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Agenda 06-11-19 B1 1 �►.�+'I �1 Q�,�\�\„B E AC Ki C R A COMMUNffY REDEVELOPMENT AGENCY Community Redevelopment Agency Board Meeting Tuesday, June 11, 2019 -6:30 PM Intracoastal Park Clubhouse, 2240 N. Federal Highway 561-737-3256 AGENDA 1. Call to Order 2. Invocation 3. Roll Call 4. Agenda Approval A. Additions, Deletions, Corrections to the Agenda B. Adoption of Agenda 5. Legal 6. Informational Items and Disclosures by Board Members and CRA Staff: A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda 7. Announcements and Awards A. Rock the Marina & Lionfish Derby Recap B. FY 2019-2020 Budget Review/Approval of Meeting Dates 8. Information Only A. Marketing and Business Development Campaign B. Public Comment Log 9. Public Comments 10. CRA Projects in Progress A. CRA Economic Development Update B. Sara Sims Park Project Update 11. Consent Agenda A. Financial Report Period Ending May 31, 2019 B. Finance Department Purchase Orders for amounts exceeding $10,000 for the month of May 2019 C. Approval of CRA Board Meeting Minutes- May 14, 2019 12. Pulled Consent Agenda Items 13. Public Hearing 14. Old Business A. Consideration and Discussion of Utilizing Existing Educational/Job Training Resources B. Consideration of a Purchase and Development Agreement with Centennial Management Corporation for the CRA's Martin Luther King Jr. Boulevard Corridor Redevelopment Project C. Consideration of Purchase and Sale Agreement with the Community Caring Center Boynton Beach, Inc. (CCC), for their property located at 145 NE 4th Avenue D. Consideration and Discussion of Notice of Extension of Tax Increment (Tableau Revenue Funding Agreement between Ocean One Boynton, LLC and the 5/14/19) Boynton Beach CRA E. Consideration and Recommendation of the Letter of Intent to the Palm Beach County Housing Authority to Assist in the Development of Properties Located at 404, 406, 408, and 410 NW 12th Avenue 15. New Business A. No New Business 16. CRAAdvisory Board A. CRA Advisory Board Agenda- June 6, 2019 B. CRAAdvisory Board Meeting Minutes- May 2, 2019 C. Pending Assignments D. Reports on Pending Assignments E. New Assignments 17. Future Agenda Items A. Consideration and Discussion of Fiscal Year 2019/2020 Budget B. E. Ocean Avenue Lighting C. The Ocean Breeze East Project Update D. Consideration of a CRA Board Retreat 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 TESTIMONYAND 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 DISABILITYAN EQUAL OPPORTUNITY TO PARTICIPATE IN AND ENJOY THE BENEFITS OF A SERVICE, PROGRAM, OR ACTIVITY CONDUCTED BY THE CRA. PLEASE CONTACT THE CRA, (561) 737-3256,AT LEAST 48 HOURS PRIOR TO THE PROGRAM OR ACTIVITY IN ORDER FOR THE CRA TO REASONABLY ACCOMMODATE YOUR REQUEST. ADDITIONAL AGENDA ITEMS MAY BE ADDED SUBSEQUENT TO THE PUBLICATION OF THE AGENDA ON THE CRA'S WEB SITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDA AFTER IT IS PUBLISHED ON THE CRA'S WEB SITE CAN BE OBTAINED FROM THE CRA OFFICE. 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 ANNOUNCEMENTS AND AWARDS AGENDAITEM: 7.A. SUBJECT: Rock the Marina& Lionfish Derby Recap SUMMARY: EVENT DETAILS On Saturday, June 1, 2019, the Boynton Beach CRA hosted the Rock the Marina & Lionfish Derby at the Boynton Harbor Marina. Event details are as follows: • According to data collected from the Live Gauge devices that were used at the event to track attendance, there were 370 attendees. • The forty-eight divers that participated in the Lionfish Derby removed 535 lionfish from the waterways. • For the event we partnered with seven businesses that are located within the CRA area: Boynton Beach Dive Center, Splashdown Divers, Loggerhead Enterprises, Starfish Water Sports, Underwater Explorers, Driftwood, and Marina Cafe. • Feedback from participating businesses was positive. Marina Cafe indicated that their sales were up 80% from the previous Saturday, Two Georges saw a 30% increase from the previous year, and Boynton Beach Dive Center shared that they had over $4,000 in sales on the day of the event. • To provide additional exposure for local restaurants the event featured a Lionfish Dip Contest, which featured custom dips that were prepared by four participating restaurants. Driftwood received the most votes followed by The Fish Depot, Sweetwater, and Hurricane Alley. • In an effort to engage the community and obtain demographic information, event patrons were encouraged to complete a short feedback survey. The results from the 138 surveys collected indicate the following: • Place of Residence ■ Boynton Beach -55% ■ Palm Beach County-40% ■ Outside of Palm Beach County- 3% ■ Outside of Florida- 1% • Age range of attendees: ■ 18-24 -4% ■ 25-34 - 12% ■ 35-44 - 16% ■ 45-54 -21% ■ 55-64 -30% ■ 65+ - 16% • Sex ■ Male -42% ■ Female 58% • Previously visited Boynton Harbor Marina: ■ Yes -89% ■ No - 11% • Heard about the event via: ■ Social Media -51% ■ Magazine Ad -9% ■ Movie Theater-4% ■ Poster or Post Card - 5% ■ Signage - 8% ■ Word of Mouth -22% • Rating of overall experience: ■ Excellent-66% ■ Good - 30% ■ Neutral -3% • Event photos can be viewed at www.flickr.com/photos/boyntonbeachcra EVENT MARKETING PLAN Neighborhood News - Working with Neighborhood News to reach out to the western Boynton Beach communities, this marketing strategy will continue to promote downtown Boynton Beach. The full-page color ad featured Rock the Marina with an editorial on the event. This 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 A). Cost: $450.00 Delray Beach Newspaper - The Delray Newspaper full-page color ad highlighted the Rock the Marina event at the Boynton Harbor Marina. This publication reaches over 15,000 direct online readers, has a circulation of 12,000 papers distributed to 250 locations in Palm Beach County, and is mailed directly to over 2,000 homes. As a bonus, the ad was displayed in the Boca Newspaper with 12,000 more papers distributed in Boca Raton (See Exhibit B). Cost: $795.00 Posters & Postcards - Marketing material such as 50 posters and 1,500 6"x 9" postcards for Rock the Marina were delivered to businesses in the CRA area (See Exhibit C). Cost: $300.00 Signage - Street signs for the Rock the Marina event (7) Rock the Marina and(4) Calling All Divers were installed in 11 locations in Boynton Beach to let the community know about the event (See Exhibit D). Cost: $855.00 Alco Capital Theaters - A Rock the Marina screen shot advertisement was aired in all eight theaters as an opening to the movie from 10 a.m. until 9 p.m. The screen shot advertisement aired on April 19, 2019 through May 30, 2019 (See Exhibit E). Cost: $450.00 Discover the Palm Beaches — As part of the Annual Partnership with Discover the Palm Beaches the CRA shares with the City of Boynton Beach, a Showcase Ad placement on the website and an email ad placement ran in the May Event Fanatic email. Three frame ads ran the two weeks leading up to Rock the Marina on the Discover the Palm Beaches website (See Exhibit F).Cost: $720.00 Coastal Star- 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. The Rock the Marina ad appeared in the northern addition also and as a bonus it appeared in the Southern addition, which cover Boca Raton and Highland Beach (See Exhibit G). Cost: $525.00 Atlantic Current Magazine - A full-page ad was created for the Atlantic Current Magazine for the Rock the Marina in hopes to reach a younger demographic, with 70% of their readers between the ages of 21-44 and 42% of which are between the ages of 21-34. They have roughly 28,250 readers and 10,000 magazines distributed to over 100 locations across Palm Beach and Broward Counties. Their magazine is released bi-monthly(See Exhibit H). Cost: $800.00 Fun Fare Magazine- The summer edition in the City's Recreation & Parks magazine Fun Fare featured a Rock the Marina ad. Free (See Exhibit 1) Coastal Angler - The Coastal Angler Magazine is a resource for anglers, boaters and conservationists and is the second largest free outdoor publication in the nation. With 40,000 issues in circulation monthly, the magazine's audience includes Palm Beach, Broward, Dade, and Monroe Counties. The CRA paid for one 1/4 page ad in the Coastal Angler Magazine featuring Rock the Marina with an editorial about the event (See Exhibit J). Cost: $300.00 Gateway Gazette-As part of the ongoing marketing efforts, the CRA staff allocated funds in the budget for a full page ad placement for Rock the Marina in the Gateway Gazette serving Boynton Beach, Lantana, Hypoluxo, Atlantis, South Palm Beach, Manalapan, Ocean Ridge and Briny Breezes. (See Exhibit K). Cost: $329.00 Social Media - CRA staff created graphics, engaging video and social media ads to effectively promote the event on the CRA's Facebook, Instagram, and Twitter pages. 48 posts were produced for the event resulting in over 26,796 people organically reached. Four paid ads were created for the CRA Facebook page to target three demographics that reached over 27,943 people. Top performing posts, analytical overview, and total organic engagement numbers has been provided in (See Exhibit L) Cost: $189.29 FISCAL IMPACT: FY 2018 - 2019 Budget, Project Fund, Line Item 02-58500-480, $20,101 for the event and $5,713.29 for marketing. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action is required from the CRA Board at this time. ATTACHMENTS: Description D ExhibitA-K D Exhibit L Exhibit A- Neighborhood News Fill FHE 33, { fff�flGi1ll F, MARINA 111111 INV , y s. 1 ► 111 1 ► , 1 t ► t� 11 ® ` t q M r F t f Exhibit B — Delray News rr r I 1111 IAll1 1 � � t ss � 4� s CF � •. �}4� 41�1'd iliR St ■ ., ' ' ■ lie * , i i f. t , \ ,r , ( { <t 11. I I (3 >r \ ii t it r > f t �4 t f r r , 4 y ly 0 Ali, n . BOYNTON HARBOR MARINA LIONFISH DERBY JOIN US FOR A FUN AFTERNOON LIDNFISH TASTING FOOD DRINKS MARINE 5 LIDNFISH AWARENESS ,9 AM 2P 2PM - 6 PM 3 Tank Dive-S60 Per Person-2' 3 Dive LVE MUSIC BY (DIVE CHARTERS INCLUDED) Register with Boynton Beach Dive Center:561-732-6590 GREAT PRIZES S P RE D THE Q U B BIGGEST FISH SMALLEST FISH MOST FISH 735 CASA LOMA BLVD., BOYNTON BEACH FDIVERS' MEETING MAY 30TH 6 PM, 735 CASA LOMA BLVD BOYNTON Boynton r...IBEACH �RA Harbor COMMUNITY REDEVELOPMENT AGENCY Marina T Exhibit C - Postcards S-AT-L1,R--D-AY 1 Ilk }��3 ?I.................. "� �`\ III� ��t�� JIJ• ;i}�#��y js 4RUCK rHE 1', 01I II'rrMARIN �oir I, FOOD AFTERNOON MARINE 9 LIONFISH AWARENESSU h ! U��)�' ,ri�.�i('ty .it. r } )1 fis}t` F��«, �u, 1 ��, � t �" �u,ft�l£��„• ,f�� 8 AM 2 PM 3 Tank 1 . 1 Per ' • Dive DIVE Register with Boynton Reach i ' l! GREAT�PRIZES- BIGGEST DIVERS' rR yy 735 CASA LOMA BLVD,, BOYNTON BEACH i ` Boynton 1,. 1i fidibor COMMUNITY REDEVELOPMENT AGENCY Marina { AT C H B 0 Y '`T 0 10 II — r Exhibit D Signage 0 i11 g t a ' z r{, to RUCK I, fifi� 4 }Y "' J i 4 �t INA I • ROCK THE MARINA 2PM — GPM B -1735 CASA LOMA BLVD. IL 4 T IHARBORDERRY LIVE MUSIC By SPRED THE DLIB P�QY �TC I` T' BO nton 'BEACH RA Flarbor COM PhUNITY REDEVELOPMENT AGENCY Marina 1 LKINFISH DERE Tank Dive/2 Team Dime �� E ) ISD Per Person Dive Charters Included) �plkREDISTER WITH Baynton Beed Dive Center 5GI-752-8590 8-OYNTON �^ oynton =EARHarbor C A T C H Y O Yi N O N ■ COMMUNITY REDEVELOPMENT AGENCY =. Marina WE SATURDAY JUNE I FOOD - FUN - LIONFISH TASTING MARINE $ LIONFISH AWARENESS j 2PM — BPM LIVE MUSIC BY . � RRYNTRRARgDRMARINa SPIRED THE DUB 4 � A LIONFISH DERBY B AM — 2 PM u , 3 Tank Dive m S60 Per Person BOYNTON r Boynton 2 Team Dive- Dive Charters Included =BEACH CRA Hdbor BOYNTON BEACH DIVE CENTER 5GI-732-859D COMMUNITY REDEVELOPMENT AGENCY "' Marina t �tfff t l r1� BDYNTON HARBOR MARINA LIONFISH DERRY SATURDAY JUNEI 2 PM 6 PM LIVE MUSIC BY , K SPRED THE DUB 735 CASA LDMA BLVD .,�. N Z 11 N 1 71 8 8 AM - 2 PM 3 Tank Dive-S60 Per Person-2 Team Dive (DIVE CHARTERS INCLUDED) Register with Bayntt-a"BBeaccyh Dive Center:561-732-8596 =BE, -NI�.NI�/N1 jB0 ynton ...BEACH Harbor COMM E =r Marina I;ATCHB0VNTON,C0 t.� VIII f1I,�II' BO'YNTON HARBOR MARINA' LI'G FI H BERRY SATURDAY JANE 1 2PM - 6PM - LIVE MUSIC BY ICED THE DUB 735 CASA LOMA BLVD 8 AM 2 PM � Ii 3 Tank Dive�SGO Per Persan»2 Team Dive tGIyEICNAR'lERS IMC6GG503 1 Register with Baynton Beach Dive Center.661-732$590 p ,� Boynton B�Y�1TC1 Marina=BEACFI Harbor sraonMunrtr aeuevEEaaMetaT wcEsex CATCHH0YNI'll N.1a0M EI , 9,BDYRTQR HARTiDR tgARIHA Ig:�RISR g��A�'y IT tif,A Lim JOIN [IS FOR A FUN AFTERNOnNOF LIQNFISH TASTING - FOOD - DRINKS MARINE 6 LILINFISH AWARENESS I RBI R TAS HAM - 2PM 2PM - 6PM 3 Tank Diva m SBD Per Person-2 Team dive LIVE MUSIC BY ENART€RS HULVUED) R.gi,.,W.R.y,-R hflinCew-SRI.7G2-8SaG SPIED THE OUR GREAT PRIZES ---- BIGGEST FISH SMALLEST FISH-MOST FISH 735 CASA LOMA BLVD.,BOYNTON REACH D ERS` MEETING MAY 30TH ISM, 735 CASA LOMA BLV 4�,4BIlMarina oynton BOYI�TI IC , , Harbor 1. BEACH C-NITY REDEV€LGPMENT AGENCY FATCHB lYNTOiN MIM a s s4 (( SATURDAY 1A{ JUNEI ....................................................... t r,ax 2PM - 6PM LIVE MUSIC BY SPRED THE DllB "�� rt `�� = BDYNTDN HARBDRMARINA' 735 CASA LOMA BLVD.,BOYNTON REACH y JOIN US FOR A FUN AFTERNOON OF LIDNFISH TASTING FOOD - DRINKS MARINE H LIDNFISH AWARENESS ,. 8 AM 2 PM Boyn COMMUNITY REDEVELOPMENT AGENCY ton 3 Tank Dive S6D Per Person-2 Team Dive BOYNTON �� Harbor (DIVE CHARTERS PROVIDED) MBEACH Marina Register with Boynton Beach Dive Center:561-732-8590 OM CATCH BD Y N T D N.C OM GREAT PRIZES:BIGGEST FISH ® SMALLEST FISH - MOST FISH T BOYNTON BEACH I I LIONFISH DERBY I I ; GALLING ALL DIMERS LIDNFISH DERBY 8 AM 2 PM 3 Tank Dive 6D Per Person - 2 Team Dive Register with Boynton Beach Dive Center:5161-732-85911 BOYNTONp ,� Boynton =BEACH I'�i,f--1L Harbor COMMUNITY REDEVELOPMENT AGENCY Marina CATCH BOYNTONtOOM JOIN US FOR A FUN AFTERNOON OF LIONFISH TASTING - FOOD - DRINKS MARINE G LIONFISH AWARENESS RUCK THE MARINA Z PM 6 PM LIVE MUSIC BY SPRED THE DUB 735 CASA LOMA BLVD. 607NTON WAR-9011 MARINA: L 10_ E i s H__®ERY BOYNTON BEACH BOYNTON �� Boynton ■•.rBEACH Harbor COMMUNITY REDEVELOPMENT AGENCY ` Marina T Rock the Marina & Lionfish Derby June 1, 2019 Top Performing Organic Posts Performance for Your Post Boynton Beach CRA,is with John Paul Rosario. Jur,e I a]10:40 PM 2.880 Pieo,,E: The Lionfish d&-by brought in 535 LionfishII! 164 R-,,actor,,,s Cornnnen-,IIS& Ffli Cw 2 127 89, 38-; - ke On Pc""A Ck 3 7 0 a 2 1 1 w f ha, a C jr I P 0') 20 17 3 0, V"Vo v/ On Pc""A Or; 3 8 0 n-, "n P'o'-st 07,sha,estGti ,, share,�; Jn Pc;-s (Dcl sh"Ifes 343 0 176 P e ev"(s L )Ici�& 01hea C.JHdKS Nr:GA71V'E FEEDBACK 0 jHl,�& Post 0 Ha-u All� 0 pepw-j.,;S" I )z 1 0 UnIkke Pag- S,"o, e a 'a 'm S 2,890 632 e P ", G People Rewhed- Engagernenus 114 5 Comments to Shares E) Like CNTIment �, Share Performance for Your Post Boynton Beach CRA M Aj 21 at a:2 7 P p } FkRea,.Aled Do you love fish dip? Don't,rnIiss our fish dip cornpetition at the Rock the Marina&bonfish rby 148 R,.,a,'.,°�crninnents.-I,, June 1- The competition A feature Hurricane AlRev,Drifloiood Boynton Beach. 30 48 32 Fish Depot Bar&Gfiflea,and SveeIlwaterl I Po5i 0 r S a 7 5 0 On e A, 2 2 V 116, 7j", VVIow", On 0n S ata E)s f"'St,fl ltoglf T IVR1 41 32 21 11 tq: `1co-,W1, --A MARINA" MINNA N -Ind�-,,- On 0 F S h 0"rl 6 2, Pill 22 21 1 &5-1 "'Ost On S I F,e s 350 54 26 270 PhInt,',Vleo;s Linik licks j NEGATIVE FEEDBACK Ii` n, iI"Y 3 Hide Pat:fC0 Nide Ah r{ "Y -Y Por 0 fln!iKe Page., ME Rn �ttMAI a r a -,f w1I ap""r,,,Is'or W"11111", x w Jl U F ish 1 1,00% 8411.�$Grill 3,1 OB 493 People Reached, Engagements a5 17 Comments 21 Shares 6 Like i t corninent > Share I I boyratann eachcera 3c�yrvttor r4areor Marira 4 t; t; - i — , �a ' S 74 tikes bo ntonbeachcra 535 L orfsh w.xere cau r? d ci,a23 Social Media Paid Ads Performan", DemograpNcs' Placement 132 1 2 Results:Event Responses 0 3,8 0 R ra u F, Resdus:Eveni. 2,376 Puople 1C..d $50,00 Arviu,nI Spent Azr custGm pr Ap�'IQ Ad Prevew&Commwis C-.a mabileiNews Feed v, Boynton Beach CRA ... Lige music, lionfisb tastings. and learn about marine conservation and sustai�n,abiligy. ROCK THE MARI Rock the Marina& Lionfish Derby q 58 5 CommenIs Like iComment cm) Pe formanct Piacernent 179 V Results-Pon Engage ents $0-22 RLsulls:Risk Engigumenh: 1,517 Peopk--,Rea:IIE'd $39,43 AmUUM SIM'M custom Ad Pfeview&Cbmments Mobile News Feed w Boynton Ekach CRA ... Liorifish Hunters Wanted'! The derby includes a 3-tank dive for ONLY 5,60! AtQ r% RUCK THE MARINA Boynton Beach CRA More d)C) J am H And re a a nd 2 4 ol hers 5 Cornments, 5 Shares Like Comment Sham el Performance Deniogn,p1liCS Placemp.rit 19,930 1 ,930 Re:sulw Reach $2.50 fP4-,v R-,sam Resu4s,:rvm%nuh IS.930 People Realdled $49,90 Amui..,,fA Spent Custom Ad Preview&Comments mobile N,-.vs Feed r Boynton Beach CRA B. juNj 'I Rock the Marina& Lionfish Derby PITERESTED- r,&opl&i mders Like i Comment Perforrnanc,@ L.01TDqr0PhH-s Placement 85 95 sults-Emu Responscs S&59 per RLsdt�:Eyem 4,120 PLopk, $49,96 Amu,un[Spent Custom VJ,�f ,ter 25 ;ft,2y`C �,.,m. Ad Previim&Comments MobileMEws Feed V' BoyntiDn Beach CRA ... Enjoy the co asla I life at the first ever Rack the Marina& Li O'nfish Derbyt RDCK T I E "I W, "q A INA o A, Rocthe Marina& Lionfish Derby IN EFEETEL") ' 33 1 Comment MI5 Like Q Comment Total Paid Ad Data -Reach: 27,943 -Results: 20,326 -Paid Ads Cost: $189.29 1 I, AGENCYB E AC H C R A COMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: June 11, 2019 ANNOUNCEMENTS AND AWARDS AGENDAITEM: 7.13. SUBJECT: FY2019-2020 Budget Review/Approval of Meeting Dates SUMMARY: CRA staff would like to present the following proposed meeting dates for presentation and discussion of the CRA annual Fiscal Year 2019-2020 Budget. All meetings will be held during the regularly scheduled CRA Board and CRA Advisory Board meetings which are held at 6:30 p.m., on the second floor of the Intracoastal Park Clubhouse located at 2240 N. Federal Highway, Boynton Beach. Budget Presentation and Review: • CRA Board Meeting: Tuesday, July 9, 2019 • CRA Advisory Board Meeting: Thursday, August 1, 2019 (Review and recommendations to CRA Board) • CRA Board Meeting: Tuesday,August 13, 2019 • CRA Advisory Board Meeting: Thursday, September 5, 2019 (Review and recommendations to CRA Board) Budget Presentation and Approval: • CRA Board Meeting: Tuesday, September 10, 2019 (Review and approval of Budget) • City Commission Meeting: Tuesday, September 17, 2019 (Review and Ratification of CRA Budget) CRA BOARD OPTIONS: No action is needed unless otherwise determined by the CRA Board or Legal Counsel. 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 INFORMATION ONLY AGENDAITEM: 8.A. SUBJECT: Marketing and Business Development Campaign SUMMARY: Coastal Angler - The Coastal Angler Magazine is a resource for anglers, boaters and conservationists and is the second largest free outdoor publication in the nation. 40,000 issues in circulation monthly includes Palm Beach, Broward, Dade, and Monroe Counties. The CRA paid for one 1/4 page ad in the June issue of the Coastal Angler Magazine featuring the Boynton Harbor Marina dive charter amenities. (see Exhibit A). Cost: $300.00 Neighborhood News - Working with Neighborhood News to reach out to the western Boynton Beach communities, this marketing strategy will continue to promote downtown Boynton Beach. The June full-page ad featured Take Time Out on Father's Day highlighting the jet-ski rentals and an editorial on the many amenities at the Boynton Harbor Marina. This 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: $450.00 Delray Beach Newspaper—The June issue of the Delray Newspaper featured a full-page color ad Top Picks for Dad This Father's Day. The Father's Day ad highlighted the Boynton Harbor Marina businesses: Fishing Charters, Dive Charters, Boat rental, Jet-Ski rental, Parasailing, Drift Fishing, and Waterfront Dining. This business development ad also featured marine services such as the local bait & tackle shops, dive shops, 4 Reel Services, and South Florida Marine. This publication reaches over 15,000 direct online readers, has a circulation of 12,000 papers distributed to 250 locations in Palm Beach County, and is mailed directly to over 2,000 homes. As a bonus, the ad was displayed in the Boca Newspaper with 12,000 more papers distributed in Boca Raton (see Exhibit C). Cost: $795.00 Gateway Gazette-As part of the ongoing marketing efforts, the CRA staff allocated funds in the budget for a double page ad placement in the Gateway Gazette serving Boynton Beach, Lantana, Hypoluxo, Atlantis, South Palm Beach, Manalapan, Ocean Ridge and Briny Breezes. The June placement displayed a Father's Day ad Top Picks for Dad this Father's Day which featured the Boynton Harbor Marina businesses: Fishing Charters, Dive Charters, Boat rental, Jet-Ski rental, Parasailing, Drift Fishing, and Waterfront Dining. This business development ad also featured marine services such as the local bait& tackle shops, dive shops, 4 Reel Services, South Florida Marine, and the local restaurants. (see Exhibit D). Cost: $658.00 Social Media Ad Campaign — CRA Staff created a Small Business Video Ad Promotional Campaign to promote local businesses on social media to the community as part of an economic development initiative to encourage growth and development in downtown Boynton Beach. The Small Business Video Ad Promotional Campaign also highlights vacant storefronts for rent to help motivate the audience and drive the audience to action to open a small business by letting them know Boynton Beach is open for business. By Cycle, Alchemy Eco Salon, Clear Copy, and Boynton Beach Dive Center received CRA's assistance during the month of May. (see Exhibit E). Cost: $1,580.00 total at$395.00 per video FISCAL IMPACT: FY2018-2019 Budget, Project Fund 02-58400-445, $3,783.00 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board. ATTACHMENTS: Description D ExhibitA-E Exhibit A - Coastal Angler s , 1 Exhibit B - Neighborhood News Ef kF tt Aj Y r Exhibit C - Delray Newspaper Wo To I il� .:Fbf:: D� Ad ........ # it sf 4 S t + st_ BOATRENTALS PARASAILING IRIDS FISHINGC;)IARTERS WATERFRONI DINING BOYNTON BEACH BOAT RENTALS BOYNTON BEACH PARASAILING CHIP'S AHOY CHARTER TWO GEORGES 561-585-8721 561-359-8359 561-436-1417 561-736-2717 www.irentboat.com www.boyntanbeachparasailing.com mmehipsahoycharters.com www.TwoGeorgesRestaurant.com GULFSTREAM BOAT CLUB SCUBA DIING CHARTERS FISH ENVY BANANA BOAT 561-865-7797 561-451-7646 LOGGERHEAD ENTERPRISE www.BocaRatonF!shingCharters.com 561-732-9400 www.Gulfstreambaakclub.cam 561-588-8686 www.BananaBaakBaynkon.com www' ww loggerheadcharters.com GREAT DAY SPORT FISHING BOAT CLUB MEMBERSHIP 561-732-1980 MARINACAFI_ GULFSTREAM BOAT CLUB SPLASHDOWN DIVERS www.greatdaysportfishing.com 561-424-4222 561-865-7797 561-736-0712 www.MarinaCafeBB.com www.Gulfstreamboatelub.com www.splashdowndivers.com HAM'RTIMESPORT STARFISH SCUBA FISHING CHARTERS IVIS SHOPS II RACOASTAL.PLEASURE 561-212-2954 561-685-1207 ENTER CRUISE CHARTER www.starfishscuba.com www.hamrtmecharters.com (561)732-8590 LIMBO CHARTERS INTRACOASTAL UNDERWATER EXPLORERS MILLERTIME FISHING CHARTERS 212 S.Federal Hwy. CRUISE 561-577-8326 561-732-3597 561-735-1433 www.diveboyntonbeach.com 561-788-9376 SPLASHDOWN DIVERS PADI www.limbocharters.com www.millertimefishing.com DIVE CENTER I f SKI RENTALS AIS & rACK E PS ITT3°I l (561)736-0712 FLORIDA NATIVE BAIT&TACKLE 640 E Ocean Ave . BOYNTON BEACH JET SKI RENTALS (561)738-2246 4 REEL SERVICES 561-588-3111 1824 N.Federal Hwy. (561)509-9055 DW T FISHING www.jetskipaimbeach.com 332 W.Baynton Beach Blvd. SEAMIST III DRIFT FISHING BOYNTON FISHERMAN'S SUPPLY SOUTH FLORIDA MARINE 561-732-9974 INTRACOASTAL JET SKI RENTALS (561)736-0568 (561)737-9423 www.seamist3.com 561-735-0612 618 N Federal Hwy. w 725 N.Federal Hwy. ww.wavejumperss.com i PY FATHERS DAY BOY CCRA Catn _ C .;BEACH'S C C�Yi ?k!9UNI TY REDEVELOPMENT AGENCY Exhibit D - Gateway Gazette \WE TOP PICKS Fdk DAD THIS �FATHERI "D tH BOAT i2 ENTAI.S EWT&TACKLE SHOPS PARASAILING TRIPS BON ZOUTI RESTAURANTS THATSAMOREPIZZERIA SUSHI IO TULANA FIATS BOYNTON BEACH BOAT RENTAL FLORIDANATIVE BAR&TACKLE BOYNTONBFACH 1600N.Fedendil".it6 EASTOCEANOAFE 308 N.Federal Hwy. 640 E.Ocean Am. 1]255.Federal Hwy. (561)5858721 (561)738-2246 PARASAILING (561)413.5385 412 E.Ocean A.. (561)536.4100 (561)737-0606 (561)]35-4946 www.iredboat.c0m 1824 N.Federal Hwy. (561)359-8359 (561)200.6006 www.buyMmdwamparamlling.c9m BOSSTACOS PRIMECATCH SUSHISINION TROPICALISLAND GULFSTREAM BOAT CLUB BOYNTON FISHERMAN'S SUPPLY 1550N.Fede.111M. FISH DEPOT BAR&GRILL 700 E.Wool6flght Rd. 1628 S.Fedeml Hwy. RESTAURANT (561)986 (561)7350566 MARINE:`:iE VICES (561)577-7843 511 N.E.4th SL (581)737.8822 (561)]31-1819 40DE.Boynton Beach BlM. www.GWisireamboatclab.cum 618N W-1 N.Y. 4REEL SERVICES (561)806.5441 (561)389.4205 (561)509-9055 BOYNTON DINER SECRET GARDEN CAFE SWEETWATER BOAT CLUB MEMBERSHIP FISHING CIIARTE RS 332W.B.Wt0n Beach SM. SGO E.W.ffidgM Rd. HURRICANEALLEY 410 E.Boynton Beach BSM. 1507 S.Fedeml HNy. TROY'S BAR-BE-QUE GULFSTRIUM BOATCLUB CHIP'SAHOYCHARTER SOUTH FLORIDA (561)3fi4.1819 529 E.Ocean Ave. (561)752-8598 (561)509.9277 1920 S.Federal N". (561)8667797 (561)4351417 MARINE (561)364-4006 (561)740-1125 www.G9lisireamboatdab.mm xww.chlpsahoycharNrs.com (561)737-9423 BUD'SCHICKEN SMASHBURGER THEBOABDWALKITALON 725 N.Fetleral Nwy. &SEAFOOD 1AMERICANGURSINE 1727S.Fedeml Nwy. ICE&CREAMERY TSUNAMISUBSANDWRAPS INTRACOASI-,AI Pi EASURr- FISH ENVY 509 E.Boynton Beach SM. 324 N.Federal Hwy. (561)787.3960 209 N.Fedeml Hwy. 309EWoolbdght Rd. CRUISE t;HARTER (51)451.7646 (561)732-3618 (561)370.8946 (561)600.9593 (561)739.8525 LIMBO CHARTERS .Baca R9..RSNngC.n-... WATERFRONT DINING SOUVIAS FAST IMRACOASTALCRUISE GREAT DAY SPORT FISHING TWO GEORGES CAFEFRANKIE'S IOSIE'SRISTORANTE 305 E.WODlbdght Rd. (56)]351433 (51)73 21980 (561)7352717 MME.Ocean Ave. 18025.Fedeml Hwy. (561)87]-2441 www.liab.hartem.c0m .greatdayspWilshing.com 9ww.TwoGewgesRes[amantcom (561)]32-3839 (561)384.8601 HAM'RTIMESPORT BANANA BOAT )LT SKI RENS:ALS FISHINSCHUTERS (551)732-9400 DEEP OCEAN REEF BOYNTON BEACH JET SKI RENTAL (561)685120] .BanatmBaatBoyntR_M BAR&GRILL (561)58.3111 www.ha85-120 haders.cam 1600N.Fedemill". www.letsklpalmbeach— MARINACAFE (661)810-6714 _ MILLERTRIEFISHINGCHARTERS (561)4244222 " INTMCOASTAL)ETSKI RENALS (561)732-3597 www.MarinaCafeB6.cmm DELSOLSAKERY 4' _ 1561)73&0-12 fii)wvSOfi12 www.millertlme0sNng.com 3600N.Federai HW.k15 eKlmpem.cem Rh,SAU TANTS (5611806-6726 `n.. URiF1.IIS—ZING BACIAMI SCUBA DI ING CI{,Riff,S SEAMIST IN DRIFT FISHING 1415S.Fedma1Hwy D)'SGRILL LOGGER..BE. PRISE (561)73299]4 (561)SM5662 301 E Boynton Beach am. (561)588Ross www mism.com (561)732-5172 } SFw10ggemeadehanem DIVE SHOPS 640 BAILEY Ocean Ave OIVFR02ENY000RT �U(( SPLASHDOWN DIVERS BOYNTON BEACH DIVECENTER (561)8056064 524E.WoolbrleN Rd. Tr,rt (561)]360712 (581)732.8590 (561)733-8221 www.splam-adhers.com 212 S.Fedeml H". BOND STREET STARFISH SCUBA ALE&COFFEEDRIFTWOOD (5515cam 2122954 SPLASHDOWN DIVERS PADI 3626 S.Fedeml Nwy. 2005(581)-]33-4782 S.Federal NwY. ' .tIIIIIICWm. DIVE CENTER (561)877-2462 UNDERWATERUKDRERS( (561)736-0712 (561)5773326 fi40E.OceanAre. wrm.dheboyWonbeach.com + BOYNTOIf HAPPY FATHER'S DAY t„ BEACKCRA ME Catch Boynton.com CC3MMUNITYREEDVEMPMElNTAGENCY - Exhibit E - Small Business Social Media Video Ad Campaign K S i, h It t I # L u a W y 'y;• , r r. w� NIP J n , a� Bach BOYNTON BEACH DIVE CENTER BoyntonBeachDiveCentercorn BOYNTONN Dive Centpr 212 S. Federal Hwy,Boynton Beach,FL - 561-732-8590 =BEACH 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 INFORMATION ONLY AGENDAITEM: 8.13. SUBJECT: Public Comment Log SUMMARY: The CRA Board is being provided with any comments relating to the CRA in the form of email, written or voicemail. See Attachments 1-111. CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board ATTACHMENTS: Description D Attachment I - Public Comment Log D Attachment II - Facebook Review D Attachment III -Starfish Facebook Review 0 0 a 0 a a a + r'i IW,+ N N N Z N L � U W > O '6 c): O N U C L 00 O >+ N E 7O C m 5 N 00 p N w U J.+ B E2E v s U C L j O 75 O O �~ LL ¢ c rn U U N N L C p N A L N mFL FiON >fNA ,OLN6 0ULU6 3m LO, C: ON 6 O > C YU OU 0 QN N 0-111--) [L 0: ' E ' �� > O p O -r- C: ELO O EQN QFLm 'OCNN LL I 7' 17 X1+1 � 7 1 I t Q Cn r C N i W � � Y O O � U O N U LL r ( d1 d1 4 O O j-i N N A Fo iz OR Q 6 03 - 4 3 in COCLn m CL P 0 CL 0., <r c u r tf,& ra, CO Lh f,U " - E E 0 cz CZ f 0 E, ' 4 Cl, c Lu `'" Starlish Scuba OD is Mth Carmen Brernmer. Like. Page JU ne I at:7`13 P M - These ILI cky d ive rs h a d 3 spectacti lar dives with a mazin g conditions tod ay during the Boynton Beach CRA Rock The Marina Event- Two of divers even via the Largest Lionfisfi Award! starfis h s cu b a.cc m y r4 rr , M iMO �,O 2 Comments 3 Shares 6 Like Comment ' Share & 17 1 I, AGENCYB E AC H C R A COMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: June 11, 2019 CRA PROJECTS IN PROGRESS AGENDAITEM: 10.A. SUBJECT: CRA Economic Development Update SUMMARY: Below is a status report of the CRA's Economic Development Grant Program and Business Development activities for FY 2018-2019: FY 2018 -2019 Economic Development Budget: $554,356 Total Grant Dollars Awarded Year-to-Date: $167,879 Remaining Fund Balance: $386,477 List of CRA Board approved Economic Development Grants awarded year-to-date: I r' MdiiW Alchemy 640 E. Ocean Avenue, Unit Hair Salon Rent 5 Reimbursement Rent Phairis Luxury 413 S. Federal Highway Bridal Hair Reimbursement Boutique Property I mprovement Beach Tennis 625 S. Federal Highway Retail Rent Reimbursement Novus Escape Room 458 N. Federal Highway Entertainment Rent Reimbursement Fly& Flow Fitness, LLC 640 E. Ocean Avenue, Unit Fitness Rent 20 Reimbursement E & C's Beauty Experience, Property LLC 500 E. Ocean Avenue Hair Salon I mprovement Monnin Properties, LLC 611 NE 3rd Street Commercial Property Building I mprovement Rent 332 W. Boynton Beach Reimbursement 4rProducts, Inc. Retail Boulevard Property I mprovement The Carly Corporation 802 N. Federal Highway Commercial Property Building I mprovement Rent Property Damage 125 E. Boynton Beach Professional Reimbursement Consultants, I nc. Boulevard Office Property I mprovement New Business Tax Receipts issued in May 2019 located within the CRA District: DM Services Etc, LLC 750 W Industrial Ave Auto Mechanic Repair Renelique Ernst 1771 NE 6th St Auto Detailing AnyKind of Cleaning Services, Inc 139 NE 15th Ave Janitorial & House Cleaning Service Sunny Side in Florida 111, LLC 404 NE 10th Ave Commercial Building Fraternal Order of Eagles 1002 N Federal Hwy Bar& Lounge FISCAL IMPACT: FY 2018 -2019 Budget, Project Fund 02-58400-444, $554,356 CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRA BOARD OPTIONS: No action required by the CRA Board at this time. 