on weekdays. Note, the proposed number of non-exclusive use and total spaces are 12 less than specified in the lease, with that amount to be made up in the second phase, representing a proposed revision to the lease. The Phase 2 project is proposed to include 249 spaces allocated to the City – 192 on an exclusive basis and 57 for its use during the above-specified hours. Note, the non-exclusive and total proposed for Phase 1 are 12 less than the number specified in the lease, with that amount to be made up in the second phase, representing a proposed revision to the lease. The developer attributes a value to the CRA for the public spaces based on capital cost (including land, hard and soft costs) if the CRA or City were to develop a garage of $55,000 per space and applies this to the total number of exclusive and non-exclusive use City spaces for a total of $26,000,000 – $12,300,000 for the Phase 1 project and $13,700,000 for Phase 2. The above and following estimates in this section are expressed in $2024. Adjusting the attributed value of the non-exclusive spaces using the ratio (33%) specified in the lease for calculating the City’s operating expenses (see following paragraph), yields an attributed value of $10,400,000 for the Phase 1 project and $11,600,000for Phase 2 for a total of $22,000,000. As specified in the lease, the private project owner will retain ownership and responsibility for managing, operating and maintaining the spaces. The City shall be entitled to all revenue from the spaces under its control and pay a proportionate share of garage operating expenses. For purposes of the latter, the number of City spaces is defined as 100% of the exclusive spaces plus 33% of the non-exclusive spaces (33% based on the number of hours per week of City control divided by total hours per week). Operating expenses attributable to the garage are defined as including real estate taxes. The developer proposes an allocation of proportionate garage operating expenses for Phase 1 of $216,000 ($335,000 less proportionate share of the TIF rebate) and $219,000 ($343,000 less proportionate share of TIF rebate) for Phase 2. The determination of the percentage of the project’s operating costs attributable to the garage should be the subject of a detailed analysis, but, generally, the developer’s proposed allocation of operating expenses other than insurance and property taxes pass a preliminary test of reasonableness. However, the developer’s basing the allocation of the total property’s insurance and taxes attributable to the garage on its proportionate share of the overall project gross square footage (37% in Phase 1) is not considered to be reasonable. These expenses are based on factors including replacement cost and value and, clearly, a square foot of finished residential/commercial space would have a considerably higher replacement cost and value than a square foot of garage. 963 13 Prior to more detailed analysis, we consider a reasonable basis (at least a starting point) for allocating these costs would be the hard cost attributable to each of these components. The developer has suggested garage hard cost might be in the range of $25,000 - $30,000 per space. Applying the high end of this range to the effective number of City spaces and dividing this by the developer’s estimated total hard cost for the project yields a percentage of 19.7% for Phase 1. Real estate tax and TIF rebate are also adjusted based on our estimates. These adjustments result an operating cost allocation to the City for Phase 1 of $150,000 ($206,000 less proportionate share of the TIF rebate). The developer’s and adjusted estimates for Phase 1 are presented on the following page. The operating expense payment for Phase 2 would be a similar amount. A conversation with the County property appraiser did not provide clear direction as to whether or not taxable value would be assessed against the City spaces. This is a matter that likely may not be determined until after the appraiser gives the valuation of this property serious consideration upon its completion. If taxable value is not attributed to the City spaces, the above ratios and the tax portion would be less than presented above – at least to the extent that the relative share of the project’s taxes attributable to the garage would be lower. If the CRA decides to grant the TIF it would be an opportunity to amend the lease to eliminate real estate taxes from the calculation of the City’s pro rata share of garage operating costs in the event that it can be established that the County property appraiser is not considering the City spaces in its calculation of assessed taxable value. Parking revenue generated by the City spaces would offset at least some and possibly all of the pro rata operating cost obligation, potentially yielding significant net revenues. The developer has provided illustrative estimates of parking revenue that the City might realize assuming $2,500 per space per year applied only to the exclusive use spaces, which would yield annual revenues of $428,000 in Phase 1 and $480,000 in Phase 2. If this level of revenue were to be realized, and assuming the above-estimated adjusted operating expense payment, the City spaces would generate an annual net revenue after expense payment of $278,000in Phase 1 and somewhat more in Phase 2. A qualified parking consultant could estimate demand and parking revenues 964 14 City Garage OpEx Payment Phase 1 $2024 DEVELOPER ESTIMATE City Spaces Total Effective Exclusive Spaces 171 171 Non-Exclusive Spaces 33%53 17 Total 224 188 Share of total 1005 18.76%City $ /City $ / Total Effective Total Op Ex Garage %Garage $City%City $City Space City Space Marketing 178,000 0%- 18.8%- - - Salaries/Benefits 965,000 10%96,500 18.8%18,099 81 96 Utilities 610,000 20%122,000 18.8%22,881 102 121 Maintenance Contracts/Grounds 375,000 10%37,500 18.8%7,033 31 37 Repairs & Maintenance 210,000 10%21,000 18.8%3,939 18 21 Turnover/Leasing Costs 97,650 0%- 18.8%- - - Conceirge/Security 95,000 5%4,750 18.8%891 4 5 Administrative Expenses 405,000 5%20,250 18.8%3,798 17 20 Management Fee 406,071 10%40,607 18.8%7,616 34 40 Property Insurance 1,023,000 37.1%379,773 18.8%71,227 318 378 Total before RE Taxes 4,364,721 16.6%722,380 18.8%135,484 605 719 RE Taxes 2,859,750 37.1%1,061,638 18.8%199,113 889 1,056 Total before TIF Rebate 7,224,471 24.7%1,784,018 18.8%334,597 1,494 1,775 TIF Rebate 60%(1,715,850) 37.0%(634,865) 18.8%(119,070) (532) (632) Total Operating Expenses 5,508,621 20.9%1,149,153 18.8%215,526 962 1,143 City Garage OpEx Payment Phase 1 $2024 ADJUSTED ESTIMATE City Spaces Total Effective Exclusive Spaces 171 171 Non-Exclusive Spaces 33%53 17 Total 224 188 Share of total 1005 18.76%City $ /City $ / Total Effective Total Op Ex Garage %Garage $City%City $City Space City Space Marketing 178,000 0%- 18.8%- - - Salaries/Benefits 965,000 10%96,500 18.8%18,099 81 96 Utilities 610,000 20%122,000 18.8%22,881 102 121 Maintenance Contracts/Grounds 375,000 10%37,500 18.8%7,033 31 37 Repairs & Maintenance 210,000 10%21,000 18.8%3,939 18 21 Turnover/Leasing Costs 97,650 0%- 18.8%- - - Conceirge/Security 95,000 5%4,750 18.8%891 4 5 Administrative Expenses 405,000 5%20,250 18.8%3,798 17 20 Management Fee 376,430 10%37,643 18.8%7,060 32 37 Property Insurance*1,023,000 19.7%201,591 18.8%37,809 169 201 Total before RE Taxes 4,335,080 12.5%541,234 18.8%101,510 453 539 RE Taxes*2,838,660 19.7%559,383 18.8%104,914 468 557 Total before TIF Rebate 7,173,740 15.3%1,100,617 18.8%206,423 922 1,095 TIF Rebate*(1,525,415) 19.7%(300,596) 18.8%(56,378) (252) (299) Total Operating Expenses 5,648,325 14.2%800,021 18.8%150,046 670 796 * % Allocation of Project Insurance, RE Tax and TIF Rebate to Garage based on Garage hard cost @ $30,000 per space =$30,150,000 19.7% divided by total project hard cost $153,000,000 965 15 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. 966 1 TAX INCREMENT REVENUE FUNDING AGREEMENT – NORTH PARCEL This Tax Increment Revenue Funding Agreement – North Parcel (hereinafter "Agreement") entered into as of the _____day of ______________________, 2025 (the “Effective Date”), 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 Boynton Beach Town Center Apartments I LLC, Boynton Beach Town Center Apartments II LLC, Boynton Beach Town Center Apartments III LLC, Boynton Beach Town Center Apartments IV LLC, Boynton Beach Town Center Apartments V LLC, Boynton Beach Town Center Apartments VI LLC, Boynton Beach Town Center Apartments VII LLC, Boynton Beach Town Center Apartments VIII LLC and Boynton Beach Town Center Apartments IX LLC, each a Florida limited liability company, as tenants in common, with a business address of 55 Fifth Avenue, 15th Floor, New York, NY 10003 (hereinafter referred to together as "Developer"). RECITALS WHEREAS, Developer owns two (2) properties, which are currently vacant/undeveloped, described as follows: a.That certain real property located at 100/117/130 E. Boynton Beach Boulevard, which is depicted in the City’s Master Plan Master Plan MMPM 2024.01.2070 (a copy of which is attached hereto as Exhibit “A”; the “Master Plan”) as “Phase 3” (the “North Parcel”); and b.That certain real property located at 120 SE 1st Avenue, which is depicted in the Master Plan as “Phase 2” (the “South Parcel”; the North Parcel and the South Parcel are each sometimes referred to separately as a “Parcel” and together as the “Properties”); and WHEREAS, Developer owns the Properties outright on a fee simple basis and has no affirmative obligation to develop the Properties; and WHEREAS, Developer is a party to the following agreements with the City of Boynton Beach, Florida (“City”) concerning the contemplated phased future development of the Properties (together, the “City Agreements”): a.Development Agreement recorded May 2, 2023 in Official Records Book 34275, Page 663 of the Public Records of Palm Beach County, Florida (the “Development Agreement”), b.Parking Lease Agreement [South Garage] recorded May 16, 2023 in Official Records Book 34305, Page 914 of the Public Records of Palm Beach County, Florida, as amended by Amendment dated March 2025 (together, the “South Garage Lease”); and c.Parking Lease Agreement [North Garage] recorded May 16, 2023 in Official Records Book 34305, Page 960 of the Public Records of Palm Beach County, Florida as amended by Amendment dated March 2025 (together, the “North Garage Lease”). WHEREAS, pursuant and subject to the terms and conditions of the City Agreements, Developer and City have contemplated development of a project (the “Project”) involving construction 967 2 of a new mixed-use development on the North Parcel/Phase 3 (the “North Phase”) and construction of a new mixed-use development on the South Parcel/Phase 2 (the “South Phase”; each, a “Phase”), each to contain improvements including multifamily residential units, retail and parking garage (for each Phase, the “Improvements”) as depicted in those certain site plans for each of the North Phase and South Phase which have been duly voted on and approved in accordance with all applicable laws, codes and ordinances, copies of which are attached hereto as Exhibit “B” (together, the “Site Plans”); and WHEREAS, the North Phase and the South Phase are both considered part of a single Project; provided, however, that the obligations under this Agreement and that Tax Increment Revenue Funding Agreement for the South Phase (the “South Agreement”) are separate and distinct, subject to their particular terms and conditions, and neither is contingent or dependent on the other except as may be expressly provided in this Agreement and/or the South Agreement; and WHEREAS, among other Improvements, the Site Plans and the City Agreements contemplate construction of two (2) parking garages on each of the North Phase and South Phase (the “Parking Garages”), which, once constructed, will include a total of approximately 473 parking spaces that will be leased to the City under 100 year leases (at $0.00/year rent), pursuant to the terms and conditions of the City Agreements and the Site Plans; and WHEREAS, pursuant to the City Agreements, the Project as contemplated would provide a number of required and enhanced benefits for the public and the City, including the following (subject to the terms and conditions of the City Agreements) (collectively, the “Developer’s Obligations”):): a.The 473 parking spaces for the benefit of the City as described above including 100% revenue share to City for metered spaces, 249 of which will be constructed in the North Phase; b.Contribution to the City’s Public Art Fund of $1,000,000, of which is attributable to the North Phase and will be paid prior to the Completion of Construction of the North Phase; c.Contribution to City’s payment-in-lieu Workforce Housing Program of $4,484,720, $2,242,360 of which is attributable to the North Phase and will be paid prior to the Completion of Construction of the North Phase; d.Substantial incremental real estate taxes; e.23,500 SF of retail space, 17,500 of which will be constructed in the North Phase; f.898 Residential Units, 433 of which will be constructed in the North Phase; and g.Streetscape/infrastructure improvements; and WHEREAS, it is anticipated that the North Parcel will contribute substantial associated economic growth, local investment and job creation to the surrounding community; and WHEREAS, the City Agreements provide certain benefits to Developer for the development of the Project in accordance with the Master Plan and City Agreements; and WHEREAS, the CRA received the Developer’s application for tax increment funding; and WHEREAS, the CRA hired Abramson & Associates (“CRA Financial Analyst”) to review Developer’s application for TIF Funding and funding gap analysis; and WHEREAS, CRA Financial Analyst prepared a report dated December 20, 2024, (the “Fiscal Analysis”, a copy of which is attached hereto as Exhibit “C”) estimating that the Project currently faces an economic shortfall of $35,200,000, (the “Fiscal Gap”) which Fiscal Gap is an aggregate of a shortfall 968 3 of $20,000,000 for the South Phase and a shortfall of $15,200,000 for the North Phase, as further detailed in the Fiscal Analysis; and WHEREAS, Developer has confirmed that the Project is not viable for construction without funding to close the Fiscal Gap; and WHEREAS, in light of the Fiscal Gap and the findings in the Fiscal Analysis, the CRA has confirmed that Tax Increment Revenue Funding (“TIF Funding”) to fund the Fiscal Gap is necessary to allow the Project to be economically viable; 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 TIF Funding for the Project will further the goals and objectives of the CRA Plan; and WHEREAS, the CRA was duly formed and approved pursuant to the requirements of Florida Statutes Sec. 163.356 and, as formed, is currently due to “sunset” in year 2044; and WHEREAS, in consideration of the foregoing, at a duly noticed meeting of the CRA held and voted upon in conformance with all applicable governing laws, the CRA approved TIF Funding for the benefit of the Project in the amount of $20,000,000 for the South Phase and $15,200,000 for the North Phase, as more particularly set forth herein; WHEREAS, the CRA and Developer have agreed that there will be two (2) agreements in place, with one agreement governing TIF Funding for the South Parcel and one agreement governing TIF Funding for the North Parcel; and WHEREAS, this Agreement shall govern TIF Funding for the North Parcel only; 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: Section 1. Recitals. 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: 2.1. "Base Year" for determining Tax Increment Revenue from the North Phase shall be the year prior to the year that Commencement of Construction occurs. 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 North Phase and beginning physical construction work on the site to continuously develop such Phase on a consistent basis until Completion of Construction. 969 4 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 North Phase is complete and a Certificate of Occupancy has been issued for the North Phase 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 North Phase or part thereof. 2.8. "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. 2.9. "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. 2.10. "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the North Phase by an agreed upon percentage factor as provided for in this Agreement. 