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 CRA PROJECTS IN PROGRESS AGENDAITEM: 10.13. SUBJECT: Sara Sims Park Project Update SUMMARY: Sara Sims Park Improvement Project construction update as of June 5, 2019: Pavilions: • Construction completed Restroom Building: • Addition of an I.T. room for security equipment • Estimated completion end of June Paving: • On-site asphalt work reaching completion (final paving prior to park opening) • On-site concrete work is under construction and estimated to be completed in mid-July Parking on NW 10th Avenue: • Curbing to be completed the week of Jun 10-14 • Sidewalks completed the of June 10-14 Lighting and Security: • Setting the underground electrical cables • Installation of the remaining six light poles, estimated completion, June 28th • Ready for power by the week of June 17-21 Irrigation: • I n progress • Estimated completion mid-July Landscaping: • Begins June 17th • Estimated completion end of July Decorative Fencing: • Materials to arrive week of June 17th • Estimated completion the week of July 17-21 Amphitheater: • Reassembly of the Ocean Avenue structure is estimated to commence on or around July 1 st and completion within approximately 60 -90 days Project is on schedule to be completed in August 2019. Progress photos are provided in Attachment 1. FISCAL IMPACT: FY 2017-2018, Project Fund 02-58200-406, $600,000 (Construction) FY 2017-2018, Project Fund 02-58100-203, $115,600 (Design) CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan, 2010 Sara Sims Park Master Plan CRA BOARD OPTIONS: No action is required by the CRA Board at this time unless otherwise determined. ATTACHMENTS: Description D Attachment I -Sara Sims Park Construction Photos SARA SIMS CONSTRUCTION PHOTOS —ATTACHMENT I June 4, 2019 } vp rt ,y il 4,4ir S Views of southern parking lot and pavilion adjacent to NW 9t" Avenue k 1 — k�rs �sur Views from NW 9t"Avenue of asphalt path 11 k k,�l�ar ..kit k, t' vs ; r` I , Restroom building �t } } �6jSl�t s$i� t t�1i\�t'�j��$ ��tt{� ; S•� i, r ,`a - - Sf 4 3M � s i N ° p� t — �' 11�4�'Ssx�i�ro t��tr��l {i 40'' �_•,„ - � _ rr 1 View of parking lot fronting MILK Jr. Boulevard from NW 9t" Avenue 1 I, AGENCYB E AC H C R A COMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: June 11, 2019 CONSENT AGENDA AGENDAITEM: 11.A. SUBJECT: Financial Report Period Ending May 31, 2019 SUMMARY: Attached for CRA Board review and approval is the Fiscal Year 2018-2019 Budget report for May 2019 providing the Agency's monthly: • Revenues and Expenses (Attachment 1); • Statement of Revenues, Expenditures and Changes in Fund Balance Report (Attachment 11); and; • Budget Comparison Schedule- General Fund (Attachment III). CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan and FY2018-2019 CRA Budget CRA BOARD OPTIONS: Approve the C RA's monthly financial report for the period ending May 31, 2019. 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Q tV G � cJ BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach,Florida) Statement of Revenues,Expenditures and Changes in Fund Balances Through Year to Date-May 31,2019 Total Debt Service Governmental General Fund Projects Fund Fund Funds REVENUES Tax increment revenue $ 12,549,087 $ $ $ 12,549,087 Marina Rent&Fuel Sales $ 863,931 863,931 Contributions and donations - - Interest and other income 201,383 169,236 9,068 379,688 Total revenues 13,614,400 169,236 9,068 13,792,705 EXPENDITURES General government 2,198,433 - - 2,198,433 Redevelopment projects - 2,718,993 2,718,993 Debt service: - Principal - - - Interest and other charges - - 210,476 210,476 Total expenditures 2,198,433 2,718,993 210,476 5,127,902 Excess(deficiency)of revenues over expenditures 11,415,967 (2,549,756) (201,408) 8,664,803 OTHER FINANCING SOURCES(USES) Funds Transfers in - 8,102,303 2,136,465 10,238,768 Funds Transfers out (10,238,768) - - (10,238,768) Total other financing sources(uses) (10,238,768) 8,102,303 2,136,465 - Net change infund balances 1,177,199 5,552,547 1,935,057 8,664,803 Fund balances-beginning of year 2,402,302 11,105,679 91,183 13,599,164 Fund balances-end of year $ 3,579,501 $ 16,658,226 $ 2,026,240 $ 22,263,967 Footnote: Transfers between funds include monies received from TIF and carryover from general fund balance. The notes to the basic financial statements are an integral part of this statement. I BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY (A Component Unit of the City of Boynton Beach, Florida) Budgetary Comparison Schedule General Fund Through Year to Date - May 31, 2019 Original Budget Final Budget Actual REVENUES Tax increment revenue $ 12,421,686 $ 12,421,686 $ 12,549,087 Marina Rent&Fuel Sales 1,000,000.00 1,000,000 863,931 Interest and other income - - 201,383 Other financing sources(uses) - 640,000 - Total revenues 13,421,686 14,061,686 13,614,400 EXPENDITURES General government 3,822,918 3,822,918 2,198,433 Total expenditures 3,822,918 3,822,918 2,198,433 Excess of revenues over expenditures 9,598,768 10,238,768 11,415,967 OTHER FINANCING SOURCES(USES) Carryover fund balance - Transfers out (9,598,768) (10,238,768) (10,238,768) Total other financing sources(uses) (9,598,768) (10,238,768) (10,238,768) Net change in fund balances $ - $ - 1,177,199 Fund balances-beginning of year 2,402,302 Fund balances-end of year $ 3,579,501 The notes to the basic financial statements are an integral part of this statement. 1 1 I, AGENCYB E AC H C R A COMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: June 11, 2019 CONSENT AGENDA AGENDAITEM: 11.13. SUBJECT: Finance Department Purchase Orders for amounts exceeding $10,000 for the month of May 2019 SUMMARY: There were no Purchase Orders generated by the CRA's Finance Department during the month of May 2019, in the amount of $10,000 or more. FISCAL IMPACT: All Purchase Orders are in accordance with the approved Fiscal year 2018-2019 Budget and as identified in Attachment 1. CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan and FY2018-2019 CRA Budget CRA BOARD OPTIONS: There is no Monthly Purchase Order Report for May 2019. 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 CONSENT AGENDA AGENDAITEM: 11.C. SUBJECT: Approval of CRA Board Meeting Minutes - May 14, 2019 SUMMARY: See attached minutes. CRA BOARD OPTIONS: Approve the May 14, 2019 CRA Board Meeting Minutes ATTACHMENTS: Description D May 14, 2019 C RA Board Minutes MINUTES OF THE COMMUNITY REDEVELOPMENT AGENCY BOARD MEETING HELD IN THE INTRACOASTAL PARK CLUBHOUSE 2240 N. FEDERAL BOYNTON FLORIDA HIGHWAY, BEACH, ON WEDNESDAY, Steven B. Grant, Chair Michael Simon, Executive Director Justin Katz, Vice Chair Tara Duhy, Board Counsel Mack McCray, Board Member Christina L. Romelus, Board Member Ty Penserga, Board Member 1. Call to Order Chair Grant called the meeting to order at 6:33 p.m. . Invocation Board Member McCray gave the invocation. 3. Roll Call Roll call was taken. A quorum was present. 4. Agenda Approval A. Additions, Deletions, Corrections to the Agenda Chair Grant announced Item 15C was no longer on the agenda. He noted Item 7C was not confirmed in writing and he wanted to address it under New Business. He removed Item 14B, but wanted to have a discussion regarding Tax Increment Funding Revenue Agreement (TIRFA). B. Adoption of Agenda Motion Board Member McCray moved to approve. Board Member Romelus seconded the motion that unanimously passed. 5. Legal None Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 14, 2019 . Informational Items and Disclosures . A. Disclosure of Conflicts, Contacts, and Relationships for Items Presented to the CRA Board on Agenda Vice Chair Katz disclosed he met with Michael DuBose about property he owns between Woolbright Road and Ocean Avenue on Federal Highway. Board Member McCray thanked Board Member Romelus for attending a Mother's Day program on Saturday where his mother's name was mentioned. Board Member Penserga had no disclosures. Board Member Romelus spoke with Attorney Bonnie Miskel regarding the item on the agenda. She met with Michael DuBose a few weeks ago regarding the same property. She belatedly wished all a Happy Mother's Day. Chair Grant met with Michael DuBose regarding properties along 4th Street. 7. Announcements and Awards A. Rock the Plaza at Ocean Plaza Recap Mercedes Coppin, Business Promotions and Event Manager, announced the Rock the Plaza at Ocean Plaza event took place on Saturday, April 13th. The event showcased the participating retail and service businesses located at the plaza. There were 16 businesses featured on the business Bingo Card, which was a fun way to encourage event patrons to walk through the plaza and engage with the various businesses. Twenty attendees completed the feedback survey. Of them, 56% heard about the event on social media and 21% heard about it by word of mouth. Ninety five percent indicated they planned to patronize a business in the plaza during the event. After the event, staff spoke with the businesses and a digital survey was conducted. Overall, the feedback was positive. Most respondents were very satisfied with the additional plaza exposure and several business owners felt they received viable leads for future markets and sales. B. Rock the Marina & Lionfish Derby on June 1, 2019 at the Boynton Harbor Marina Ms. Coppin announced the June 151 Rock the Marina and Lionfish Derby at the Boynton Harbor Marina, from 2 p.m. to 6 p.m. featuring live music by Spred the Dub, a reggae fusion band. Cocktails and offers from Marina businesses will be offered as well as the event having an educational component via discussions about lionfish, marine life and other sustainability efforts. There will be several non-profits on site, including the Reef Institute, Seaturtle Adventures, Under Blue Waters and the Boynton Beach City Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 14, 2019 Sustainability Department. No outside food vendors will be present in order to encourage patrons to visit the marina restaurants. There will be a Lionfish Dip contest that will feature different restaurants from the CRA District. So far, the Driftwood, Hurricane Alley and the Fish Depot have signed up to prepare a specialty Lionfish Dip. The owner of the Driftwood will be on site as the celebrity chef and he will demonstrate how to clean and prepare Lionfish. Free parking is on the southeast corner of Boynton Beach Boulevard and Federal Highway and paid parking is available in the Marina Garage for five dollars. The Lionfish Derby starts at 8 a.m. to 2 p.m. and the CRA is working with the Boynton Beach Dive Center and four of the dive charters that operate at the Marina. Registration is $60 for a three-tank dive. Registrations will be accepted through May 30th. Interested individuals should contact Ms. Coppin or the Boynton Beach Dive Center. So far, of the 48 diver limit, 23 divers have signed up. Chair Grant was aware a few businesses in the CRA were having events such as anniversary or closeout sales. He asked what the best way was to announce those events. Ms. Coppin advised Ms. Roberts handles social media and the event can be included on the CRA Social Media Calendar. B. Rock the Plaza on June 29 from 4:00 p.m. to 8:00 p.m. at Casa Costa Plaza This item was addressed later in the meeting. 8. Information Only A. Public Relations Articles Associated with the BBCRA B. Marketing and Business Development Campaign C. Public Comment Log 9. Public Andrew Podray, 800 N. Road and member of the Building Board of Adjustment and Appeals ,was approached by Ms. Coppin to hold a Rock the Plaza event at Casa Costa and he agreed. He had received four violations for 2019. Last week Mr. Podray received 10 additional violation notices. When he contacted the City, he was told he had four additional notice of violations forthcoming. Mr. Podray informed the Board he did not want to go forward with the Rock the Plaza event. He commented the City has three or four different agencies doing the opposite of what a CRA does to promote small businesses. He has been tortured by the Building, Fire, and now Code Enforcement Departments. Mr. Groff reached out to him for a meeting and at that meeting, he pointed out every flaw, which Mr. Podray believed predicated the 10 violations. Mr. Podray heard the CRA was working with staff on a modification regarding awnings and window signage. He requested when the Board Members convene as a City Commission, they investigate granting a variance for the next six months, because there some items he cannot solve such as the wood under the awning. The air conditioning units are not easy to cover. He 3 Meeting Minutes Community Redevelopment Agency Board Boynton ch, Florida May 14, 2019 thought Casa Costa needed a blanket variance. He will meet with the special magistrate and if he is fined, he would pass it on to the tenants. Casa Costa cannot absorb the financial loss, and it will run the tenants out of business. He would love to participate in the Rock the Plaza event, but he wanted to know the tenants could make a living there and the building would stay full as opposed to being empty in six months. Attorney Duhy advised the matter was a City issue and the CRA Board should not address the comments as Board Members. Chair Grant asked if the CRA could provide funds for businesses to assist them with Code violations. Mr. Simon responded the CRA has commercial and facade grants available to make improvements. Natalia Koblova, owner of That's Amore in Casa Costa, announced she received another Code citation. Her main problem as a new business was how to attract people. Her restaurant does not have enough visibility and the snowbirds are gone. For a new business, sometimes a citation is too much. When the sign was installed, it had to be placed so high no one can see it, unless the Palm trees are cut. There is a logical place on a building for a sign to be visible, but by Code, she cannot place it there. She was trying to be creative and put signs in her windows, which she would remove if the exterior sign was visible. The tenants are not trying to break the rules. She was trying to make it work for her business. She commented there is wood and she has a wood fired stove. If they are not allowed to have wood, she would have to close the restaurant. Chair Grant encouraged her to attend the next City Commission meeting on Tuesday to discuss it further. Michael Watz, co-owner at Novice Escape Room, commented one of the main reasons they opened their small business in the CRA District was the growing downtown area and the support the CRA provided. He was discouraged about the code violations. He agreed it could ultimately put them out of business and tenants cannot absorb those costs. New small businesses struggle with advertising and getting the word out to the community. As a first year business, it is important to advertise to make people aware of them. He hoped the Board could find a way to work together moving forward. If they had to choose between the Rock the Plaza and having no code violations, they would chose no code violations. He hoped to find a balance between them both. Corey Sturkey, owner of Qure Barbershop, thought the violation was another item added to his struggle. He did not have people to call. The Rock the Plaza sounds good, but he cannot have anything on his window which is his main source of advertising along with social media. He has to ensure his business can be seen at all times. His family depends on him, and these violations are a huge factor. He needs as much advertising as possible. Irwin Cineus, Community Organizer, Boynton Strong, attended the community input meetings for the MLK Jr. Boulevard corridor. He thought the current plans lacked human development and community wealth. The buildings were nice, but there was nothing that addressed any kind of training or enhancement for the residents. He was discouraged. Mr. Simon had asked him what the community was looking for and he replied they were 4 Meeting Minutes Community d v l p n ncy Board Boynton Beach, Florida May 14, 2019 looking equity. He bought up the Community Benefit Agreement (CBA) indicating it should be a document. Mr. Cineus reminded the Board, the CRA would not qualify for funds without District II and the Board should not forget where the money comes from. The community wants development and growth. He thought having 240 units and not one being able to be sold would make the community residents renters for the rest of their lives. He thought they needed to find ways to build wealth and not just build buildings. He wanted a human element attached to the plans. Tory Orr, residing at 407 NE 17t1,Avenue, Apt 101, had concerns with MLK Jr. Boulevard signs. There are no trucks allowed. There is a one hour parking and a no loading sign. Then he went to Ocean Avenue and he saw four signs. Parking was 8 a.m. to 5 p.m. They have nine hours of parking on Ocean Avenue with the same amount of commercial business as on MLK. Chair Grant was unaware of it and Mr. Orr commented he never sees his Commissioner until they come to the meeting. He inquired why there are no community meetings held with their Commissioner, like Vice Chair Katz and Board Member Romelus hold. He came to Boynton 25 years ago. His business was not in great shape and his, and other community businesses were demolished due to slum and blight. They were supposed to take it down and build it back up. He has been waiting for 26 years, and now there are 268 apartments and the CRA would not consider seeing if the residents can own them. They would have low income rent to own units and the developer would manage the rentals for 50 years. He wondered what was going on and asked for help. Bernard Wright, 713 NW 2nd Street, Bernard Wright Ministries, thought there were legitimate complaints voiced. He pointed out some City garbage trucks should be removed from use because of the stench and maggots. Liquid drips out as the truck moves. The City did a great job cleaning it up and got rid of the smell, but only after he complained. The issue occurred on NW 12th Avenue and 3rd Street. He commented this was not the first time this occurred with this particular truck in District II. and other areas have different trucks. Minister Wright spoke about the Carolyn Sims Center and neighborhood children being locked out of summer camp. He filed his third complaint in Federal Court and felt the youth should be grandfathered in at the Carolyn Sims. There is a summer camp fee. Tthe doors to the Center are closed to the rest of the public. He planned to request a jury trial and felt he would win. He opposed locking the doors to children subjected to the elements on street because they have no place positive to go. He requested the Board do what is right for the people and he wanted the public to be aware of the matter. Chair Grant noted there are liability issues when dealing with minors at the Carolyn Sims Center. Minister Wright commented he has documents reflecting 85% of the youth at summer camp are white and from the suburbs. He advised this issue would be resolved. No one else coming forward, Public Comment was closed. 10. CRA Projects in Progress 5 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida y 14, 2019 A. CRA Economic.Development Update Mr. Simon gave a status update. The Board had budgeted $554,356. If the item on the agenda is approved, a total of $167,879 in grants would have been given to local businesses. B. Sara Sims Park Project Update Thuy Shutt, Assistant CRA Director, announced as of May 3"d, the pavilions at the park have been completed. The restroom walls are up. The City will be adding trusses, the roof deck and security lighting. The light pole and the sanitary sewer tie-in on MLK Jr. Boulevard will be completed very soon. The parking lot from MLK Jr. Boulevard is under construction. The base is complete and the sub-grading and asphalt path are finished. Installation of the irrigation has started and installation of the decorative fencing will begin soon. Staff anticipates the roof work for the restroom will be finished in early June. The meandering asphalt path in the park interior was finished, creating a nice vista. Chair Grant asked if the park will be open before the end of the summer and learned the target date was June. The City was also considering adding the amphitheater, which was not part of the original scope of work and funds were not budgeted. The item will come before the Board for the additional funds in June or July. It was one of the items that came up at one of the community input meetings in 2017. The City will provide the estimated costs to reuse the amphitheater. The water and electrical connections were prepared as part of the park improvements and they can tie into them. Board Member McCray believed the more realistic completion date was July. Board Member Romelus asked if the Board had considered naming rights for benches or chairs and learned the benches are part of the improvements. She liked the idea of the addition of a family plaque. Ms. Shutt commented she would look into the issue. Board Member McCray commented they have not reached the point yet to think about plaques. Chair Grant thought it was a City Commission discussion. C. The Historic Woman's Club of Boynton Beach Roof Replacement Project Closeout Ms. Shutt advised the project was officially closed. The last payout was approved and the check will be issued. To-date, the CRA received $36,775 from the Solid Waste Authority to be used as a reimbursement for the reroofing project. The total cost of the project was $310,584.33, which was a $9,415 savings. The next phase is to repaint the building and fix some of the windows. Staff had sought to dry the building in and then start to lease the building, while staff waits to apply for a state grant. She hoped those would be the major renovations, including updated bathrooms and other items. The elevator had some work done, but there was plumbing, heating ventilation and air conditioning as well as lighting work needed in order to make the building more competitive with other venues in the area. Chair Grant had a request to make the Woman's Club more of a museum/venue. Meeting Minutes Community Redevelopment Agency Board Boynton c lore y 14, 2019 Ms. Shutt noted item 15B could include some renovations. There is a separate section they can apply for rehabilitation funds and include it as part of the rehabilitation activity. There is a separate grant from Cultural Affairs that deals with programing. The grant that closed only dealt with historic preservation components. She explained the plan was to restore the building, look at programming and then seek funds. Mr. Simon requested the Board give feedback about the type of programming wanted. D. The Model Block Infill Housing Project - NW 11th Avenue Roadway Project Closeout Ms. Shutt advised the project closed as of April 15111 and the paperwork is being worked on by the City as part of a larger project. At closeout, the project cost$474,690.79, which is about $32,571 under the contracted budget amount the City Commission approved. The next phase will be to construct single-family homes on the lots on the south side of NW 11th Avenue. Habitat for Humanity will construct the homes and work with the City. These were the nine properties the CRA bought and transferred to the City so the homes could be handled by one governmental entity. 11. Consent Agenda A. Financial Report Period Ending April 30, 2019 B. Finance Department Purchase Orders for amounts exceeding $10,000 for the month of April 2019 C. Approval of CRA Board Meeting Minutes -April 9, 2019 D. Approval of Commercial Property Improvement Grant Program in the amount of$20,444.40 for E & C's Beauty Experience LLC located in 500 Ocean at 500 E. Ocean Avenue E. Approval of Commercial Property Improvement Grant Program in the amount of$16,674 for Monnin Properties, LLC located at 605 NE 3rd Street F. Approval of Commercial Property Improvement Grant Program in the amount of$20,061.01 for The Carly Corporation located at 802 N. Federal Highway G. Approval of Commercial Property Improvement Grant Program in the amount of$3,933.13 for 4rProducts, Inc. located at 332 W. Boynton Beach Boulevard 7 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Floridaay 14, 2019 H. Approval of Commercial Rent Reimbursement Grant Program in the amount of $12,000 for 4rProducts, Inc., located at 332 W. Boynton Beach Boulevard I. Approval of Commercial Property Improvement Grant Program in the amount of $25,000 for Property Damage Consultants, Inc., located at 125 E. Boynton Beach Boulevard J. Approval of Commercial Rent Reimbursement Grant Program in the amount of$15,000 to Property Damage Consultants, Inc., located at 125 E. Boynton Beach Boulevard Motion Board Member McCray moved to approve the Consent Agenda. Board Member Romelus seconded the motion that unanimously passed. Pulled12. Items H. Approval of Commercial Rent Reimbursement Grant Program in the amount of $12,000 for 4rProducts, Inc., located at 332 W. Boynton Beach Boulevard Chair Grant looked at the backup and noted it was under Fly and Flow Fitness, not the 4rProducts, Inc. He asked if everything has been filed correctly for 4rProducts, Inc. Mr. Simon explained the application has been saved under the wrong item, but the lease information was fine. They will make that adjustment and change it out. Motion Board Member McCray moved to approve with corrections. Board Member Penserga seconded the motion that unanimously passed. 13. PublicHearing 14. OldBusiness A. Consideration and Recommendations of the Conceptual Design and Development Terms for the CRA's MLK Jr. Blvd Redevelopment Project Mr. Simon explained there were several additional community input meetings, in addition to Board meetings. The attachments reflected the comments made and attendance. Highlights included adequate parking, urgent care, concerns about commercial activity now and after the project is constructed, and if another Boynton Terrace would occur. There were questions about Centennial Management practices, maintenance, security 8 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Floriday 14, 2019 for tenants, the area, pedestrians, and if the landscaping would meet the City's Codes and Regulations. The last discussion pertained to the opportunity to create community wealth building through job fairs and the opportunity for local qualified and licensed contractors and subcontractors to bid on parts of the project and the ability of Centennial to work with local residents to take positions that are more permanent than temporary construction jobs and management positions. Staff is bringing back the terms of a draft agreement that contains many of the items presented. Centennial was present for questions. Board Member McCray announced he did not meet with anyone about the project and asked Mr. Simon how much of this project overlapped with what was presented at the charette 25 years ago. Mr. Simon responded it has all the components that were originally presented for the MLK Jr. Boulevard corridor, with the exception of the additional ownership from the 18 units. Elizabeth Roque, Centennial Management announced they are trying to come together as builders and developers in the community to give the community what they are requesting. They cannot make everyone happy, but they will do their best. They have to stay within the various building codes and restrictions. Lewis Swezy, President, Centennial Management, explained they added funds for the build out and can have smaller retail to have more flexibility. They met with the CRA and reviewed the comments. One comment, if using local businesses, was they cannot pay rents that are charged elsewhere. Centennial set the rent at $10 a foot in the proforma to cover utility and operating expenses. Board Member McCray asked if ownership was discussed. Mr. Swezy explained ownership would occur in the next phase on individual lots as they added townhome development. Vice Chair Katz noted there is a sliver of a lot and then vacant parcels to the west. He asked if they were able to contact those owners and if there is any interest to sell their land. Mr. Swezy replied they had, but not recently. They contacted as many people as possible in the Request for Applications to come in so they could find parcels that were reasonably priced. He requested they continue to approach the owners as they could potentially acquire those properties. Ms. Roque agreed they would work with the Board. Board Member Romelus spoke about homeownership and home equity. Centennial is building apartments that would not be converted to condominiums or offered on a rent- to-own basis. She asked the Board to consider, if they moved forward with a Purchase and Sale Agreement, partnering with a local general contractor that could hire local individuals that may not have the same level of experience as other contractors and subcontractors to allow for equity and community involvement. She thought they could have apprenticeships for local individuals to learn the various construction trades. Prior projects encouraged local hiring, but the numbers fell flat and there was no true positive impact. She wanted the Board to be cognizant of the fact they are causing a change to the landscape of what the community will look like. She wanted the Board to consider 9 Meeting Minutes Community Redevelopment Agency Board Boynton ch, Florida May 14, 2019 adding that in the agreement and they could negotiate a percentage of what the partnership would be. Chair Grant spoke about financing. If Centennial obtained the 9% tax credits and they gave the CRA $2M, he would want the funds to be reinvested in the project to build a parking garage, so a three-story residential unit could become four or five stories that would support the commercial component. Congress Avenue has residences above retail providing homeownership, condominium opportunities. These would not be a subsidized condominiums; they would be market rate. He wondered if Centennial contemplated the scenario. The CRA wants the land they own to have some sort of ownership in the community and want more people to reside in the community to build equity. He thought half of the mortgage is principal with which they would build wealth. He had attended the Racial Equity Institutes and the issue is compounded for minorities who cannot obtain homeownership. He noted the north parcel and trying to provide homeownership opportunities there on a market-rate condo basis. If there was a joint venture, the CRA could be a partner and provide Tax Incremental Funding (TIF) if the units did not sell. Mr. Swezy explained the CRA owns two large configurations of land in two locations, one of which was where they were proposing to build a multi-family development. There are many smaller lots that do not have the scale, but would be suitable for townhomes. Centennial has built smaller residential developments in Miami and he mentors small minority developers. He helps them with it, finances some of them and walks them through the process. He did not mind doing something like that with a contractor on the residential component, but the bigger development has a $19M contract. It carries a lot of financial risk and it carries a $30M note he has to sign and to sign personally on. It is scary to work with someone he does not know, but he would be glad to work with minorities on smaller developments. Chair Grant thought Mr. Swezy did not have to work necessarily with the contractors, only the subcontractors. It did not matter either way to Mr. Swezy as long as it was something smaller that could be managed. There would be no.age restricted units. Chair Grant noted the southern parcel has 127 parking spaces and thought if there was more funding, Centennial could build a parking structure. He hoped the Board would obtain TIF or Florida Housing Finance Corporation (FHFC) funds to obtain density and wanted it in the Purchase and Sale Agreement. Vice Chair Katz questioned if Centennial submits and receives the 9% tax credits, what ability the Board had to modify the project. He agreed excess funds should be reinvested in the project. Mr. Swezy responded the Board could change the development and make it bigger and nicer. Centennial was requesting the maximum allocation for this project. If the Board wanted to contribute more, they could. In reference to the Community Benefits Agreement (CBA), he did not know what else could be done besides a job fair to attract qualified skilled labor or attempt to make the developer hire and train unskilled labor. He felt if people were qualified, but do not show up for the job fair, there was not much else. He thought it could complicate the project and cause issues. He was looking for options. 10 Meeting Minutes Community v to nt Agency Board Boynton Beach, Florida May 1 , 2019 Board Member Romelus noted the CRA holds a job fair, no one shows up, and the project is constructed anyway. The other way to think is the workers are out there, but they are not coming in and the Board should try to solve the gray area in between. This was the purpose of her suggesting a joint venture. The project would be part owned by a licensed, bonded, experienced general contractor to hire an experienced work force. She thought they could have an internship or apprenticeship for individuals in the area who would like to know more, who could assist skilled laborers. It would create jobs while teaching and it could be similar to South Tech apprenticeships. She recalled the Board was proposing to give land away for$10, which would be the Board's contribution for creating educational opportunities for those who do not have the ability to go to South Tech or any other skilled trade school. A local general contractor would have the skill set available and have the knowledge and relationships in the community to hire from the community and give residents a hand up. She agreed to obtain information in the next few weeks. Attorney Duhy wanted to see the information, but advised local governments have the ability to do some of these activities, but there are legal constraints on CRAB. They had this conversation when they discussed job training. It is frustrating for the Board, but there are legal limitations. Board Member Penserga agreed with many of the sentiments to .hire locally and have an educated and skilled work force. There are still a lot of unknowns. He favored keeping track of the people who show up to the job fairs, listen to their concerns and see where in the pipeline they drop off. They need to collect information to identify where the challenges are. The document says the CRA will notify and refer to job fairs and thought it was inadequate. He was unsure that was the role of government, but thought they could look into non-profits, and other community organizations that provide scholarships for those wishing to enroll in apprenticeship program, but lack the funds. Vice Chair Katz commented the local building trades have apprenticeship programs and he agreed to provide some of those contacts. It could be a way for the CRA to leverage its investment. It is a highly successful group. Board Member Romelus would support maximizing the project and liked the idea of increasing the density and allowing, potential home ownership. Board Member McCray explained when they started the Sara Sims project, the CRA held job fairs and individuals came, but the project fell behind because no one came forward. There was only one African American group that came forward to put their skills to work. When they start the project, they will need to keep it going and not fall prey like the Sara Sims project did. Ms. Roque explained when the community is built, they hire local people and provide jobs and training for leasing agents, property managers, and maintenance individuals are sent to compliance training. Corporately, Centennial Management handles that and they will provide local opportunities for training to work, and learn a real skill. Board Member Romelus agreed, but thought at most, only 10 to 15 jobs would be created. She thought 11 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida1 , 2019 there was no equity or the ability for homeownership. Ms. Roque pointed out they achieve homeownership with the smaller lots. The skills residents learn with Centennial can be taken anywhere. Board Member Romelus wanted to create a joint venture agreement to allow for partnership and equity in this development project. She also wanted to find a way to build the project at the maximum density and potentially allow for homeownership in this development, not just the outside lots. If they cannot agree, she wanted it stated because she did not want to move forward with the project with a different mindset. Mr. Swezy explained the requests were not mentioned in the RFA. He advised they held a lot of meetings, and at the end of the process Centennial was hearing about this now. He reiterated the project is a $19 million construction project and no one knows who the joint venture partner would be. Mr. Swezy was signing a $30 million personal guarantee on the development. He cannot do so blindly and did not want to enter a venture with someone he does not know or has vetted. He responded he would not be willing to build the project with a partner and thought no prudent individual would. He could do so on smaller projects and take baby steps and mentor and train individuals, but he cannot give a percentage of the deal to someone he does not even know, that would be a partner with him, that could sue him in court and block his construction. Vice Grant Katz agreed with Mr. Swezy and requested they do as much as possible for local hires. He wanted to move forward with the project and hoped they put more emphasis on the local hiring aspect as the project is developed. He would do nothing to stop or slow down what was presented. He did not want it to fall through the cracks again. Chair Grant summarized some of the terms as it pertained to the Purchase and Sale Agreement. It indicated there is 10K square feet of leasable/commercial space, but the plan has 2,500 square feet of open space, which he did not believe was leasable. Mr. Swezy commented it should have been 8,500 square foot of commerciaWeasable space. The 2,500 square feet of open space or community center could be retail. The Board could determine which one it would be. As to future ownership, he noted affordable housing recipients pay lower rents than the market rate. The Palm Beach County Housing Authority also permits individuals who successfully pay their lease for a year or two, to utilize homeownership down payment assistance from the State if they have the income to support FHA loans at 3.5%. The financing and credits for the project, regardless of how they were attained, should remain with the project. They should max out the TIF funding for the project and wanted to ensure those funds would result in the best project possible. If the Board gives the TIF to Centennial, Centennial could help the residents with ownership. The CBA is not just for jobs. It is also career training that may not be in construction and property management. The Community Caring Center and Pathways to Prosperity (P2P) was available and there are incubator grants. He thought Centennial should work with local and county entities, such as CareerSource to create partnerships regarding retail establishments. 12 Meeting Minutes Community e ev to nt Agency Board Boynton Beach, Florida May 14, 2019 Chair Grant announced he wanted to put those items in writing so it would detail best efforts includes trying to find local non-profits for career education. He explained he was at an event at the Milagro Center in Delray Beach. It is an affordable housing community with their own non-profit. Centennial also has a non-profit. He thought the CBA should be entered into with the non-profit so a portion of the funds are used for the children living in the community. Ms. Roque explained they would like some time to think about it and determine the impact. Mr. Swezy explained the concept was not bad, but they are being hit with several items that were not in the RFA. They know they are active in the community and they give back to the community. They are not a quick develop and leave operation. He gave a success story of an employee who started out at $200 a week who is wildly successful now. Another employee started out at $55K who left and got a higher paying job. Chair Grant wanted the word best efforts in the current contract and did not want the best efforts to stop once the project is completed. Centennial can work with the Board Attorney on the language. Ms. Roque explained they have breakfast and lunch programs for youth in their communities during the summers and in some communities, they offer back to school programs. They care about the communities they run. Board Member Romelus wanted the Board to push the envelope and did not want the project rushed. She feels that the community has been through much. She suggested with a joint venture, Centennial's liability would go down and the partner would also be able to share in the upside when the community is fully established and profitable. She wanted an equity partner, not just a recipient of an affordable housing complex. Most of the comments made were th, community was afraid of the project becoming a run-down project similar to what occurred in the past. There was no opportunity for pride and ownership. She explained they were not forcing Centennial to partner with someone who is unknown or unqualified. She wanted him to find someone he could work with. She thought if the Board could do something to ensure equity was incorporated into the development, it should be included. She thought the Board should not treat this project like the Town Square. She requested the Board permit her to bring back examples and information to see if it was something they could pursue. Board Member McCray pointed out the project Board Member Romelus referred was a County Housing project and there was no project buy in. Minister Bernard Wright did not have a problem with a CBA, but he asked which community Board Member Romelus was speaking about. He has never heard Board Member Romelus speak to the extent she has regarding a CBA until Irwin Cineus was paid to organize inside of the community. He noted Board Member Romelus does not live in District 11 and she was not familiar with its history, but she speaks about the District as if she has authority. He thought if speaking about the neighborhood, someone should consult him, Mr. Hay or someone from District 11. She has taken authority over District 11 from the District 11 Commissioner. He has seen the community when it was thriving, then nothing and it has been dead for too long. He thought she was holding the project back 13 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida May 14, 2019 because of what Mr. Cineus was saying. They are not trying to experiment on anything except having resurrection and restoration in the Heart of Boynton (HOB) that would serve the people as best as possible. He wants the community developed and wants it to be a community again. He asserted she is not qualified to carry the baton. He supported keeping the project moving. Having a CBA that includes him was fine, but he did not want the project to be an experiment. Woodrow Hay, 427 NW 5t" Avenue, agreed with Minister Wright. He was here for 50 years and it is time for development. He understood where Board Member Romelus was coming from, but this is small in comparison to how the development would benefit the community. He was overjoyed about the input from the meetings. Vice Chair Katz advised he was voting for the project to move forward today. It was a good discussion about a meaty version of the CBA and local hires, but that level of detail should be included in the initial request for applicants to respond to the RFA. He did not favor tacking on dramatic changes. It has to be there when the applicants read the proposal request and that time had already passed. He was ready to vote on the project two months ago, but the Board opted to delay the project by 60 days and at that time, he indicated he would support the program once individuals had their say. He did not want to include additional conditions. He wanted to move forward and noted the landscape to the west and east would provide ample opportunities for future portions of the MLK Corridor to incorporate other requirements. Board Member Romelus explained at almost all of the community input meetings the number one issue raised was the community did not want another run down project and what ability they would have to be involved and play a key role. She was not trying to step on anyone's toes and was offended at Minister Wright's comments, since she was an African-American woman. She was concerned for the residents. She favored moving the project forward and did not intend to stall it. She only sought to allow the community to play a role in the product. As they build more communities, they do not want to gentrify communities so people who live in the community can remain. Board Member Penserga attended both community input meetings. The community favored the project; their concerns were heard, addressed and the vast majority of their requests were included. He is supporting the project and thought it should have gone forward 10 years earlier. There was no question about the need for the project and the impact the project will have. The concerns about hiring locally, are not unique, it is a larger concern. He proposed the Board will have to work on it with the community partner(s). He did not think this particular developer or any single developer should be entirely burdened with the entire solution. Board Member McCray pointed out the Board held these meetings 25 years ago and he appreciated former Commissioner Hay's and Board Member Katz's comments. 14 Meeting Minutes ornmunity Redevelopment Agency Board Boynton Beach, Florida May 14, 2019 Chair Grant thanked Centennial for working with them. He expressed concern and explained when Family Dollar was built, the CRA gave them $1 million worth of land in exchange for the store. When it was completed, they sold it for $2.5 million and left the community. He explained the Board was trying to avoid this situation. Attorney Duhy explained she passed out a summary of a larger agreement that is a draft and she referenced the two-page term sheet. Preliminarily, there is the sale of the project for $10 with a closing date. In the project section of the document, she described the residential project and the commercial portion of it and some other features. The RFP will be incorporated. She made the correction to the leasable commercial square footage, which was 7,500 square feet. There is an understanding staff will look into opportunities, if additional CRA funds should become available as a result of awards of tax credits, to increase the project's size and number of units within the scope of the current Code and zoning. The direction is to ensure that money received is reinvested so the project would be expanded. She will add to local contractor/local jobs the language in the current draft, and clarify it and add post development benefits to ensure the developer will be with the project over the course and lifetime of the project and not just through construction. Chair Grant wanted Board consensus to have a CBA after construction and to work with Centennial's or other local non-profits. Attorney Duhy explained, in reference to the CBA, she needed to ensure that was the right vehicle to use and they will have to negotiate it. Ms. Roque explained they have a land use restriction with the State they cannot conflict with. They have certain requirements, which could mandate they have to provide day care or computer classes. Chair Grant understood if Centennial did not get the 9%, or if it is full TIF, Centennial will still have the agreement with the CRA. He wanted the language with Centennial and the State incorporated with the CRA. Mr. Swezy commented each year the RFA comes out and there are some differences. The questions are very technical that he cannot answer. He did not want any conflicts with the land use agreement. If receiving SAIL funds, the CRA will in effect, ask the State to subordinate the mortgage for the land use agreement and Mr. Swezy did not know if the State would be willing to do so. Chair Grant wanted to ensure that the land and TIF would benefit the community. Ms. Roque commented Centennial can not make the commitment to include it in the Purchase and Sale Agreement right now. Attorney Duhy explained the direction from the Board is to make clearer the requirements for job training and see if there is anything else they can include as an open item. Board Member McCray asked if the CBA is legally attached to the agreement and learned it was not. Attorney Duhy noted the next option was funding, which are similar to Ocean Breeze and the last three items provide for termination. If the project is not successful, it would provide the opportunity to repurchase the properties acquired by Centennial for the contract price so the CRA will retain ownership for a future project. Mr. Simon pointed out the CRA does not know how much Centennial paid for the properties. He did not know how to put a cap on the funding and did not want that exposure. Attorney Duhy suggested 15 Me eting Minutes Community Redv to en ncy Board Boynton Beach, Florida14, 2019 the CRA bring back a proposal for a feasible cap so financial liability is a known entity. That will come back as a recommendation. There would be a reverter and right of first refusal to purchase included in the contract. Mr. Simon noted due to the Land Development Regulations, there would be only so many additional units that could be added. At this time, it would take 124 to a maximum of 161 units for both sites. There are 24 units more on the north side above commercial, which would need changes and the south side could have 100 units. The maximum that could be built there would be 137 units and Centennial would need 215 parking spaces for 137 units per Code. Chair Grant commented if they obtain the 9% tax credits, the CRA did not want the $2 million for the land, and instead it would be reinvested in the project. It did not have to be residential, it could be commercial. There could be a two or three-story commercial location as a mixed-use project, which would also change the parking. The Board stili has the opportunity to provide TIF to improve the project. Vice Chair Katz commented the plan is to go with CRAAB recommendation for 9%, SAIL and TIF. Chair Grant was fine with Centennial having two attempts at funding. Mr. Simon explained if Centennial is unsuccessful this year and the Board decides to go forward without a second application, the Board could. The funding for the MLK corridor could be used on multiple projects. Centennial was asking for $1.2M as a local government contribution, which could fluctuate according to the State. The CRA would want funds in reserve to purchase the properties back, and if adding TIRFA/TIF to the project, the commercial component could have an offset to lower the rents. The CRA could pay for the construction of it because the 9% tax credit cannot be used for commercial and then turn ownership over to the developer as the manager or however the Board determines. Centennial figured rents at $10 a foot with a minor build out. Attorney Duhy suggested if the Board is comfortable about contributing funding for commercial, they can make a proposal in the draft agreement towards that end. There were no objections. Mr. Simon clarified the actual line item available for the MLK Corridor is $1.6M and there is $800K in the Other Redevelopment line item. There was agreement on the conditions as discussed. B. Consideration and Discussion of Notice of Extension of Tax Increment Revenue Funding Agreement between Ocean One Boynton, LLC and the Boynton Beach CRA Chair Grant commented the rider in the Deed states if something was not done within a certain time, the developer will build a park on the land. Attorney Duhy explained the Board approved two separate agreement with two timelines. The Purchase and Sale agreement was for a small property to be combined with property already owned by the developer to develop the project. As part of the agreement there was a requirement for 16 Meeting Minutes Community v l nAgency Board Boynton ch, Florida May 14, 2019 the purchaser to commence construction of the project by January 16, 2020, failing which they build a public plaza as specified in the Purchase and Sale agreement by 2021. The next component was the Tax Increment Revenue financing and a development timeline, which requires commencement of construction no later by January 2020. The agreement automatically terminates if construction has not started by January 2020. The developer requested this item be removed. When they make the request, it will be at the Board's discretion whether the Board wants to amend any of the terms of either agreement. According to the letter the Board received, the only agreement they asked to amend was the TIF and not the Purchase and Sale agreement, which has the plaza requirement. Vice Mayor Katz requested to table the item for 60 days to become familiar with the implications and the practical utilization of the land by the City or CRA. He thought the City could utilize the land better and they did not need to act on the item until December. Chair Grant commented the developer was working with the City and CRA about using the land for parking. He wanted to be clear the deadline is January 2020 for the commencement of the park or items they are renegotiating. Motion Vice Mayor Katz moved to table the item to the July meeting. Board Member Penserga seconded the motion that unanimously passed. C. Consideration of a Letter of Interest Submitted by Tri-Unity Smart Homes for the CRA Owned Property Located at NE 4th and NE 5th Avenues, a/k/a the Cottage District Chair Grant inquired if the developer was able to pay for the utilities needed. Ms. Shutt explained infrastructure was not mentioned in the letter. Vice Chair Katz favored pursuing the original project when the infrastructure is ready. Motion Vice Mayor Katz moved to reject the letter of interest. Commissioner McCray seconded the motion that unanimously passed. D. Neighborhood Officer Program 2nd Quarter Report for FY 2018 — 2019 Motion Commissioner McCray moved to accept, Vice Mayor Katz seconded the motion that unanimously passed. Chair Grant thanked the Neighborhood Officers for all they do. 17 Meeting Minutes Community e v to r n Agency Board Boynton Beach, Florida14, 2019 E. Discussion and Consideration for Amendments to Business Development Event's Vendor Policy Motion Board Member Romelus moved to approve. Vice Mayor Katz seconded the motion. Ms. Coppin explained the changes updated the vendor policy to be in-line with business promotional events approved for 2018/2019 and to replace all references of special events with "Business Promotional Events." There are other changes that would make the language in the document more concise by grouping together related content. Staff would reformat the language for non-profits or fees so all is under one group heading. Since the events department is only focusing on business promotional events to promote CRA District business, staff proposed the vendor pricing breakdown be updated to allow the vendor fee to be waived for businesses that provide them with a valid Business Tax Receipt showing they are located in the CRA District. The last change would allow for an exception to the prohibited merchandise section. Currently, the policy states no weapons are allowed at the events, which will continue, but to add an exception for Pirate Fest, which would allow for period weaponry and domestic knives and non-firing replica guns. Chair Grant wanted a deposit that was reimbursable so that if a business indicates it will attend and then not come, the CRA does not lose out of the fee. It would be 100% reimbursable. Mr. Simon explained CRA businesses were paying the flat cost of what it would be for the tent and lights as a regular vendor. Another out of town vendor would pay slightly higher. If the deposit covered the CRA's cost, they would not have to pay a higher amount and the CRA would not lose money. Mr. Simon could lower it to cost only. It is difficult to get business for events like Blarney Bash, because it is transitioning to a business development event, similar to Pirate Fest. It would be more enticing to have the cost at zero. Vendors sign a ;ontract. The standard cost is $116. Chair Grant suggested charging a $50 refundable deposit. Vote The motion unanimously passed. 15. Now Business A. Consideration and Recommendation of the Letter of Intent to the Palm Beach County Housing Authority to Assist in the Development of Properties Located at 404, 406, 408, and 410 NW 12th Avenue Mr. Simon explained the Board directed a letter be sent to the Palm Beach County Housing Authority to enter into an agreement or provide assistance, financially or professionally, for the development of single-family and affordable housing. The letter isattached and it is clear the CRA is asking the Housing Authority to review the request. 18 Meeting Minutes Community eve/ n Agency Board Boynton ch, Florida May 14, 2019 One suggestion would be for the CRA to be placed on the Housing Authority's agenda and Mr. Simon requested adding language to the letter so staff could make a presentation to their Board. Chair Grant noted the letter was not a letter of intent to develop the property, it was a letter of intent to assist with the development of the property. The Board wanted to move forward and advised the CRA was willing to buy the land and/or issue their own RFQ. The letter failed to mention the CRA owns the adjacent property and the CRA needs to determine how many homes they can build, and type. After further brief discussion, there was agreement the letter would be revised and brought back to the Board in June with more specificity. Staff needs to know the maximum number of homes that can be built, if they have affordable housing requirements or homeownership opportunities and that the CRA has financing in excess of $500,000 for construction of homes for community residents. The CRA would finance them and then through the sale, be reimbursed. The letter will contain language regarding acquisition and self-funding the project. The Palm Beach County Housing Authority has not done anything with the land in a long time. The letter should have stronger language indicating the CRA will do something with the land if the Housing Authority does not. All of the Board Members will be signatories on the letter, which will also include the request to be on the agenda. B. Consideration of Resolution 19-02 for Match Funding for the 2019 Florida Department of State Division of Historical Resources Special Category Grant for the Historic Woman's Club of Boynton Beach Motion Board Member Romeius moved to approve. Board Member McCray seconded the motion. Ms. Shutt will come back with other available grant applications including programing and other uses for the building. Vote The motion unanimously passed. C. Consideration and Recommendations of Purchase for the Property Located at 417 N. Federal Highway This item was removed at the request of the applicant. D. Consideration of Responses to a RFP/RFQ for Auditing Services Vicki Hill, Finance Director, issued and RFP/RFQ for auditing services and received two responses, one from the current CPA firm of Sanson Kline Jacomino Tandoc and Gamarra LLP, and one from Grau and Associates. The Audit Committee consisted of Mr. Simon, Ms. Hill and Ms. Jenkins. The Committee ranked the responses by the criteria and recommended staying with the current auditor. Chair Grant asked why Sanson Kline 19 Meeting Minutes Community Reeve! nt Agency Board Boynton c , Florida et al received a score of 93 compared to the 85 for Grau and Associates. Ms. Hill explained Sanson Kline has audited CRA firms and Grau and Associates has not. There was a $3K difference in fees and because Grau and Assosicates did not audit CRA and the new legislation from the State, staff wanted to ensure the CRA would comply with all that was asked for. The contract is for three years and three (3) additional one-year extensions at the same cost. Chair Grant liked the staff recommendation. Board Member McCray agreed. Motion Board Member McCray moved to approve. Vice Chair Katz seconded the motion. Board Member Romelus was concerned. She is Chair of the Solid Waste Board. The Board's auditor was the other firm and they had three years of clean audits. They did have experience with government agencies and she would have went with Grau in light of their lower offer. Vote The motion unanimously passed. 16. CRA Advisory A. CRA Advisory Board Agenda - May 2, 2099 B. CRA Advisory Board Meeting Minutes - April 4, 2019 C. Pending Assignments D. Reports on Pending Assignments 1. Consideration of Equitable Economic Development Grants E. New Assignments 17. Future Agenda Items A. Consideration of a CRA Board Retreat Ocean Avenue Lighting C. The Ocean Breeze EastProject Update 20 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, I ri 14, 2019 SEEMENEEMEM D. Consideration of Purchase and Sale Agreement with the Community Caring Center Boynton Beach, Inc. (CCC), for their property located at 145 NE 4th Ave, Boynton Beach, Florida E. Discussion Regarding an Educational/Job Training Grant 18. Adjournment Motion There being no further business to discuss, Board Member McCray moved to adjourn. Vice Chair Katz seconded the motion that unanimously passed. The meeting was adjourned at 9:09 p.m. Catherine Cherry Minutes Specialist 21 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 OLD BUSINESS AGENDAITEM: 14.A. SUBJECT: Consideration and Discussion of Utilizing Existing Educational/Job Training Resources SUMMARY: In support of the CRA Board's priority to have a positive impact on job creation and training, CRA staff and staff from CareerSource of Palm Beach County have worked together to develop ways to better assist those with employment needs as well as to partner on programs such as the CRA's Social Media Outreach Program (SMOP). Michael Corbit, Assistant Vice President, Business Services for CareerSource of Palm Beach County will be presenting a summary of the various employment assistance programs and training services currently provided by CareerSource of Palm Beach County. BACKGROUND: At their January 8, 2019 meeting, the CRA Board directed staff to explore the feasibility of developing an educational/job training grant with the CRA legal counsel. The CRA Board also assigned this to the CRAAdvisory Board for further discussion. A memorandum has been provided by the CRA Board attorney with regard to the C RA's ability to fund college scholarships and other educational efforts (see Attachment 1). In summary, although the funding of individual scholarships is not explicitly addressed in the statutes, it is not clearly within the CRA powers to provide funding for scholarships. FISCAL IMPACT: To be determined based on Board discussion and action. CRAAB RECOMMENDATION: At their February 7, 2019 meeting, the CRAAB recommended that the CRA Board not pursue a educational/job training grant because it is outside the scope of what a CRA is designed to do. CRA BOARD OPTIONS: To be determined based on Board discussion and action. ATTACHMENTS: Description 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 OLD BUSINESS AGENDAITEM: 14.13. SUBJECT: Consideration of a Purchase and Development Agreement with Centennial Management Corporation for the CRA's Martin Luther King Jr. Boulevard Corridor Redevelopment Project SUMMARY: On January 8, 2019 the CRA Board selected Centennial Management Corp. (CMC) as the Project developer for the CRA owned properties located on E. Martin Luther King Jr. Boulevard, the subject of a RFP-RFQ issued on June 18, 2019. At their March 13, 2019 meeting, the CRA Board directed staff to hold two public meetings during the month of April, in addition to the CRA and CRAAB meetings, in order to solicit more community input from residents and business owners of the Heart of Boynton District and elsewhere (see Attachment I & 11). In addition to providing a conceptual design layout for the proposed Project, CMC's Proposal includes several funding options for the Project using 9% Low Income Housing Tax Credit (LI HTC) or State Apartment Incentive Loan (SAIL)funding through the Florida Housing Finance Corporation (FHFC), the amounts of CRA funding needed, development timelines, and the income ranges of future residents to be served by the development (see Attachments I I I & IV). CRA staff, legal counsel and the CMC Development Team have formulated a draft Agreement (see Attachment V)for Board's review and include the following terms and conditions: • Sale of the C RA owned parcels for$10, closing on or before July 31, 2019 • CMC will submit funding applications to both the LI HTC and SAI L programs in years 2019 and 2020 • If required in the funding applications, the CRA will commit to providing a local government match not to exceed $1 million. • If successful in being awarded funding from FHFC, CMC will develop the Project • If unsuccessful in being awarded funding from FHFC or at the CRA's discretion, the CRA will commit to provide Tax Increment Revenue (TI R)funding on an annual basis as a match to other sources of funding obtained by CMC to develop the Project • CMC will attempt acquisition of adjacent privately owned parcels and if the CRA terminates the Agreement prior to the award of funding from the FHFC or committing TI R funding, the CRA will agree to purchase any parcels acquired by CMC for sole purposes of developing the Project Project funding awarded by the FHFC, will cover all of the costs for the residential components of the proposed Project but are not allowed to be spent to construct or operate the 10,000+/- square foot commercial component.The general terms for the funding, construction, ownership and management of this component have been incorporated into the Agreement. These terms include but are not limited to the following: • CMC will fund the cost to construct the commercial component • CMC will own and operate the commercial component • The CRA will contribute funding to CMC to assist with the carrying costs to operate and maintain the commercial component while vacant; and reduce the lease rates for each tenant or only tenants meeting certain requirements CRA staff, legal counsel, and the CMC Development Team will assist the Board in determining the solution to any outstanding issues raised during discussion of the item. FISCAL IMPACT: FY 2018-2019 Budget, Project Fund 02-58200-406, total funding amount to be determined. CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan - Heart of Boynton District and the Downtown Vision & Master Plan. CRAAB RECOMMENDATION: At their March 7, 2019 meeting, the CRAAB provided the following recommendations to the CRA Board: Financing Options, order of preference: 1) 9% Low Income Housing Tax Credit Funding program, one application cycle; 2) SAIL and TI RF, one application cycle; and 3)TI RF Income Eligibility: 30-80% of Area Median Household Income under the 9% Low Income Housing Tax Credit Funding program. 