2.11. "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. As a condition of the provision of the Pledged Project Increment Revenue as provided herein, Developer agrees as follows: 3.1.1 Date for Commencement of Construction. The North Phase Commencement of Construction must occur by July 1, 2032. 3.1.2. The North Phase shall conform to the applicable Site Plan as depicted in Exhibit B and: a. Prior to Completion of Construction, Developer shall accomplish all of Developer’s Obligations that are attributable to the North Phase or are to be completed as part of the North Phase. b. Upon Commencement of Construction of the North Phase, Developer shall host a groundbreaking ceremony, and upon receipt of the Certificate of Occupancy for the North Phase, the Developer shall host a ribbon-cutting ceremony. The CRA will be in attendance at this ceremony and Developer shall coordinate planning of the ceremony with the CRA. c. Developer shall perform its obligations under the City Agreements and pursuant to the Master Plan and Site Plans. 970 5 3.1.3. Prior to and during the construction of the North Phase, the Developer shall make Good Faith Efforts to accomplish the following: a. Hire a job placement consultant during the construction period of this Agreement (the “Job Placement Consultant”) charged with locating persons seeking temporary or permanent job positions associated with the North Phase, providing available employment information to qualified candidates and coordinating with the Community Outreach Partner on behalf of the Developer; b. Host a job fair within the CRA in conformance with specific reasonable requirements promulgated by the CRA, provided that such job fair will be on a single day, will not exceed three (3) consecutive hours in total, and occur at a location reasonably determined by the CRA (the “Job Fair”) with CRA’s reasonable cooperation; c. When reasonably feasible (noting the importance of Developer’s budget considerations and the need to hire the most sophisticated and experienced contractors and consultants due to the complexity of the Project), to give priority to contractors that are Locally Owned Small Businesses to participate in the construction of the North Phase; d. Subject to the considerations in subsection c. above, use Good Faith Efforts to provide a list of job positions and descriptions to the Job Placement Consultant and the Community Outreach Partner and Job Placement to use Good Faith Efforts to give priority to qualified job applicants referred by the Community Outreach Partner and/or Job Placement Consultant to participate in the construction of the North Phase; and e. Coordinate with the Job Placement Consultant and Community Outreach Partner to offer permanent job positions resulting from the North Phase to qualified City residents. 3.1.4. The City Agreements may undergo minor modifications without requiring amendment to this Agreement and the modified site plan is substantially similar to the applicable Site Plans. For purposes of this section (1) any modification to the Site Plans that requires approval by the City Commission shall not be considered a minor modification; (2) any modification to the City Agreements that result in modifications to the Developer’s Obligations or Improvements shall not be considered a minor modification and (3) any modification that reduces the total number of residential units for the Project by more than 10 from what is depicted on the Site Plan as of the Effective Date of this Agreement shall not be considered a minor modification. 3.1.5 Developer shall achieve Completion of Construction for the North Phase within 6 years of Commencement of Construction for such Phase, subject to tolling of time for Force Majeure events. 3.1.6 Developer will create a timelapse video for the purpose of showcasing the construction of the site and building. The final deliverable shall be a minimum of 4K (Ultra HD) resolution at 30 fps in mp4 video file format. A failure to provide the video as set forth in this section shall not be deemed a default that subjects this Agreement to termination. Section 4. Annual Performance Report. Commencing 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 North Phase indicating the status of Developer's compliance with the requirements of this Agreement and evidencing that Developer has paid all real property taxes for the North Parcel for the preceding year. Each Annual Performance Report after the first Annual Performance Report must be submitted to the CRA 971 6 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. Conditions Precedent to Payment of Pledged Project Increment Revenue. 5.1. Conditions Precedent. 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. The Pledged Project Increment Revenue amounts are established as set forth in accordance with the formula in Section 7.1.1 below; 5.1.2 The Developer has achieved timely Completion of Construction for the North Phase, following timely Commencement of Construction, both pursuant to Section 3.1 above; 5.1.3 All elements of the North Phase have been placed on the Tax Roll; 5.1.4 Developer must have timely provided its Annual Performance Report pursuant to Section 4 above; 5.1.5. The Annual Performance Report for the North Phase is received and found to be sufficient by the CRA (in conformance with the reasonableness standards below), which shall occur as follows: 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 Project Increment Revenue for the North Phase. Upon finding such compliance and consistency, CRA shall approve the Annual Performance Report, which finding and approval shall not be unreasonably withheld, delayed or conditioned; and 5.1.6. The CRA has received Tax Increment Revenues from the County subsequent to the Base Year and Completion of Construction for the North Phase, based on timely payment of the then- current real estate tax bill for the North Parcel by Developer. 5.1.7. Developer is not in material default of any terms or provisions of this Agreement beyond any applicable notice and cure period. Developer shall not be entitled to receive any Pledged Project Increment Revenue payments for such calendar year if the Developer is in material default of any term of this Agreement and has failed to cure the default within the notice and cure period provided Section 9 below after required notice of such default has been so delivered. There is no obligation by the CRA to disburse the Pledged Project Increment Revenue during any period in which Developer is in default beyond any applicable notice and cure period or during any cure period. 5.2 Updated Fiscal Analysis. An Updated Fiscal Analysis (defined below) shall be required as a precedent for the release of the Pledged Project Increment Revenue for the North Phase, to be effectuated as follows: 5.2.1 At any time after Commencement of Construction of the South Phase (pursuant to the terms of the South Agreement), Developer may request that CRA Staff commence the Updated Fiscal Analysis process for the North Phase. Upon receipt of such request, the CRA shall commence the process to procure an analyst (“CRA Analyst”) to provide an updated Fiscal Analysis (the “Updated Fiscal Analysis”) using the same methodology as the initial Fiscal Analysis and prepared by Abramson & Associates. Developer shall grant the CRA Analyst access to such information as may be necessary to complete the Updated Fiscal Analysis. 972 7 5.2.2 The Updated Fiscal Analysis shall analyze whether the Fiscal Gap for the North Phase is equal to or more than the Fiscal Gap disclosed in the initial Fiscal Analysis (to wit, $15,200,000). The Updated Fiscal Analysis shall be presented to the CRA for review (“the Updated Review”), and if it meets the requirements of this Agreement, shall be approved. If the Updated Review, based on the Updated Fiscal Analysis, confirms that the Fiscal Gap for the North Phase is equal to or greater than such Fiscal Gap as disclosed in the initial Fiscal Analysis ($15,200,000), no additional review shall be required (other than the Updated Review), and the Pledged Project Increment Revenue of $15,200,000 for the North Phase shall be valid and disbursed in accordance with Section 7 of this Agreement. If the Updated Fiscal Analysis reflects a fiscal gap for the North Parcel that is less than that shown in the initial Fiscal Analysis ($15,200,000), then the Pledged Project Increment Revenue for the North Phase shall be reduced to match the Fiscal Gap reflected in such Updated Fiscal Analysis. 5.2.3 Developer shall bear the costs of the Updated Fiscal Analysis, including the costs of the CRA Analyst and CRA legal counsel. Developer shall reimburse the CRA for such costs within 30 days of receipt of an invoice and proof of payment by the CRA of such invoice. 5.2.4 The parties agree that the methodology used in the Fiscal Analysis shall be used in the Updated Fiscal Analysis. At its option and own expense, Developer may retain its own analyst to review the Updated Fiscal Analysis adherence to the methodology required pursuant to this paragraph and shall be permitted to present any such review to the CRA at a public Board meeting. 5.2.5 The parties shall use good faith efforts to complete the Updated Fiscal Analysis and the Updated Review in accordance with Section 5.2.1 above within one year of Developer’s request to commence the Updated Fiscal Analysis process. 5.2.6 Developer shall have 18 months from the Updated Review to submit for building permit for the North Phase. In the event Developer does not submit such building permit, the parties shall, at the CRA’s sole option, be required to restart the Updated Fiscal Analysis process for the North Phase at Developer’s sole expense. Failure of Developer to submit for a building permit shall not be considered a default or breach of this Agreement. Section 6. Certification. 6.1. Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1 of this Agreement; (a) by reasonably demonstrating that the obligations under this Agreement and the City Agreements have been timely complied with (or are not yet required to occur); and (b) by reasonably demonstrating that Commencement of Construction of the North Phase has timely occurred (or is not yet required to occur). 6.2. Developer shall certify in its Annual Performance Report that it has made Good Faith Efforts to meet its obligation under Section 3.1.3 of this Agreement which shall be demonstrated by including the following in the annual performance report: 6.2.1 Confirmation that it has hired and utilized the Job Placement Consultant and a report of the Job Placement Consultant's activities during construction of the Project in the Annual Performance Report; 6.2.2 Reasonable demonstration that it held the Job Fair. 6.2.3 A report on coordination within the Community Outreach Partner, efforts to utilize 973 8 Locally Owned Small Businesses, and following issuance of the Certificate of Occupancy, and efforts to offer permanent job positions resulting from the project to qualified City residents. Section 7. CRA’S Obligations and Covenants. 7.1. Payment of Pledged Project Increment Revenue. 7.1.1. Formula for Payment of Pledged Project Increment Revenue. The total Pledged Project Increment Revenue to be paid to Developer for the North Phase pursuant to this Agreement shall not exceed Fifteen Million Two Hundred Thousand Dollars ($15,200,000) (the “North Phase TIR Cap”) and shall be calculated based on the following formula: the annual amount of Pledged Project Increment Revenue equal to ninety-five percent (95%) of the Tax Increment Revenue for the North Phase each year, not to exceed, in the aggregate, the North Phase TIR Cap. 7.1.2 Payment of Pledged Project Increment Revenue. Subject to satisfaction of those conditions precedent in Section 5.1 and 5.2 above, as soon as practicable after the CRA receives the Tax Increment Revenue for the North Phase each year, the CRA shall pledge and assign, and shall cause to be paid, to Developer pursuant to the terms of this Agreement, the Pledged Project Increment Revenue pursuant to the above formula in this Section 7.1.1, commencing on the last day of the year. 7.2. 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. 7.3. Form of Payment. Payment shall be in the form of a CRA check made payable to the Developer or via wire transfer, at Developer’s election. 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 obligations of Developer under this Agreement. 7.4. Expiration of the CRA. In the event the CRA expires prior to Developer having received disbursement of the Pledged Project Increment Revenues for up to the North Phase TIR Cap, any remaining unfunded balance shall expire and this Agreement shall automatically terminate and all obligations hereunder shall be null and void. Section 8. 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, except from time to time the Parties may, through electronic communication, designate the proper recipient for receipt of notices 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 974 9 Boynton Beach, Florida 33435 With a copy to: Kathryn B. Rossmell, Esq. Lewis, Longman & Walker, P.A. 360 South Rosemary Avenue Suite 1100 West Palm Beach, Florida 33401 If to Developer, such notice shall be addressed to: Mr. Robert Singer Time Equities, Inc. 55 Fifth Avenue, 15th Floor, New York, NY 10003 With a copy to: Bonnie Miskel, Esq. Miskel Backman, LLP 14 SE 4th Street, Suite 36 Boca Raton, FL 33432 Section 9. Default. 9.1. 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 Section 8 above, 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. Subject to Section 10 below, 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 and the CRA may seek all rights and remedies available at law or in equity (including, without limitation, the right to seek specific performance). Notwithstanding anything herein to the contrary, it is understood by the parties that Developer’s performance under this Agreement does not impact the City Agreements, to which the CRA is not a party, such that it is the intent of the parties that (i) an uncured default or failure to meet any condition by Developer hereunder shall not constitute a default or failure of any condition under any of the City Agreements and (ii) except as expressly provided in Section 10 of this Agreement, an uncured default of the South Agreement shall not give the CRA the right to terminate or suspend payment to Developer of Pledged Project Increment Revenues under this Agreement. 9.2. Notwithstanding any other provision of this Agreement, 9.2.1. The CRA shall not have the right to seek specific performance to require Developer to construct the Project or any Phase thereof. 975 10 9.3. The failure of CRA to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. The Developer shall deliver written notice to the CRA of such failure in accordance with Section 8 above, in which case, the CRA shall have thirty (30) days after receipt of said notice from the Developer to cure such default. If CRA fails to cure the default as provided herein, the Developer may terminate this Agreement and Developer may seek all rights and remedies available at law or in equity (including, without limitation, the right to seek specific performance). Section 10. 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 North Phase; (b) failure to timely Commence Construction for the North Phase as required in Section 3.1 above following notice and opportunity to cure under Section 9 above; (c) expiration of the CRA as provided in Section 7.4 above; or (d) Developer fails to timely achieve Commencement of Construction or Completion of Construction of the South Phase pursuant to the South Agreement (as it may be amended from time to time), beyond all applicable notice and cure periods. Either Party may elect to terminate this Agreement after expiration of the applicable notice and cure period, and otherwise subject to Section 9 above, by providing 45 days written notice to the other Party upon one or more of the following occurrences: 10.1 The default of either Party, if such default is not cured (following delivery of required notice) within the time period described in Section 9 above; or 10.2 The Parties enter into a mutually agreed upon, written Addendum, the effect of which is to terminate this Agreement. 10.3 Notwithstanding any other provision in this Agreement, the CRA shall not have the right to terminate this Agreement for failure to provide the Annual Performance Report unless Developer fails to provide such report for two separate years. 