80-120% of Area Median Household Income, multi-family, under the SAIL funding program. 60-120% of Area Median Household Income under the TI RF funding option. Site Plan: Consideration should be given to ensure that parking calculations meet or exceed the City's Land Development Regulation requirements. Consideration should be given to install larger caliper trees where possible throughout the development and parking lots to provide additional shade. Consideration should be given to provide covered walkways or entrances where possible throughout the development and parking lots. CRA BOARD OPTIONS: 1. Approve the draft terms and conditions set forth in the Purchase and Development Agreement between the CRA and Centennial Management Corp for the Martin Luther King Jr. Boulevard Corridor Redevelopment Project and direct CRA staff and legal counsel to incorporate any additional terms into the Agreement for consideration by the Board at the next available meeting. 2. Approve the draft terms and conditions set forth in the Purchase and Development Agreement between the CRA and Centennial Management Corp for the Martin Luther King Jr. Boulevard Corridor Redevelopment Project and direct CRA staff and legal counsel to incorporate any additional terms into the Agreement and authorize the Chair to execute the Agreement once approved by legal counsel. 3. Do not approve the draft terms and conditions set forth in the Purchase and Development Agreement between the CRA and Centennial Management Corp for the Martin Luther King Jr. Boulevard Corridor Redevelopment Project. 4. Other direction or action as determined by the CRA Board. ATTACHMENTS: Description D Attachment I - Public Notice Summary D Attachment II -Community Input Summary D Attachment III -CMC's Proposed Project Breakdown Presentation D Attachment IV -CMC's Proposed Financial Options D Attachment V - Draft Purchase and Development Agreement Summary of Public Notice Efforts for the Community Input Meetings The CRA Board tabled the RFP item at their March 13, 2019 meeting and directed staff to hold two public meetings during the month of April in order to solicit input from residents and business owners of the Heart of Boynton District and elsewhere. These two meetings would be in addition to the April 4th CRAAB and the April 9th CRA Board meetings with a third CRAAB meeting held on May 2, 2019. CRA staff and Centennial Management Corp held the first meeting at the Hester Community Center on April 25, 2019 at 6:30 p.m. and the second meeting at the Carolyn Sims Center on April 29, 2019 at 6:30 p.m. A total of 2,150 flyers for the public input meetings were printed and distributed to the following schools, churches and public City buildings March 27th - 29th (Attached) to: • Rolling Green Elementary School • Poinciana Elementary School • First Baptist Church of Boynton Beach, First United Methodist Church Boynton Beach, St. John Missionary Baptist Church, Community Deliverance Church, New Mt. Zion Missionary Baptist Church, Emmanuel Fellowship Center, Greater St. Paul AME Church, Bride of Christ Church, Evangelical Church of Jesus Christ, Haitian Pentecostal, Good Samaritan Alliance, Eglise Assemble Evangelique, Deliverance of Faith, and The Christian Church by Faith • City Hall, Hester Community Center, Recreation and Parks Department, Senior Center, Intracoastal Park Clubhouse and the Library Below is the distribution for the flyers that were sent via US Postal Service: • 1,340 flyers mailed to residents within the Heart of Boynton on March 26th • Utility Bill insert for April 4th, April 8th and April 9th mailing cycle (Attached) 1,500 meeting notification door hangers were distributed to homes within the Heart of Boynton Neighborhood by CRA staff, the City's Community Compliance Department and the Neighborhood Policing Officers (Attached). I OIL r I FA -4 111 L imp �M,77%'qV A OT I "'W";, p ................. .. ............ .........All H 6,�I�A,fk 0d,A',`(�4 ffimmt,JNVTY'�� MR."'UNn ii,URSQAYil��`,,,, �,,mit L "0 lk�, Aw "Al QW1 pit,0, K MIN! w li 17, "I'll, "IS) 11111916 I FOR MORE INFORMATION, CONTACT BONNIE NICKLIEN AT(561) 600-9090 OR NICKLIENB@BBFL.U�S is LIM j s 1 ,r S r �e y PDOPO�EQ CO EPTU#�I., fj �+ � KING , . s�,vo. RES COMMUNITY INPUT MEETINGS O�tY ' Ay 8,-30AM - 30 PM ',,,OR�G� MIQH�4 SIMON 1 1 t�OYNTI B!Elll ,;�: f sif s H IE -f } ;W RE ry IT f DfTAP N � 1 0 v a v 0 a C a o v a g Y > > N N N O �1 `v O un 0 L v v m a o o Y c u a, c v Y Y a s v 0 U° .~ 0 Y CL v v of v O v v c m p c m m E -6 O -o c E a oa U .a0 vv a E a E 0 E N vo O O O p L v ° vv o y v E E 0a 'ui 9v O E o E ° ° v E v o V " u v `o c v u a o 'c v v t u ' c "O v v o v -6 `-' v f0 v o a E E Q o v .6 v a c o v O v v `o v a v v o v ° E Y O v '° o i 9 '� .� '°n.y Y v m .Y ro a °1 v ro a s °1 .Y v v t a E �, o rEo v a v t zs E ro a v c a v o c ro -o m e Y ro v v c O o CO v ' `O �-— .. c ° ° .. �- `O c 5- 3 v v� a ° zs � `o ovn 3 v v Y Y Y o v .. _ o v a v — -6 -o ro v v f0 v v a v m - -o -o ro O >' •• o u 'U c a '> " o �_ Y o.� .� v c 0 v .y E 'o o c c .� v a o °1 v v . - -o v m O m -o v - un a °1 v- v E 3 v u E i 3 a � `v � � E .`-' r°Ao Y io � o a a � E v � � E � ,c o2 o own p v p :- v o .� 9 a o := ' v v '" nn-6 9 .� v v o v E ., _ ., - _ y, - c on U 0 Y t S o c_ > v E c o o O i o m ° a c ao oa c i O o v v v 3 ++ ...., o ro cv :° rvao u v a :° E o c _o v >, c O ovn U E o o `° >,.c _o v v `° �° 3 -o G v v v c t c v -o U c > ro v y c r`o E v v o ., v c E v r`o E c o v ° E N E ° ' " E E ` E ° ° U 0 Y '� c > E ' ° Y 0 ' ° a `o v ° 4R v v v u v v u v u v v v v t a c i Q u 9 c c v v °' a > > C on o c c o c c v -o >. `o v O 0 0 0 o t ° o o 0 9 E o 0 O � 0 0 o v '2- .......... v o ++ D (D U a U 7 U n a` D a a` n U U o U 2 m a` a` D a p o o c 'o Gl a N +f: 4� © V 4 v v v v v 00 0 0 v Vf t t t t v `v t p U N ro ro ro ro E ro OM a o a o a o a om E om � o a 00 o o u O o O O O a O U ro ro ro U m i i i i N i C C C C = C un un un C C O O N O ON a ON a ON O ( CO '6 CO CO U ° 0 — COa ON a CO a '� a:t I air >o a >o a a E a E a U a U E E O O U U U U CRA BOARD MEETING MARCH 7, 2019 Meeting Minutes CRA Advisory Board Boynton Beach, Florida March 7, 2019 1. None B. Reports on Pending Assignments 1. None C. New Assignments 1. Discussion and Consideration of the CRA's MLK Jr Blvd Project Conceptual Development Terms Mr. Simon reported on the February 12, 2019, CRA Board meeting; the presentation from Centennial Management Corp was heard. The CRA Board voted not to move forward, but wants the CRAAB to listen to the presentation from Centennial Management for the RFP, which is a conceptual project. CRAAB needs to determine recommendations: • Listen to various financing options available; • Income eligibility for funds; connect dots between funding source and targeted income; • Comment on overall site plan and components. The goal is to try to find out how CRAAB and the public feel about this project. Instructions for initial public comment and beginning of Board recommendations were given. Brian Jaffey, Centennial Management, gave a Power Point presentation (see attached) on the conceptual site plan. Chair Cross asked about the timeline on the financing structure on the 9% and SAIL. The timeline is late October/early November, but site control must be set by that time to apply for both. Ocean Breeze East could possibly impact this development; due to local government contribution, proximity will not affect the 9%, however, it could affect the SAIL. To apply for SAIL, it would have to be an elderly demographic or Workforce; the difference between the two was discussed as there are two options for income under SAIL which provide a different target range. Workforce was under contract, but with the postponements, the contract expired and must be renegotiated so exact amounts are not currently known. Elizabeth Roque, Centennial Management, continued the discussion on the income/rent ratios, income limits, and utility allowances. Mr. Barber wondered about previous meetings when it was discussed contributing x-amount of dollars for one full parcel; Mr. Simon said there is funding available in the project either for acquisition or construction. The cost of Bell's property is prohibitive to the project and will not be part of the project. Mr. Pollock asked about single family homes. Ms. Roque explained this is an affordable housing community, rental property only. Another phase is being explored for townhouses and first time buyers. Mr. Simon 2 Meeting Minutes CRA Advisory Board Boynton Beach, Florida March 7, 2019 explained that the plan for the corridor, Seacrest to Railroad Ave, will be commercial/mixed use on each end with multi-family (townhouse, duplex, rental, apartments) in between. Cottage District and Ocean Breeze West may be 30-34 houses. Two types of development to be discussed will offer both single-family and rentals. Ms. Roque added that once the tenants are into the community, they can stay while their incomes increase which will give ability to eventually purchase within the expanded community. The floor was opened to public comments: • Dr. Stephanie Hayden-Adeyemo, SW 15th Ave, asked about income and demographics and applying for the 9% credit for SAIL, and could a majority of townhomes be considered as the majority of the land use; also, what about parking? Mr. Simon restated the questions as: o Can the project be townhomes; o Who is the demographic; while there is a percentage of income attached to every household, affordable housing is the goal of this project, whether 30% of median income up to 120%, all is considered affordable/workforce housing. o As to parking, the City has a calculation of parking spaces per unit that all projects have to meet. Dr. Hayden-Adeyemo continued that single family homes would be a better use than creation of parking lots. This is a lot of density; would have more flow if single-family homes. • Brenda Williams, 337 NE 24th Ave, is concerned there has not been adequate input on the development. No one on Board represents the kind of people they're trying to attract; also, parking is inadequate. • Rev. Bernard Wright, 713 NW 2nd St, as a community advocate, wanted to voice encouragement to continue to move forward. • Willie Akins, 726 NE 1 st St, president of Heart of Boynton Neighborhood Association, concerned that pricing is not cost-effective and the need to look at the demographics. Chair Cross explained the scale of income and how it is calculated to live in such an affordable housing community. • Tory Orr, 407 NE 17th Ave, #101, represents Boynton Strong, concerned about very low income and cannot get approval for this development. Again, the calculations were explained. The community kids center was commended. Also suggested in the corridor were the addition of an urgent care clinic, a farmer's market, and a grocery store. • Susan Oyer, 140 SE 27th Way, wondered if there could be more handicap parking if the demographics will include seniors. Mr. Simon noted that there will be less parking needs for seniors. The floor was closed to public comments. 3 Meeting Minutes CRA Advisory Board Boynton Beach, Florida March 7, 2019 Mr. Barber felt the project can be better in that a parking garage would be helpful, but that changes everything. Also, he wondered how close they are to getting the piece of property that separates the two properties. Louis Swezy, president Centennial Management, said just the land total would come out to $200,000 per unit. Ms. Roque stated whether or not those particular pieces are purchased at a fair price, this community is still moving forward. A discussion on the parking issue ensued; it was noted that parking garages cost about $25,000 per space. Mr. Devlin wondered about canopy covers for the parking and covered paths to the building. Ms. Roque commented the existing projects seem to have sufficient uncovered parking with no complaints. Mr. Simon added the possibility of canopy trees for natural shade. Chair Cross discussed financing options, if the project money is available for Option#1. Mr. Simon said there is $2.4 million set aside for the corridor and future projects; at least $1.2 million for matching funds for the low income tax credit program and SAIL program. If spent this year, it was unknown if the $873,000 is needed by October, but next year would there would be $30,000480,000 left. Mr. Simon went through year-by-year potential expenditures, noting it is financially doable though other projects would be limited. The three options were discussed. Motion made by Mr. Devlin, seconded by Mr. Barber, to recommend Options 2 and 3 using Workforce for Number 3; Option 2 is preferred, fall back is Option 3, revising in the future. In a voice vote, the motion passed unanimously (6-0). Mr. Simon clarified with Chair Cross to wait one cycle and see where it goes next year. 2. Discussion and Consideration of the CRA's Cottage District Infill Housing Project Conceptual Development Terms. Mr. Simon stated the CRA wants recommendations from the Board and public for single-family housing on CRA's Cottage District site. The CRA has selected Neighborhood Renaissance, Inc. to negotiate the plan and proposal. A Power Point was provided, the project is for full-style architecture, old-Florida cottages; home ownership; 28-34 units. Site plan is not approved or finalized. Concerns related to choosing site plan options, financial impact, potential development terms. No agreement is currently in place. Michael Pecar, Director of Real Estate Development, Neighborhood Renaissance, gave a Power Point presentation (see attached) including the history of the company and projects completed. 4 CuLLJ a C°LU ' Lol LU UJ 4 z 3. m N Ln Cj (31 'x +� v E *� ce ZLU � V U hw A) �E LLJ Z U 00 W (7) CA ui No L E " m° o qo Q 1, r. L U ' CU- LLJ -j is ,y 0 LU uj UJ Lj tn .t �J L f0 E k E�3 u. R�uk MA �, o c i rn a� v E o E m o o � N cv -O u H Z Q CRA BOARD MEETING MARCH 13, 2019 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida March 13, 2019 Vicki Hill, CRA Finance Director, advised this is the ninth year of the Direct Incentive Financing Agreement (DIFA), and they are in compliance. She requested the Board approve releasing the $527,306. Motion Board Member McCray moved to approve for discussion. Board Member Katz seconded the motion, Board Member McCray commented they are completely full. Vote The motion unanimously passed. It was noted the project had one more year of DIFA remaining. E. Consideration of Approval of Boynton Village, LLC a/k/a The Preserve's Performance Audit for Year Ending December 31, 2018 for Compliance with the Direct Incentive Funding Agreement Ms. Hill advised this year the Preserve is in compliance. She requested the Board approve the DIFA for $77,762. Motion Board Member McCray moved to approve. Board Member Kelley seconded the motion that unanimously passed. F. Discussion and Consideration of the CRA's MLK Jr Blvd Project Conceptual Developrrent Terms Mr. Simon related this is the return discussion regarding the GRA`s MLK Jr. Boulevard with Centennial Management Corporation. At the February CRA meeting, after hearing the presentation and having minor discussion and public comment, the CRA elected to have the CRA Advisory Board review the same information and presentation, provide recommendations on three areas of discussion and get additional public comment. The CRA sent out letters and emails to HOAs. Over 1,700 letters were sent to property owners and residents regarding those properties. The three areas of discussion were the financing options, support for the area median income ranges and age categories for the end users, and glaring items regarding the overall site plan. The CRA Advisory Board recommendations were included in the agenda item, which Mr. Simon read. The CRA Advisory Board recommended pursuing the 9% low-income tax credit funding for at least one cycle; apply for SAIL and the matching CRA Tax Increment Revenue financing for at least one cycle; and the third option would be to pursue the first mortgage and CRA TIF option. As to income, The CRA Advisory Board were to address very low and low at 30% of medium to 80% of the Area Median Income (AMI) households through the 9% low 11 Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida March 13, 2019 income tax credit program. The Advisory Board favored the 80% to the 120% of the AMI, which is the low to afford able/wo rkforce recipients for multi-family instead of senior housing under the SAIL program; and using TIF and a first mortgage loan for the project for individuals at 60% of the AMI for workforce housing. The advisory board supported the project as presented, but also made recommendations for the Board's approval. They wanted to ensure the parking calculations met or exceeded the City's regulations and to use larger caliper trees to provide shade for the surface parking lot and the ingress and egress into the residential buildings. They favored covered walkways and entrances where possible in the development. There was brief discussion of a parking garage, which is much more expensive than surface parking. Surface parking could satisfy the parking requirement for the development. Centennial Management proposed 124 alfordable apartments on IVILK Jr. Boulevard that had about 8,000 square feet of retail space, 3,250 square feet of covered open air/breezeway, a 2,5010 square feet clubhouse, six-foot pavered sidewalks, parking lot lights and a friendly atmosphere with outdoor seating, and a design fagade of adjoining grocery store. After they reviewed the redevelopment plan, they added an urban development concept having Old Florid a/Ca rri bean influences. The homes will have front porches, metal roofs, pastel colors creating a beautiful atmosphere. There will be an art wall for the Art in Public Places, and tropical architecturally styled buildings. The plan is to contribute to the goal of revitalization. Within the retail component could be a barber and ice cream shop, medical care facility, casual dining or a trendy coffee shop. They plan to hire a local artist to paint murals on some of the buildings and hold job fairs to hire local subcontractors. The Board viewed the conceptual drawing and the one, two and three-bedroom units. The plan is to use efficient 15 seer air conditioning units and Energy Star appliances, with washers and dryers in the units and window treatments. Three financing options had been presented and income limits were reviewed, Future phases of the Townhome Ownership Program would be on scattered CRA owned lots on MLK Jr. Boulevard. The next step was a CRA Centennial Management Development Agreement, the purchase of private land, hold public meetings to obtain more community input on the site plan and apply for the Florida Housing Finance Corporation funding. Chair Grant asked if there were any public comment cards. A man identified as Tim said he was Executor of the Trust representing private citizens of Boynton Beach. He asked what FHFC meant. He advised the country is under the current National Emergency Economic Relief Act March 9, 1933. Chair Grant responded FHFC stands for the Florida Housing Finance Corporation. It is a State funded agency run as a non-profit that has a housing lottery. The agency issues tax credits to developers to reimburse them for the income taxes they would have had to pay to the federal government for their project. It is not a federal issue. It is a State issue. The City is a publically held municipal corporation and residents, through an election, select their leaders. It is unconstitutional to represent any registered debt collector, 12 Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida March 13, 2019 96999MMM Chenita Mosely, 132 NE 11th Avenue, explained this is the first time she was receiving information. Her house is next to the lot. She supports the plan for Boynton Beach, but she feels her house is next to the parking lot, and there will be break-ins.. It will not be safe for her child to play. The road is already narrow and there will be a lot of traffic. She did not appreciate receiving information for the first time yesterday about redevelopment in Boynton Beach that pertained to her property. She thought the CRA did not consider purchasing all the homes on that side. Chair Grant thanked her for coming and explained the Board had 10 different meetings regarding this issue. The Board announced they had the agenda and the Board uses comments to make decisions. The Board was only picking the developer. The plan has not been finalized and Chair Grant suggested she speak to the developer who may offer to purchase her property. He also suggested she tell her neighbors Ms. Mosely explained there are only two houses and two empty lots. Chair Grant appreciated her comments Susan Oyer, 140 SE 27th Way, was aware the City requires 2.5 acres of green space for every 1,000 people of population. She queried if the Board was adding all these people, if they were adding green space. Chair Grant noted it was an issue the City had to decide. Board Member Katz agreed with the CRA Advisory Board recommendation, about the 9% low income tax credits for one application cycle, but he wanted to go through two cycles and if that did not materialize, to move on to option two and then option three, tax increment financing. Whatever the project, or the adjacent project the Board was trying to build, he did not want senior housing exclusively. He asked if they approached the owners of Bell's market. Centennial has had discussions with them, but there was no meeting of the minds. Board Member Katz commented as there is growth in the area, there is concern that development comes in and tries to snap up all the land and gentrification would occur. Adjacent property owners can expect to see more traffic and parking if they build anything other than single-family detached units. He encouraged Centennial to speak out to the neighbors and make them aware of what is coming with the existing land they have. He did not want to give the appearance the Board was trying to force people to sell their property. He thought some sort of a letter from the CRA or Centennial to the residents would help make them aware. Centennial did not want anyone to feel they were trying to remove them from their community. They hoped to add to the MLK community and welcomed any communication. Board Member Katz agreed with CRA Advisory Board recommendations for income. He liked the landscaping ideas and questioned why someone would have to provide more than the legally required amount of parking. Board Member McCray agreed with Board Member Katz. He wants to be good neighbors and favored reaching out to the community to ensure the CRA does not encroach on them 13 Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida March 13, 2019 or their land. As far as the art wall, he questioned who governs what goes on the wall. He wanted to be sure what was painted was decent and in order. Board Member Kelley agre(.,d with the financial steps to acquire the funds. She was looking forward to hearing what the residents want. Chair Grant asked if there had to be a minimum number of units to apply for the tax credits and learned 30 units were needed to apply. He asked if there was an amount paid per unit and learned funding was based on the cost of the project and the basis, because it was a tax issue. Chair Grant thought that instead of making the entire project affordable, they make some workforce and market rate housing, which will help promote commercial development. He asked if the limit on the building height was because of the parking limitations and learned it was not. Centennial would have to check if they could have more apartments without reviewing the parking. Part of it was the aesthetics for the commercial center on the north side of the road. It does make sense for three or four stories of have it set back further for the three-story residential building. Because of the RPB and not building site similar to Ocean Breeze East, he would like to see market rate housing or homeownership aspects for 26 units. Centennial was proposing have limits of $900 for a two-bedroom unit. What Chair Grant was proposing, would cause rents to be over $1,200 per unit at 80% of the AMI. It is a dramatic increase and for working families, it is difficult to meet. There would be different people with different incomes and they are competing with other projects that have two- bedroom units priced well aDove that. The price point is still below the other projects. Centennial explained it would require a funding shortfall. Chair Grant thought that was fine. People returning from college with high student debt can pay the debt and live there. He would like to see the project going to the HOB Association and have a presentation with them about what is going on. If the community does not want market rate housing, that was fine, but he wanted them to know it was an option. It was explained when someone moves in, if they are at 60% and the rent is $895, and they could get a job the next day with an increase of 20 or 30% of their pay and still qualify to remain in the unit. Chair Grant favored attracting individuals at 80% or up to 100% instead of starting out at the 60%. Mr. Simon explained 60% to 120% of AN would use the SAIL program. The 9% tax credits uses 30% to 60% of AMI. Centennial explained they can income average. At least 20% of the units could be at the 80% or higher income level, Chair Grant wanted to use that option and asked what could be done to expedite the project. If Centennial pledged to income average, at least 20% of the units would be at 80% of AM], if not more. Centennial thought the CRA was better off getting the 9%tax credits so they would have extra money to build more developments within the CRA in the future. Chair Grant thought if the 9% tax credits were not obtained in 2019, the Board should review other funding options 14 Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida March 13, 2019 all= M The 8K square feet of retail space will be managed by Centennial. Chair Grant noted Casa Costa received TIF to fill the retail units. He wanted to offer the same option to Centennial to incentivize the developer to fill the units because the tax credits do not apply to the commercial. They could get businesses to locate there in the beginning. Chair Grant asked if the covered open-air breezeway would be used as a patio for dining patrons and learned it could. A coffee shop does not have a commercial kitchen, and he asked if the community wants another restaurant. It could be an outdoor seating area and have some indoor. Chair Grant asked if the 2,500 square feet leasing office and clubhouse will have a dual function and learned if community member needed it for a function; they could use it in the evening. It will have a computer lab and a kitchen. He did not think MILK had a bike lane, and a minimum of an eight-foot sidewalk is required. Chair Grant suggested working with the Arts District regarding the mural. There is a process would be specified in the site plan. Chair Grant wanted the building to match the other building exteriors. He emphasized, even with averaging, he wanted to encourage some people who make above median income to live there. He thought the first floor apartments on MILK Jr. Boulevard could be a livelwork space. He was in Los Angeles across from convention center, they had two- chair barbershop and the owners lived behind them. Board Member McCray commented another community meeting was needed. Nine people attended the last one and two comment cards were submitted. He suggested Centennial engage the community and send another mailer for the next meeting date. They agreed. Centennial Management also advised they need to meet with private homeowners they need to purchase property from and they need to negotiate. They do not mind adjusting the project to accommodate the community's wishes. He advised they need a commitment from the CRA so they can solidify the plan. Board Member McCray explained the Board could give a commitment, but they still need a meeting. Mr. Simon explained similar to the Town Square project, the intent in the RFP was that once a developer was selected, public input meetings would take place to obtain public input and explain how the development would proceed. A site plan approval would take place after the developer was selected and the contract was somewhat negotiated, giving milestones to the developer and CRA to meet. This is a citywide project, but it is not an isolated project. It is staffs intent to begin to put it in a more permanent perspective with the residents. Board Member McCray supported the tier one recommendation from the CRA Advisory Board. Board Member Katz was aware there is extreme caution about proceeding without some degree of surety that the project is all the community dreamed it would be. He was concerned every time the Board meets, the CRA says lets have another community meeting and five or 10 people attend. At some point, we have to make a decision. They 15 Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida March 13, 2019 cannot make a project that will please everyone. He