10.3.1 The parties agree and understand that this limitation on termination shall not impact Section 5.1.7 and that Developer is not eligible to receive Pledged Project Increment Revenues for any year for or in which Developer does not provide the Annual Performance Report. Section 11 . M iscellaneous Provisions. 11.1 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 North Phase, whether such damage or injury occurs before, during, or after the construction of the North Phase 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. 11.2 Indemnification. Developer shall indemnify, save, and hold harmless the CRA, its agents, and its employees from any liability, claim, demand, suit, loss, cost, expense (including attorney’s fees and costs through all levels of appeal) 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 976 11 damage is incidental to, occurs as a result of, arises out of, or is otherwise related to this Agreement or the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer or the North Phase. 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. 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. 11.3 Assignment. This Agreement may only be assigned by the Developer to record owners of the North Parcel with the prior written consent of the CRA, which consent shall not be unreasonably withheld, delayed or conditioned, provided, however, that any assignee hereto shall specifically assume all of the obligations of and benefits to the Developer under this Agreement. 11.4 Successors and Assigns. The Developer 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, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 11.5 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. 11.6 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. 11.7 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. 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 this 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 this Agreement, Developer shall destroy any duplicate public records 977 12 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, 4th Floor, Boynton Beach, Florida 33435; or TackT@bbfl.us. 11.8 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. 11.9 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. 11.10 Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 11.11 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. 11.12 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. 11.13 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. 11.14 Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any 978 13 requirement of Developer contained in this Agreement. 11.15 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. 11.16 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. 11.17 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. 11.18 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 shall exclude state and federal holidays. [SIGNATURES ON FOLLOWING PAGE] 979 14 IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first above written. WITNESSES: Boynton Beach Town Center Apartments I LLC; Boynton Beach Town Center Apartments II LLC; Boynton Beach Town Center Apartments III LLC; Boynton Beach Town Center Apartments IV LLC; Boynton Beach Town Center Apartments V LLC; Boynton Beach Town Center Apartments VI LLC; Boynton Beach Town Center Apartments VII LLC; Boynton Beach Town Center Apartments VIII LLC; and Boynton Beach Town Center Apartments IX LLC ______________________________ (signature of witness) By: (printed name of witness) Print Name: Title: (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF __________________ COUNTY OF ________________ BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ___ day of __________________, 2025, by _______________________________________, as ____________________________________ of Boynton Beach Town Center Apartments I LLC; Boynton Beach Town Center Apartments II LLC; Boynton Beach Town Center Apartments III LLC; Boynton Beach Town Center Apartments IV LLC; Boynton Beach Town Center Apartments V LLC; Boynton Beach Town Center Apartments VI LLC; Boynton Beach Town Center Apartments VII LLC; Boynton Beach Town Center Apartments VIII LLC; and Boynton Beach Town Center Apartments IX LLC., Florida corporations, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of _____________________ _______________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 980 15 WITNESSES: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY By: ____________________________ (signature of witness) Print Name: _____________________ (printed name of witness) Title: __________________________ (address of witness) (signature of witness) (printed name of witness) (address of witness) STATE OF FLORIDA COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, appeared before me by ⃝ physical presence or ⃝ online notarization this ______ day of ________________, 2025 by __________________________, as _______________________ of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, who is ⃝ personally known to me or ⃝ produced __________________ as identification. (SEAL) Notary Public, State of Florida _______________________________________ My Commission Expires: Name of Notary Typed, Printed or Stamped 981 EXHIBIT A982 983 EXHIBIT B984 985 ABRAMSON & ASSOCIATES, Inc. Real Estate and Public-Private Development Advisory Services 113 Chestnut Street / Newton, MA 02465 / tel: (617) 965-4545 / fax: (617) 965-5431 /www.abramsonassoc.com MEMORANDUM TO: Timothy Tack, P.E., Assistant Director Boynton Beach Community Redevelopment Agency FROM: Barry Abramson SUBJECT: Evaluation of a TIF Request for Town Square Residential/Mixed-Use Project (South and North Parcels) DATE: December 20, 2024 _______________________________________________________________________ EXECUTIVE SUMMARY This memorandum summarizes our evaluation of a Tax Increment Financing (TIF) request by Time Equities, Inc. for the above-referenced proposed project. The project is to occupy the blocks to the south and north of the City’s civic complex and is subject to a March, 2023 development agreement and parking lease between the developer and the City, specifying matters such as building program, timing, and arrangements for City parking. The project comprises two distinct projects to be built in two phases with a combined total of 898 rental apartments, 23,594 square feet of retail space and 2,039 garage parking spaces. 473 spaces are to be allocated to the City – 363 for the City’s exclusive use and 110 on a non-exclusive basis for the City’s use between 7:30 AM and 6:30 PM on weekdays. The proposal calls for the first phase project, to be built on the South parcel, to start construction no later than July 1, 2026 (versus May 1, 2030 in the current development agreement)1. This phase has an estimated total development cost of $236,000,000 (in $2024 2) and includes 465 apartments, 6,686 square feet of retail space and a 1,005-space garage, of which 224 spaces are allocated to the City – 171 exclusive and 53 non-exclusive. The second phase project, to be built on the North parcel, is proposed to start construction by July 1, 2032 (versus no required start date in the current development agreement). This phase, estimated to cost $235,000,000 (in $2024), is to include 433 apartments, 16,908 square feet of retail space and a 1,034-space garage, of which 249 spaces are to be allocated to the City – 192 exclusive and 57 non-exclusive. The developer requests a two-phase TIF award to fill the gap caused by currently challenging market conditions including increases in construction costs, operating expenses and particularly interest rates. The requested award is $20,000,000 for Phase 1 and $15,200,000 for Phase 2 in the form of 95% of the total tax increment revenue, i.e. 100% of the CRA 1 The required construction completion date in both the current agreement and developer’s proposal would be 24 months following the required construction start date 2 In today’s dollars if construction were to start at report date EXHIBIT C 986 2 share, generated by each project until the total amounts for each phase are reached, anticipated to be in approximately ten years for Phase 1 and seven years for Phase 2. The proposed awards would yield a leverage on private investment ($2024) of almost 12:1 and 16:1, respectively. Based upon our evaluation, we consider the developer’s assumptions, generally, to be in a range of reasonableness and that, in the current development market, the project has a feasibility gap that would justify the requested TIF awards, subject to the qualifications discussed below and more fully later in this transmittal. It is important to note that relatively small variations in assumptions and/or improvements in the development market over the time prior to construction financing could significantly reduce or, possibly, eliminate the need for subsidy. While this applies to Phase 1, which would be required to start construction within one and a half years, it is a particular concern relative to Phase 2, which, likely, would not start construction until significantly later. Accordingly, the CRA may wish to consider granting a TIF award only for Phase 1 and having the developer return for an evaluation of need at such time as the construction start and development economics of Phase 2 come into clearer focus, so as to lessen the chance of providing TIF funding not actually required for feasibility. Whether TIF is awarded for one or both phases, the CRA may wish to explore structuring opportunities that might result in reducing the TIF award should construction and/or other development costs ultimately come in lower than preliminary estimates or other development market conditions improve prior to construction start. CRA incremental revenues from the Phase 1 project after the proposed TIF rebate are estimated at approximately $2,400,000 in 2039 and to total $15,600,000 through the CRA sunset in 2044, with a present value at January, 2025 estimated at $7,900,000. The City is estimated to receive total incremental tax revenues from the Phase 1 project of $111,000,000 over 50 years of the property’s operation (i.e. through 2078). As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of January, 2025 is estimated at only $1,900,000. Should the proposed TIF award be made for Phase 2, the financial effect to the CRA would vary based on its timing. If construction were to commence three years following that of Phase 1, so the two TIF rebates would end at the same time, the financial effect to the CRA and City would be approximately the same as that estimated for Phase 1. 987 3 PUBLIC BENEFITS In addition to TIF and tax revenue, the developer asserts the project would provide the following direct public benefits: • The value of the parking spaces to be allocated to the City o The developer attributes a value based on the cost the City would incur if it were to develop them of $12,300,000 in Phase 1 and $13,700,000 in Phase 2 o We adjust the capital value at $10,400,000 for Phase 1 and $11,600,000 for Phase 2 after accounting for the lower proportionate allocated usage of the non-exclusive spaces o The developer also claims parking revenues the City would realize from these spaces (which we estimate after operating expenses at $278,000 ($2024) for Phase 1 and somewhat more for Phase 2) as a benefit though consideration of net revenues would be a double counting with capital value o It is also noted that the developer is obligated to continue to provide surface parking for the City on the North parcel until the City parking in the Phase 1 project is available o See section on public parking starting on at page 13 • Payment to the Workforce Housing Fund of $2,250,000 per phase o While this is a required compensation for the project being allowed higher density, it certainly is a benefit provided by the project • Impact and other fees totaling $13,800,000 split approximately evenly between the two phases o This includes the required public art fee of $1,000,000 front-loaded in Phase 1 o More than half of this amount is attributable to the county o Relative to the remainder, the City is the best judge of the extent, if any, they would yield a net financial benefit rather than simply offsetting actual City costs attributable to the development • Streetscape improvements of $3,000,000 split between the two phases o The CRA and City are best positioned to determine the extent to which these improvements are standard or above and beyond the normal requirements and customary contributions of a project of this nature. • Settlement payment of $5,000,000 to City which was made by the previous owner from the proceeds of its sale of the land to TEI o While this pass-through payment benefited the City, it compensation that has already realized by the City, not conditioned on the project proceeding due to a TIF award 988 4 In addition to direct impacts, the project would generate indirect impacts in the form of employment and economic activity, i.e. spending in the local and regional economy during and post-construction. An economic and fiscal impact analysis performed on behalf of the developer by Fishkind Litigation Services estimates that the two-phase project would generate 426 full-time equivalent (FTE) jobs and $38,000,000 in economic activity during construction and 340 FTE jobs and $34,000,000 of spending annually following completion. However, the report does not provide an estimate of how much of this would be spent in Boynton Beach, which is the chief concern of the CRA and City. Finally, a major public benefit of the project will be completing the City and CRA’s vision for Town Square, creating an attractive and vibrant focal point for civic life. EVALUATION OF PROJECT NEED FOR THE TIF AND FINANCIAL EFFECT TO CRA AND CITY We evaluated the developer’s pro forma, researched and reviewed publicly available market data and insights, held conversations with the developer and its advisor(s), 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. The developer estimates that in order to finance the Phase 1 project under current market conditions, it will need an annual TIF rebate of approximately $2,000,000 annually in order to achieve a “trended” return on cost of 6.5% and for this TIF rebate to continue for ten years (for a total of $20,000,000) through the term of an initial permanent financing, with the anticipation that revenues can rise above standard inflation estimate to offset the expiration of the TIF rebate at that time. A similar set of assumptions underlies the developer’s request for a $15,200,000 TIF award for the Phase 2 project, though the approximately $2,000,000 annual TIF rebate would be provided over approximately seven years. It is noted that the developer’s TIF award requests are significantly less than the amounts estimated to be required in a June, 2024 report by Fishkind Litigation Services – $34,000,000 for Phase 1 and $24,000,000 for Phase 2. The present evaluation is based on the analysis of updated pro forma information provided by the developer, as this is the basis for the developer’s TIF proposal and includes many assumptions that have been refined in the six months since the Fishkind analysis. Trended return on cost is the net operating income of the project (prior to debt) expressed in future/inflated dollars divided by the total development cost. Note, this is different from an “untrended” return on cost in which stabilized net operating income in today’s uninflated dollars is divided by the development cost. We consider untrended return on cost to be an appropriate metric to estimate feasibility/required gap. This is a common measure of development feasibility and 989 5 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, assuming escalation of operating cash flow at a reasonable constant inflation rate. This return on cost is higher than what would have been required at the peak of the market a couple of years ago. Required rates of return may 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. We note that long term rates, which had been gradually declining over the past year, have recently edged up slightly. A slight variation in the required return on cost would have significant implications for the required subsidy amount, as would variations in development cost or elements of net operating income. Trended return on cost, used by the developer as a threshold for