supported another community meeting and sending notifications about the meeting, and then the Board make a decision. Centennial would apply for the 9% tax credits in the fall. Chair Grant asked if they would receive an answer by July and learned it was up to staff. SAIL will come out later. Chair Grant wanted a final draft by the July meeting so they can be prepared. Centennial commented the sooner they can work on it, the better off they are. They have to put together a site plan and solidify contracts and purchases from other owners. Chair Grant agreed and explained that was why he wanted to create a time line. The site plan would change if some of the properties were purchased. He wanted a commitment to apply for the 9% tax credits for the first year. If they do not succeed, a portion of the development could be constructed with SAIL funds. They could also leave an option for the 50 units to be built with the 9% credits it 12020. Centennial preferred to apply for the 9% both times, but it was up to the CRA. Board Member Katz wanted a more aggressive timeline. He did not want to wait until July for a plan to be developed. He wanted to decide on a'drop-dead date at the May CRA meeting. As to the financing, how many rounds, work force verses market rate very affordable housing all have to be decided and he wanted to make them in May so if there are any changes they will have as much time as possible in case there are adjustments. The application cycle requires a great deal of work. They will need to have all their ducks in a row, so they will not submit an application containing mistakes. The more time they have the better. Chair Grant requested a motion for 60-day maximum period for Centennial to negotiate with the CRA and his deadline to have properties purchased would be July. Board Member McCray wanted to ensure they keep the community engaged. Motion Board Member Katz moved at the May CRA meeting, the Board would decide on the particulars so a contract could be established and between now and then, Centennial hold two public meetings in the HOB and notification be given to the community. Board Member McCray seconded the motion, Chair Grant had questions about the 60 days. Attorney Duhy requested clarification if the motion was to bring back the terms in the form of a purchase and sale agreement or a term sheet. Chair Granted wanted as a second option on May 141h the contract is ready for the Board's review, At that meeting, everything would move forward. It can include contingencies if something does or does not succeed. They can use the contract from Ocean Breeze as the template, Attorney Duhy clarified, as has been done in the past, they will prepare a full agreement with legal language and 16 Meeting Minutes Community Redevelopment Agency Board BoyntonBeach, Florida March 13, 2019 --- .......... a term sheet that outlines the business points that they will discuss in order to provide direction to Legal and Centennial about what needs to be changed to finalize the agreement, Board Member Katz explained what was just stated was his motion. Board Member McCray commented that was his second. Board Member Kelley explained the flyers are not working. She supported encouraging residents to join the City's page or CRA pages. Send postcards or flyers to the NOP to keep with them and distribute. Poinciana and Galaxy Schools are in that District as well as Rolling Green and Forest Park, He suggested contacting the principals for Boynton Beach High School, Congress Middle, Galaxy Poinciana and Rolling Green to give to the students to give to the parents. He also wanted to mail a flyer to every residential property within 200 yards of every street. Board Member Katz suggested the CRA send three or four mailers. Centennial agreed Chair Grant requested the following language be included in the motion, 'That the Board give authority for the CRA Executive Director to approve the flyer and not have to come back to the Board for approval. Board Member Katz amended his motion to include the language. Board Member McCray seconded the amendment. The motion unanimously passed. Mr. <Simon requested to leave the item on the agenda as a running agenda item with the CRA Advisory Board. There were no objections. G. Discussion and Consideration of the CRA's Cottage District Infill Housing Project Conceptual Development Terms Chair Grant explained he spoke with Mr. Simon. The CRA needs between $1.8 and $2 million worth of improvements for on-site and off-site utility work before building can begin. Chair Grant explained before planning the cottages, the Board has to determine how to build them first. Michael Pecar, Neighborhood Renaissance, reviewed a spreadsheet showing development costs in three categories. One category included the cost to build the house, the pad and the infrastructure, The second category included the on-site work including internal streets, bringing the utilities to all the internal lots, and the third category was the cost of the off-site work, which included everything from the back of the sidewalks out. The plan included new sidewalks, curbs and landscaping on 4t', Is', and 5th Streets. The City and Public Works asked for upgrades and replacement for some of the aging infrastructure for water and sewer. It would be better if the CRA built the on and off-site infrastructure as it would save a lot in interest costs and Neighborhood Renaissance would have to re-use its construction line of credit to build the infrastructure. They would have to carry it for the 24 to 36 months it would take to build and sell the homes. A revised 17 CRA ADVISORY BOARD MEETING APRIL 4, 2019 Meeting Minutes CRA Advisory Board Boynton Beach, Florida April 4, 2019 grants. The two types of grants (tiers) were examined, compared, and discussed. Ms. Nicklien explained the investment for conditional improvements stays with the space; technically, the businesses eligible on rent are not really businesses that are top priority for the CRA. Improvement of the facade and interior space would stay with the building. Mr. Devlin confirmed that the grant is to improve the facade and is not the actual nature of the business. Ms. Gordon wondered what happens when someone misses the deadline for applications, if it can be reconsidered. Mr. Simon said there is no deadline, the funding is first come, first serve. When an application is complete and verified, then it is sent to the Board. It could take a year or the applicant could get it on first try. Mr. Devlin stated that given the diversity of what has already been approved and reading through the materials, nothing could be discerned that is obviously unfair or should be changed. Chair Cross suggested making a motion to recommend that the grant criteria remain the same. Mr. Simon recommended that the language reflect the assignment phraseology. Motion made by Mr. Devlin, seconded by Mr. Maharajh, to recommend that the language has been found to be equitable and moves that it be reported or recommended to the asking party. In a voice vote, the motion passed unanimously (5-0). [Anthony Barber arrived 7:20 p.m.) B. Reports on Pending Assignments 1. None C. New Assignments 1. None 8. CRA Board Items for CRAAdvisory Board Review and Recommendations A. Old Business 1. Discussion and Consideration of the CRA's MILK Jr. Blvd Project Conceptual Development Terms Chair Cross stated this item was begun at the March meeting and that there will be two more public meetings. The applicant, Centennial Management, was present to answer questions. It was noted that comment cards are available for those who may not wish to speak publicly. Brian Jaffe and Paul Bilton, Centennial Management, stated that the project, site plans, and concepts have not been finalized and public comments are encouraged. A brief overview was given via PowerPoint of the conceptual street view, floor plans, financing structure, rents, amenities, and future phases. 3 Meeting Minutes CRA Advisory Board Boynton Beach, Florida April 4, 2019 Chair Cross was glad to see the commercial space has been increased. Mr. Pollock had questions about the rental criteria, if credit check will be part of the application. Mr. Bilton noted income is dictated by the State criteria in addition to Centennial's own criteria, applied equally to everyone, which has to do with verifying rental history, credit, and background checks. Mr. Simon rephrased Mr. Pollock's question as to concerns that individuals of lower incomes with credit problems, is there a threshold for disqualification? Mr. Bilton said these criteria can be discussed; however, care must be given to guidelines that are set and applicable to everyone. The base credit score is believed to be 600 and, once established, needs to be applied equally for everyone. The rent is based on the number of bedrooms and income is based on the number of occupants per the schedule given. Ms. Gordon hypothetically asked if a young man who has just graduated high school and has started a job to satisfy income requirements but has not established credit, would be qualified. Mr. Bilton did not have the answer, but should definitely be considered (no credit versus bad credit). Mr. Simon asked for Centennial's history of their other complexes, if there is trouble filling complexes due to too high of a credit score and there are still empty units, or is that not a hindrance. Mr. Jaffe said there are currently 3,500 units, of those 3,000 are affordable, and there is less than 1% vacancy. Mr. Pollock had a question as to the criteria based on income and only one is working. Mr. Bilton said the income is based on household size and income; it does not matter how many work. The floor was opened to public comments: • Dr. Stephanie Hayden-Adeyemo, 2181 West Woolbright Road, had several comments/questions: o Where are the 3,500 units mentioned above located? Mr. Bilton said they are located from Homestead (Miami-Dade) to Davie (Broward), and some non-income restricted units are in Pompano Beach. Income restrictions in Palm Beach County are different from those in Broward and Miami-Dade, and will be followed for Palm Beach County. o When is ground being broken? Mr. Jaffe say the project is still in the early stages, funding has not yet been secured, and there is no information available yet as to a start date. o There isn't an agreement, there isn't a start date, there isn't funding, yet the meetings are ongoing over three years. Shouldn't Centennial have already have some idea about 4 Meeting Minutes CRA Advisory Board Boynton Beach, Florida April 4, 2019 renting to people with no credit history. There should be some kind of work-up for this area with numbers already crunched. Mr. Jaffe said the Commission Board wanted these meetings, and due to the early stage, no information is available as yet. Chair Cross clarified that even though there are several different public financing options, people are trying to understand how this will work. Centennial has to apply for funding options, the applications go in over the summer and fall, and answers won't be available until the end of the year, and then will be able to determine the financial criteria. These designs are conceptual. • Patrick [unintelligible] and Vic Galluzo [phonetic], acquired new units for a total of 350 units on MILK Blvd. They have started to renovate and upgrade (and would like to get a grant, if possible). Mention was made of the criminal activity in the corridor and the difficulty leasing properties. It was asked that the Board act immediately to get a police presence and clean the area out. The project would be a good addition, good luck to the developers in this area, but stressed that support from the community is badly needed. • Susan Oyer, 140 SE 27th Way, had several points to make: o Would like to see a grocery store, because the area is a food desert. o Height issues with 3-4 stories right across the street from 1-2 story homes. o Code requires 2.5 acres of green space for every 10,000 people; though not that many people, where is the green space? o There should be trees surrounding and in the middle of every parking lot. o Roofs should be white (which is becoming City trend). o Art features are required in every new project. o Objects to the proposed colors, should be pastels. Chair Cross did affirm that this is supposed to be a green project. • Brian Fitzpatrick, 409 NE 1St Street, is excited with the current Commission, and is asking the Board to support the project. Would like to not lose the current momentum and the details can be worked out down the road. This project is needed for tax income to help City fund affordable housing in other areas. • Bernard Hillian [phonetic], 403 NE 11th Ave, likes the area better now that it is being developed; but more police is needed for safety from drugs, guns, just so residents can walk on the streets. Supports the project. • Trinetta Rutherford, 1100 NW 1St Street, had questions about criminal history criteria, how far in the past must criminal history be to qualify to live in this development. Mr. Bilton said that has not been determined yet, but it would have to be applied equally. It will have to be fairly strict requirements to protect all the residents. Ms. Rutherford said, from her 5 Meeting Minutes CRA Advisory Board Boynton Beach, Florida April 4, 2019 personal experience, more police are not needed, as it will only cause harassment of law-abiding citizens; this is not a viable solution. • Doris Jones, 207-205 NE 9t" Ave, as a landlord, had a question about Housing Authority, would vouchers be accepted to residents can continue to live in the area. Mr. Bilton said Section 8 vouchers are accepted, subject to all the other requirements that everyone else has to meet. Ms. Jones asked how many units would be put aside for the use of vouchers and would they be in a restricted area as opposed to dispersed through the development. Mr. Jaffe said this would depend on the financing options that would dictate how many units and Mr. Bilton said there will not be any separation of residents by income. Mr. Simon clarified that all of the units will be affordable housing, none will be outside the affordable workforce criteria. Some discussion followed on the 124 units and that the City does not want to see another Boynton Terrace and is relying on Centennial's reputation for the project to be successful. There will be no less criteria for design, trees, parking, or windows compared to upscale developments in other areas. Ms. Jones asked about how the property will be acquired; Mr. Simon explained by referencing the site map, the CRA owns almost all the property the project will be built on and the property needed is available. CRA owns enough land to make the project work, regardless of neighbors who don't want to sell. The floor was closed to public comments. Chair Cross noted that a flyer went out announcing three more meetings: ■ April 9 at the CRA Board Meeting ■ April 25 at Hester Community Center ■ April 29 at Carolyn Sims Center There were several different notifications, a community input flyer, a utility bill insert, door hangers, and word of mouth was encouraged. B. New Business 1. None 9. Future Agenda Items - None 10. Adjournment Upon motion duly made and seconded, the meeting was adjourned at 7:46 p.m. Attachments: Power Point Centennial Management Corp./MLK Jr. Blvd. Concept [Minutes transcribed by M. Moore, Prototype, Inc.] 6 April 4, 2019 CRA Advisory Board Meeting - r. 5 WO k to � `- CRA BOARD MEETING APRIL 9, 2019 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida April 9, 2019 12. Pulled Consent Agenda Items None. 13. Public Hearing Stacy Stroll a Brookman, owner of the new studio, Fly and Flow Fitness in Ocean Plaza thanked the CRA. The rent grants the CRA offers to business owners allowed her to make the decision to leave Boca and come to Boynton Beach, The grant was unequivocally the deciding factor in opening the studio. She would be happy to offer a testimonial for the Social Media[ Outreach program (SMOP.) She taught in Boca and wanted to continue teaching yoga with her friends, so she opened her own studio. Although she raised her children in Boynton, she did not anticipate looking in Boynton for studio space because she lives in Delray Beach. Someone suggested she do so and when she spoke to the landlord at Ocean Plaza, he told her about the grant. She made an appointment and announced every person she contacted on the CRA team has been incredible and she recognized all their efforts The staff is a valuable asset to the City. Because of that, she signed a lease and moved forward. She thanked the Board for what they do for business owners. 14. Old Business A. Consideration of Approval of System Audit Reports and Payments Release to Hart Seabourn Cove, LLC for the Properties known as Seabourn Cove - Phase I & Phase 11 Mr. Simon explained this is a formal approval to issue reimbursement payments to Seabourn Cove. The total reimbursement was $400,690 for Phase 1, and $167,191 for Phase 11. This is payment six for Phase I Direct Incentive Funding Agreement(DIFA) and payment five for Phase 11. They are 10-year DIFAS. City staff reviewed the audit and deemed it is in compliance and they meet the requirements. All the needed documents have been supplied. Motion Board Member McCray moved to approve. Board Member Romelus seconded the motion that unanimously passed. B. Discussion and Consideration of the Conceptual Design and Development Terms for the CRA's MILK Jr. Boulevard Redevelopment Project Mr. Simon explained the project manager from Centennial was present to provide the public with another opportunity to comment on the key points of the development. This meeting is one of four meetings to allow for public input as discussed at the March 4th meeting. There will be another public meeting on Thursday, April 25th at the Hester 7 Meeting Minutes Community Redevelopment Agency Board Boynton Beach, Florida April 9, 2019 Community Center and a fourth meeting on Monday, April 29th at 6:30 p.m., at the Carolyn Sims Center. There will be two opportunities plus the CRA Advisory Board and CRA meetings for input from the public. Board Member McCray asked what comments were received at the CRA Advisory Board meeting and learned they supported affordable housing and were enlightened what the median household income and rents relating to the median income charts were. They supported the commercial component that staff proposed, and Centennial received comments about parking and the commercial component being activated. Brian Jaffe, Centennial Management, explained the MLK Jr. Corridor redevelopment project is comprised of 124 affordable apartments, about 8K square feet of retail space, an art wall, landscaping, wide sidewalks, a pedestrian-friendly atmosphere and an overall revitalization of MLK Jr. Boulevard. Centennial researched the history, culture and the retail that was on MLK Jr Boulevard, and wanted to bring it back. Centennial will purchase private lots. A site plan showing the best use of the site, and conceptual drawings depicting the street frontage of the retail portion and the four buildings with the open-air retail component in the center of the north side was viewed. All the units will have balconies. Floor plans depicted one-bedroom, one-bath apartments, as well as two- bedroom, two-baths and three-bedroom, two-bath units. The buildings will be green certified and have green unit features. Centennial will apply for all the funds available as well as having an option for tax revenue funds. A chart showing the HUD rent and income limits was viewed. A possible future phase on other CRA sites along MLK Jr. Boulevard included townhomes ownership. Jay Pastiorus, 704 NE 20th Lane, explained he lives on the other side of the park. Fifteen years ago the park was installed and residents were told how the park would operate and about noise control. He advised lately it was a free for all and the plan was not working. The residents get to listen to music coming from the park every weekend. There is affordable housing across the street and there are many issues. He asked Centennial Management how they would control or the patrol the area that already had issues. He cannot leave his 12-year old daughter alone and a month ago he found a homeless person sleeping in his truck. The man tried to steal a bag out of the back of his truck, which was his livelihood. The homeless man was also found the next afternoon sleeping in a truck nearby with Mr. Pastiorus's stuff on the ground and it happens all the time. He only found out about the meeting today. He thought the Board was aware of the statistics. He asked how they would keep the building from having the issues the area has. He bought two properties in anticipation of economic growth, but the area is blighted. He questioned if there should be more effort spent in improving the area. There are shootings. He was confused with what they are planning. The development looks pretty on paper, but he questioned what would happen to his property. Chair Grant noted Waters Edge was built in the 80's. Mr. Pastiorus clarified he was speaking about the area around the railroad tracks. Chair Grant understood and explained the Board is taking a holistic approach to remove slum and blight. There are vacant lots there. The Board was trying to bring commercial activity and affordable housing. Chair Grant pointed out it is a 8 Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida April 9, 2019 misnomer the Board is bringing in subsidized housing. Individuals who earn lower than the median income could still live in the City. They do not want vacant lots. They want development. He commented there is no market-rate housing. There is only luxury or affordable housing.. Centennial built Ocean Breeze and received $1.8 million from the County with affordable housing impact fee credits. They also received $25 million from the State. Centennial can require security cameras along the retail and residential components to create a safer community. Affordable housing on the other side of Federal Highway on the other side of the railroad tracks does not have the same sort of community. There are people that are homeless and people in transition. The Board's goal is to get the best product they can. Mayor Grant appreciated Mr. Pistorius's questions and comments and hoped his concerns regarding safety will be met. Mr. Pistorius understood the City Manager permitted homeless individuals not acting in a violent manner to be left alone. He pointed out the homeless are living next to his wall at his complex. Chair Grant was unaware of the decision. Mr. Pistorius thought the buildings looked beautiful, but the Board should be concerned with security. He thought they needed a police substation or something. Chair Grant noted there was a police station on MLK Jr. Boulevard and they can ask the developer to consider security measures. Board Member cCray commented Mr. Pistorius was concerned about noise and illegal activities on MLK Jr. Boulevard. Originally, there was development and homes and there were no problems. It was a community that loved each other. He did not want to attach homicides on Federal Highway to the project, because it was not something they could control. There are homeless all over the City and development on MLK Jr Boulevard is long overdue. It was due for more than 25 years and once developed, the community could take care of their own matters. Chair Grant asked if Centennial had built or leased out retail space before and learned they did. Centennial was seeking input regarding the density and what the residents want to see there. Chair Grant asked if the density was under the maximum allowed, and if the CRA could help build a parking garage to allow for more units. Chair Grant requested Centennial obtain those figures because there is one opportunity to build and there will be a commercial component. Chair Grant asked the Board if they agreed to do a combination of the 9% and Tax Increment Financing or State Apartment Incentive Loan (SAIL) to build a larger project. He liked the economic development portion of the development, noting the community wanted a coffee shop and grocery store, but he pointed out coffee shop positions are not high paying jobs. He thought they should try to incorporate a makers or incubator space to provide the opportunity for the community to have affordable office space. Mr. Jaffe commented the suggestions were excellent ideas. 15. New Business A. Consideration of Fiscal Year 2018-2019 Budget Amendment for Unassigned Fund Balance and Self-Funded Insurance Reserve (Tabled 3/13/19) 9 COMMUNITY INPUT MEETING HESTER COMMUNITY CENTER APRIL 25, 2019 City of Boynton Beach Recreation and Parks Department GENERAL RELEASE ON BEHALF OF THE ABOVE, I,THE UNDERSIGNED PARTICIPANT/PARENT/GUARDIAN, in consideration for the CITY OF BOYNTON BEACH through its Recreation& Parks Department providing facilities, instruction,transportation and supervision in the activity for which I/he/she has registered,do hereby(1)Assume all risks and responsibility of possible damage or injury involved through participation in said activity. I understand I am to furnish my own insurance in case of injury; (2) Request permission to participate in the activity with full knowledge that said activity could result in damage or injury to me/him/her. I will furnish a birth certificate for the above named upon request by the Recreation& Parks Department; (3)Agree to indemnify&hold harmless the City of Boynton Beach and/or its departments or agents from liability resulting from my/his/her participation in said activity; (4)Give the City of Boynton Beach Recreation& Parks Department permission to take photos and use them to publicize programs and use in media correspondence; (5) Acknowledge that the event/program/class/course in which I am/my child(ren)is/are participating is a community sponsored activity. I have read and understand the General Release. LK JR. KING BLVD. REDEVELOPMENT INPUT MEETING. SIGH SHEET THURSDAY, April 25 2019 PRINT NAME SIGNATURE TIME IN 1 411.1 ` 2 r motog 6 7 'i 8 f . 9 e 10 lGlsz' Nrdc-- 11. 12. �crxJ� 13. 14. w. 4 . 15 _ 15. � -0 18. JZ- 20. 4 �,f 21. -040(". /v 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. 32. 33. 34. 35. April 25, 2019 Community Input Meeting \qs s ""'o Y ff ;T ] ! 4 rS 1 J t �{ �y f„ c> tS}rJ 1l 4/29/2019 'Stop talking,just do it':Residents want movement on Heart of Boynton site-News-The Palm Beach Post-West Palm Beach,FL `]Fhe Palm Beach Post REAL NEWS STAM HERE 'Stop talking, just do OW.- Residents want movement on Heart of Boynton site By Emily Sullivan The Palm Beach Post Posted Apr 26,2019 at 6:15 PM Updated Apr 26,2019 at 7:17 PM BOYNTON BEACH—At long last, the Martin Luther King Jr. Boulevard corridor in the Heart of Boynton could finally be on the cusp of redevelopment. In March, Boynton Beach residents said they received insufficient notice of the ....... ... .......... ............-..-.. ............ ...................................-..................................................................................... project plan, designed with lower rents in mind. The Community Redevelopment Agency(CRA) scheduled two public input meetings and during the first session Thursday, CRA Executive Director Michael Simon stressed no plan is set in stone. "Nothing's signed," Simon emphasized. "It isn't done." Since around 2006, he noted,"we might be on our fifth try of finding a developer." The crowd maintains it's been longer. As the current proposal stands, Centennial Management Corp. developers would sandwich Martin Luther King Jr. Boulevard, east of Seacrest Boulevard,with affordable housing and retail options. Loaded with CRA-owned space and a handful of private lots,the street also has a beauty store, a quick stop and a crab shack. The owner of the crab house, Larry Robinson,has been around 22 years. >> BOYNTON READERS: Sign up for The Post's weekly Boynton Beach .......................................................................................................................................................................................................................................................... newsletter here ..................................................... He said Friday development around him would be OK,because he's only really seen a Family Dollar go up since he opened. https://www.paimbeachpost.com/news/20190426/stop-talking-just-do-it-residents-want-movement-on-heart-of-boynton-site 1/3 4/29/2019 'Stop talking,just do it':Residents want movement on Heart of Boynton site-News-The Palm Beach Post-West Palm Beach,FL He just wants it to be fair. "Stop talking.Just do it,"Robinson said. As far as whether he'll need to move his business after all is said and done, he said, "who knows." The proposed"Wells Landing"site that would surround Robinson's business includes more than 120 low-rent units and a three-story mixed-use building with residential options. There would be a community center, a plaza and room for 256 cars off- or on-street. Farther ter do`v 1 the corridor, developers have drafts for additional con--nercial and living space, perhaps townhomes. As proposed, units will have one,two or three bedrooms. The financing is not finalized,but each option includes$1.2 million from the CRA. Rents could be based on a limit schedule that considers family size and income and subtracts a utility allowance. Still, renters might need to cough up money for washers and dryers, unless the CRA or another agency gets a grant. That raised a flag for I. Rita Simmons,who urged apartments cannot lack those appliances in 2019. "Don't build cheap,"Simmons warned. Simmons lived in the neighborhood's rickety Boynton Terrace, now razed, and said Friday her former downstairs neighbor could hear her walking around mornings as she got ready for work. The consensus Thursday was that Boynton Terrace did wind up a mess. Still, attendee Wade King wondered,"What's to say that we are not looking at three additional projects similar to that? ... We need to be real." Minutes later, minister and community activist Bernard Wright emphasized the area is a"dead corridor."Any development would be an improvement,he said. "What you have there? A graveyard." hftps://www.palmbeachpost.com/news/20190426/stop-talking-just-do-it-residents-want-movement-on-heart-of-boynton-site 2/3 4/29/2019 'Stop talking,just do it':Residents want movement on Heart of Boynton site-News-The Palm Beach Post-West Palm Beach,FL >> READ: As new voting equipment arrives, PBC election supervisor makes plea ..................................................................................................................................................................................................................................................................................... for more poll workers ............................................................................ Some in the audience remained skeptical, including Brenda Lee Williams, who's lived in Boynton Beach since 1959. She said she does want to see the money spent, as long as it doesn't bring in liquor outlets, check-cashing spots or shops that just look cheap. One thing she'd like is a healthcare resource, along the lines of an Urgent Care. "How is that possible,you know, in certain areas,but not in our area?"she asked the next day. Out of about 20 attendees at the input meeting Thursday, other ideas cropped up on business opportunities,walls around parking, safe lighting and cameras. "Good,very good cameras,"Lesha Roundtree clarified. If the process moves forward, the CRA Board will consider the community's input. A second public input meeting is 6:30 p.m., Monday at the Carolyn Sims Center. Simmons noted Friday she still has some reservations , reflecting again on Boynton Terrace's downfall and the risks with reeling in so many renters. "I don't think that they really understand the concerns of the heart of the community," Simmons said. "I live here. So this is a part of me." esullivan@pbpost.com ............................................................................. @emsulliv .................................... https://www.paimbeachpost.com/news/20190426/stop-talking-just-do-it-residents-want-movement-on-heart-of-boynton-site 3/3 PUBLIC INPUT MEETING CAROLYN SIMS CENTER APRIL 29, 2019 EMERGENCY CONTACT LOG 00 ® 1, �.. NAME QE FACIL - I Vt rA va iV o f Sero - r � i1 ptu L B t L-e,- a alp P v i — C a r .