feasibility/financeability, adds the vagary of inflation, but is also a valid measure, understanding that it would need to be higher than the untrended return. Accordingly, our analysis estimates both trended and untrended return on cost – the former, as it is the threshold metric proposed by the developer, and the latter, as a check. Our evaluation of the developer’s Phase 1 assumptions revealed the following major points: • Estimated development costs of $507,000 per unit are higher than we have seen on recent projects, but this is, to a significant extent, due to cost premiums including the added cost of the large number of City parking spaces being provided, the high land price, and the Work Force Housing Contribution. • The relatively high construction cost is based on an estimate by an experienced construction company, though this warrants review upon more refined cost estimation and contracting. • Revenue estimates, based primarily on apartment rents at $3.25 per square foot in $2024, are within the range of reasonableness • Real estate tax estimates were prepared by a third party consultant specializing in this area and equate to a taxable assessed value of $317,000 per unit in $2024, which is reasonable relative to valuation of comparable properties • Operating expenses, prior to taxes and direct assessments, at $9,300 per unit and 23% of effective gross income are higher than what we’ve seen estimated for other projects, but have been estimated by an experienced third party property manager and are consistent with the operating experience of a similar property in the market 990 6 owned by the developer, reflecting the generally accepted understanding that expenses have been increasing at a challenging rate. • The assumed 3% annual inflation applied to revenues and expenses in the trended analysis is considered reasonable. Based on the above, we consider the developer’s assumptions, generally, to provide a reasonable basis for assessing the property’s financial performance, while noting that relatively small variations within the range of reasonableness of these elements of the pro forma can have a dramatic impact on the amount of subsidy required. We made various adjustments to the pro forma, the primary ones being: • We accepted the developer’s revised estimate of the number of parking spaces available for rental to tenants as second spaces at 231. • We added some parking revenue attributable to evening and weekend usage of the 53 non-exclusionary spaces the private owner would control at those times at an average of $3.00 per day. • We incorporated our preliminary estimate of the City’s operating expense payment ($150,000 in $2024) which was not included in the developer’s pro forma • We incorporated the 2024 millage rates • We excluded direct assessments from the amount subject to Tax Increment Financing, reducing the TIF amount Based on the above, our analysis of Phase 1, presented on the following page, indicates a trended return on cost of 5.73% without the TIF. With the addition of the TIF rebate, equaling an estimated $1,768,000 in 2029, the trended return on cost is 6.48%. close to the developer’s 6.5% target. The corresponding untrended return on cost at 4.94% without the TIF and 5.59% with the TIF, which is $1,525,000 in $2024. Note that the untrended return is significantly lower than the 6.0% we would normally consider to be the target threshold. The developer’s expectation that it can finance the project at this rate of return is assumed to be based upon the anticipation that revenues may rise in the near- and/or long-term above the average annual 3% increase assumed in the analysis, or, perhaps, finding efficiencies in construction or other development costs, operating expenses, or financing rates which could lift the return. Our TIF analysis, presented later in this transmittal, estimates CRA incremental revenues from the Phase 1 project after the proposed TIF rebate at $2,400,000 in 2039 and to total $15,600,000 through the CRA sunset in 2044, with a present value at January, 2025 estimated at approximately $7,900,000, based on a 4% discount rate. 991 7 The City is estimated to receive total incremental tax revenues from the Phase 1 project of $111,000,000 over 50 years of the property’s operation (i.e. through 2078). As these revenues would be primarily back-loaded, following the CRA sunset, their present value as of January, 2025 is estimated at only $1,900,000. 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. Financial Feasibility/Gap Analysis Untrended $2024 Trended $2029 Development Cost 3.0%annual inflation Acquisition Cost $22,000,000 $22,000,000 Total Hard Costs $153,000,000 $153,000,000 $60,873,244 $60,873,244 Total Development Cost $235,873,244 $235,873,244 Stabilized Operating Income Apartment Rental $17,478,474 $20,262,342 Parking (2nd Space) Rental & Nonexclusive Meter Rev $335,235 $388,629 Other Residential Income $1,709,630 $1,981,930 Gross Potential Residential Revenue $19,523,339 $22,632,901 Less Vacancy ($976,167)($1,131,645) Residential Effective Gross Income $18,547,172 $21,501,256 Retail Rent (after 5% vacancy)$222,310 $257,718 Effective Gross Income $18,769,482 $21,758,973 Operating Expenses Excluding Taxes & Direct Assessmts $4,335,080 $5,025,546 Direct Assessments $90,250 $104,625 RE Tax after 4% early payment discount $2,838,660 $3,290,785 Total Tax & Operating Expenses $7,263,990 $8,420,956 Less City Payment for Share Garage Operating Expenses ($150,000)($173,891) Total Tax & Operating Expenses $7,113,990 $8,247,065 Net Operating Income $11,655,491 $13,511,909 Required Subsidy Analysis Without Subsidy With Subsidy Without Subsidy With Subsidy Net Operating Income Before TIF Rebate $11,655,491 $11,655,491 $13,511,909 $13,511,909 Plus TIF Rebate $0 $1,525,415 $0 $1,768,374 Adjusted NOI with TIF $11,655,491 $13,180,906 $13,511,909 $15,280,283 Development Cost $235,873,244 $235,873,244 $235,873,244 $235,873,244 4.94%5.59%5.73%6.48% Soft & Other Costs (Incl Predev, Dev OH&Fee, Impact & Other Fees, Owner Hard Contingency, TI, Financing Costs, Lease-Up) The estimated development cost, operating income and tax and incremental TIF revenues of Phase 2 nearly mirror that of Phase 1, as would the nature and annual amount of the developer’s proposed annual TIF rebate. Accordingly, the annual financial need estimated for Phase 1 would also apply to Phase 2, assuming a continuation of current market conditions. The developer’s request for only seven years of TIF rebate for Phase 2 reflects its expectation that rents will have risen above standard inflation by the rebate period, which would likely be approximately the same time as or later than the end of Phase 1’s ten-year TIF period. 992 8 If construction were to start in three years following Phase 1’s construction start – say mid- 2029 (which is three years before Phase 2’s outside construction start date), the TIF would expire at approximately the same time as Phase 1, resulting in financial effects to the CRA and City of comparable amounts as generated by Phase 1. If TIF Not Awarded As the CRA considers this TIF request, an obvious question is what will happen if it is not granted to both phases or only granted to Phase 1. There is a possibility that, in the coming year and half prior to the Phase 1 outside construction start date, 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, there would be a reasonable chance that the developer could be able to make the 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. 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. Relative to Phase 2, the developer contends that securing the TIF award for this phase well in advance of its likely construction start would enhance its financing efforts and increase the chance of it starting Phase 2 earlier. As a practical matter, given the large number of units to be absorbed in Phase 1, it is highly questionable whether the developer would start Phase 2 construction before completion of Phase 1, i.e. before mid-2028. It would be exceedingly speculative to predict development market conditions that far in advance. The market may still be in need of TIF subsidy of some amount, which might or might not be the amount being proposed to be locked in now, but it also may have returned to equilibrium, not requiring TIF. POSSIBLE STRUCTURING CONCEPTS If the CRA decides to award a TIF at this time for Phase 2, it might consider significantly tightening the outside construction start date, perhaps to mid-2027, to provide a real spur to full development happening sooner than it might otherwise. This date would be doable with Phase 1 construction likely starting prior to the outside date and its garage being available for City parking in advance of interior construction of residential/commercial space to accommodate the shift of City parking from the North parcel. 993 9 If the CRA decides to grant a TIF to one or both phases, it may wish to explore options for structuring the award so the amount 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, 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 next few years the developer proposes the TIF allow for it to start construction of Phase 2, there may be opportunities to adjust the TIF 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. 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 – twelve months following TIF approval, but could kick in if the project does not start till later in the proposed allowed timeframes. A few concepts that could be explored with the developer are: • Reduce TIF award by amount (or percentage thereof) if actual construction cost (with agreed upon escalation adjustment) is less than currently estimated. This can be determined upon construction contracting and, again, at completion of construction. • Reduce TIF award by amount (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 TIF award by some negotiated factor relative to some verifiable measure of financing rates or treasury bond yields which would impact market required rate of return on cost. • Adjust TIF award on ongoing basis by means of a participation in excess return in cash flow and capital events. 994 Town Square Phase 1 - South Parcel Year of operation:1 2 3 4 5 6 7 8 PROPOSED TIF INCENTIVE CASH FLOW Calendar Year:2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 Annual Escalation Rate:0.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment Improvements - $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land 11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $13,244,706 $13,642,047 $14,051,309 $14,472,848 $14,907,034 $15,354,245 Total $11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $13,244,706 $13,642,047 $14,051,309 $14,472,848 $14,907,034 $15,354,245 Ad Valorem Taxes Prior to Development Improvements - $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land 220,011 $226,612 $233,410 $240,413 $247,625 $255,054 $262,705 $270,586 $278,704 $287,065 $295,677 Total 220,011 $226,612 $233,410 $240,413 $247,625 $255,054 $262,705 $270,586 $278,704 $287,065 $295,677 Estimated Assessed/Taxable Value of Completed Project $147,409,059 $151,831,330 $156,386,270 $161,077,858 $165,910,194 $170,887,500 $176,014,125 $181,294,549 $186,733,385 $192,335,387 $198,105,448 pre-construction pre-construction preconstrn/constrn construction constr/pre-stablztn % Valuation of Completed Stabilized Project (if 0%, Prior AV)0%0%0%0%0%100%100%100%100%100%100% Taxable Value of Project $11,425,000 $11,767,750 $12,120,783 $12,484,406 $12,858,938 $170,887,500 $176,014,125 $181,294,549 $186,733,385 $192,335,387 $198,105,448 Est RE Tax After Development $2,838,660 $2,923,820 $3,011,534 $3,101,880 $3,194,937 $3,290,785 $3,389,508 $3,491,193 $3,595,929 $3,703,807 $3,814,921 Project Incremental Value $0 $0 $0 $0 $0 $157,642,794 $162,372,078 $167,243,240 $172,260,537 $177,428,353 $182,751,204 City TIF Contribution @ Millage Rate =7.80 $0 $0 $0 $0 $0 $1,121,408 $1,155,050 $1,189,702 $1,225,393 $1,262,154 $1,300,019 County Contribution @ Millage Rate =4.50 $0 $0 $0 $0 $0 $646,966 $666,375 $686,366 $706,957 $728,166 $750,011 TIF Revenue Created by Project 12.30 $0 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 0.61 TIF Award @ Award Factor =100%$0 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 Cummulative of Above $0 $0 $0 $0 $1,768,374 $3,589,799 $5,465,867 $7,398,216 $9,388,537 $11,438,567 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 @ Award Factor % up to Total $ Amount 100%$20,000,000 $0 $0 $0 $0 $1,768,374 $1,821,425 $1,876,068 $1,932,350 $1,990,320 $2,050,030 NPV to TCO - 1/1/27 @ 4.0%$14,888,000 NPV to 1/1/25 @ 4.0%$13,764,000 Total Remaining with CRA $15,645,000 $0 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 4.0%$8,531,000 NPV to 1/1/25 @ 4.0%$7,887,000 5% of City Operating Millage Retained by City *$1,782,000 $0 $0 $88,419 $91,071 $93,803 $96,617 $99,516 $102,501 NPV to TCO - 1/1/27 @ 4.0%$1,171,000 NPV to 1/1/25 @ 4.0%$1,083,000 City Tax After CRA Sunset @ City Millage *7.80 109,355,000 $0 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 6.0%$966,000 NPV to 1/1/25 @ 6.0%$860,000 Total City Before & After CRA Sunset $111,137,000 NPV to TCO - 1/1/27 @ $2,137,000 NPV to 1/1/25 @ $1,943,000 * Not including City Operating Millage on base (pre-project) value Total Tax Millage 20.0594 Early payment discount 4% TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount Proposed Incentive Award = Award Factor x TIF Revenue created by Project 995 11 Town Square Phase 1 - South Parcel Year of operation:9 10 11 12 13 14 15 16 17 18 19 PROPOSED TIF INCENTIVE CASH FLOW Calendar Year:2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 Annual Escalation Rate:3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0%3.0% Taxable Value Prior to Redevelopment Improvements $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land $15,814,872 $16,289,318 $16,777,998 $17,281,338 $17,799,778 $18,333,771 $18,883,784 $19,450,298 $20,033,807 $20,634,821 $21,253,865 Total $15,814,872 $16,289,318 $16,777,998 $17,281,338 $17,799,778 $18,333,771 $18,883,784 $19,450,298 $20,033,807 $20,634,821 $21,253,865 Ad Valorem Taxes Prior to Development Improvements $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land $304,547 $313,684 $323,094 $332,787 $342,771 $353,054 $363,645 $374,555 $385,791 $397,365 $409,286 Total $304,547 $313,684 $323,094 $332,787 $342,771 $353,054 $363,645 $374,555 $385,791 $397,365 $409,286 Estimated Assessed/Taxable Value of Completed Project $204,048,612 $210,170,070 $216,475,172 $222,969,427 $229,658,510 $236,548,266 $243,644,714 $250,954,055 $258,482,677 $266,237,157 $274,224,272 % Valuation of Completed Stabilized Project (if 0%, Prior AV)100%100%100%100%100%100%100%100%100%100%100% Taxable Value of Project $204,048,612 $210,170,070 $216,475,172 $222,969,427 $229,658,510 $236,548,266 $243,644,714 $250,954,055 $258,482,677 $266,237,157 $274,224,272 Est RE Tax After Development $3,929,369 $4,047,250 $4,168,668 $4,293,728 $4,422,539 $4,555,216 $4,691,872 $4,832,628 $4,977,607 $5,126,935 $5,280,743 Project Incremental Value $188,233,740 $193,880,752 $199,697,175 $205,688,090 $211,858,733 $218,214,495 $224,760,929 $231,503,757 $238,448,870 $245,602,336 $252,970,406 $1 City TIF Contribution @ Millage Rate =7.80 $1,339,020 $1,379,190 $1,420,566 $1,463,183 $1,507,078 $1,552,291 $1,598,859 $1,646,825 $1,696,230 $1,747,117 $1,894,242 County Contribution @ Millage Rate =4.50 $772,511 $795,687 $819,557 $844,144 $869,468 $895,552 $922,419 $950,091 $978,594 $1,007,952 TIF Revenue Created by Project 12.30 $2,111,531 $2,174,877 $2,240,123 $2,307,327 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 $1,894,242 0.61 TIF Award @ Award Factor =100%$2,111,531 $2,174,877 $2,240,123 $2,307,327 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 $1,894,242 Cummulative of Above $13,550,097 $15,724,974 $17,965,097 $20,272,424 $22,648,970 $25,096,813 $27,618,091 $30,215,008 $32,889,832 $35,644,901 $37,539,143 $2,111,531 $2,174,877 $2,240,123 $2,307,327 $0 $0 $0 $0 $0 $0 $0 @ Award Factor % up to Total $ Amount 100%$20,000,000 $2,111,531 $2,174,877 $2,240,123 $2,034,903 $0 $0 $0 $0 $0 $0 $0 NPV to TCO - 1/1/27 @ 4.0%$14,888,000 0% NPV to 1/1/25 @ 4.0%$13,764,000 Total Remaining with CRA $15,645,000 $0 $0 $0 $272,424 $2,376,547 $2,447,843 $2,521,278 $2,596,917 $2,674,824 $2,755,069 NPV to TCO - 1/1/27 @ 4.0%$8,531,000 NPV to 1/1/25 @ 4.0%$7,887,000 5% of City Operating Millage Retained by City *$1,782,000 $105,577 $108,744 $112,006 $115,366 $118,827 $122,392 $126,064 $129,846 $133,741 $137,753 NPV to TCO - 1/1/27 @ 4.0%$1,171,000 NPV to 1/1/25 @ 4.0%$1,083,000 City Tax After CRA Sunset @ City Millage *7.80 109,355,000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,894,242 NPV to TCO - 1/1/27 @ 6.0%$966,000 NPV to 1/1/25 @ 6.0%$860,000 Total City Before & After CRA Sunset $111,137,000 NPV to TCO - 1/1/27 @ $2,137,000 NPV to 1/1/25 @ $1,943,000 * Not including City Operating Millage on base (pre-project) value Total Tax Millage 20.0594 Early payment discount 4% TIF Revenue = 95% of Project Increment x (City + County Millage) less 4% early payment discount Proposed Incentive Award = Award Factor x TIF Revenue created by Project 996 12 PUBLIC PARKING The Phase 1 project is proposed to include 224 spaces to be allocated to the City – 171 for its exclusive use and 53 for the City’s use between 7:30 AM and 6:30 PM on weekdays. Note, the proposed number of non-exclusive use and total spaces are 12 less than specified in the lease, with that amount to be made up in the second phase, representing a proposed revision to the lease. The Phase 2 project is proposed to include 249 spaces allocated to the City – 192 on an exclusive basis and 57 for its use during the above-specified hours. Note, the non-exclusive and total proposed for Phase 1 are 12 less than the number specified in the lease, with that amount to be made up in the second phase, representing a proposed revision to the lease. The developer attributes a value to the CRA for the public spaces based on capital cost (including land, hard and soft costs) if the CRA or City were to develop a garage of $55,000 per space and applies this to the total number of exclusive and non-exclusive use City spaces for a total of $26,000,000 – $12,300,000 for the Phase 1 project and $13,700,000 for Phase 2. The above and following estimates in this section are expressed in $2024. Adjusting the attributed value of the non-exclusive spaces using the ratio (33%) specified in the lease for calculating the City’s operating expenses (see following paragraph), yields an attributed value of $10,400,000 for the Phase 1 project and $11,600,000for Phase 2 for a total of $22,000,000. As specified in the lease, the private project owner will retain ownership and responsibility for managing, operating and maintaining the spaces. The City shall be entitled to all revenue from the spaces under its control and pay a proportionate share of garage operating expenses. For purposes of the latter, the number of City spaces is defined as 100% of the exclusive spaces plus 33% of the non-exclusive spaces (33% based on the number of hours per week of City control divided by total hours per week). Operating expenses attributable to the garage are defined as including real estate taxes. The developer proposes an allocation of proportionate garage operating expenses for Phase 1 of $216,000 ($335,000 less proportionate share of the TIF rebate) and $219,000 ($343,000 less proportionate share of TIF rebate) for Phase 2. The determination of the percentage of the project’s operating costs attributable to the garage should be the subject of a detailed analysis, but, generally, the developer’s proposed allocation of operating expenses other than insurance and property taxes pass a preliminary test of reasonableness. However, the developer’s basing the allocation of the total property’s insurance and taxes attributable to the garage on its proportionate share of the overall project gross square footage (37% in Phase 1) is not considered to be reasonable. These expenses are based on factors including replacement cost and value and, clearly, a square foot of finished residential/commercial space would have a considerably higher replacement cost and value than a square foot of garage. 997 13 Prior to more detailed analysis, we consider a reasonable basis (at least a starting point) for allocating these costs would be the hard cost attributable to each of these components. The developer has suggested garage hard cost might be in the range of $25,000 - $30,000 per space. Applying the high end of this range to the effective number of City spaces and dividing this by the developer’s estimated total hard cost for the project yields a percentage of 19.7% for Phase 1. Real estate tax and TIF rebate are also adjusted based on our estimates. These adjustments result an operating cost allocation to the City for Phase 1 of $150,000 ($206,000 less proportionate share of the TIF rebate). The developer’s and adjusted estimates for Phase 1 are presented on the following page. The operating expense payment for Phase 2 would be a similar amount. A conversation with the County property appraiser did not provide clear direction as to whether or not taxable value would be assessed against the City spaces. This is a matter that likely may not be determined until after the appraiser gives the valuation of this property serious consideration upon its completion. If taxable value is not attributed to the City spaces, the above ratios and the tax portion would be less than presented above – at least to the extent that the relative share of the project’s taxes attributable to the garage would be lower. If the CRA decides to grant the TIF it would be an opportunity to amend the lease to eliminate real estate taxes from the calculation of the City’s pro rata share of garage operating costs in the event that it can be established that the County property appraiser is not considering the City spaces in its calculation of assessed taxable value. Parking revenue generated by the City spaces would offset at least some and possibly all of the pro rata operating cost obligation, potentially yielding significant net revenues. The developer has provided illustrative estimates of parking revenue that the City might realize assuming $2,500 per space per year applied only to the exclusive use spaces, which would yield annual revenues of $428,000 in Phase 1 and $480,000 in Phase 2. If this level of revenue were to be realized, and assuming the above-estimated adjusted operating expense payment, the City spaces would generate an annual net revenue after expense payment of $278,000in Phase 1 and somewhat more in Phase 2. A qualified parking consultant could estimate demand and parking revenues 998 14 City Garage OpEx Payment Phase 1 $2024 DEVELOPER ESTIMATE City Spaces Total Effective Exclusive Spaces 171 171 Non-Exclusive Spaces 33%53 17 Total 224 188 Share of total 1005 18.76%City $ /City $ / Total Effective Total Op Ex Garage %Garage $City%City $City Space City Space Marketing 178,000 0%- 18.8%- - - Salaries/Benefits 965,000 10%96,500 18.8%18,099 81 96 Utilities 610,000 20%122,000 18.8%22,881 102 121 Maintenance Contracts/Grounds 375,000 10%37,500 18.8%7,033 31 37 Repairs & Maintenance 210,000 10%21,000 18.8%3,939 18 21 Turnover/Leasing Costs 97,650 0%- 18.8%- - - Conceirge/Security 95,000 5%4,750 18.8%891 4 5 Administrative Expenses 405,000 5%20,250 18.8%3,798 17 20 Management Fee 406,071 10%40,607 18.8%7,616 34 40 Property Insurance 1,023,000 37.1%379,773 18.8%71,227 318 378 Total before RE Taxes 4,364,721 16.6%722,380 18.8%135,484 605 719 RE Taxes 2,859,750 37.1%1,061,638 18.8%199,113 889 1,056 Total before TIF Rebate 7,224,471 24.7%1,784,018 18.8%334,597 1,494 1,775 TIF Rebate 60%(1,715,850) 37.0%(634,865) 18.8%(119,070) (532) (632) Total Operating Expenses 5,508,621 20.9%1,149,153 18.8%215,526 962 1,143 City Garage OpEx Payment Phase 1 $2024 ADJUSTED ESTIMATE City Spaces Total Effective Exclusive Spaces 171 171 Non-Exclusive Spaces 33%53 17 Total 224 188 Share of total 1005 18.76%City $ /City $ / Total Effective Total Op Ex Garage %Garage $City%City $City Space City Space Marketing 178,000 0%- 18.8%- - - Salaries/Benefits 965,000 10%96,500 18.8%18,099 81 96 Utilities 610,000 20%122,000 18.8%22,881 102 121 Maintenance Contracts/Grounds 375,000 10%37,500 18.8%7,033 31 37 Repairs & Maintenance 210,000 10%21,000 18.8%3,939 18 21 Turnover/Leasing Costs 97,650 0%- 18.8%- - - Conceirge/Security 95,000 5%4,750 18.8%891 4 5 Administrative Expenses 405,000 5%20,250 18.8%3,798 17 20 Management Fee 376,430 10%37,643 18.8%7,060 32 37 Property Insurance*1,023,000 19.7%201,591 18.8%37,809 169 201 Total before RE Taxes 4,335,080 12.5%541,234 18.8%101,510 453 539 RE Taxes*2,838,660 19.7%559,383 18.8%104,914 468 557 Total before TIF Rebate 7,173,740 15.3%1,100,617 18.8%206,423 922 1,095 TIF Rebate*(1,525,415) 19.7%(300,596) 18.8%(56,378) (252) (299) Total Operating Expenses 5,648,325 14.2%800,021 18.8%150,046 670 796 * % Allocation of Project Insurance, RE Tax and TIF Rebate to Garage based on Garage hard cost @ $30,000 per space =$30,150,000 19.7% divided by total project hard cost $153,000,000 999 15 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. 1000 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 OLD BUSINESS AGENDA ITEM 14.D SUBJECT: Continued Discussion and Consideration of the Second Amendment to the Purchase and Development Agreement between the CRA and BB QOZ, LLC for the 115 N. Federal Highway Mixed Use Project (The Pierce) SUMMARY: On J une 7, 2022, the CRA Board approved a Purchase and Development Agreement (PDA), the Tax Increment Revenue Funding Agreement (TIRFA), and the Parking Lease Agreement with BB QOZ, LLC for The Pierce project (see Attachments I-III). In response to litigation, the PDA was subsequently amended to extend certain deadlines (see Attachment IV). BB QOZ, LLC (BB QOZ) has requested additional amendments to the PDA (see Attachment V). The proposed changes would: Remove the requirement that BB QOZ provide the CRA with updates on the process of obtaining financing for The Pierce project upon the CRA’s request. Remove the requirement that BB QOZ provide adequate proof of financial closing prior to the property closing (ownership being transferred from the CRA to BB QOZ). Add a requirement that BB QOZ provide evidence of certain financial information after the property closing (ownership transfer) but no later than the date that would have been the latest possible closing date under the current PDA. The financial evidence would be required to indicate committed financing for the Pierce project, but may show that financing remain subject to certain pre-conditions, such as the condition that the Purchaser expend their own capital first. The financial evidence would not require CRA approval. Permit “Pre-Construction activities” to occur only in the right-of-way, without triggering the “Commencement of Construction” obligations and deadlines. Add a provision that the failure to provide the financial information is cause for reverter, and that if the CRA brings a suit to enforce the reverter and is ultimately successful, BB QOZ will pay the CRA’s reasonable attorney’s fees. Permit Commencement of Construction to occur 72 months from the date of the final land use approvals, plus one 12-month extension. This change removes one requirement that the CRA approve a 12-month extension; however, under the current PDA, extensions cannot be unreasonably withheld. Preserve the outside completion date. Preserve existing public parking until Commencement of Construction. 1001 •Attachment I - Executed Purchase and Development Agreement •Attachment II - Executed TIRFA •Attachment III - Executed Parking Lease Agreement •Attachment IV - First Amendment to Purchase and Development Agreement •Attachment V - Draft Second Amendment to Purchase and Development Agreement CRA staff and legal counsel also examined and discussed with BB QOZ several other options for accelerating the requested improvements, including the possibility of CRA participation in procuring and constructing improvements and a pre-development loan, but satisfactory terms were not reached for presentation to the Board. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: To be determined based on Board direction. ATTACHMENTS: Description 1002 1003 1004 1005 1006 1007 1008 1009 1010 1011 1012 1013 1014 1015 1016 1017 1018 1019 1020 1021 1022 1023 1024 1025 1026 1027 1028 1029 1030 1031 1032 1033 1034 1035 1036 1037 1038 1039 1040 1041 1042 1043 1044 1045 1046 1047 1048 1049 1050 1051 1052 1053 1054 1055 1056 1057 1058 1059 1060 1061 1062 1063 Mark 1064 1065 1066 1067 1068 1069 1070 1071 1072 1073 1074 1075 1076 1077 1078 1079 1080 1081 1082 1083 1084 1085 1086 1087 1088 1089 1090 1091 1092 1093 1094 1095 1096 1097 1098 1099 1100 1101 1102 1103 1104 1105 1106 1107 1108 1109 1110 1111 1112 1113 1114 1115 1116 1117 1118 1119 1120 1121 1122 1123 1124 1125 1126 1127 1128 1129 1130 1131 1132 1133 1134 1135 1136 1137 Mark 1138 1139 1140 1141 1142 1143 1144 1145 1146 1147 1148 1149 1150 1151 1152 1153 1154 1155 1156 1157 1158 1159 Mark 1160 1161 1162 1163 1164 1165 1166 1167 1168 1169 #450185v10 SECOND AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT THIS SECOND AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT (this “Amendment”) is entered into as of ______________, 2025 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 and Purchaser may be referred to herein individually as “Party” and collectively as the “Parties.” RECITALS: WHEREAS, the Parties entered into that certain Purchase and Development Agreement, dated as of July 8, 2022, as amended by that certain First Amendment to Purchase and Development Agreement, dated as of September 13, 2023 (collectively, the “Agreement”); and WHEREAS, Section 6 of the Agreement provides Purchaser with a time period of 36 months after Purchaser’s receipt of the Land Use Approvals to close on the Property , plus one twelve (12) month extension subject to certain terms and conditions; and WHEREAS, Section 21.5 of the Agreement provides that Commencement of Construction shall occur within two (2) years of the Closing Date; and WHEREAS, in order to facilitate the timely completion of the Project by conducting Preconstruction Work (hereinafter defined), the Purchaser desires to have the option to close prior to the latest permitted Closing Date without shortening any time periods for performance that run from the latest permitted Closing Date; and WHEREAS, the Parties enter into this Amendment to modify and amend the Agreement, all as provided for in this Amendment; and 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; Capitalized Terms; 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 Parties agree as follows: a) The development deadline set forth in Section 21.1 of the Agreement (submission of application to the City for site plan approval) was timely satisfied on September 7, 2022. b) The development deadline set forth in Section 21.3 of the Agreement (submission of construction documents and all necessary applications to the 1170 #450185v10 4899-3031-7333, v. 2 City to obtain necessary building permits for the Project) was timely satisfied on October 28, 2024. c) The last sentence of Section 21.4 is hereby deleted in its entirety. d) Section 21.5 is hereby deleted in its entirety and replaced in lieu thereof with the following: “Commencement of Construction shall occur on the earlier of: (a) fourteen (14) days following the issuance of a master building permit to construct the Project; and (b) seventy-two (72) months from the date of land use approvals. 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” means the date on which all of the following have occurred: (a) a master building permit has been issued for the Project and (b) construction activities have commenced consistent with the master building permit, except that Preconstruction Work (defined below) shall not constitute Commencement of Construction. For purposes of this Agreement, the term “Preconstruction Work” shall mean demolition and utility relocation and/or removal work that takes place only within utility easements and rights-of-way associated with the Property, outside of the Property described in Exhibit “A.” Upon Commencement of Construction, construction activities will continue on a consistent basis to complete construction of the Project. Prior to Commencement of Construction, PURCHASER shall deliver evidence to SELLER of the financial wherewithal of PURCHASER to complete construction of the Project (the “Financial Evidence”), which, by way of example, may be evidenced by an executed term sheet with a financial institution or accredited investor confirming its commitment to fund subject to typical funding terms and preconditions, such as the obligation to fund PURCHASER capital prior to lender funding. Financial Evidence shall indicate that all required conditions and preconditions for the commencement of funding have been satisfied (as determined by the Lender and PURCHASER), other than the obligation to fund PURCHASER capital prior to lender funding and other than typical preconditions which, by their nature, shall be satisfied during the period of time that PURCHASER capital is being funded. If Commencement of Construction occurs prior to PURCHASER delivering the Financial Evidence to SELLER, then SELLER shall have the right to exercise its right of reverter, subject to the notice and cure period set forth in Section 22.1 hereof. SELLER shall not unreasonably object to the Financial Evidence. 