� EMERGEEMERGENcy CONTACT LOS NAME OF FACILITY: _ _ h b 1 j� r April 29, 2019 Community Input Meeting NO r � hi x= �r ,, �{ t n`� JR Ab r � a AOW r1 ,ti '' . ,� `� `ZZ m s , � �E a o t 4 � w 0CL '0 4 L L,LU CO e\ V Q 3 �� `: 0 LU sn LLA LU a v U oil cn -to . c o ... 1 W N H Qa Ea z Q s1C 0 a � -.e l J b f O 0 a Z �zmUUJ r-L h �v\ ' OU Li LLJ Ile Cr Ln { J- cn a� a E 25 „ . O ao 0 a N - a) N 7 Q OL t E Q c Z Q M (V� MM1 v '1 1 0 a t .o U a- V z UJ uj CL Yr uj res O u LU LU E o u o, CLOo w N \J L v.. 4-1 � Q Q CL U ro Q1 GL! rC E o d z Q CRA ADVISORY BOARD MEETING MAY 2, 2019 Meeting Minutes CRA Advisory Board Boynton Beach, Florida May 2, 2019 personnel) will be going forward to make sure objectives are continued. Chair Cross stressed the political factor and rather than offering anything specific, offer "appropriate assistance," and leave it nebulous by design. The ongoing approach and intended outcome were then discussed. Mr. Simon recommended rather than giving money and losing control, have the CRA be in control, and he followed by reading the letter provided to the Board. He was not sure there will be a response at all. Five of the lots are being considered as a test case to start the dialogue. There should be attention to crafting language that will exist beyond fluctuations in management staffs going forward. Ms. Gordon added that what type of housing should be considered, but to otherwise let the project go forward. Motion made by Mr. Devlin, seconded by Mr. Maharajh, to go forward with the Letter of Intent. In a voice vote, the motion passed unanimously (7-0). 8. CRA Board Items for CRAAdvisory Board Review and Recommendations A. Old Business 1. Consideration and Recommendations of the Conceptual Design and Development Terms for the CRA's MLK Jr. Blvd Redevelopment Project Chair Cross gave an introduction to the discussion, opening the floor to public comments; however, there were none. Mr. Devlin wondered if any of the previous citizen comments were adopted. Mr. Simon stated Staff is putting together a bullet point list; nothing has been adopted thus far. Meetings are to gather public comment; however, not all comments have impact on decision making. Amenities were discussed, such as weighing out options with the Developer and finding out what types of businesses the community wants. Security of the project is important; long term maintenance, and management history of the developer will be addressed at the next meeting. Assurances cannot be given until the project is built. Points for amenities and services to be considered, whether or not they can be included in the contract, were further discussed. It was noted that nothing should be done to discourage businesses and services (such as medical offices and grocery markets) from participating. Ms. Gordon's take from the many meetings she has attended are concerns that nothing was concrete as far as the pricing, the requirements, and that there has been a lot of talk and no actions. The public wants to see more concrete action and not just a long series of meetings, in other words, what's going to happen, if it's going to happen, when it's going to happen, and how it's going to happen for real. The community wants to know that their opinions are being considered. 4 Meeting Minutes CRA Advisory Board Boynton Beach, Florida May 2, 2019 Mr. Devlin's input was regarding the contract, how much it will cost, and if this project will be the result of taking advantage of funding opportunities. The end result should be the project continuing to move forward. Rent rates were then discussed, it was noted these are set by law (on a chart that has been presented at every meeting). Mr. Simon summarized that the meetings are being held to let the public know what is being built; that the intent of the CRA is to encourage an affordable housing project; a request of funding to charge certain rents, the eligibility requirements, and so on. The developer has to begin the process of income eligibility verifications. Also noted is that annual eligibility inspections will be made. Chair Cross stressed the point that the CRA is trying to do something for the community by making sure that the community wants it. But the community wants to make sure this will not be another "Boynton Terrace." The public is skeptical; but there are really very few unknowns with this developer, who was chosen mostly due to experience and the due diligence the CRA staff has given to the project. Further general discussion followed. Mr. Simon summarized that not all possibilities have been exhausted; the developer will not purchase any properties until under contract; other properties suggested are not under contract, with some properties still only conceptually in the plans. What is needed now is gaining the public's trust on how the project will look in ten years. In a closing comment from the floor, Rev. Wright encouraged that people quit looking negatively at the people to be served in this community, gave an overview of the history of the neighborhood, and asked to instead look at the culture this project could promote. B. New Business 1. Consideration and Recommendations of Purchase for the Property Located at 417 N. Federal Highway Chair Cross ascertained that $210,000 is the appraised value of 15% of an acre. It does not appear that this building is one that the CRA would want to keep, or will it become parking? Mr. Simon said it will be purchased through tax deed sales, the initial offer would be $21,253. There is another property in same complex, the location is too vital to ignore. It is adjacent to City property on Federal Highway. General discussion followed regarding adjoining and nearby properties. Twenty percent over appraisal will be considered. Motion made by Mr. Barber, seconded by Mr. Gordon, to recommend to CRA Board to max/cap the purchase not to exceed $252,000. 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Q ?3 3 C O O O U J U 0 4— M p U co = O N U c O O O C; L azo dao 0 ca: ` o: Co F,, , mti CL r r r •L; � a— v` a� ;� � w � �..�, u, CN CN CN L! � N' t� c. p o, (Tj `° U C�U C' i K c U LL F J C, O +C- c f r w M UU` :3 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date(hereinafter defined),by and between BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part III, of the Florida Statutes (hereinafter "SELLER") and Wells Landing LLC. , or its affiliated assignee(hereinafter"PURCHASER,";and together with the SELLER, the"Parties"). In consideration of TEN AND 00/100 DOLLARS($10.00)and the mutual covenants and agreements herein set forth, the receipt and sufficiency of which is hereby acknowledged,the Parties hereto agree as follows: 1. PURCHASE AND SALE / PROPERTY. SELLER agrees to sell and convey to PURCHASER and PURCHASER agrees to purchase and acquire from SELLER, on the terms and conditions hereinafter set forth, the real property legally described in Exhibit "A," attached hereto(hereinafter the"Property").The Parties intend that the purchase and sale and ensuing redevelopment of the Property will be effected in order to reduce slum and blight and to enable the construction of an afa ke-new afforda-ble housing community as set forth in Section 18.2(the"Project"). 2. PURCHASE PRICE AND PAYMENT.The Purchase Price for the Property shall be TEN AND 00/100 DOLLARS($10.00) to be paid in full at Closing. SELLER has complied with Section 163.380, Florida Statutes, in proceeding with the sale of the Property to PURCHASER. 3. DEPOSIT.An Initial Deposit in the amount of FIVE THOUSAND AND 00/100 ($5,000.00) (hereinafter "Initial Deposit") shall be deposited with Lewis, Longman & Walker, P.A. (hereinafter "Escrow Agent") within two (2) business days following execution hereof by the Parties. The Deposit shall be fully refundable to PURCHASER, if prior to the expiration of the Feasibility Period (as hereinafter defined),the PURCHASER advises SELLER in writing that it does not intend to complete the purchase of the Property. 4. EFFECTIVE DATE.The date of this Agreement(the"Effective Date")shall be the date when the last one of the SELLER and PURCHASER has signed this Agreement. 5. CLOSING DATE. PURCHASER shall make every reasonable effort to close on or before July 31, 2019, at such location to which the parties may mutually agree in writing. In the event closing is delayed for any reason, PURCHASER may request, and SELLER may grant, in SELLER's sole and absolute discretion,up to three(3),thirty(30)day extensions of the Closing Date. The Parties understand and agree that this Agreement shall automatically terminate should closing not occur by October 31,2019. 6. TITLE TO BE CONVEYED.At Closing,SELLER shall convey to PURCHASER.by 0113627"-4 Page 1 of 25 Special Warranty Deed complying with the requirements of the Title Commitment (hereinafter defined), valid, good, marketable and insurable title in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments,restrictions and other conditions except only the following(collectively,the "Permitted Exceptions"): a) general real estate taxes and special assessments for the year of Closing and subsequent years not yet due and payable; b) covenants, conditions, easements, dedications, rights-of-way and matters of record included on the Title Commitment or shown on the Survey (as hereinafter defined), to which PURCHASER fails to object,or which PURCHASER agrees to accept. 7. INVESTIGATION OF THE PROPERTY.For a period ofthirty(30)days from the Effective Date ("Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees,Contractors,surveyors,engineers,architects,attorneys and other consultants (collectively, "Agents"), shall have the right, at PURCHASER'S expense,to make inquiries of, and meet with members of Governmental Authorities regarding the Property and to enter upon the Property, at any time and from time to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations of the Property, including but not limited to Phase I and Phase II environmental investigations, which PURCHASER may deem necessary.During the Feasibility Period, PURCHASER may elect,in PURCHASER'S sole and absolute discretion,to terminate this Agreement. If PURCHASER elects to terminate this Agreement in accordance with this Section, PURCHASER shall: (i) leave the Property in substantially the condition existing on the Effective Date,subject to such disturbance as was reasonably necessary or convenient in the testing and investigation of the Property; (ii) to the extent practicable, repair and restore any damage caused to the Property by PURCHASER'S testing and investigation;and (iii) release to SELLER, at no cost, all reports and other work generated as a result of the PURCHASER'S testing and investigation. PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims, losses, expenses, demands and liabilities, including, but not limited to, reasonable attorney's fees, for nonpayment for services rendered to PURCHASER (including,without limitation,any construction liens resulting therefrom)or for damage to persons or property(subject to the limitation on practicability provided above)arising out of PURCHASER'S investigation of the Property.PURCHASER'S obligations under this Section shall survive closing or the termination or expiration of this Agreement. 7.1 SELLER's Documents. SELLER shall deliver to PURCHASER the following documents and instruments within ten (10) days of the Effective Date of this 0113627"-4 Page 2 of 25 Agreement:any existing title policies,appraisals,copies of any reports or studies(including environmental, engineering, surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition of the Property, copies of all permits,authorizations and approvals issued by Governmental Authorities for the Property and any correspondence which discloses claims, allegations or adverse information regarding the Property or SELLER with respect to the Property. 7.2 Title Review. Within twenty (20) days of the Effective Date, PURCHASER's counsel, as closing agent for the transaction contemplated herein (the "Closing Agent")shall obtain,at the PURCHASER'S expense,from a Title Company chosen by PURCHASER(hereinafter"Title Company"), a Title Commitment covering the Property and proposing to insure PURCHASER in the amount of the fair market value of the Property subject only to the Permitted Exceptions,together with complete and legible copies of all instruments identified as conditions or exceptions in Schedule B of the Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to SELLER no later than fifteen (15)days after receipt of the Title Commitment notifying SELLER of any objections PURCHASER has to the condition of title (hereinafter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASER'S Title Objections to SELLER within the aforesaid review period,title shall be deemed accepted subject to the conditions set forth in the Title Commitment. If PURCHASER timely delivers the PURCHASER'S Title Objections,then SELLER shall have thirty(30)days to undertake all reasonable activities to cure and remove the PURCHASER'S Title Objections (hereinafter "Cure Period"). In the event that SELLER is unable or unwilling to cure and remove, or cause to be cured and removed,the PURCHASER'S Title Objections within the Cure Period to the satisfaction of PURCHASER,then PURCHASER, in PURCHASER'S sole and absolute discretion, shall have the option of: (i)extending the Cure Period and the Closing for one additional thirty(30) day period at no cost to PURCHASER,(ii)accepting the Title to the Property as of the time of Closing; or(iii) canceling and terminating this Agreement, in which case, any Deposits shall be returned to PURCHASER and the Parties shall have no further obligations or liability hereunder, except for those expressly provided herein to survive termination of this Agreement. Prior to the Closing, PURCHASER shall have the right to cause the Title Company to issue an updated Title Commitment ("Title Update") covering the Property. If any Title Update contains any conditions which did not appear in the Title Commitment, and such items render title unmarketable, PURCHASER shall have the right to object to such new or different conditions in writing prior to Closing.All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment,subject to the provisions of this Section. 7.3 Survey Review. PURCHASER, at PURCHASER'S expense, may obtain a current boundary survey(the"Survey")of the Property, indicating the number of acres comprising the Property to the nearest 1/100th of an acre. If the Survey discloses encroachments on the Property or that improvements located thereon encroach on 0113627"-4 Page 3 of 25 setback lines, easements, lands of others or violate any restrictions, covenants of this Agreement,or applicable governmental regulations,the same shall constitute a title defect and shall be governed by the provisions of Section 7.2 concerning title objections. 8. CONDITIONS TO CLOSING. PURCHASER shall not be obligated to close on the purchase of the Property unless each of the following conditions (collectively, the "Conditions to Closing")are either fulfilled or waived by PURCHASER in writing: 8.1 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as of Closing. 8.2 Pending Proceedings. At Closing, there shall be no actions, suits, proceedings or investigations pending or threatened against SELLER or the Property affecting any portion of the Property,which has not been disclosed, prior to closing,and accepted by PURCHASER. 8.3 Compliance with Laws and Regulations. The Property shall be in compliance with all applicable federal,state and local laws,ordinances,rules,regulations, codes,requirements,licenses,permits and authorizations as of the date of Closing. 9. CLOSING DOCUMENTS.The SELLER shall prepare,or cause to be prepared, the Closing Documents set forth in this Section, except for documents prepared by the Title Company.At Closing,SELLER shall execute and deliver,or cause to be executed and delivered to PURCHASER the following documents and instruments: 9.1 Deed and Authorizing Resolutions. SELLER shall furnish a Special Warranty Deed (the "Deed") conveying to PURCHASER valid, good, marketable and insurable fee simple title to the Property free and clear of all liens,encumbrances and other conditions of title other than the Permitted Exceptions,together with such resolutions or other applicable authorizing documents evidencing approval of the transaction by the SELLER's governing body as the Closing Agent and the title Company may require. 9.2 SELLER's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that,to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien law, that the SELLER will not record or enter into documents affecting the Property after the last effective date on the Title Commitment,and that there are no parties in possession of the Property other than SELLER.SELLER shall also furnish to PURCHASER a non-foreign affidavit with respect to the Property.In the event SELLER is unable to deliver its affidavits referenced above,the same shall be deemed an uncured Title Objection. 9.3 Closing Statement. A closing statement setting forth the Purchase Price, all credits, adjustments and prorations between PURCHASER and SELLER, all costs and expenses to be paid at Closing,and the net proceeds due SELLER,which SELLER shall 0113627"-4 Page 4 of 25 also execute and deliver at Closing. 9.4 Corrective Documents.Documentation required to clear title to the Property of all liens, encumbrances and exceptions, if any, other than Permitted Exceptions. 9.5 Additional Documents. Such other documents as PURCHASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and effectuate the terms of this Agreement. 10. PRORATIONS CLOSING COSTS AND CLOSING PROCEDURES. 10.1 Prorations.Taxes for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorations to be made through the day prior to Closing. Taxes shall be prorated based upon the current year's tax with due allowance made for maximum allowable discount.If Closing occurs at a date when the current year's millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. If current year's assessment is not available,then taxes will be prorated on prior year's tax. A tax proration based on an estimate shall,at request of either party,be readjusted upon receipt of tax bill which discloses an actual difference in the amount of the taxes estimated at Closing that exceeds$1,000.00. 10.2 Closing Costs. SELLER shall pay for documentary stamps on the deed, recording the deed and any cost associated with curing title. PURCHASER shall pay all other closing expenses. Each party shall be responsible for their respective attorneys' fees. 10.3 Closing Procedure.PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations set forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent the Closing Documents. The Closing Agent shall, at Closing: (i) disburse the sale proceeds to SELLER; (ii) deliver the Closing Documents and a "marked-up" Title Commitment to PURCHASER, and promptly thereafter, record the Deed and other recordable Closing Documents in the appropriate public records. 11. REPRESENTATIONS COVENANTS AND WARRANTIES. SELLER hereby represents,covenants and warrants to PURCHASER,as of the Effective Date and as of the Closing Date,as follows: 11.1 Authority.The execution and delivery of this Agreement by SELLER 0113627"-4 Page 5 of 25 and the consummation by SELLER of the transaction contemplated by this Agreement are within SELLER'S capacity and all requisite action has been taken to make this Agreement valid and binding on SELLER in accordance with its terms. The person executing this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER,and this Agreement represents a valid and binding obligation of SELLER. 11.2 Title.SELLER is and will be on the Closing Date,the owner of valid, good, marketable and insurable fee simple title to the Property,free and clear of all liens, encumbrances and restrictions of any kind,except the Permitted Exceptions. 11.3 Litigation.There are no actions,suits, proceedings or investigations pending or threatened against SELLER or the Property affecting any portion of the Property,including but not limited to condemnation actions. 11.4 Parties in Possession. There are no parties other than SELLER in possession or with a right to possession of any portion of the Property. 11.5 Acts Affecting Property. From and after the Effective Date, SELLER will refrain from(a)performing any grading,excavation,construction,or making any other change or improvement upon or about the Property;(b)creating or incurring,or suffering to exist, any mortgage, lien, pledge, or other encumbrances in any way affecting the Property other than the Permitted Exceptions(including the mortgages,liens,pledges,and other encumbrances existing on the Effective Date) and (c) committing any waste or nuisance upon the Property. 12. DEFAULT PRIOR TO CLOSING. 12.1 PURCHASER'S Default Prior to Closing. In the event that this transaction fails to close due to a wrongful refusal to close or default on the part of PURCHASER,SELLER shall be entitled to terminate this Agreement and retain the Deposit, and neither PURCHASER nor SELLER shall have any further obligation or liabilities under this Agreement, except for those expressly provided to survive the termination of this Agreement;provided,however,that PURCHASER shall also be responsible for the removal of any liens asserted against the Property by persons claiming by, through or under PURCHASER. 12.2 SELLER'S Default Prior to Closing. In the event that SELLER fails to fully and timely perform any of its obligations and covenants hereunder prior to Closing or if SELLER is in breach of any representations herein prior to closing, PURCHASER may, at its option declare SELLER in default under this Agreement in which event PURCHASER'shall be entitled to the return of its Deposit and this Agreement shall terminate and neither party shall have any further rights or obligations hereunder. 01136270-4 Page 6 of 25 12.3 Notice of Default Prior to Closing. Prior to declaring a default prior to closing and exercising the remedies described in this Section,the non-defaulting Party shall issue a notice of default to the defaulting Party describing the event or condition of default in sufficient detail to enable a reasonable person to determine the action necessary to cure the default.The defaulting Party shall have fifteen (15)days from delivery of the notice during which to cure the default, provided, however,that as to a failure to close, the cure period shall only be three (3) business days from the delivery of notice. If the default has not been cured within the aforesaid period, the non-defaulting Party may exercise the remedies described above. 12.4 Survival. The provisions of this Section 12 shall survive the termination of this Agreement. 13. NOTICES.All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail, return receipt requested, or personal delivery to the following addresses: If to SELLER: Boynton Beach Community Redevelopment Agency Executive Director,Michael Simon 710 N.Federal Highway Boynton Beach,Florida 33435 With a copy to: Tara Duhy,Esq. Lewis,Longman&Walker, P.A. 515 North Flagler Drive,Suite 1500 West Palm Beach,Florida 33401 If to PURCHASER: ,LLC Attn.:Lewis Swezy 7735 NW 146 Street,Suite 306 Miami Lakes,FL 33016 With a copy to: James Hurchalla,Esq. 1700 E Las Olas Boulevard,Suite 206 Fort Lauderdale,FL 33301 14. BINDING OBLIGATION ASSIGNMENT. The terms and conditions of this Agreement are hereby made binding on, and shall inure to the benefit of,the successors and permitted assigns of the Parties hereto.Upon written notice to SELLER,this Agreement may be freely assigned by PURCHASER to a wholly owned affiliate of PURCHASER, and thereafter PURCHASER'S assignee shall be obligated to close the transaction contemplated herein as if such assignee were the original party to this Agreement. Any assignment by PURCHASER to an unaffiliated party shall be subject to the written approval of SELLER. 01136270-4 Page 7 of 25 15. RISK OF LOSS.In the event the condition of the Property,or any part thereof, is materially altered by an act of God or other natural force beyond the control of SELLER, PURCHASER may elect,as its sole option,to terminate this Agreement and receive a refund of the Deposit and the Parties shall have no further obligations under this agreement, or PURCHASER may accept the Property without any reduction in the value of the Property. In the event of the institution of any proceedings by any Governmental Authority which shall relate to the proposed taking of any portion of the Property by eminent domain prior to Closing,or in the event of the taking of any portion of the Property by eminent domain prior to Closing,SELLER shall promptly notify PURCHASER and PURCHASER shall thereafter have the right and option to terminate this Agreement by giving SELLER written notice of PURCHASER's election to terminate within fifteen(15)days after receipt by PURCHASER of the notice from SELLER.SELLER hereby agrees to furnish PURCHASER with written notice of a proposed condemnation within two (2) business days after SELLER'S receipt of such notification. Should PURCHASER terminate this Agreement, the Deposit shall immediately be returned to PURCHASER and thereafter the Parties shall be released from their respective obligations and liabilities hereunder. 16. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement.Each Party shall indemnify,defend and hold harmless the other Party from and against any and all claims, losses, damages, costs or expenses (including, without limitation, attorney's fees)of any kind or character arising out of or resulting from any agreement,arrangement or understanding alleged to have been made by either Party or on its behalf with any broker or finder in connection with this Agreement. However, SELLER'S indemnification obligations shall not exceed the statutory limits provided within Section 768.28, Florida Statutes,and CRA does not otherwise waive its sovereign immunity rights.The provisions of this Section shall survive Closing or termination of this Agreement. 17. ENVIRONMENTAL CONDITIONS. To the best of SELLER'S knowledge, the Property and the use and operation thereof are in compliance with all applicable county and governmental laws, ordinances, regulations, licenses, permits and authorizations, including,without limitation,applicable zoning and environmental laws and regulations. 18. DEVELOPMENT AND SALE OF THE PROPERTY. SELLER and PURCHASER acknowledge that the Property is being sold to PURCHASER for the sole purpose of developing a multi-family affordable residential and commercial mixed use development as described herein. 18.1 SELLER Design Approval. The PURCHASER agrees that the SELLER shall have the right to approve the design of the Project, which approval shall not be unreasonably withheld. PURCHASER shall submit plans to the SELLER for review prior to submission to the City for formal site plan approval. SELLER shall provide comments or 01136270-4 Page 8 of 25 approval of the design to PURCHASER at its next regularly scheduled Board meeting after PURCHASER submits plans for approval. 18.2 Required Project Improvements.The Project shall be consistent with the Request for Proposals and Developer Qualifications attached hereto as Exhibit "C" ( "RFP/DQ") however to the extent any conflict between the RFP/DQ and the terms of this Agreement, this Agreement shall control. The project shall include, at minimum, the following elements and improvements as allowed and provided for under the Land Development Regulations of the City of Boynton Beach: a) Unless otherwi. ar<rrrr to in ver tlr� mksy.,§:�:t,r.,G�t�,...�he Project will include construction of a mixed-use affordable w�� multi-family rental community he ecomprised of multiple, multiple thFee te feuF steFy buildings and providing a �raV minimum of one hundred twenty four (124)1, 1, 2 and 3 bedroom units including associated Commented[TD1]:"approximately"is a very difficult amenities. word to enforce.I propose a minimum be included with language allowing flexibility in that number with prior ,approval by CRA.... b) The Project will include a minimum of 8,350 -square feet of commercial leasable space. c) If requested or required by the SELLER, the Project will be designed to be a gated community to enhance the effectiveness of the security plan and management of the Property. A decorative fence shall be installed around the buildings comprising the Project to create an attractive enclosed space.If requested or required by the SELLER,a mechanical gate will be installed at the entry and exit of the Project requiring proof of residency for entry.Gates shall not be required if space required for gates (including stacking and turn-around requirements) is impractical or would negatively impact other elements of the site plan including the unit count. d) The Project will have a minimum of a 8--foot sidewalk constructed on areas fronting E.Martin Luther KingJr.Boulevard where the development of residential use buildings occur and a minimum of a 16-food,° sidewalk comprised of an 8-food.' sidewalk and an 8.-Face§' pedestrian zone, described in greater detail within the City's Land Development Regulations. e) The Project will have a minimum of a 6--foot sidewalk constructed around the entirety of the Project in areas not fronting E.Martin Luther King Jr.Boulevard. 01136270-4 Page 9 of 25 f) The Project will include street lights installed along the entire perimeter of the Project that are complimentary to those existingalong E.Martin Luther King Jr.Boulevard adjacentto the Property. g) The Project will include on-street parking spaces,where feasible. h) The Project will include street and site trees that exceed the size and caliper requirement of the City's Land Development Regulations,which will be installed along the entire perimeter and the interior of the Project site. i) tThe Project will include amenities for the exclusive use of residents within the proposed project boundaries. j) If necessary, at the discretion of the PURCHASER,-Tthe Project will include and provide accommodations for an onsite residential manager. k) The Project will include an open style commercial plaza space as a design element of the retail component which shall include but not limited to shade and landscape elements, hardscape design features, and accent lighting features where feasible and appropriate within areas fronting on E. Martin Luther King Jr. Boulevard. 