3. Parking. Until the Commencement of Construction, the public shall have continued use of all public parking that is currently available at the Property. 4. Cost of Preconstruction Work. The fourth (4th) sentence of Section 22.1 of the Agreement is hereby amended to include the underlined language: “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 (but not including costs of the Preconstruction Work) incurred by PURCHASER between the first Land Use Approval and the time of 1171 #450185v10 4899-3031-7333, v. 2 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. If SELLER is the prevailing party in any legal action concerning its right of reverter (as determined by a final, non-appealable judgment from a court of competent jurisdiction), PURCHASER shall pay the reasonable out-of-pocket legal costs incurred by SELLER for such legal action. 5. Outside Date Unchanged. Notwithstanding anything to the contrary set forth in this Amendment, the outside date for Completion of Construction set forth in the last sentence of Section 21.7 of the Agreement shall remain unchanged. 6. Counterparts; Facsimile. 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. 7. 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. [signatures appear on following page] 1172 #450185v10 4899-3031-7333, v. 2 IN WITNESS WHEREOF, the Parties have each executed and delivered this Amendment as of the date set forth above. PURCHASER: BB QOZ, LLC SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY ___________________________________ _____________________________________ Printed Name: _______________________ Printed Name: _________________________ Title: ______________________________ Title: Chair Date: ______________________________ Date: ________________________________ WITNESS: ___________________________________ Printed Name: _______________________ WITNESS: _____________________________________ Printed Name: _________________________ Approved as to form and legal sufficiency: _________________________________ CRA Attorney 1173 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.A SUBJECT: MLK Jr. Boulevard Corridor Mixed-Use Project Update (d/b/a Heart of Boynton Shops) SUMMARY: The MLK Jr. Boulevard Corridor Commercial Redevelopment and Affordable Multi-Family Rental Apartment Project provides 124 affordable multi-family rental units, as well as, 8,250 square feet of leasable commercial space (Attachments I-III). Heart of Boynton Shops - Commercial Update: Unit 101/102: Lease drafted, in design phase Unit 103: Permit issued on 2/13/25; underground plumbing complete; construction contract drafted Unit 104: Permit issued on 2/7/25; underground plumbing complete; tenant selected different contractor Unit 105: Permit issued on 2/4/25; underground plumbing complete; construction contract in place Unit 106: Permit issued on 2/4/25; underground plumbing complete; construction contract drafted Unit 107: Permit issued on 2/4/25; underground plumbing complete; tenant selected different contractor Unit 108: Permit issued on 2/4/25; underground plumbing complete; construction contract in place Units 103-108 have all passed their underground plumbing inspections and the concrete floor pour was completed on March 27, 2025. Framing of the individual units began on April 1, 2025. CRA Staff continue to have weekly coordination meetings with CMC. 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: 1174 •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 2016 Boynton Beach CRA Community Redevelopment Plan CRA BOARD OPTIONS: No action is required at this time unless otherwise determined by the CRA Board. ATTACHMENTS: Description 1175 74-2018 "IT IS A VIOLATION OF THE LAW FOR ANY PERSON, UNLESS ACTING UNDER THE DIRECTION OF A LICENSED ARCHITECT TO ALTER THESE PLANS AND SPECIFICATIONS." THIS DOCUMENT CONTAINS PROPERTY INFORMATION AND SHALL NOT BE USED OR REPRODUCED, OR ITS CONTENTS DISCLOSED, IN WHOLE OR IN PART, WITHOUT THE PRIOR WRITTEN CONSENT OF GALLO HERBERT ARCHITECTSCONTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.SCALE DATE DRAWN BY CHECKED BY No.Description Date1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442PH. 954.794.0300 FX. 954.794.0301DRAWING TITLE DRAWING NUMBER OWNER PROJECT REVISIONS PROJECT NUMBER SEAL PROJECT STATUS AA26001731COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 2 3 4 5 6 E D C B A 1 2 3 4 5 6 E D C B A AS SHOWN BPHCMR 2020-06-09 DESIGN DEVELOPMENT □ WILLIAM J. GALLO FL AR0008440 □ BRIAN P. HERBERT FL AR0015474 WELLS LANDING BOYNTON BEACH, FL 33435 1' = 20'-0"0 10'20'40'A-1 ARCHITECTURAL SITE PLAN ARCHITECTURAL SITE PLAN AS-101 NOT TO SCALEA-3 KEY PLAN AS-101 1 NORTH PARCEL SOUTH PARCEL CL CL 1/16" = 1'-0"0 8'16'32'A-2 TURNING RADIUS DETAIL EAST MARTIN LUTHER KING JR. BLVD. NE 11th AVENUE 7 8 11 COMMERCIAL 4,294 SF 6 COMMERCIAL 4,236 SF 9 8 10 10 COVERED BIKES RACKS SEE DETAIL D4/AS-102 3 3 FH 5 5 6'-0" PRECAST CONCRETE WALL SEE DETAIL D1/AS-101 E.V.CHARGING STATIONS (5) FFE 16.5 FFE 16.5 15.04 14.75 14.33 14.19 BENCHS NOT TO SCALED1PRE-CAST SITE WALL DETAIL PRE CAST CONCRETE CAP PRE CAST CONCRETE CAP PRE CAST CONCRETE CAP PRE CAST CONCRETE CAP PRE CAST CONCRETE WALL COLUMN FOOTING COLUMN FOOTING BOLARD SEE DETAIL A1/AS-102 1 DART COMMENTS 09-10-2020 1 1 2 1 1 2 1 1 2 1 1- SITE PLAN SHALL MEET CPTD DESIGN STANDARDS 2- BUILDING TO BE FULLY SPRINKLERED NOTES: 3- ALL PORTION OF BLDG AREA WITH 450 OF F.D. ACCESS PER NFPA 1-18.2.3.2.2 STREET SPACE SHALL BE PROVIDED PER SECTION 18.2(a) THROUGH (c) OFF THE REQUIRED PROJECT IMPROVEMENTS AND SHALL BE DETAILED AS SUCH IN PERMIT PLAN 1 OUTDOOR SEATING AREA 846 SF OUTDOOR SEATING AREA 846 SF PUBLIC EVENT PLAZA 2,090 SF TRASH AREA2 2 2 2 2 2 2 DART COMMENTS 09-21-2020 NORTH 2 2 6'-0" PRECAST CONCRETE WALL SEE DETAIL D1/AS-101 6'-0" PRECAST CONCRETE WALL SEE DETAIL D1/AS-101 2 EAST MARTIN LUTHER KING JR. BLVD.WELLS LANDINGNORTHBUILDING2% SLOPE FFE 16.5 FFE 15.0 1/8" = 1'-0"0 4'8'16'D2 STREET - PLAZA SECTION A A A 1 3 DART COMMENTS 10-08-2020 3 3 3 3 1176 0-0" TOP SLAB 16-3" SECOND FLOOR 27-6" THIRD FLOOR 38-9" ROOF TOP 44-10" 0-0" TOP SLAB 16-3" SECOND FLOOR 27-6" THIRD FLOOR 44-10" 38-9" ROOF TOP 0-0" TOP SLAB 16-3" SECOND FLOOR 27-6" THIRD FLOOR 44-10" 0-0" TOP SLAB 16-3" SECOND FLOOR 27-6" THIRD FLOOR 44-10" 0-0" TOP SLAB 16-3" SECOND FLOOR 27-6" THIRD FLOOR 44-10" 38-9" ROOF TOP 38-9" ROOF TOP 38-9" ROOF TOP 74-2018 "IT IS A VIOLATION OF THE LAW FOR ANY PERSON, UNLESS ACTING UNDER THE DIRECTION OF A LICENSED ARCHITECT TO ALTER THESE PLANS AND SPECIFICATIONS." THIS DOCUMENT CONTAINS PROPERTY INFORMATION AND SHALL NOT BE USED OR REPRODUCED, OR ITS CONTENTS DISCLOSED, IN WHOLE OR IN PART, WITHOUT THE PRIOR WRITTEN CONSENT OF GALLO HERBERT ARCHITECTSCONTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.SCALE DATE DRAWN BY CHECKED BY No.Description Date1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442PH. 954.794.0300 FX. 954.794.0301DRAWING TITLE DRAWING NUMBER OWNER PROJECT REVISIONS PROJECT NUMBER SEAL PROJECT STATUS AA26001731COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 2 3 4 5 6 E D C B A 1 2 3 4 5 6 E D C B A AS SHOWN BPHCMR 2020-06-09 DESIGN DEVELOPMENT □ WILLIAM J. GALLO FL AR0008440 □ BRIAN P. HERBERT FL AR0015474 WELLS LANDING BOYNTON BEACH, FL 33435 ELEVATION PLAN A-201 3/32" = 1'-0"0 8'16'24'A-1 SOUTH ELEVATION 3/32" = 1'-0"0 8'16'24'A-2 NORTH ELEVATION 3/32" = 1'-0"0 8'16'24'A-3 WEST ELEVATION 3/32" = 1'-0"0 8'16'24'A-4 EAST ELEVATION 3/32" = 1'-0"0 8'16'24'A-5 CENTRAL - PLAZA WEST ELEVATION 3/32" = 1'-0"0 8'16'24'A-6 CENTRAL - PLAZA EAST ELEVATION ROOF TOP EQUIPMENT ROOF TOP EQUIPMENT ROOF TOP EQUIPMENT ROOF TOP EQUIPMENT ROOF TOP EQUIPMENT ROOF TOP EQUIPMENT 1 DART COMMENTS 09-10-2020 1 1 1 1 11 1111 2 DART COMMENTS 09-21-2020 NORTH 2 3 DART COMMENTS 10-08-2020 3 3 3 3 1177 74-2018 "IT IS A VIOLATION OF THE LAW FOR ANY PERSON, UNLESS ACTING UNDER THE DIRECTION OF A LICENSED ARCHITECT TO ALTER THESE PLANS AND SPECIFICATIONS." THIS DOCUMENT CONTAINS PROPERTY INFORMATION AND SHALL NOT BE USED OR REPRODUCED, OR ITS CONTENTS DISCLOSED, IN WHOLE OR IN PART, WITHOUT THE PRIOR WRITTEN CONSENT OF GALLO HERBERT ARCHITECTSCONTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.SCALE DATE DRAWN BY CHECKED BY No.Description Date1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442PH. 954.794.0300 FX. 954.794.0301DRAWING TITLE DRAWING NUMBER OWNER PROJECT REVISIONS PROJECT NUMBER SEAL PROJECT STATUS AA26001731COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 2 3 4 5 6 E D C B A 1 2 3 4 5 6 E D C B A AS SHOWN BPHCMR 2020-06-09 DESIGN DEVELOPMENT □ WILLIAM J. GALLO FL AR0008440 □ BRIAN P. HERBERT FL AR0015474 WELLS LANDING BOYNTON BEACH, FL 33435 COLOR ELEVATION PLANS A-202 NOT TO SCALEA-1 SOUTH ELEVATION NOT TO SCALEA-2 NORTH ELEVATION NOT TO SCALEA-3 WEST ELEVATION NOT TO SCALEA-4 EAST ELEVATION 1 DART COMMENTS 09-10-2020 1 01 02 03 04 05 06 07 A-5 MATERIAL & COLOR LEGENDS A-6 MATERIAL NOTES STANDING SEAM METAL ROOF. ON THE ROCKS (SW7671) BY SHERWIN WILLIAMS OR SIMILAR 1.ALL ROOF DRAINS: ALL INTERNAL AND DOWNSPOUTS OR RAIN WATER LEADERS WILL BE CONCEALED IN ARCHITECTURAL ELEMENTS. 2.ALL EQUIPMENT OTHER THAN FIRE APARATUS SHALL BE PAINTED TO MATCH BUILDING COLORS CONCRETE PANEL SCORED STUCCO & STUCCO: SPARE WHITE (SW6203) BY SHERWIN WILLIAMS OR SIMILAR PAINT ON STUCCO: TOPIARY TINT (SW6449) BY SHERWIN WILLIAMS OR SIMILAR PAINT ON STUCCO: BLUEBELL (SW6793) BY SHERWIN WILLIAMS OR SIMILAR PAINT ON STUCCO: PINEAPPLE CREAM (SW1668) BY SHERWIN WILLIAMS OR SIMILAR PAINT: GREEK VILLA (SW7551) BY SHERWIN WILLIAMS OR SIMILAR 2 DART COMMENTS 09-21-2020 NORTH 2 01 01 01 01 01 01 01 01 01 01 01 01 01 0202 02 02 02 02 0202 03 03 03 03 03 03 03 03 0303 03 0303 03 03 03 03 04040404 04 04 04 04 04 0404 04 0505 05 05 0505 05 05 0606 06 06 0606 06 07 0707 07 07 07 07 07 07 07 0707 2 2 2 03 03 1178 74-2018 "IT IS A VIOLATION OF THE LAW FOR ANY PERSON, UNLESS ACTING UNDER THE DIRECTION OF A LICENSED ARCHITECT TO ALTER THESE PLANS AND SPECIFICATIONS." THIS DOCUMENT CONTAINS PROPERTY INFORMATION AND SHALL NOT BE USED OR REPRODUCED, OR ITS CONTENTS DISCLOSED, IN WHOLE OR IN PART, WITHOUT THE PRIOR WRITTEN CONSENT OF GALLO HERBERT ARCHITECTSCONTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.SCALE DATE DRAWN BY CHECKED BY No.Description Date1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442PH. 954.794.0300 FX. 954.794.0301DRAWING TITLE DRAWING NUMBER OWNER PROJECT REVISIONS PROJECT NUMBER SEAL PROJECT STATUS AA26001731COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 2 3 4 5 6 E D C B A 1 2 3 4 5 6 E D C B A AS SHOWN BPHCMR 2020-06-09 DESIGN DEVELOPMENT □ WILLIAM J. GALLO FL AR0008440 □ BRIAN P. HERBERT FL AR0015474 WELLS LANDING BOYNTON BEACH, FL 33435 FIRST AND SECOND FLOOR PLAN A-101 1/8" = 1'-0"0 4'8'16'A-1 FIRST FLOOR PLAN 1/8" = 1'-0"0 4'8'16'A-2 SECOND FLOOR PLAN 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "C" 2 BEDROOMs UNIT TYPE "A" 1 BEDROOM UNIT TYPE "B" 1 BEDROOM UNIT TYPE "B" 1 BEDROOM UNIT TYPE "B" 1 BEDROOM UNIT TYPE "B" OPEN COVERED PLAZA COMMERCIAL #1 COMMERCIAL #2 COMMERCIAL #3 COMMERCIAL #4 COMMERCIAL #5 COMMERCIAL #6 COMMERCIAL #7 COMMERCIAL #8 LOBBY COMMON TRASH ROOM 1 BEDROOM UNIT TYPE "C" 2 BEDROOMs UNIT TYPE "A" 2 DART COMMENTS 09-21-2020 NORTH 2 333 3 3 3 3 DART COMMENTS 10-08-2020 1179 74-2018 "IT IS A VIOLATION OF THE LAW FOR ANY PERSON, UNLESS ACTING UNDER THE DIRECTION OF A LICENSED ARCHITECT TO ALTER THESE PLANS AND SPECIFICATIONS." THIS DOCUMENT CONTAINS PROPERTY INFORMATION AND SHALL NOT BE USED OR REPRODUCED, OR ITS CONTENTS DISCLOSED, IN WHOLE OR IN PART, WITHOUT THE PRIOR WRITTEN CONSENT OF GALLO HERBERT ARCHITECTSCONTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.SCALE DATE DRAWN BY CHECKED BY No.Description Date1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442PH. 954.794.0300 FX. 954.794.0301DRAWING TITLE DRAWING NUMBER OWNER PROJECT REVISIONS PROJECT NUMBER SEAL PROJECT STATUS AA26001731COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 2 3 4 5 6 E D C B A 1 2 3 4 5 6 E D C B A AS SHOWN BPHCMR 2020-06-09 DESIGN DEVELOPMENT □ WILLIAM J. GALLO FL AR0008440 □ BRIAN P. HERBERT FL AR0015474 WELLS LANDING BOYNTON BEACH, FL 33435 THIRD FLOOR PLAN A-102 1/8" = 1'-0"0 4'8'16'A-1 THIRD FLOOR PLAN 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "A" 1 BEDROOM UNIT TYPE "B" 1 BEDROOM UNIT TYPE "B" 1 BEDROOM UNIT TYPE "B" 1 BEDROOM UNIT TYPE "B" 1 BEDROOM UNIT TYPE "C" 2 BEDROOMs UNIT TYPE "A" 1 BEDROOM UNIT TYPE "C" 2 BEDROOMs UNIT TYPE "A" 2 DART COMMENTS 09-21-2020 NORTH 2 1180 EAST MARTIN LUTHER KING JR. BLVD. NE 9th AVENUE NE 11th AVENUE 14 13 ZONE DISTRICT: C-2 Gross Land: 55,183 (s.f.) Net Land: 1.27 acres Water Bodies: 0 LANDSCAPE LEGEND - COMMERCIAL (NORTH) REQ.PROV. TOTAL NUMBER OF TREES (ALL PALMS IN 3:1 RATIO) 292 Note: All pervious areas must be landscaped with lawn, groundcover, and/or shrubbery. STREET TREES (South - East MLK Blvd.): 300 l.f. (1 tree / 20 l.f.)15 TOTAL NUMBER OF SHRUBS, GROUNDCOVERS 60 1,363 63 15 PERIMETER BUFFER Requirements: North (Single Family) (1) 14' ht. tree for every 20 l.f. (1) 36" ht. shrub for every 3 l.f. PERIMETER BUFFER Requirements: West (Single Family) (1) 14' ht. tree for every 20 l.f. (1) 36" ht. shrub for every 3 l.f. PERIMETER BUFFER Requirements: East (Single Family) (1) 14' ht. tree for every 20 l.f. (1) 36" ht. shrub for every 3 l.f. 15 98 (295 L.F.) 15 (295 L.F.) 15 96 (287 L.F.) 15 (287 L.F.) * IRRIGATION SHALL BE PROVIDED AT TIME OF PERMIT * ALL PARKING ISLANDS SHALL BE LANDSCAPED WITH GROUNDCOVER MATERIAL 103 117 15 98 (295 L.F.) 15 (295 L.F.) 133 155% OF SHRUBS SHALL BE BUTTERFLY-ATTRACTIVE 219 DESCRIPTIONQUAN.SYMBOL PROPOSED MATERIAL SHRUBS AND GROUNDCOVERS DESCRIPTIONQUAN.SYMBOL PROPOSED MATERIAL TREES LANDSCAPE LIST - NORTH PARCEL ST. AUGUSTINE GRASS Stenotaphrum secundatum 'Floratam'SOLID EVEN SODLAWNAs Required 12 14' HT. X 6' SPR. 4" DBH. F.G. 10 31 3 F.G., "CHARACTER" SPECIMENGUMBO LIMBO *Bursera simaruba 14' HT. X 6' SPR. 4" DBH. 14' HT. X 6' SPR. 4" DBH.*Coccoloba diversiflora PIGEON PLUM F.G. Tabebuia heterophylla PINK TRUMPET TREE 10' HT. X 5 SPR., 2" DBH. F.G. 27CV 172DE 635FM 347IT 154JV 167MC 435PM Codieaum variegatum 'Mammey' RED - YELLOW CROTON 3 GAL. 18" HT. X 18" SPR. / 18" O.C. 3 GAL. 18" HT. X 18" SPR. / 18" O.C. Duranta erecta 'Gold Mound' GOLD MOUND DURANTA Ficus microcarpa 'Green Island' GREEN ISLAND FICUS 3 GAL. 15" HT. X 15" SPR. / 18" O.C. DWARF IXORA Ixora taiwanese 'Dwarf'18" HT. X 18" SPR. / 18" O.C. 3 GAL. * DENOTES NATIVE SPECIES 24" HT. X 24" SPR. / 24" O.C.Jasmine volubile WAX JASMINE 3 GAL. 3 GAL. 24" HT. X 24" SPR. / 30" O.C. *Muhlenbergia capillaris PINK MUHLY GRASS 7 GAL. 36" HT. X 24" SPR. / 24" O.C. Podocarpus macrophyllus PODOCARPUS [BUTTERFLY ATTRACTIVE] LIVE OAK "HIGH RISE" *Quercus virginiana 'High Rise' 6 5 F.G., TOPIARY 12'-14' O.A. HT.Elaeocarpus decipiens JAPANESE BLUEBERRY 32AC 15HP Asclepias curassavica MILKWEED 3 GAL. 24" HT. X 24" SPR. / 24" O.C. [BUTTERFLY ATTRACTIVE] [BUTTERFLY ATTRACTIVE] 24" HT. X 24" SPR. / 24" O.C.Hamelia patens 'compact' DWARF FIREBUSH 3 GAL. Ptychosperma elegans 'single'20' O.A. HT., SINGLE F.G.SINGLE ALEXANDER PALMS 14CG2 *Clusia guttifera SMALL LEAF CLUSIA 7 GAL. 36" HT. X 24" SPR. / 24" O.C. NORTHSHEET INDEX: L-1 INDEX L-2 LANDSCAPE PLAN L-3 LANDSCAPE DETAILS Scale: 1" = 40'-0" KEY PLAN Drawing: Index Date: 06/17/2020 Scale: See Left Drawn by: LDC Sheet No.: L-1 Cad Id.: 2020-021WELLS LANDING - NORTHBOYNTON BEACH, FLINDEX09.24.20201) DART Comments / Site Plan LDC Seal: Lic. # LA0000889 Member: A.S.L.A.Project:Revisions:By:Date:307 south 21st avenue hollywood, floridaphone: 954.923.9681 facsimile: 954.923.9689www.witkindesign.com©2020 WITKIN HULTS + PARTNERS THE DESIGN AND DRAWINGS HEREIN ARE THE INTELLECTUAL PROPERTY OF THIS LANDSCAPE ARCHITECT AND ARE PROTECTED UNDER THE COPYRIGHT PROTECTION ACTL-2 SEE SOUTH PARCEL LANDSCAPE PLANS FOR LANDSCAPE IN THIS AREA IRRIGATION NOTE: 100% IRRIGATION COVERAGE WILL BE PROVIDED AT TIME OF PERMITTING SABAL PALMS (IF APPLICABLE) ARE TO BE INSTALLED WITH FRONDS CUT AT 10-2, NOT HURRICANE CUT ALL PALMS OVER 12' C.T. SHALL HAVE SQUARE ROOTBALLS AND 4"x4" BRACES ALL PALMS OVER 12' C.T. SHALL HAVE SQUARE ROOTBALLS AND 4"x4" BRACES ALL TREES AND PALMS SHALL BE FLORIDA GRADE 1 AT TIME OF PLANTING. ANY PRUNING SHALL BE DETERMINED BY THE LANDSCAPE ARCHITECT AND/OR AN ARBORIST FIRE DEPARTMENT ACCESS ROADS SHALL HAVE AN UNOBSTRUCTED VERTICAL CLEARANCE OF NOT LESS THAN 14' NFPA IF APPLICABLE, SAFETY CAPS SHALL BE INSTALLED ON ALL #5 REBAR USED FOR TREE BRACING 1 1 1 1181 EAST MARTIN LUTHER KING JR. BLVD.20'-0" O.C.,TYP.LAWN NE 11th AVENUE LAWNLAWNDOUBLE ROW DOUBLE ROW DOUBLE ROW DOUBLE ROW DOUBLE ROW DOUBLE ROW COMMERCIAL COMMERCIAL 13 LAWNLAWNDOUBLE ROW DOUBLE ROW LAWN2'-0" PARKING OVERHANG, TYP. 20'-0" O.C., TYP.20'-0" O.C.,TYP.2'-0" PARKING OVERHANG, TYP.20'-0" O.C.,TYP.LAWN FM 53 IT 32 CV 3 FM 55 FM 53 IT 75 CV 3 MC 10 HP 15 FM 55 CG2 14 FM 50 IT 50 CV 3 MC 10 FM 30 IT 8 CV 3 MC 5 IT 62 CV 3 MC 12 FM 72 FM 40 IT 60 CV 3 MC 20 FM 50 IT 20 CV 3 MC 7 20'-0" O.C., TYP. DE 27 FM 25 EXISTING TREE TO REMAIN, TYP. (SEE NORTH PARCEL DISPOSITION PLANS FOR DETAILS)15'-0"15'-0"15'-0"15'-0" SIGHT-TRIANGLE, TYP. (ANY LANDSCAPE WITHIN SHALL BE MAINTAINED AT 18" HT. MAX.)15'-0"15'-0"15'-0"15'-0" MC 8 IT 40 PM 24 SEE "LARGE TREE PLANTING DETAIL" ON SHEET L-3 FOR BRACING DETAILS LAWN FM 67 CV 3 DE 80 MC 20 JV 62 PM 252 FM 60 CV 3 DE 65 MC 15 JV 92 PM 159 DOUBLE ROWDOUBLE ROW FM 25 MC 60 5 BEDS 5 BEDS AC 32 SEE "LARGE TREE PLANTING LAWN NORTH Scale: 1" = 20'-0" LANDSCAPE PLAN Drawing: Landscape Plan Date: 06/17/2020 Scale: See Left Drawn by: LDC Sheet No.: L-2 Cad Id.: 2020-021WELLS LANDING - NORTHBOYNTON BEACH, FLLANDSCAPE PLANSeal: Lic. # LA0000889 Member: A.S.L.A.Project:Revisions:By:Date:307 south 21st avenue hollywood, floridaphone: 954.923.9681 facsimile: 954.923.9689www.witkindesign.com©2020 WITKIN HULTS + PARTNERS THE DESIGN AND DRAWINGS HEREIN ARE THE INTELLECTUAL PROPERTY OF THIS LANDSCAPE ARCHITECT AND ARE PROTECTED UNDER THE COPYRIGHT PROTECTION ACT SEE SOUTH PARCEL LANDSCAPE PLANS 09.24.20201) DART Comments / Site Plan LDC 1 1182 Know what'sR1183 74-2018No.DescriptionDateAA26001731123456EDCBA123456EDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENTƑ WILLIAM J. GALLO FL AR0008440Ƒ BRIAN P. HERBERT FL AR0015474MARTIN LUTHERKINGCOMMUNITYNORTHBOYNTON BEACH, FL 33435PRIOR TO SUBMITTING THE BID, THE CONTRACTOR SHALL FIELD VERIFY ALL EXISTING CONDITIONS AND INFORM THE ARCHITECT ANDTHE ENGINEER OF ANY DISCREPANCY BETWEEN THESE DOCUMENTS AND THE EXISTING CONDITIONS AND SHALL INCLUDE IN THE BID TOCORRECT THE SAME AS DIRECTED. THE ENGINEERS ARE NOT RESPONSIBLE FOR ANY ADDITIONAL COSTS RESULTING FROM VERIFIABLEEXISTING CONDITIONS DISCOVERED AFTER CONTRACT HAS BEEN AWARDED. NO CHANGES SHALL BE MADE TO THESE PLANS WITHOUTPRIOR APPROVAL FROM THE ENGINEER OF RECORD. ALL CHANGES SHALL BE SUBMITTED FOR REVIEW PRIOR TO INSTALLATION. NOT FOR BID UNTIL PERMIT HAS BEEN ISSUED.3601 NW 2ND AVEBOCA RATON, FL 33431CERTIFICATION OFAUTHORIZATIONNO. 31989elec dept.TEL:954-644-9612mech dept.TEL:561-716-7120PM:SK1DART COMMENTS2020-09-09SITE PHOTOMETRICSPLANNORTHEPH-101N1' = 20'-0"010'20'40'Luminaire ScheduleSymbolQtyLabelArrangementLLFDescription4WSINGLE0.900Cree Lighting OSQ-A-XX-4ME-B-30K-UL-XX / OSQ-BLSMF / Wall Mount10SASINGLE0.900Cree Lighting OSQ-A-XX-4ME-B-30K-UL-XX / OSQ-BLSMFCalculation SummaryLabelCalcTypeUnitsAvgMaxMinAvg/MinMax/MinParking LotIlluminanceFc2.555.01.02.555.00SpillIlluminanceFc0.040.30.0N.A.N.A.1184 74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 334351' = 20'-0"010' 20'40'ARCHITECTURALSITE PLANSOUTH PARCELAS-101NE 9th AVENUEENENOT TO SCALESOUTH WESTUTESWWBUILDINGBINNNLOADINGTRASH CHUTEAS-101 1SOUTH PARCELSSSOUTH EASTSOH ESSBUILDINGILDGA-101 1A-103 1LOADINGTRASH CHUTE6910393668810TRASHASASROOMMMMOMOMOOMRMOMMROOMOMMROOROOOOOOOOMROOMROOMTRASHHHSHSHSHHHSSHSHSHSSSSSSSROOMROOOROOROOOOASINGLEAFITNEESS710710998888810COMMONCCCCCCCCCCCCCCCCCCCCCCCCCNNNNNNNNNNNOO1091- SITE PLAN SHALL MEET CPTDDESIGN STANDARDS2- BUILDING TO BE FULLY SPRINKLERED3- DEVELOPER TO EXPLORE CROSSACCES EASEMENT W/ CVS SITENOTES:Note # 3FHFHFHFH1/16" = 1'-0"0 8' 16' 32'E.V..VCHARGINGCHGINSTATIONS (5)TATNS BENCHSNCNOT TO SCALE11116'-0" PRECAST'-0RECTCONCRETE WALLCOCRWTECAS6'-0" PRE6'PRTSALLTEWACONCRETCCE WLS-101A3/ASEE DETAIL ADEAL AS-ASCLCCCLCCPRE CASTCONCRETE CAPPRE CASTCONCRETECAPPRE CASTCONCRETE CAPPRE CASTCONCRETEWALLCOLUMNFOOTINGCOLUMNFOOTING15.0414.7514.3314.19114.12FFE 16.5FFE 16.5FFE 16.5E 16.5FFEFFE 16.50ECHARGINGCRGGGGSTATIONSSIO1BOLARDOOOSEE DETAIL A1/AS-102SEE DETAIL A1/AS 102SEE DETAIL A1/AS 102BOLARDSEE DETAIL A1/AS-10210DDCOVEREDDDDDKKSBIKES RACKKK02AAS-10SEE DETAIL D4/AAA2AACOVEREDOEDBIKES RACKSBIKRASEE DETAIL D4/AS-102E DAIL/A024- ALL PORTION OF BLDG AREA WITH 450OF F.D. ACCESS PER NFPA 1-18.2.3.2.2LESS THAN 150'-0"IRRIGATION TO BEIRRIGATION TO BEPROVIDED TO PLANTERSIRRIGATION TO BEPROVIDED TO PLANTERSSTREET SPACE SHALL BE PROVIDED PER SECTION 18.2(a) THROUGH (c)OFF THE REQUIRED PROJECT IMPROVEMENTS AND SHALL BE DETAILEDAS SUCH IN PERMIT PLAN101000SHADED SEATING548 S.F.LINEAR PLAZALNEAARPLAAZAAAAZLAPRAENLAZAALPAREANLIAAZLAPRAENLAZAALPAREANLI2,021 S.F.,01,2101022 021 S F20221SF21022SFSF S.FSF S.F.F02,2,2,02021 S1 S.F.FOPEN PLAY AREA3,500 S.F.MOUNTABLE CURBPUBLIC PLAZA443 S.F.1DART COMMENTS 09-10-20202DART COMMENTS 09-21-202032322222220'-0" FIRE LINE SOUTH2FFFFFFFFFFFFFFFFFFFF222223NEIGHBORHOOD COMMERCIAL (1)IGORODOMRCL (1OONEIGHBORHHOOD COMMERCIAL (2)NGHBHHOD CMMCIA2)RRRESIDENTIALIDIADUPLEX R-2DUX 3DART COMMENTS 10-08-202033333331185 11-3"SECOND FLOOR22-6"THIRD FLOOR51-1"45-4"ROOF TOP33-11"FOURTH FLOOR0'-00"TOP SLAB11-3"SECOND FLOOR22-6"THIRD FLOOR51-1"45-4"ROOF TOP33-11"FOURTH FLOOR0'-00"TOP SLAB11-3"SECOND FLOOR22-6"THIRD FLOOR51-1"45-4"ROOF TOP33-11"FOURTH FLOOR0'-00"TOP SLAB11-3"SECOND FLOOR22-6"THIRD FLOOR51-1"45-4"ROOF TOP33-11"FOURTH FLOOR0'-00"TOP SLAB74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435ELEVATION PLANSOUTH WEST BLDG.A-2033/32" = 1'-0"0 8' 16' 24'3/32" = 1'-0"0 8' 16' 24'3/32" = 1'-0"08' 16'24'3/32" = 1'-0"08'16'24'ROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENT2DART COMMENTS 09-21-2020SOUTH2221186 74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435COLOR ELEVATIONPLANSSOUTH WEST BLDG.A-2041DART COMMENTS 09-10-202011. ALL ROOF DRAINS: ALL INTERNAL AND DOWNSPOUTS ORRAIN WATER LEADERS WILL BE CONCEALED INARCHITECTURAL ELEMENTS.2. ALL EQUIPMENT OTHER THAN FIRE APARATUS SHALL BEPAINTED TO MATCH BUILDING COLORS3/32" = 1'-0"0 8' 16' 24'3/32" = 1'-0"0 8' 16' 24'3/32" = 1'-0"08' 16'24'3/32" = 1'-0"08'16'24'2DART COMMENTS 09-21-2020SOUTH201020304050607STANDING SEAM METAL ROOF. ON THE ROCKS(SW7671) BY SHERWIN WILLIAMS OR SIMILARCONCRETE PANELSCORED STUCCO & STUCCO: SPARE WHITE(SW6203) BY SHERWIN WILLIAMS OR SIMILARPAINT ON STUCCO: TOPIARY TINT(SW6449) BY SHERWIN WILLIAMS OR SIMILARPAINT ON STUCCO: BLUEBELL(SW6793) BY SHERWIN WILLIAMS OR SIMILARPAINT ON STUCCO: PINEAPPLE CREAM(SW1668) BY SHERWIN WILLIAMS OR SIMILARPAINT: GREEK VILLA(SW7551) BY SHERWIN WILLIAMS OR SIMILAR222010101010101010101010101010101010101010101010101010102030303030303030303030303030303030303030303030303030303030303030404040404040404040405050505050505050505050506060606060606060707070707070707071187 12-6"SECOND FLOOR23-9"THIRD FLOOR51-1"46-7"ROOF TOP35-2"FOURTH FLOOR1'-3"TOP SLAB12-6"SECOND FLOOR23-9"THIRD FLOOR51-1"46-7"ROOF TOP35-2"FOURTH FLOOR1'-3"TOP SLAB12-6"SECOND FLOOR23-9"THIRD FLOOR51-1"46-7"ROOF TOP35-2"FOURTH FLOOR1'-3"TOP SLAB12-6"SECOND FLOOR23-9"THIRD FLOOR51-1"46-7"ROOF TOP35-2"FOURTH FLOOR1'-3"TOP SLAB74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435ELEVATION PLANSOUTH EAST BLDG.A-2013/32" = 1'-0"08'16'24'3/32" = 1'-0"08' 16'24'3/32" = 1'-0"0 8' 16' 24'3/32" = 1'-0"0 8' 16' 24'ROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENTROOF TOP EQUIPMENT2DART COMMENTS 09-21-2020SOUTH21188 74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435COLOR ELEVATIONPLANSSOUTH EAST BLDG.A-2021DART COMMENTS 09-10-202011. ALL ROOF DRAINS: ALL INTERNAL AND DOWNSPOUTS ORRAIN WATER LEADERS WILL BE CONCEALED INARCHITECTURAL ELEMENTS.2. ALL EQUIPMENT OTHER THAN FIRE APARATUS SHALL BEPAINTED TO MATCH BUILDING COLORSNOT TO SCALENOT TO SCALENOT TO SCALENOT TO SCALE2DART COMMENTS 09-21-2020SOUTH2010304050607STANDING SEAM METAL ROOF. ON THE ROCKS(SW7671) BY SHERWIN WILLIAMS OR SIMILARSCORED STUCCO & STUCCO: SPARE WHITE(SW6203) BY SHERWIN WILLIAMS OR SIMILARPAINT ON STUCCO: TOPIARY TINT(SW6449) BY SHERWIN WILLIAMS OR SIMILARPAINT ON STUCCO: BLUEBELL(SW6793) BY SHERWIN WILLIAMS OR SIMILARPAINT ON STUCCO: PINEAPPLE CREAM(SW1668) BY SHERWIN WILLIAMS OR SIMILARPAINT: GREEK VILLA(SW7551) BY SHERWIN WILLIAMS OR SIMILAR22201010101010101010101010101010101010101010101010101010101010101030303030303030303030303030303030303030303030303030303030303040404040404040404040404050505050505050505050506060606060606060606060607070707070707070707070707070707071189 74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435FIRST AND SECONDFLOOR PLANSOUTH EAST BLDG.A-1013/32" = 1'-0"0 8' 16' 24'3/32" = 1'-0"08' 16'24'2 BEDROOMS UNIT2BTYPE "B"2 BEDROOMS UNIT2TYPE "C"2 BEDROOMS UNIT222TYPE "C"1 BEDROOM UNITTYPE "D"2 BEDROOMS UNITTTTYPE "C"2 BEDROOMS UNITTTTTTYPE "C"COMMONNNNTRASHROOM2 BEDROOMS UNITSUNITTYPE "B"2 BEDROOMS UNIT2 BEDTYPE "B"2 BEDROOMS UNITSUNITTYPE "B"2 BEDROOMS UNIT2BEDTYPE "B"2 BEDROOMS UNIT22TYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTTTYPE "D"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNIT2BTYPE "B"2 BEDROOMS UNIT2TYPE "C"2 BEDROOMS UNIT22TYPE "C"1 BEDROOM UNITTYPE "D"2 BEDROOMS UNITTTYPE "C"2 BEDROOMS UNITTTTYPE "C"2 BEDROOMS UNITSUNITTYPE "B"2 BEDROOMS UNIT2 BEDTYPE "B"2 BEDROOMS UNITSUNITTYPE "B"2 BEDROOMS UNIT2BEDTYPE "B"2 BEDROOMS UNIT22TYPE "B"2 BEDROOMS UNITNTYPE "B"2 BEDROOMS UNITTTTTYPE "D"2 BEDROOMS UNITNTYPE "B"2 BEDROOMS UNITBBTYPE "B"2 BEDROOMS UNITTTTTTTYPE "E"2DART COMMENTS 09-21-2020SOUTH2PORCHPORCHPORCHPORCHPORCH222221190 74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435THIRD & FOURTHFLOOR PLANSOUTH EAST BLDG.A-1023/32" = 1'-0"0 8' 16' 24'3 BEDROOMS UNITTYPE "A"3 BEDROOMS UNITTYPE "A"2 BEDROOMS UNITTYPE "C"3/32" = 1'-0"08' 16'24'2 BEDROOMS UNITTYPE "B"1 BEDROOM UNITTYPE "D"2 BEDROOMS UNITTYPE "C"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "E"3 BEDROOMS UNITTYPE "A"3 BEDROOMS UNITTYPE "A"2 BEDROOMS UNITTYPE "C"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "C"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "E"3 BEDROOMS UNITTYPE "A"2 BEDROOMS UNITTYPE "C"2 BEDROOMS UNITTYPE "E"2DART COMMENTS 09-21-2020SOUTH21191 74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435FIRST & SECONDFLOOR PLANSOUTH WEST BLDG.A-1033/32" = 1'-0"0 8' 16' 24'3/32" = 1'-0"08' 16'24'2 BEDROOMS UNITTYPE "C"2 BEDROOMS UNITTYPE "C"COMMONTRASHROOMCOMMON1 BEDROOM UNITTYPE "F"2 BEDROOMS UNITTYPE "C"2 BEDROOMS UNITTYPE "C"3 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"2 BEDROOMS UNITTYPE "D"3 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"2 BEDROOMS UNITTYPE "D"3 BEDROOMS UNITTYPE "A"3 BEDROOMS UNITTYPE "A"3 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"3 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"2 BEDROOMS UNITTYPE "D"2DART COMMENTS 09-21-2020SOUTH2221192 74-2018NTRACTOR(S) SHALL VERIFY EXISTING CONDITIONS AND CORRELATE DIMENSIONS PRIOR TO PROVIDING THE WORK DETAILED IN THESE DRAWINGS, AND SHALL PROMPTLY NOTIFY THE DESIGNER OF ANY DISCREPANCIES.No.Description Date 1311 W NEWPORT CENTER DRIVE DEERFIELD BEACH, FLORIDA 33442 PH. 954.794.0300 FX. 954.794.0301AA26001731 COPYRIGHT 2018 GALLO HERBERTARCHITECTS1 23456EDCBAEDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLO FL AR0008440□ BRIAN P. HERBERT FL AR0015474WELLS LANDINGBOYNTON BEACH, FL 33435THIRD & FOURTHFLOOR PLANSOUTH WEST BLDG.A-1043/32" = 1'-0"0 8' 16' 24'3 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"2 BEDROOMS UNITTYPE "D"3 BEDROOMS UNITTYPE "B"2 BEDROOMS UNITTYPE "D"2 BEDROOMS UNITTYPE "D"3 BEDROOMS UNITTYPE "A"3 BEDROOMS UNITTYPE "A"3 BEDROOMS UNITTYPE "A"3 BEDROOMS UNITTYPE "A"2DART COMMENTS 09-21-2020SOUTH221193 EAST MARTIN LUTHER KING JR. BLVD.NE 9th AVENUENE 11th AVENUE1413ZONE DISTRICT: C-2Gross Land: 117,428 (s.f.) Net Land: 2.70 acres Water Bodies: 0LANDSCAPE LEGEND - RESIDENTIAL (SOUTH)REQ.PROV.TOTAL NUMBER OF TREES (SMALL PALMS IN 3:1 RATIO)180 Note: All pervious areas must be landscaped with lawn, groundcover, and/or shrubbery.21TOTAL NUMBER OF SHRUBS, GROUNDCOVERS752,32310621PERIMETER BUFFER Requirements: West (Commercial)(1) 14' ht. tree for every 20 l.f.(1) 36" ht. shrub for every 3 l.f.PERIMETER BUFFER Requirements: East (Commercial)(1) 14' ht. tree for every 20 l.f.(1) 36" ht. shrub for every 3 l.f.1278(235 L.F.)12(235 L.F.)* IRRIGATION SHALL BE PROVIDED AT TIME OF PERMIT* ALL PARKING ISLANDS SHALL BE LANDSCAPED WITH GROUNDCOVER MATERIAL10015102(305 L.F.)15(305 L.F.)108STREET TREES (North - East MLK Blvd.): 418 l.f. (1 tree / 20 l.f.)2727STREET TREES (South - NE 9th Ave.): 542 l.f. (1 tree / 20 l.f.)95% OF SHRUBS SHALL BE BUTTERFLY-ATTRACTIVE485DESCRIPTIONQUAN.SYMBOLPROPOSED MATERIALSHRUBS AND GROUNDCOVERSDESCRIPTIONQUAN.SYMBOLPROPOSED MATERIALTREESLANDSCAPE LIST - SOUTH PARCELST. AUGUSTINE GRASSStenotaphrum secundatum 'Floratam'SOLID EVEN SODLAWNAsRequired3014' HT. X 6' SPR. 4" DBH.F.G. 11194F.G., "CHARACTER" SPECIMENGUMBO LIMBO*Bursera simaruba14' HT. X 6' SPR. 4" DBH.14' HT. X 6' SPR. 4" DBH.*Coccoloba diversifloraPIGEON PLUMF.G. Tabebuia heterophylla PINK TRUMPET TREE 10' HT. X 5 SPR., 2" DBH.F.G.20Aechmea blanchettiana36" HT. X 24" SPR. ABBRIGHT YELLOW BROMELIAD10" POT 9CV73DE1200FM210IT72JV153MC112PV155SVCodieaum variegatum 'Mammey' RED - YELLOW CROTON3 GAL.18" HT. X 18" SPR. / 18" O.C.3 GAL.18" HT. X 18" SPR. / 18" O.C. Duranta erecta 'Gold Mound'GOLD MOUND DURANTAFicus microcarpa 'Green Island'GREEN ISLAND FICUS3 GAL.15" HT. X 15" SPR. / 18" O.C. DWARF IXORAIxora taiwanese 'Dwarf'18" HT. X 18" SPR. / 18" O.C.3 GAL.* DENOTES NATIVE SPECIES24" HT. X 24" SPR. / 24" O.C.Jasmine volubileWAX JASMINE3 GAL.3 GAL.24" HT. X 24" SPR. / 30" O.C. *Muhlenbergia capillarisPINK MUHLY GRASSSchefflera arboricola 'Trinette'VARIEGATED SCHEFFLERA3 GAL.18" HT. X 18" SPR. / 18" O.C. 64113113610' HT. X 4' SPR. 2" DBH.*Conocarpus erectus 'sericeus'SILVER BUTTONWOODF.G. 8' HT. X 8' SPR., MULTI TRUNKLigustrum japonicumJAPANESE PRIVETF.G.F.G., MATCHED HTS.ROYAL PALM*Roystonea elata24' O.A. HT. MIN.10' HT. X 5' SPR. 2" DBH.F.G.2CA427CG174CG2207CI9HA455PM7 GAL.36" HT. X 24" SPR. / 24" O.C. Podocarpus macrophyllusPODOCARPUS173SA[BUTTERFLY ATTRACTIVE]7 GAL.3' O.A. HT.PURPLE CRINUM LILYCrinum augustum 'Queen Emma'*Clusia guttiferaSMALL LEAF CLUSIA3 GAL.24" HT. X 24" SPR. / 24" O.C. *Clusia guttiferaSMALL LEAF CLUSIA7 GAL.36" HT. X 24" SPR. / 24" O.C. *Chrysobalanus icaco 'Red Tip'RED TIP COCOPLUM3 GAL.18" HT. X 18" SPR. / 18" O.C. Hibiscus 'Anderson Crepe'ANDERSON CREPE HIBISCUS15 GAL.6' HT. O.A., STANDARD PITTOSPORUM VARIEGATAPittosporum tobira 'Variegata'3 GAL.18" HT. X 18" SPR. / 18" O.C. GREEN SCHEFFLERASchefflera arboricola24" HT. X 24" SPR. / 24" O.C.3 GAL.Ptychosperma elegans 'single'20' O.A. HT., SINGLEF.G.SINGLE ALEXANDER PALMS5LIVE OAK "HIGH RISE"*Quercus virginiana 'High Rise'*Eugenia foetidaSPANISH STOPPER12' HT. X 4' SPR., MULTI TRUNKF.G.Jacaranda mimosifoliaJACARANDA TREE14' HT. X 6' SPR. 4" DBH.F.G. Fillicium decipiens JAPANESE FERN TREE 47AC25HP404PLAsclepias curassavicaMILKWEED3 GAL.24" HT. X 24" SPR. / 24" O.C.[BUTTERFLY ATTRACTIVE][BUTTERFLY ATTRACTIVE]24" HT. X 24" SPR. / 24" O.C.Hamelia patens 'compact'DWARF FIREBUSH3 GAL.