18.3 Local Contractors. PURCHASER commits to make reasonable and Good Faith effort to prioritize the use and hiring of qualified, licensed, insured and bondable local contractors and sub-contractors defined as: 1) having a City of Boynton Beach Business Tax Receipt, having a business address within the boundary limits of the City of Boynton Beach,and meeting all of the requirements to legally perform prescribed work; and 2) having a business address within the boundaries of Palm Beach County and meeting all of the requirements to do business within the City of Boynton Beach during construction of the Project and to make reasonable effort to employ residents of the Heart of Boynton District and City of Boynton Beach as part of the completed Project's operations and property management team.These efforts will include,but are not limited to, providing public notice within the CRA area of available contracts and positions and hosting job fairs or other employment opportunities within the community. Prior to and during the construction of the Project,the Developer shall: a) Host a minimum of two(2)job fairs; 01136270-4 Page 10 of 25 b) Give priority to Contractors and Sub-contractors that are Locally Owned Small Businesses to participate in the construction of the Project as described in Section 19.3; c) Include in all agreements with Contractors and Sub-contractors requirements that the Contractors use Good Faith Efforts to hire and train City residents to participate in the construction of the Project;As identified and appropriate, notify and refer job training and job placement opportunities to the Boynton Beach Community High School, South Tech Academy in Boynton Beach, Palm Beach State College and Career Source of Palm Beach County in the event each offer such a program and are ready,willing and able to provide such training;and d) Pay or cause to be paid new hires operations and property management positions a minimum of the Living Wage for Palm Beach County. 18.4 Construction Permit Approval. The SELLER will cooperate with the PURCHASER with regard to signing and processing any applications and forms required by the City or other authorities having jurisdiction over the PROPERTY to obtain building permit approval and such other design and construction documents as may be reasonably required by PURCHASER to permit the Project to be constructed and operated. The PURCHASER will be responsible for all costs associated with development and construction of the Project including the formulation of the Project's design and construction documents as well any and all applicable permit fees associated with the Project. 19. FUNDING OPTIONS.PURCHASER shall have the following options to obtain funding for the Project: a) 9%Low Income Housing Tax Credit Program Funding Option: i. PURCHASER shall submit a total of two (2) applications for 9% Low Income Housing Tax Credits (LIHTC) funding to the Florida Housing Finance Corporation (FHFC) in the 2019 and 2020 Tax Credit Application Period. If PURCHASER's application to FHFC during the 2019 Tax Credit Application Period is successful and 9%Tax Credit funding is awarded to PURCHASER for the Project, then the development of the Project shall commence pursuant to FHFC's underwriting schedule. ii. If PURCHASER is NOT successful,and is not awarded funding through the 2019 Tax Credit Application Period,then SELLER 01136270-4 Page 11 of 25 shall,at its option,either:(i)instruct PURCHASER to apply for 9% LIHTC in the 2020 Tax Credit Application Period; or (ii) elect to evoke the terms and conditions for PURCHASER to obtain Projectfunding pursuant to those described in Section 19.0 of this Agreement. iii. If SELLER instructs PURCHASER to apply for 9% LIHTC in the 2020 Tax Credit Application Period,and if 9%Tax Credits are awarded to the PURCHASER for the Project through the 2020 application cycle, the development of the Project shall commence pursuant to FHFC underwriting schedule. iv. If PURCHASER is NOT successful, and is not awarded 9% LIHTC funding through the 2020 Tax Credit Application Period,then SELLER shall evoke the terms and conditions for PURCHASER to obtain Project funding pursuant to those described in Section 19.0 of this Agreement. b) State Housing Incentive Loan Program Funding Option: i. PURCHASER shall submit a total of two (2) applications to FHFC for funding under the State Housing Incentive Loan (SAIL)program in the 2019 and 2020 application period.(i)If PURCHASER is successful and SAIL funds are awarded to the PURCHASER for the Project in the 2019 Tax Credit Application Period,then the development of the Project shall commence pursuant to the FHFC's underwriting schedule. ii. If PURCHASER is NOT successful, and is not awarded SAIL funding through the 2019 Tax Credit Application Period,then SELLER shall, at its option either: (i) instruct PURCHASER to submit an application for SAIL funding to the FHFC in the 2020 Tax Credit Application Period;or(ii)elect to evoke the terms and conditions for PURCHASER to obtain Project funding pursuant to those described in Section 19.0 of this Agreement. iii. If PURCHASER is successful and SAIL funds are awarded to the PURCHASER for the Project in the 2020 Tax Credit Application Period,then the development of the Project shall commence pursuant to the FHFC underwriting schedule. 01136270-4 Page 12 of 25 iv. If PURCHASER is NOT successful, and is not awarded SAIL funding through the 2020 Tax Credit Application Period,then SELLER shall evoke the terms and conditions for PURCHASER to obtain Project funding pursuant to those described in Section 19.0 of this Agreement. V. In consideration that PURCHASER is applying for both 9% LIHTC and SAIL funding in the 2019 and 2020 Tax Credit Application Period, the development of the Project shall commence pursuant to FHFC's underwriting schedule at the earliest of either SAIL funds or 9%Tax Credits being awarded to the PURCHASER for the Project. vi. In consideration that PURCHASER is applying for both 9% LIHTC and SAIL funding in 2019 and 2020, and if neither is successful, and no 9% Tax Credits and no SAIL loan are awarded to PURCHASER for the Project,the development of the Project shall commence pursuant to the terms and conditions described in Section 19.0 of this Agreement. vii. SELLER shall support PURCHASER in its effort to obtain funding from FHFC by giving Local Government Area of Opportunity preference to PURCHASER when PURCHASER applies to FHFC in both 2019 and 2020 Tax Credit Application Periods for SAIL or 9%LIHTC funding for the Project.SELLER shall in a timely fashion execute this Agreement as well as other documents required to be submitted as part of PURCHASER's applications to FHFC pursuant to this Agreement and SELLER shall provide,if required,-a kLocal Government Contribution to the PURCHASER for the Project not to exceed $1,000,000,which funds shall only be disbursed upon award of either SAIL or 9% LIHTC funds to PURCHASER for the Project. viii. If the Project is funded by 9%LIHTCs or SAIL,financing will be obtained and documentation provided to the SELLER within the time frame set forth in FHFC's credit underwriting procedures for the SAIL with bonds and 4% LIHTC or 9%LIHTC as applicable. AXI INCREMENT FUNDING OPTION. PURCHASER shall commence Commented[SM2]:Section NumberlLetter Formatting development of the Project by conducting the following actions issue pursuant to the funding timeline set forth in this Section and the actions pursuant to the development timeline set forth in Section 21 01136270-4 Page 13 of 25 below. Completion of each action set forth below must be documented in writing, and all such documentation must be provided to SELLER upon completion. SELLER shall instruct PURCHASER to obtain non-competitive Tax Exempt Multifamily Revenue Bond funding from FHFC or from the Palm Beach County Housing Finance Authority as well as non-competitive 4% Tax Credits from FHFC,and SELLER shall provide Tax Increment Revenue (TIR)funding(TIRF)to the PURCHASER for the Project in an amount to cover the difference between total Project development costs and the sum total of all Bond and 4% LIHTC funds received by PURCHASER for the Project, which amount of TIRF provided by SELLER shall not exceed $ per year over a ( ) year period without the subsequent approval of SELLER and as appropriated annually within the Fiscal Year Budget (hereinafter "Gap Funding"). if SELLER ninstFuets PURCHASER to p su, +k-k— T ineFement Cee..din Optien a eleseFibeel -+I>eye SELLER shall . „ww -961@1 t9 the a) DEVELOPMENT TIMELINE UNDER TAX INCREMENT FUNDING OPTION. PURCHASER shall commence development of the Project by conducting the following actions pursuant to the development timeline set forth in this Section. Completion of each action set forth below must be documented in writing, and all such documentation must be provided to SELLER upon completion: i. PURCHASER shall submit an application and all necessary supporting documents to the City for site plan approval within ninety(90)days of notice to PURCHASER from FHFC that it has not received either SAIL or 9% LIHTC funding in either the 2019 or 2020 Tax Credit Application Periods and written confirmation by SELLER that the Project will be funded pursuant to Section 20(f)above. ii. PURCHASER shall submit applications and all necessary supporting documents to the City for a building permit within one hundred ei ht (1-280) days of the City's approval of the site plan for the Project. Proof of permit application fees paid will be provided to the SELLER upon submission to the City. PURCHASER shall provide a copy of the building permit for the Project to SELLER upon issuance of the same by the City. 0113627"-4 Page 14 of 25 iii. SELLER shall assist PURCHASER's request for site plan approval and building permit issuance to the extent practicable and permitted by law and to the extent the same is consistent with the terms of this Agreement. iv. If the Project is funded by TIR,PURCHASER shall obtain non- competitive Tax Exempt Multifamily Revenue Bond funding from FHFC or from the Palm Beach County Housing Finance Authority as well as non-competitive 4% Tax Credits from FH FC. V. Financing shall be obtained and documentation provided to the CRA within the time frame set forth in the HFA's and/or FHFC's credit underwriting procedures for the SAIL with bonds and the 4%LIHTC. vi. Regardless of funding source, PURCHASER shall conduct a groundbreaking ceremony and commence construction of the Project within sixty(60)days following the issuance of a building permit by the City for the Project.SELLER will be in attendance at the ceremony with limited participation in its planning. vii. Certificate of occupancy shall be obtained within twenty- four(24) months following issuance of the building permit for the Project by the City,regardless of funding source. viii. PURCHASER shall diligently pursue and use all reasonable efforts to obtain all necessary approvals for the construction and development of the Project. Upon receipt of the building permit for the Project from the City, PURCHASER shall diligently pursue completion of construction of the project regardless of funding source. .:COMMERCIAL FUNDING 2.1-,.----J'Ron PUIRChEASER proceeding with or being awarded,one...c?.F...the...Fgjrt.cj.irt ca §:icart.> c e>criksec in pec§:kart ELLE i artc PE!rcita>er na ert§:er into a �e ara.e sree vert,e�.aksli�rtirt s .er n�arta ccartc i.icart�r!rtc er vrtich`ELLER na n is e ac c i.ic rtai Fr!rtc in .ca P� tCFi Eft Fe r cc�.�a��racia.ec with the ccart�.rr!c.icart ca era.ic rt arae nairt.ertartce caF .Fte Cc n nerciai Cc n onent of Lthe Prcaiec§:. 01136270-4 Page 15 of 25 2-.-20.TERMINATION. Either of the Parties may elect to terminate this Agreement a) as a result of default by the other party pursuant to Section 22; or(b) upon written notice by either party to the other that the Project cannot be financed pursuant to Section 19.c of this Agreement.If this Agreement is terminated for any reason: a) PURCHASER shall convey to Seller, and Seller agrees to purchase from Purchaser, all properties that have been acquired by PURCHASER in the Project Area as set forth in Exhibit "XX" (the "Project Area"). i. Seller shall pay Purchaser an amount equal to that paid by Purchaser for any such property as evidenced by the contract wherein Purchaser bought the property. Seller may also, at its sole discretion, agree to reimburse Seller for other verifiable costs. ii. Notwithstanding above, Purchaser shall convey to Seller all properties within the Project Area for a total cost not to exceed $p XX XXX. Commented[SM 3]:This item needs to be completed b) Purchaser shall reconvey the Property to Seller for $10.00 and verifiable costs associated with the Closing of said properties within One Hundred Twenty (120) days from the date that written Notice of Termination is provided. 21. DEFAULT AFTER CLOSING.Failure of the Parties to strictly comply with any of the provisions set forth in this Agreement after the Closing shall constitute a default and breach of this Agreement. If either Party fails to cure the default within (30)days of written notice from the other of its default, then this Agreement may be terminated pursuant to Section 21 above. 2-4722. REVERTER CLAUSE. The Special Warranty Deed shall contain a reverter clause that shall run with the Property until the Project is completed and the PURCHASER has obtained a Certificate of Occupancy for the Project.The reverter clause shall require the Property to be re-conveyed to SELLER by quit claim deed should PURCHASER default under the terms of this Agreement.In the event the SELLER exercises its right of reverter, SELLER shall reimburse PURCHASER the Purchase Price of the property as set forth in Section 2 of this Agreement in addition to verifiable costs associated with the Closing of said property described herein.To carry out the terms of this paragraph,PURCHASER shall execute a reverter agreement in the form set forth on Exhibit"B." 5,23. RIGHT OF FIRST REFUSAL. In the event SELLER provides TIR funds to PURCHASER for the Project under this Agreement, PURCHASER hereby grants SELLER a 0113627"-4 Page 16 of 25 Right of First Refusal for repurchase of the Property which shall be in full force and effect and shall not terminate until PURCHASER obtains its Certificate of Occupancy.The terms and conditions of this right shall be as follows: a) If PURCHASER receives an offer to purchase the Property pursuant to a written contract or letter of intent,PURCHASER shall give SELLER notice of the offer by delivering a copy of the contract or letter of intent to SELLER("Notice") pursuant to the Notice requirements of Section 14 above within two(2)business days of receipt. b) Within ten (10) days of receipt of the Notice, SELLER shall either waive or exercise its right of first refusal. If SELLER elects to exercise its right of first refusal,SELLER shall,within ten(10)days after receipt of the Notice,deliver to PURCHASER an agreement to purchase the Property on the same terms as set forth in the Notice including the delivery of a deposit (if applicable), and upon receipt by the PURCHASER of the foregoing from the SELLER, PURCHASER and SELLER shall enter into a Purchase and Sale Agreement upon substantially the same terms and conditions as the Notice. c) If SELLER fails to exercise or waive its right of first refusal in accordance with the terms and conditions stated herein,within ten (10) days after receipt of the Notice, then SELLER's right of first refusal shall be deemed to have been waived. d) The terms and conditions of this Section shall survive closing. x.24-. MISCELLANEOUS. 26.1 General. This Agreement, and any amendment hereto, may be executed in any number of counterparts,each of which shall be deemed to be an original and all of which shall,together,constitute one and the same instrument.The section and paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment of this Agreement shall be of any force or effect unless in writing executed by Parties.This Agreement sets forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements,written or oral, between the Parties.This Agreement shall be interpreted in accordance with the laws of the State of Florida.The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in the Fifteenth Judicial Circuit in and for Palm Beach County,Florida, or,should any cause of action be limited to federal jurisdiction only, in the United States District Court for the Southern District Court of Florida. 0113627"-4 Page 17 of 25 26.2 Computation of Time. Any reference herein to time periods which are not measured in business days and which are less than six (6) days, shall exclude Saturdays, Sundays and legal holidays in the computation thereof. Any time period provided for in this Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5:00 p.m.on the next full business day.Time is of the essence in the performance of all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date in the calculation thereof. 26.3 Waiver. Neither the failure of a party to insist upon strict performance of any of the terms, provisions, covenants, agreements and conditions hereof, nor the acceptance of any item by a party with knowledge of a breach of this Agreement by the other party in the performance of their respective obligations hereunder,shall be deemed a waiver of any rights or remedies that a party may have or a waiver of any subsequent breach or default in any of such terms, provisions, covenants, agreements or conditions.This paragraph shall survive termination of this Agreement and the Closing. 26.4 Construction of Agreement.The Parties to this Agreement,through counsel, have participated freely in the negotiation and preparation hereof. Neither this Agreement nor any amendment hereto shall be more strictly construed against any of the Parties.As used in this Agreement,or any amendment hereto,the masculine shall include the feminine,the singular shall include the plural,and the plural shall include the singular, as the context may require.Provisions of this Agreement that expressly provide that they survive the Closing shall not merge into the Deed. 26.5 Severability. If any provision of this Agreement or the application thereof shall, for any reason and to any extent, be invalid or unenforceable, neither the remainder of this Agreement nor the application of the provision to other persons,entities or circumstances shall be affected thereby,but instead shall be enforced to the maximum extent permitted by law.The provisions of this Section shall apply to any amendment of this Agreement. 26.6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initialed by SELLER and PURCHASER shall control all printed provisions in conflict therewith. 26.7 Waiver of Jury Trial.As an inducement to PURCHASER agreeing to enter into this Agreement,PURCHASER and SELLER hereby waive trial byjury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoever arising out of or in any way connected with this Agreement. 26.8 Attorneys'Fees and Costs.Should it be necessary to bring an action to enforce any of the provisions of this Agreement, reasonable attorneys'fees and costs, 01136270-4 Page 18 of 25 including those at the appellate level,shall be awarded to the prevailing party. 26.9 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behalf of the PURCHASER and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party for whom or on whose behalf he or she is signing with respect to all provisions contained in this Agreement. 26.10 Recording.This Agreement shall be recorded in the Public Records of Palm Beach County,Florida. 26.11 Survival. The covenants, warranties, representations, indemnities and undertakings of the Parties set forth in this Agreement,shall survive the Closing,the delivery and recording of the Deed and PURCHASER'S possession of the Property. 26.12 Attorneys' Fees and Costs.The Parties acknowledge and agree that each shall be responsible for its own attorneys'fees and costs incurred in connection with the transaction contemplated by this Agreement. 26.13 Public Records. SELLER is public agency subject to Chapter 119, Florida Statutes. The PURCHASER shall comply with Florida's Public Records Law. Specifically,the PURCHASER shall: a) Keep and maintain public records that ordinarily and necessarily would be required bythe SELLER in connection with this Agreement; b) Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in chapter 119, Fla. Stat.,or as otherwise provided by law; c) Ensure that public records that are exempt or that are confidential and exempt from public record requirements are not disclosed except as authorized by law;and d) Meet all requirements for retaining and providing public records and transfer to the SELLER, at no cost, all public records in possession of the PURCHASER upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt.All records stored electronically must be provided to the SELLER in a format that is compatible with the information technology systems of the SELLER. SELLER shall, upon request, provide guidance to PURCHASER as to the public 01136270-4 Page 19 of 25 records keeping and reporting duties that are imposed upon PURCHASER as provided above and shall take all steps reasonably required to assist PURCHASER in not violating them.The failure of PURCHASER to comply with the provisions set forth in this Agreement shall constitute a Default and Breach of this Agreement. IN WITNESS WHEREOF,the Parties have executed this Agreement as of the Effective date. PURCHASER: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Printed Name:Steven B.Grant Title: Title:Chair Date: Date: WITNESS: WITNESS: Printed Name: Printed Name: WITNESS: WITNESS: Printed Name: Printed Name: Approved as to form and legal sufficiency: CRA Attorney 01136270-4 Page 20 of 25 EXHIBITA LEGAL DESCRIPTION Property Control Number: 08-43-45-21-25-001-0080 Legal Description: FRANK WEBBER ADD LTS 8&9(LESS S 10 FT RD R/W)BLK 1 Property Control Number: 08-43-45-21-25-001-0060 Legal Description: FRANK WEBBER ADD LTS 6&7(LESS S 10 FT RD R/W)BLK 1 Property Control Number: 08-43-45-21-25-001-0040 Legal Description: FRANK WEBBER ADD LTS 4&5(LESS NE 10TH AVE R/W)BLK 1 Property Control Number: 08-43-45-21-24-000-0010 Legal Description: MEEKS ADD TO BOYNTON LT 1 Property Control Number: 08-43-45-21-10-005-0050 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 5 BLK 5 Property Control Number: 08-43-45-21-10-005-0090 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 9 BLK 5 Property Control Number:08-43-45-21-10-005-0100 Legal Description: PALM BEACH COUNTRY CLUB ESTS LTS 10 TO 13 INC BLK 5 Property Control Number: 08-43-45-21-04-000-0202 Legal Description: ROBERT WELLS SUB S 100 FT OF W 5 FT OF LT 20&LTS 21&22(LESS N 10 FT RD R/W) Property Control Number: 08-43-45-21-10-004-0050 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 5 BLK 4 Property Control Number: 08-43-45-21-10-004-0060 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 6 BLK 4 Property Control Number: 08-43-45-21-10-004-0080 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 8 BLK 4 Property Control Number: 08-43-45-21-10-004-0090 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 9 BLK 4 Property Control Number: 08-43-45-21-10-004-0100 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 10 BLK 4 Property Control Number: 08-43-45-21-10-004-0130 Legal Description: PALM BEACH COUNTRY CLUB ESTS LT 13 BLK 4 Property Control Number: 08-43-45-21-18-000-1720 Legal Description: ARDEN PARK LT 172 01136270-4 Page 21 of 25 EXHIBIT B REVERTER AGREEMENT (See Next Page) 01136270-4 Page 22 Of 25 Prepared by and return to: Kenneth Dodge,Esquire Lewis,Longman&Walker,P.A. 515 N.Flagler Drive,Suite 1500 West Palm Beach,FL 33401 REVERTER AGREEMENT This REVERTER AGREEMENT is dated as of this day of 2019,by and between the BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY(the"SELLER")and LLC or its affiliated assignee (the PURCHASER); and together with the SELLER, the("Parties"). RECITALS The SELLER has conveyed to the PURCHASER that certain real estate described on Exhibit "A"attached hereto(the "Property") pursuant to a Deed of even date herewith between the SELLER and PURCHASER. The PURCHASER has agreed to construct certain Improvements on the Property in accordance with the guidelines and criteria set forth in the Purchase and Development Agreement("Agreement")executed by the Parties a copy of which is attached here to as Exhibit «A„ The Deed shall provide that if the PURCHASER does not timely construct the Improvements as set forth in this Agreement,then the Property shall revert to the SELLER. NOW THEREFORE,in consideration of the transfer of the Property to the PURCHASER and other consideration,the receipt and sufficiency of which are acknowledged,the parties agree as follows: PURCHASER agrees at its sole cost and expense to complete the construction of the Improvements in accordance with the terms and timeframes set forth in the Agreement. In the eventthe Improvements are nottimely completed(unless extended pursuantto the terms of the Agreement),the Property shall revert to and thereafter become fee simple real estate owned by the SELLER. Within thirty(30) days of the written request of the SELLER, the PURCHASER will provide a quit claim deed to the Property In form and substance acceptable to the SELLER evidencing the reconveyance of the Property. In the event the SELLER exercises its right of reverter,SELLER shall reimburse PURCHASER the purchase price of the property described herein as well as verifiable closing costs. During the construction of the Improvements, PURCHASER will not place any additional liens or 0113627"-4 Page 23 of 25 encumbrances on the Property except as consented to by the SELLER.In that regard,the SELLER agrees not to unreasonably withhold its consent to any construction loan financed with a commercial bank or similar lender intended to fund the construction and development of the Improvements.As required,the SELLER will enter into a Subordination Agreement satisfactoryto such lender.Upon completion of the Improvements satisfactory to the SELLER and evidenced by a Certificate of Occupancy,the SELLER agrees to record a release of the reverter rights described herein. This Agreement shall be binding upon the parties hereto and shall be binding upon and inure to the benefit of their successors and assigns. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Florida. This Agreement shall be recorded in the Public Records and may only be modified or amended by a written agreement signed by authorized representatives of the parties hereto. WITNESS the following signatures as of the year and date first above written. PURCHASER: SELLER: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY Printed Name: Printed Name:Steven B.Grant Title: Title: Board Chair Date: Date: WITNESS: WITNESS: Printed Name: Printed Name: WITNESS: WITNESS: Printed Name: Printed Name: 01136270-4 Page 24 of 25 01136270-4 Page 25 Of 25 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 OLD BUSINESS AGENDAITEM: 14.C. SUBJECT: Consideration of Purchase and Sale Agreement with the Community Caring Center Boynton Beach, I nc. (CCC), for their property located at 145 NE 4th Avenue SUMMARY: As part of the redevelopment of the proposed Cottage District project, CRA staff has been working with Sherry Johnson, Executive Director of the Community Caring Center (CCC) over the past 7+/- years to formulate a mutually beneficial plan for the acquisition and relocation of the CCC. The CCC's existing property and operation is located within the CRA's Cottage District Project site area at 145 NE 4th Avenue (see Attachment 1). The CCC property was appraised in July 2018 with a estimated market value of$171,000 and a June 2019 market valuation update is being performed (see Attachment 11). CRA staff met with Ms. Johnson on February 2nd, April 1st and again on May 31, 2019 to discuss the details of the current CCC's acquisition and relocation proposal including their timeline, site plan layout and funding. The site plan consists of a 6,000 sqft building designed to accommodate the CCC's programmed retail and incubator space, storage areas for dry goods and frozen foods, as well as a structural design to support any future expansion (see Attachment III). The estimated cost of the proposed project is $1,362,825 and the proposed funding sources are as follows: CCC Fund Raising Capital Campaign - $400,000; Proceeds from the sale of 145 NE 4th Ave. - $205,000; $45,000 assistance in pre-development costs; CRA relocation and development funding - $300,000; Construction Loan/1st Mortgage - $412,825 (Attachment I V). Key Terms of a Purchase and Development Agreement would include the following: • CRA acquisition of 145 NE 4th Avenue for$205,000 with a lease back to the CCC at a cost of $10 per year until a Certificate of Occupancy is obtained on the new project or a time period not to exceed 30 months from the date of closing. • CRA to provide $45,000 in financial assistance to be used solely for pre-development costs. • CCC acquisition of the CRA owned property on NE 3rd Street with contract terms and conditions to include a reverter clause, first-right-of-refusal and secured interest mechanism for$300,000 in site development funding provided to the CCC. • Development timeline and performance milestones for such items as site plan application/approval, building permit application and project completion. The CRA Board assigned this item to the CRA Advisory Board (CRAAB) and discussed at their December 6, 2018 meeting. The CRAAB provided a recommendation supporting the project and use of CRA funding (see Attachment V &VI). FISCAL IMPACT: FY 2018-2019 Budget- Project Fund,Account# 02-58200-406: $250,000. Proposed FY 2019-2020 Budget- Project Fund: $300,000. CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan; Heart of Boynton District CRAAB RECOMMENDATION: At their December 6, 2018 meeting, the CRA Advisory Board recommended to the CRA Board to provide the Community Caring Center (CCC) with a minimum funding of $550,000 plus three lots and a maximum of$850,000 for construction of the new CCC (see Attachment IV). CRA BOARD OPTIONS: 1. (A)Approve the purchase of the Community Caring Center owned property located at 145 NE 4th Avenue for the amount of $205,000, and $345,000 in relocation and commercial redevelopment funding to be used for the design and construction of a new culinary incubator, food preparation services and business development center, subject to a secured interest in the property, development timeline, and legal counsel review to be returned to the CRA Board for approval at a future date. (B)Approve the sale of the CRA owned parcels located on NE 3rd Street to the Community Caring Center for the redevelopment of a a new culinary incubator, food preparation services and business development center, subject to a secured interest in the property, development timeline and legal counsel review to be returned to the CRA Board for approval at a future date. 2. An alternate amount of funding or assistance to be determined based on CRA Board discussion and direction. 3. Do not approve funding to the Community Caring Center (CCC) for the acquisition of 145 NE 4th Avenue or relocation and development costs construction of its new culinary incubator. ATTACHMENTS: Description D Attachment I - Location Map-145 NE 4th Avenue D Attachment III - May 2019 Proposed Site Plan -CCC D Attachment IV - May 2019 Proposed Funding Breakdown -CCC D Attachment VI -January 8,2019, CRA Board Agenda Item z ,� ��'rt��,�, aka�� •� FD CU cu CL tz �t75 C� i—� sr` N � N f � ix w 2 �' V N �-4 507- ss z P�fB i ., dr y�p�y�y�i �zSYt-asc-(L%) re!tsar-za-i�c)31ara ��r p� ,,,, � wcou IYJv38N tL33YJBs.�o .,.� KItt Ya0G4!YYYLW Y.XB \ r H31N3�'JNftltlD AllNfiWW{}J ' S aar,�s�re .,.,,.. —� �w`a�n�3um e anaiannva NVId 3115 rf IF f ..,..._.