[BUTTERFLY ATTRACTIVE]DWARF PENTASPentas lanceolata "New Look White"1 GAL.12" HT. X 12" SPR. / 12" O.C. 2F.G., STAGGERED.DOUBLE MONTGOMERY PALMVeitchia montgomeryana 'double'20' O.A. HT. MIN., DOUBLENORTHSHEET INDEX:L-1 INDEXL-2 LANDSCAPE PLANL-3 LANDSCAPE DETAILSScale: 1" = 40'-0"KEY PLANDrawing: IndexDate: 06/17/2020Scale: See LeftDrawn by: LDCSheet No.:Cad Id.: 2020-021WELLS LANDING - SOUTH BOYNTON BEACH, FL INDEX 307 south 21st avenue hollywood, florida phone: 954.923.9681 facsimile: 954.923.9689 www.witkindesign.com©2020 WITKIN HULTS + PARTNERSTHE DESIGN AND DRAWINGS HEREIN ARE THEINTELLECTUAL PROPERTY OF THISLANDSCAPE ARCHITECT AND ARE PROTECTEDUNDER THE COPYRIGHT PROTECTION ACTL-2SEE NORTH PARCELLANDSCAPE PLANSFOR LANDSCAPE INTHIS AREAIRRIGATION NOTE: 100% IRRIGATIONCOVERAGE WILL BE PROVIDED ATTIME OF PERMITTINGSABAL PALMS (IF APPLICABLE) ARETO BE INSTALLED WITH FRONDSCUT AT 10-2, NOT HURRICANE CUTALL PALMS OVER 12' C.T. SHALLHAVE SQUARE ROOTBALLS AND4"x4" BRACESALL PALMS OVER 12' C.T. SHALLHAVE SQUARE ROOTBALLS AND4"x4" BRACESALL TREES AND PALMS SHALL BEFLORIDA GRADE 1 AT TIME OFPLANTING. ANY PRUNING SHALL BEDETERMINED BY THE LANDSCAPEARCHITECT AND/OR AN ARBORISTFIRE DEPARTMENT ACCESS ROADSSHALL HAVE AN UNOBSTRUCTEDVERTICAL CLEARANCE OF NOTLESS THAN 14' NFPAIF APPLICABLE, SAFETY CAPS SHALLBE INSTALLED ON ALL #5 REBAR USEDFOR TREE BRACING11  1194 EAST MARTIN LUTHER KING JR. BLVD.NE 9th AVENUELAWNLAWNLAWN 4-STORYBUILDINGLAWN 20'-0" O.C.,TYP.5 BEDS14LAWN LAWN LAWN LAWNLAWNLAWNLAWN20'-0" O.C., TYP.2'-0" PARKINGOVERHANG, TYP.2'-0" PARKINGOVERHANG, TYP.2'-0" PARKINGOVERHANG, TYP.FM25CG18HA2JV15PM136DE43DE30JV15HA2CG18FM15CG12PV12PV12FM50SV25CA1MC8CV3IT20FM47FM47IT20MC8CV3AC22PL90PL37PL75PM60PM93PL75SA82FM60IT55MC10CV3IT20FM45SA45AC25PL110PL17HP20CI40SV100CI68EXISTING TREE TO REMAIN, TYP.(SEE SOUTH PARCEL DISPOSITIONPLANS FOR DETAILS)20'-0" O.C.,TYP.15'-0"15'-0"15'-0"15'-0"SIGHT-TRIANGLE, TYP. (ANYLANDSCAPE WITHIN SHALL BEMAINTAINED AT 18" HT. MAX.)15'-0"15'-0"15'-0"15'-0"SIGHT-TRIANGLE, TYP. (ANYLANDSCAPE WITHIN SHALL BEMAINTAINED AT 18" HT. MAX.)LANDSCAPE WITHIN SHALL BEMAINTAINED AT 18" HT. MAX.)2'-0" PARKINGOVERHANG, TYP.MC70FM25SV17AB2PM1662'-0" PARKINGOVERHANG, TYP.2'-0" PARKINGOVERHANG, TYP.2'-0" PARKINGOVERHANG, TYP.2'-0" PARKINGOVERHANG, TYP.20'-0" O.C.,TYP.SA20FM125HA3IT95SA26FLEXIPAVE,TYP.PASSIVERECREATIONAREALAWN20'-0"EMERGENCYFIRE ACCESS4-STORYBUILDING15 BEDS LAWNBENCH, TYP.LAWNBENCH, TYP.LAWN, TYP.FM75CG19FM25FM18CG7FM42PV12CG30CG210FM65FM25CG19CI22PV12CI52FM83CG30CG7FM6PV20FM12CI10CG12FM6CG24MC7AB2PV20FM6PV12CI5CG5FM6CG24MC7AB2FM6CG6CG21FM6AB2MC10FM6CG21FM6AB2MC10FM6FM12CI10CG6CG5FM81'-0"4'-0"4'-0"SEE "LARGE TREE PLANTINGDETAIL" ON SHEET L-3 FORBRACING DETAILSFM408 BEDSCG2164FM53FM85AB2JV15HA2FM38CG27PV4CG39JV7CA1LAWN MC23JV20AB4CG33HP5FM22FM13SV13FM5CG12PV4CG5FM6PV4CG27FM25AB2AB2FM25FM30NORTHScale: 1" = 20'-0"LANDSCAPE PLANDrawing: Landscape PlanDate: 06/17/2020Scale: See LeftDrawn by: LDCSheet No.:Cad Id.: 2020-021WELLS LANDING - SOUTH BOYNTON BEACH, FL LANDSCAPE PLAN 307 south 21st avenue hollywood, florida phone: 954.923.9681 facsimile: 954.923.9689 www.witkindesign.com©2020 WITKIN HULTS + PARTNERSTHE DESIGN AND DRAWINGS HEREIN ARE THEINTELLECTUAL PROPERTY OF THISLANDSCAPE ARCHITECT AND ARE PROTECTEDUNDER THE COPYRIGHT PROTECTION ACTSEE NORTH PARCEL LANDSCAPE PLANS 11195 74-2018No. Description DateAA26001731123456EDCBA123456EDCBAAS SHOWNBPHCMR2020-06-09DESIGN DEVELOPMENT□ WILLIAM J. GALLOFL AR0008440□ BRIAN P. HERBERTFL AR0015474MARTIN LUTHERKINGCOMMUNITYSOUTHBOYNTON BEACH, FL 33435PRIOR TO SUBMITTING THE BID, THE CONTRACTOR SHALL FIELD VERIFY ALL EXISTING CONDITIONS AND INFORM THE ARCHITECT ANDTHE ENGINEER OF ANY DISCREPANCY BETWEEN THESE DOCUMENTS AND THE EXISTING CONDITIONS AND SHALL INCLUDE IN THE BID TOCORRECT THE SAME AS DIRECTED. THE ENGINEERS ARE NOT RESPONSIBLE FOR ANY ADDITIONAL COSTS RESULTING FROM VERIFIABLEEXISTING CONDITIONS DISCOVERED AFTER CONTRACT HAS BEEN AWARDED. NO CHANGES SHALL BE MADE TO THESE PLANS WITHOUTPRIOR APPROVAL FROM THE ENGINEER OF RECORD. ALL CHANGES SHALL BE SUBMITTED FOR REVIEW PRIOR TO INSTALLATION. NOT FOR BID UNTIL PERMIT HAS BEEN ISSUED.3601 NW 2ND AVEBOCA RATON, FL 33431CERTIFICATION OFAUTHORIZATIONNO. 31989elec dept.TEL:954-644-9612mech dept.TEL:561-716-7120PM:SK1DART COMMENTS2020-09-09SITE PHOTOMETRICSPLANSOUTHEPH-101S1' = 30'-0"0 10' 20' 40'Luminaire ScheduleSymbolQtyLabelArrangementLLFDescription8WSINGLE0.900Cree Lighting OSQ-A-XX-4ME-B-30K-UL-XX / OSQ-BLSMF / Wall Mount5SBD1800.900Cree Lighting OSQ-A-NM-5ME-B-30K-UL-XX, 2@180°9SASINGLE0.900Cree Lighting OSQ-A-XX-4ME-B-30K-UL-XX / OSQ-BLSMFCalculation SummaryLabelCalcTypeUnitsAvgMaxMinAvg/MinMax/MinParking LotIlluminanceFc2.966.11.02.966.10SpillIlluminanceFc0.060.30.0N.A.N.A.1196 Know what'sR1197 1198 1199 1200 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.B 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 Mid-year Budget Adjustment $400,000 Grants Awarded Since October 8, 2024 ($522,971.05) Remaining Fund Balance as of 4/1/25: $477,028.95 List of CRA Board approved Economic Development Program Grantees since October 8, 2024: Business Name Address Grant Grant Amount Chow Hut LLC 425 NE 4th Street Property Improvement $25,000 Design Stop LLC 1505 S. Federal Highway Rent Reimbursement $21,000 Spectrum Innovations Inc.1300 W. Industrial Avenue, Unit 113 Rent Reimbursement $11,700 1201 The Meaning Channel Group LLC 1210 S. Federal Highway, Unit 101 Rent Reimbursement $15,750 Thai Venture Group LLC d/b/a Kabuki Sushi Thai Tapas 321 E. Woolbright Road Rent Reimbursement Property Improvement $84,000 Loveli Tea LLC 306 E. Boynton Beach Boulevard Rent Reimbursement Property Improvement $56,000 EGVV LLC d/b/a Paloma Mexican Restaurant 510 E. Ocean Avenue, Unit 105 Rent Reimbursement $24,000 DSS Restaurant Management Inc. d/b/a Two Georges 728 Casa Loma Boulevard Property Improvement $59,750 Robinson BBQ Inc.132 E. Martin Luther King Jr. Boulevard Property Improvement $27,900 Bungalow at Boynton LLC d/b/a The Bungalow Bar & Grill 511 NE 4th Street Rent Reimbursement $24,000 The Meaning Channel Group LLC 1210 S. Federal Highway, Unit 101 Property Improvement $9,571.48 AJF Dental LLC d/b/a Forbes Dental 1315 N. Federal Highway, Suite 1 Rent Reimbursement Property Improvement $51,750 JB Dental Care LLC 137 NE 10th Avenue, Unit 103 Rent Reimbursement Property Improvement $39,432.48 Diane Andre Mediation LLC d/b/a Law and Mediation Office of Diane Andre Esq.137 NE 10th Avenue, Unit 106 Rent Reimbursement Property Improvement $38,450 The M Salon & Spa LLC d/b/a Nails & Co. 510 E. Ocean Avenue, Unit 104 Rent Reimbursement $21,000 Pending Board Approval on April 8, 2025 Home with Help of Florida Inc.1220 S. Federal Highway, Unit 1010 Property Improvement $13,667.09 FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58400-444, $1,000,000 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: 1202 No action is required at this time unless otherwise determined by the CRA Board. 1203 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.C SUBJECT: Social Media & Print Marketing Update SUMMARY: Throughout the month of March, 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: BBCRA Annual Report Boynton Harbor Marina Coastal Cruiser Business Promotional Posts : Utilized Facebook and Instagram feed and stories to promote a variety of businesses, such as: Armenia Beach House Boutique Seamist III Promotional Events Ribbon Cutting Nails & Co. Boynton Beach Spring Market Earth Month Digital Marketing Blog Posts: Promoted the following blogs on BoyntonBeachInsider.com: Shop Local at the Boynton Beach Spring Market Get Ready for the Boynton Beach Spring Market - A Showcase of Local Businesses BBCRA Celebrates Government Finance Professionals Week and Honors Finance Team Relax & Unwind: Nails & Co. Salon and Spa Now Open in Boynton Beach! 4 Reel Services: Your Local Fishing Reel Repair & Parts Supplier Custom Truss: Decades of Excellence in Wooden Truss Manufacturing Redevelopment Works Newsletter : 1204 •Attachment I - March Marketing & Social Media Overview •Attachment II - March - Facebook and Instagram Posts Boynton Beach Spring Market MLK Entry Feature Project Heart of Boynton Shops Public Input Request - The Andrew's House Boynton Harbor Marina - Spotlight on Boat Rentals Coastal Cruiser Finance Department Spotlight Spring Market Vendor Opportunity Custom Truss 4 Reel Services Nails & Co Print & Paid Marketing A full-page ad was published in the Coastal Angler to promote the Marina in the Palm Beach International Boat Show issue. See Attachment I for an overview of the social media and print marketing in March, and Attachment II for a full listing of the Facebook and Instagram posts that were shared. FISCAL IMPACT: FY 2024-2025 Budget, General Fund, Line Item 01-57400-216 $850 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 1205 SOCIAL MEDIA MARKETING OVERVIEW 1206 SOCIAL MEDIA – PROJECT POSTS 1207 SOCIAL MEDIA – PROJECT POSTS 1208 SOCIAL MEDIA - BUSINESS POSTS 1209 SOCIAL MEDIA – PROMOTIONAL EVENTS 1210 SOCIAL MEDIA – PROMOTIONAL EVENTS 1211 SOCIAL MEDIA – PROMOTIONAL EVENTS 1212 PRINT MARKETING 1213 Facebook & Instagram Posts 1214 Facebook & Instagram Posts 1215 Facebook & Instagram Posts 1216 Facebook & Instagram Posts 1217 Facebook & Instagram Posts 1218 Facebook & Instagram Posts 1219 COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING OF: April 8, 2025 CRA PROJECTS IN PROGRESS AGENDA ITEM 16.D SUBJECT: Boynton Beach Spring Market Recap SUMMARY: EVENT RECAP On Saturday, March 29, 2025, the BBCRA hosted the Boynton Beach Spring Market in Downtown Boynton Beach at the Centennial Park & Amphitheater. The free business promotional event featured a variety of food, retail, artisan, and professional service providers who exhibited their goods and services. Event attendees were encouraged to enjoy the festivities, stroll the avenue and green space, and to shop with the participating vendors. In addition to the vendors, this family-friendly event also featured fun games and activities and live music from the bands Paul Anthony and the Reggae Souljahs and The Resolvers. In total, sixty-one (61) vendors participated at the event, including the following ten (10) BBCRA area businesses: Café Frankie’s JKEN Boutique The Boardwalk Italian Ice & Creamery Azaka Market Trilogy Fitness & MMA Common Grounds The Ark Dog Grooming Rusty's Carib Cuisine Josie's Ristorante Smooth Your Wax Studio Attendees were encouraged to participate in the word hunt, which placed them in direct contact with BBCRA businesses for a chance to win a prize pack of gift certificates to the participating businesses, with one grand prize winner received a Huffy Beach Cruiser. In an effort to engage the community and obtain demographic information, during the event, patrons were encouraged to complete a short feedback survey to spin the wheel of luck, which provided opportunities to win gift certificates to the participating businesses or BBCRA branded promotional items. There were 136 survey responses (see Attachment I). 1220 Photos from the Spring Market can be viewed on the BBCRA Flickr Page . MARKETING RECAP Coastal Star – A quarter-page ad was published in the Coastal Star to promote the event. The Coastal Star newspaper serves the eastern community of Hypoluxo Island, South Palm Beach, Manalapan, Ocean Ridge, Briny Breezes, Gulf Stream and coastal Delray which reaches out to that specific demographic (see Exhibit A). Cost: $525 Neighborhood News – A full-page ad was featured in the Neighborhood News to promote the event. The Neighborhood News publication is a great way to reach out to the western Boynton Beach communities. The publication is mailed to 17,500 homes/clubhouses, with over 10,000 additional subscribers that read the digital edition online and on Facebook (see Exhibit B). Cost: $465 Poster – A promotional poster for the event was created and distributed to various locations throughout Boynton Beach, including City of Boynton Beach facilities and local businesses (see Exhibit C). Cost: $84.50 Pure Honey - A 5x5 ad was featured in Pure Honey Magazine (see Exhibit D). Cost: $600 Social Media – The Boynton Beach CRA social media platforms were utilized to promote a variety of paid and organic social media marketing initiatives (see Exhibit E). Cost: $2,000 Street Signs – Twelve (12) custom street signs were designed and installed at various locations throughout Boynton Beach to promote the event (see Exhibit F). Cost: $2,200 Billboard – The event was promoted on the billboard located on I-95 and Gateway Boulevard (Exhibit G). Cost: $0 Blog – Two blogs (Shop Local at the Boynton Beach Spring Market & Get Ready for the Boynton Beach Spring Market - A showcase of Local Businesses ) to promote the various aspects of the event were published to the BBCRA’s Boynton Beach Insider Blog (Exhibit H). Cost $0 E-Blast – A promotional email was sent to the BBCRA subscriber list and to all City staff to promote the market (Exhibit I). Cost: $0 FISCAL IMPACT: FY 2024-2025 Budget, Project Fund, Line Item 02-58500-480 $65,000 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 1221 •Attachment I - Spring Market Survey Results •EXHIBIT A-I 1222 2025 Boynton Beach Spring Market has collected 137 responses Question 1 has 136 answers (Checkboxes) "Please select which best applies to you" I live in Boynton Beach 78 (56.9%) I live in Palm Beach County 46 (33.6%) I live in Florida, but outside of Palm Beach County 12 (8.8%) I am visiting from out-of-state 8 (5.8%) Question 2 has 132 answers (Open text) "What is your zip code? " Unknown contact said: "33435" Unknown contact said: "33462" Unknown contact said: "33435" Unknown contact said: "33435" Unknown contact said: "33435" All responses Question 1: Please select which best applies to youQuestion 2: What is your zip code?Question 3: How did you hear about the BoyntQues Feedback1223 Unknown contact said: "33467" Unknown contact said: "33437" Unknown contact said: "33426" Unknown contact said: "33472" Unknown contact said: "33435" Unknown contact said: "33435" Unknown contact said: "47006" Unknown contact said: "33435" Unknown contact said: "33435" Unknown contact said: "33436" Unknown contact said: "33435" Unknown contact said: "33445"Feedback1224 Unknown contact said: "33435" Unknown contact said: "33463" Unknown contact said: "34987" Unknown contact said: "33409" Unknown contact said: "33435" Unknown contact said: "33435" Question 3 has 137 answers (Checkboxes) "How did you hear about the Boynton Beach Spring Market event?" Facebook 51 (37.2%) Instagram 14 (10.2%) Email 10 (7.3%) Poster 16 (11.7%) Street Sign 26 (19.0%) Billboard 4 (2.9%) Newspaper/Magazine 3 (2.2%) Television News 0 (0.0%) From a Friend/Family Member 32 (23.4%)Feedback1225 Question 4 has 133 answers (Radio buttons) "Have you previously utilized Boynton Beach Bucks?" Yes 28 (21.1%) No 105 (78.9%) Question 5 has 29 answers (Open text) "If yes, which businesses have you visited to redeem Boynton Beach Bucks?" Unknown contact said: "No" Unknown contact said: "Angel lingerie store" Question 6 has 134 answers (Radio buttons) "Have you used the Coastal Cruiser ride share service?" Yes 17 (12.7%) No 117 (87.3%) Question 7 has 132 answers (Radio buttons)Feedback1226 "Prior to this event were you aware of the MLK Entry Feature Project?" Yes 28 (21.2%) No 104 (78.8%) Question 8 has 132 answers (Radio buttons) "Prior to this event were you aware of the The Villages Mixed-Use Development Project?" Yes 23 (17.4%) No 109 (82.6%) Question 9 has 132 answers (Radio buttons) "Prior to this event were you aware of the Cottage District Affordable Workforce Housing Project?" Yes 27 (20.5%) No 105 (79.5%) Question 10 has 133 answers (Radio buttons) "Prior to this event were you aware of the Heart of Boynton Village Apartments and Shops Project?" Yes Feedback1227 30 (22.6%) No 103 (77.4%) Question 11 has 41 answers (Open text) "If you would like to subscribe to the BBCRA email list for future Boynton Beach Bucks deals please enter your email below. By providing your email address, you agree to receive promotional messages from the Boynton Beach CRA. Please be advised that under Florida records law, email addresses are public record. Therefore, your email address may be subject to public disclosure." Unknown contact said: "bv.libertynational@gmail.com" Unknown contact said: "Ok" Unknown contact said: "No" Unknown contact said: "joypaulina89@gmail.com" Unknown contact said: "dlinter@optonline.net" Unknown contact said: "Laureneve@live.com"Feedback1228 Unknown contact said: "Maritgarcia1@gmail.com" Unknown contact said: "Hwohlrab2@hotmail.com" Unknown contact said: "Spncr01@gmail.com" Question 12 has 78 answers (Checkboxes) "If you provided your email please select what types of email material you would like to receive. " Redevelopment 9 (6.6%) Business Outreach 3 (2.2%) Business Promotions 11 (8.0%) Events 49 (35.8%) All of the above 28 (20.4%)Feedback1229 EXHIBIT A –COASTAL STAR 1230 EXHIBIT B –NEIGHBORHOOD NEWS 1231 EXHIBIT C –POSTER 1232 EXHIBIT D –PURE HONEY 1233 EXHIBIT E - SOCIAL MEDIA 1234 EXHIBIT E - SOCIAL MEDIA 1235 EXHIBIT E - SOCIAL MEDIA 1236 EXHIBIT E - SOCIAL MEDIA 1237 EXHIBIT F – STREET SIGNS 1238 EXHIBIT F – STREET SIGNS EXHIBIT G – BILLBOARD 1239 EXHIBIT H – BLOG 1240 EXHIBIT I – E-BLAST 1241