— O } v � Q , z � C'3 m s ( ,,� � 'pid 4 �: r. ' �oi'Mjir� r p r, r iW yl( Y ; _ I ri ® E ffi Nr l a 13�2NIS OW 3N N � — — _ -- �� 13 HOV38 NO1NAOS 133a1S atl£3N !a ._ -...... .. € s_ 3Hl il03 JNIal1f18 M3N b _ ..... . ...._ say E i p Ill HAI ri El I I I I all. IQSi tYiF 'Iqai°pop � � a ❑❑❑ it I� r Lc r a • I ' W �I a g s a i w E�, o { , I� At Of lal I f _ COMMUNITY CARING CENTER << Site Development-NE 9th Ave&3rd St Economic Development Project Est Cost at $225 sf Phase 1 1st Floor 6,057 sf 1,362,825 TOTAL PROJECT $1,362,825 TIME LINE Now-Sept/Oct 2019 Conceptual Drawings Oct 2019 through March 2020 Site plan approval process April 2020 through Sept/Oct 2020 Permitting Nov 2020 through April 2021 Construction April-June 2021 Ribbon Cutting FINANCIAL PICTURE notes PHASE 1 $1,362,825 Capital Campaign -101,500 cash on hand Sale of Bldg -250,000 10/1/2019 1st year Anticipated Capital Campaign 250,000 -250,000 raised by April 2020 in place by Construction Financing permiting Available throug the 56% 761,325 10/31/2020 Florida Loan Fund Reduction of Construction Financing CRA Balance 300,000 -300000 461,325 Jun-21 Permanent Mort $331,000 -331,000 130,325 in plaw by June 2021 2nd Year Capital Campaign Funds 150, -150,000 -19,675 raised by April 2021 t [O N� N' 'k B �r � � Y11 RA CRA BOARD MEETING OF: January 8, 2019 OLD BUSINESS AGENDAITEM: 13.C. SUBJECT: Consideration and Discussion of the Letter Submitted by the Community Caring Center Boynton Beach, I nc. (CCC), for their property located at 145 NE 4th Ave, Boynton Beach, Florida SUMMARY: As part of the redevelopment of the proposed Cottage District project, CRA staff has been working with Sherry Johnson, Executive Director of the Community Caring Center (CCC) over the past 5+/- years to formulate a mutually beneficial plan for the acquisition and relocation of the CCC. The CCC's existing property and operation is located within the CRA's Cottage District Project site area at 145 NE 4th Avenue and was appraised in July 2018 with a estimated market value of $171,000 (see Attachment 1). At the July 10, 2018 CRA Board meeting, the Board assigned the CRAAdvisory Board (CRAAB) the task of reviewing the proposal provided by Ms. Johnson on July 3, 2018 (see Attachment 11). However, at the request of Ms. Johnson, the item was tabled at the August CRAAB meeting. CRA staff received a revised request and project description from the CCC on October 19, 2018, outlining their request for funding and relocation to the three lots owned by the CRA and the City located at the NE corner of NE 9th Avenue and NE 3rd Street (see Attachment I I LA&B). This proposal requests CRA funding in the amount of $550,000, which breaks down as $250,000 for the acquisition of the CCC owned property at 145 NE 4th Avenue and $300,000 for relocation/development funding for construction of their new project. This October 2018 proposal describes the CCC's decision to construct a smaller 5,500 square foot building to house their current business incubator and commercial kitchen currently located on E. Boynton Beach Boulevard, as well as their need to occupy the 145 NE 4th Avenue property after the sale to the CRA until the new building is completed in approximately two years. CRA staff recommends that a secured interest in the property for the incubator component be added to an amount of CRA funding above the acquisition costs to protect the public investment. Secured interest may be in the form such as, but not limited to a first right of refusal, reverter clause and/or a silent second mortgage to be incorporated into the Development Agreement that will be brought back to the Board for approval. FISCAL IMPACT: FY 2018-2019 Project Fund Budget. Amount to be determined based on CRA board discussion and consideration. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan; Heart of Boynton District CRAAB RECOMMENDATION: At their December 6, 2018 meeting, the CRA Advisory Board recommended to the CRA Board to provide the Community Caring Center (CCC) with a minimum funding of $550,000 plus three lots and a maximum of$850,000 for construction of the new CCC (see Attachment IV). CRA BOARD OPTIONS: 1. Approve $550,000 of Project Funding to the Community Caring Center (CCC) for the acquisition of 145 NE 4th Avenue and the relocation costs for its culinary incubator subject to a secured interest in the property and legal counsel review. 2. Approve an amount not less than $550,000 but not greater than $850,000 of Project Funding to the Community Caring Center (CCC) for the acquisition of 145 NE 4th Avenue and the relocation costs for its culinary incubator subject to a secured interest in the property and legal counsel review. 3. Do not approve funding to the Community Caring Center (CCC) for the acquisition of 145 NE 4th Avenue and relocation costs for its culinary incubator. 4. An alternate amount of funding or assistance to be determined based on CRA Board discussion and consideration. ATTACHMENTS: Description D Attachment I -Appraisal - 145 NE 1st Ave. -July 2018 D Attachment II -July 10, 2018 CRA Board Agenda Item D Attachment III.A. October 2018 CCC Funding Request Letter and Email D Attachment III.B. - Proposed Site Plan at NE 3rd St/NE 9th Ave D Attachment IV - December 6, 2018 CRAAB Minutes Community Caring Center of Palm Beach County, Inc. The Secret Garden,A Culinary Business Development Center :,- http://www.cccgbb.org Board of Directors: Joyce C.Portnoy,President Everlene Baker,1"Vice President Doreen Robinson,2"'Vice President October 2, 2018 Janet Dadia Secretary Larry Diljohn,Treasurer Josephine Casello Mike Simon, Executive Director John E.McGovern,PhD Boynton Beach Community Redevelopment Agency Arturo Wittman 710 N. Federal Highway Advisory Board Boynton Beach, FL 33435 Rev.Harold Dom Keturah Joseph RE:Sale of Property located at 145 NE 411 Ave and the disposition of the CRA's 3 lots Dr.Timothy Kehrig at NE 3rd St and NE 91h Ave Mary Eliz Roth,MD,FACPE Meghan M.Hayes Sharonda McClendon Dear Mr. Simon: Nate Nichols,PhD Maureen Connolly Shannon Jane Snell The Community Caring Center held their board meeting on September 25, 2018. It was decided that we needed to develop the new community caring center campus in Staff at least 2 phases. It may take a substantial amount of time to be able to get to the 2nd Sherry Johnson,Executive Director phase. So,for the purposes of this discussion, Phase 1 will include a 5,500 to 6,000 sq. Michelle Davis-white,Senior Care ft commercial kitchen that can accommodate our culinary business development and Giving Coordinator Tony Miller, Community Outreach job training programs, better known as the Secret Garden. We would like to rent back Rachel B Waterman, Grant Writer from the CRA for$10 per year,the building located at 145 NE 4th Ave for as long as Erika Fagan,Administrative possible until the development of the site requires it be vacated. We are approaching Accounting Assistant several churches for office relocation.We feel that it is much easier& less expensive Social Services to rent office space for social services,than find a commercial kitchen for our Emergency Food,&Shelter economic development programs. Senior Care Giving Senior Veggie Mobile to Home Delivered Meals The CCC is asking$550,000 NET plus the 3 lots on NE 9 Ave.The NET SALE would Chronic Meal Plans require the CRA to pay all closing costs fees, documentary stamps, legal costs, etc. associated with the sale/purchase and disposition of CCC and CRA properties. CRA Economic Development property to be delivered with unity of title, alley abandonments completed, surveys, Culinary Business Development& and any copies of engineering, soil, and/or appraisals that have been completed to Job Training Center assist with permits and mortgage applications.This price would include costs Urban Farming Proiect associated with relocation of both the CRA and the Secret Garden equipment, Children's Gardening&Nutrition furniture, and storage fees. CCC requests a simultaneous closing to convey title to Education Nutrition Cooking Classes our property and your 3 lots on NE 91h Avenue. Food Preservation Classes O Sincerely, BC YN 0N CRA o-INBEACH 77 Sherry Johnson Executive Director Y United dray of Palm Beach County FLaxxl�t 0N'4,44-o4 CC:Joyce Portnoy, CCC Board Chair Palm®each County COMMUNITY SERVICES Soci,jl Setvicen 145 NE 411 Ave,Boynton Beach,FL 33435 Ecovomic Pev.-410 E. Boynton Beach Bloc{.,Boynton Beach,FL 33435 M,W,F 9 arra to 1 pm Tues thru Friday 11 am to 5 pm 561.364.9501 ext 25 561.752.8598 "gg � scacc vaixo�a`xovaaxo.rNxoa ■ �,N xMH'IV2I3Q33 N LOL _ _ a a z —D H—NOZNAOH d �H dQI2I0'Id`HOdHH NO.LNAOR ■■ ,LHH2I,LS ONE HN NHINHO rJNINVO A.LINf1NNOD m z m z 0' °<al U m� W F �W 1 o �I �µ I� 1 Ti c Ulf a. z zw 1 2E 0 w z p 0 U LL 1 oZ�o a U 8 3N sae 1 133b1S @IE 3N — — 1 I, AGENCYB E AC H C R A COMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: June 11, 2019 OLD BUSINESS AGENDAITEM: 14.D. SUBJECT: Consideration and Discussion of Notice of Extension of Tax Increment Revenue Funding Agreement between Ocean One Boynton, LLC and the Boynton Beach CRA SUMMARY: On April 15, 2019, the CRA received a letter from Bonnie Miskel, legal counsel for Ocean One Boynton, LLC, requesting an Amendment to the existing Tax Increment Revenue Funding Agreement (TIRFA). The TIRFA approved by the CRA Board which has an effective date of January 16, 2018 and a termination date of January 16, 2020, if commencement of construction has not occurred (see Attachment 1). The CRA received a Letter of Intent to acquire the CRA owned property located at 222 N. Federal Highway for $10 on March 8, 2016, entered into a Purchase and Development Agreement on January 16, 2018, and the closing occurred on February 24, 2018 (see Attachment I I). The TI RFA extension request has been made in order to have terms of the funding Agreement coincide with dates of the two site plan extensions already granted to Ocean One LLC, evoked under the Statute providing for the approval of such extensions when Declarations of Emergency are declared by the Governor. The Ocean One Project site plan was approved on April 17, 2017 and has a new expiration date of March 2, 2023. As of the date of this meeting, the City of Boynton Beach's Planning and Development Department has confirmed that they have not received any submitted construction plans for a building permit for the Ocean One Project. Under the terms of the TI RFA, the developer is obligated to commence construction of the project by January 16, 2020 in accordance with Section 3 of the TIRFA in order to receive the Pledged Project Increment Revenue in the amount and disbursement schedule as indicated in Section 6.1.1 of the TIRFA(see Attachment III). FISCAL IMPACT: With respect to the Tax I ncrement Revenue Funding (TI RFA)Agreement: For Years 1 — 7 of the Phase I Term, Developer shall receive Seventy-five percent (75%) of the Pledged Project Increment Revenues actually received by the CRA; and For Year 8 of the Phase I Term, Developer shall receive Fifty percent (50%) of the Pledged Project Increment Revenues actually received by the CRA. Estimated total Increment Revenue to be paid to the developer over the eight year period will be approximately$4 million. CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan— Downtown District CRA BOARD OPTIONS: To be determined by the CRA Board. ATTACHMENTS: Description D Attachment I - Request for Amendment to Extend Funding Agreement D Attachment II - Executed Purchase and Development Agreement D Attachment III - Excerpts from the Executed TIRFA LEWIS Attorneys al Lavv ANIN LONGMAN LLW WALKER Reply To: West Palm Beach April 26, 2019 Bonnie Miskel, Esquire Dunay, Miskel and Backman, LLP 14 SE 4th Street, Suite 36 Boca Raton, FL 33432 Dear Ms. Miskel: Please accept this as a response to your April 15, 2019 letter to Michael Simon, Executive Director of the Boynton Beach Community Redevelopment Agency. In your letter, you alerted Mr. Simon that your client, Ocean One Boynton, LLC, had secured extensions of various development orders by the City of Boynton Beach for your project at 114 North Federal Highway pursuant to several Executive Orders. Accordingly, you requested that the termination date for the Tax Increment Revenue Funding Agreement ("TIRFA") executed between your client and the Boynton Beach CRA be extended to coincide with the expiration of your development orders. An extension of the termination date of the TIRFA, like any change to that contract, will require approval by the CRA Board and the subsequent execution of an amendment to the TIRFA. If you would like Mr. Si to place your request on a future agenda for the CRA Board's consideration, pl se tmeknow. Since fly, Ta W. Dully c: Michael Simon JACKSONVILLE ST PETERSBURG TALLAHASSEE WEST PALM BEACH 31 St,& oWh Calho,,in S �iTe—'C --,'�5 klonii Ff:,[la0 [jr, El 4Xv FIV-Jn 2202 S. PF-a.C'f'SbU!g, Florida G 1 it r - aF sse,�, k, '611�i4WT' - `-�O- 3"-.5 3. '(3's41 Fi 727.290.405( See 7'17ings Differently DUNAY Gary Dunay Dwayne Dickerson Heather Jo Allen Bonnie Miskel ELe Zachanades Lauren G.Odom Scott Backman Matthew H.Scott Zach Davis-Walker "tom LLp Hope Calhoun Christina Bilenki April 15,2019 By email City of Boynton Beach, Community Redevelopment Agency Attn: Michael Simon,Community Redevelopment Agency Director 710 N. Federal Highway Boynton Beach, Florida 33435 Re: Notice of Extension of Tax Increment Revenue Funding Agreement between Ocean One Boynton, LLC,and Boynton Beach Community Redevelopment Agency Dear Mr.Simon: I represent Ocean One Boynton, LLC,the owner("Owner")of property located at 114 N. Federal Highway, PCN: 08-43-45-27-01-000-0410, ("Property") in the City of Boynton Beach ("City"). The Owner intends to construct 231 multi-family units with related amenities and approximately 8,575 square feet of commercial space on the Property("Project"). The Project received approvals of NWSP 16-002,CDPA 17-001, and CDPA 17-002 on April 17, 2017 ("Development Order"). The Development Order was originally set to expire on October 6, 2018, if the Owner hadn't secured a building permit by that date ("DO Expiration Date"). Due to multiple state emergencies in Palm Beach County declared by the Governor,the DO Expiration Date was extended twice:first to February 9,2022,via a letter received from the City on August 27, 2018 ("First DO Extension",attached hereto as Exhibit"A"), and second to March 2, 2023,via a letter received from the City on April 1, 2019 ("Second DO Extension", attached hereto as Exhibit"B"). Due to the Second DO Extension, Owner is writing you to provide notice of the new expiration date of the Tax Increment Revenue Funding Agreement ("Agreement", attached hereto as Exhibit "C"), executed with the intention of coinciding with the Development Order. Owner entered into the Agreement with the Boynton Beach Community Redevelopment Agency ("CRA") on January 16, 2018— when the DO Expiration Date was October 6, 2018. By the terms of the Agreement, the Owner was required to commence construction of the Project within two (2) years of the Effective Date of the Agreement. The Effective Date is defined as "the date the last party to this Agreement executes this Agreement." The Effective Date coincided with the DO Expiration Date,providing a 15-month and 10-day cushion between obtaining building permits for the Project and commencing construction. Accordingly, to provide the 15-month and 10-day cushion between building permit and commencing construction 1 based on the Second DO Extension date,the Owner isrequesting that the date upon which the Agreement was toexpire should beconsistent with the site plan date ofJune 12, Z024. As we had previously requested the Project date 10 be extended in all regards, please advise if any further action |srequired toextend the Agreement expiration date. Should you have any questions related to the above objections, please do not hesitate to contact nmeat561-40S-33OOnrvia email at . Sincerely, Bonnie M|ske|, Esq. Duno& Miske/& Backman, LLP 2 4 DEVELOPMENT DEPARTMENT PLANNING AND ZONING DIVISON 100 E. Boynton Beach Boulevard F.O. Box 310 Boynton Beach, Florida 33425-0310 TEL: 561-742-6260 FAX: 561-742-62.59 www.boynton-beach.org August 27, 2018 EXTENSION APPOVAL LETTER. PURSUANT TO FL S'T'ATUTE 252,363 Ms. Bonnie Miskel Dunay Miskel Backman LLP 14 SE 4"' Street, Suite 36 Boca Ratan, PL 33432 Rc: Ocean One—NWSP 16-002 (Site Plan Time Extension— FL Statute 252.363) Dear Ms. Miskel: We are in receipt of your request for a time extension for the above-mentioned project,as outlined in the guidelines established in Florida'State Statute 252.363,authorizing time extensions to approved Development Orders when the Governor issues an Executive Order under the Emergency Management Act. Staff has reviewed your letter and Executive Orders regarding 1) The Opioid Epidemic, EO 17-1.46, 1.7-177, 17,178, 17-230, 17-285, 17-329, 18-47, 18-110 and 18-177; 2) Hurricane Maria, EO 17-259, 17-304, 18-1.7, 18-80, 18-135 and 18-214; 3) Subtropical Storm Alberto, EO 18-150 and 18-157; and 4) Lake Okeechobee Discharge, EO 18-191. Based upon our review,we find the project eligible for the requested administrative extensions.Therefore,under the guidelines of 252.363,this letter shall act as approval of 1,222 day extension from the Commission approval date of April 4,2017 for development orders(NWSP 16-002 and.CDPA 17-001 & 17-0012). Should you require any additional information, please contact me at 561-742-6260. Sincerely, Ed Breese Planning& Zoning Administrator CC: Mike Rumpf, Development Director Shane Mittendorf, Building Official ne City ofBoynton Beach • PLANNING A ZONING DIVISON 3301 Quantum Blvd Ste 101 �f Boynton Beach,Flodda 33425-0310 TEL:561-742-6260 www.boynton-beach.org • April 1, 2019 2nd EXTENSION APPROVAL LETTER PURSUANT TO FL STATUTE 252.363 Ms. Heather Jo Allen, Esq. Dunay Miskel Backman, LLP 14 SE 4a' Street, Suite 36 Boca Raton, FL 33432 Re: Ocean One—NWSP 16-002 (2nd Site Plan Time Extension—FL Statute 252.363) Dear Ms. Allen: We are in receipt of your request for a second (2nd) time extension, dated March 13, 2019, for the above-mentioned project, as outlined in the guidelines established in Florida State Statute 252.363, authorizing time extensions to approved Development Orders when the Governor issues an Executive Order under the Emergency Management Act. Staff has reviewed your letter and Executive Orders regarding 1)The Opioid Epidemic, EO 18-235, 18-279, 18-362 and 19-36; 2)Hurricane Maria, EO 18- 236 and 18-281; 3) Lake Okeechobee Discharge, EO 18-249 and 18-311; 4) Red Tide, EO 18-275 and 18-0282. Based upon our review, we find the project eligible for the requested administrative extensions. Therefore, under the guidelines of 252.363, this letter shall act as approval of a request for a 207 day extension, plus the six (6) month tolling period, for a total of 387 days, in addition to the previously approved 1,222 day extension for the project development orders (NWSP 16-002 and CDPA 17-001 & 17-002). The combination of the two (2) granted extensions provide for a new expiration date of March 2, 2023 for the Ocean One project development orders. Should you require any additional information,please contact me at 561-742-6260. Sincerely, Ed Breese Planning&Zoning Administrator CC: Mike Rumpf, Development Director Shane Kittendorf, Building Official l TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter"Agreement") entered into as of the day of Stq,,U 201 JR by and between: PJIA 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 710 North Federal I lighway, Boynton Beach, Florida 33435. and OCEAN ONE BOYNTON, LLC, a Florida limited liability company, with a business address of c/o Washington Real Estate Partners. LLC, 9804 South Military Trail. Suite E-1 1. Boynton Beach. FL 33436(hereinafter referred to as the"Developer'). RECITALS WHEREAS, Developer intends to construct the Project which will include a minimum of 23 I multi-family units with related amenities and approximately 8.575 square feet of commercial space as depicted in the Site Plan attached hereto as Exhibit"A," (hereinafter referred to as the "Project'):and t WHEREAS, the CRA has determined that the Project furthers the Boynton Beach Community Redevelopment Plan; and WHEREAS, Developer has the knowledge, ability, skill,and resources to effectuate the construction and development of the Project;and r WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Community Redevelopment Plan; NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the sufficiency ol'which both Parties hereby acknowledge. the Parties Agree as follows: Section I. Incorporation. 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: 1 y 2.1. "Base Year" mean the base year for determining Tax Increment Revenue from the Project. 2.2 "Benchmarks" shall be the various percentage thresholds of occupancy of the 8.575 commercial/retail space for any year of the Phase I Term as set Forth in Paragraph 5.1.6. 2.3 "Certificate of Occupancy" means the certificate issued by the City pursuant to the City of Boynton Beach Building and Zoning Code indicating that a building or structure complies with all applicable City of Boynton Beach Building and Zoning Code requirements and that the same may be used for the purposes stated thercin. 2.4. "City" means the City of Boynton Beach. Florida. 2.5. "Commencement of Construction" or "Commence Construction" means obtaining an official permit in hand f'or any of the construction activities contained herein and beginning to actually demolish, excavate or prepare the site for development of the applicable phase of the Project in accordance with the City Code and continuing until completion of construction of the Project or Phase of the Project as applicable in accordance with the Florida Building Code. 2.6 "Community 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 o1'City residents and jobs for Locally Owned Small Businesses. 2.7 "Contractor" means a general contractor, a subcontractor or any other business entering into a contract with the Developer related to the construction ol'the Project or part thereof: 2.8 "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2,9 "Good Faith Effort" is considered to have been made when the respective parties have used reasonable means to comply with the associated directives and/or provisions set forth in this Agreement. 2.10 "Grey Shell" means an unfinished interior. lacking heating,, ventilating, air conditioning. lighting. plumbing, ceilings, elevators. interior walls, etc, and ready for tenant improvements. 2.11 "Locally Owned Small Businesses" means any business that is wholly owned by individuals who reside in the City. If a business is owned by a corporation, then the corporation must be wholly owned by individuals who reside in the City. If the business is owned by a partnership or limited liability company, then at least 20% of its partners or members must reside in the City, 2.12 "Minimum Living Wage" means the hourly rate that an individual must cam to support his or her family if they are the sole provider and are working full time (2,080 hours per year) in accordance with Palm Beach County Code Chapter 2, Article IV, Division 3 (the Palm Beach County Living Wage Ordinance),as amended. 2.13 "Nationally Recognized High Performance Green Building Rating System" means any one of the following: the Florida Green Building Coalition (FGBC) Standards, the Green Building Initiative's (GBI) Green Globe rating system, the United States Green Building Council (USGBC) Leadership in Energy and Environmental Design (LEED) Standards, or the National Association of Homebuilders (NAHB)National Green Building Standards (NGBS). 2.14 "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the applicable phase of the Project by agreed upon percentage factor as provided for in this Agreement. 2.15 "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit 1111,1'hereto. 2.16 "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit "A," approved by the City of Boynton Beach, file#NWSP 16-002. Section 3. Developer's Obligations and Covenants. 3.1 Construction of the Project. Developer agrees to Commence Construction of the Project within two(2)years of the Effective Date of this Agreement. 3.1.1 The Project shall conform to the Site Plan and shall include the following, which shall hereinafter be referred to as"Phase I Improvements:": a. Developer shall construct a minimum of 231 multi-family residential units with related amenities. b. Developer shall construct a minimum of 8,575 square feet of commercial/retail space; C. Developer shall construct Parking Improvements,conceptually depicted on Exhibit '1C,11 hereto,consisting, at a minimum of Fifty(50) public parking spaces ("Public Parking") that shall be restricted for public use and that shall not be available to the Phase I residential units. The Parking Improvements may consist of structured parking, surface parking, valet parking, mechanical parking, shared parking or any other means as allowed under local city ordinance.Upon completion of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to establish the maintenance responsibilities of the CPA for the Public Parking. If a Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of the 3 Public Parking, either party may request binding arbitration to complete the terms of the Agreement. d. Construction of the multi-family residential units for the Project shall be in compliance with,qualify for and receive Florida Green Building Certification. e. Prior to and during the construction of the Project, the Developer shall a Hire a job placement consultant during the construction period of this Agreement; • Flast a job fair: s Give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of'Phase I of the Project, • Include in all contracts with Contractors requirements that the Contractors use Good faith Monts to hire and train City residents to participate in the construction of Phase I of the Project: m Provide a list of job positions and descriptions to tine Community Outreach Partner and agree to give priority to qualified job applicants referred by tine Community Outreach Partner to participate in the construction of Phase i of tine Project, • Use Good Faith Efforts to offer permanent job positions resulting from Phase I of the Project to qualified City residents: ® Notify and refer job training and job placement opportunities to the Boynton Beach Community High School and South Tech Academy in Boynton Beach in the event each are able and willing to provide such training,and • Pay or cause to be paid new hires in all permanent positions residing within the City a minimum of the Living Wage. Section 4. Annual Performance Report. Developer shall annually provide the CRA with an Annual Performance Report for tine Project indicating the status of Developer's compliance with the requirements of this Agreement as set forth in Sections 3 and a of this Agreement and evidencing that Developer has paid all property taxes for the Property for the preceding year,Such report must be submitted to the CRA no later than the last day of April f'or the preceding year in a form substantially in accordance with the form attached hereto as Exhibit"D." Section 5. Certification Requirements. 4 5.1 As a condition precedent to its receipt of any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1 Developer must have taken all steps necessary to divide the Property into two separate parcels such that the Phase I Property and the Phase 11 Property have been assigned individual Parcel Control Numbers by the Palm Beach County Property Appraiser and these Parcel Control numbers have been placed on the Palm Beach County tax rolls and assigned taxable value prior to the Base Year for each Phase;and 5.1.2 Developer must have timely provided its Annual Performance Report , providing evidence of compliance with the requirements of this Agreement as set Forth below and evidencing that Developer has paid all property taxes for the preceding year; and 5.1.3 Upon receipt of the Annual Performance Report, 2, the CRA shall review and approve the Annual Performance Report at the next available CRA meeting as meeting the requirements in Section d above and certifying Developer's compliance with all conditions precedent for receiving Pledged Increment Revenue for that Phase I, which approval shall not be unreasonably withheld : 5.1.4 The CRA has received Tax Increment Revenues From the completed Phase 1 improvements subsequent to the Base Year: and 5.1.5 Developer shall not be entitled to any Pledged Project Increment Revenue payments if the Developer has failed to meet its obligations under this Agreement or is otherwise in default under the terms of this Agreement and has failed to sufficiently cure the default as provided for herein alter appropriate notice ofsuch default has been given. There is no obligation by the CRA to disburse the Direct Incentive Funding during any cure period or in the event the Developer is in default of this Agreement so long as,once a default is cured, Developer shall continue to receive their Direct Incentive Funding for the Project up to the Pledged Project Increment Revenue and any time periods for performance hereunder shall be extended for the same period of time needed to cure the default. 5.1.6 Should Developer fail to meet the Benchmarks set below regarding occupancy of 8.575 square feet of commercial/retail space (the "Commercial/Retail Space") for any year ofthe Phase i Term, Developer's percentage of tile Pledged Increment Revenue to be paid to Developer shall be reduced by 10%for that year of the Phase I Term. a. Developer must certify that 25%of the Commercial/Retail Space has been occupied by commercial/retail tenants by at least the third year of the Phase I Term as defined herein. Once the 25% threshold is obtained, whether it be in the first. second or third year, the threshold shall be deemed satisfied forever, even if in the future the actual amount occupied thereafter is less than 25%. Accordingly,as long as Developer did not default under any commercial lease and continues in good faith to re-market the property for lease, once the 25% threshold is achieved. 5 Developer shall be entitled to the Pledged Increment Revenue for the year in which the 25% threshold is achieved and each year thereafter during the Phase 1 Term unless a greater Benchmark is achieved: b. Developer must certify that 50% of the Commercial/Retail Space has been occupied by commercial/retail tenants by at least the sixth year of the Phase 1 Term as defined herein. Once the 50% threshold is obtained. whether it be in any year prior to die end of the sixth year of the Phase I Term.the threshold shall be deemed satisfied forever, even if in the future the actual amount occupied thereafter is less than 50%.Accordingly,as long as Developer did not default under any commercial lease and continues in good faith to re-market the property for lease, once the 50% threshold is satisfied, Developer shall be entitled to the Pledged Increment Revenue for the year in which the 50%threshold is achieved and each year thereafter during the Phase I Term unless a greater Benchmark is achieved; and C. Developer must certify that 70%of the Commercial/Retail Space has been occupied by the commercial/retail tenants by at least the eight]) year of the Phase I Term as defined herein. Once the 70%threshold is obtained, whether it be in any year prior to the end of the eighth year of the Phase I Term. (lie threshold shall be deemed satisfied forever.even if in the future the actual amount occupied thereafter is less than 70%. Accordingly, as long as Developer did not default under any commercial lease and continues in good faith to re-market the property for lease, once satisfied, Developer shall be entitled to the Pledged Increment Revenue for year in which the 70% threshold is achieved and each year thereafter during the Phase 1 Term. 5,2 Certification. 5,2,1 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.1a. and 3.1.I.b. of this Agreement by providing a Certificate of Occupancy for all residential components of tiie Phase 1 Improvements and Certificate of Completion for all nonresidential components of the Phase I Improvements from the City of Boynton Beach indicating the 100 percent completion of all Phase 1 Improvements and demonstrating that the taxable value of all Phase I improvements have been placed on the Palm Beach County tax rolls for the Phase i Property, 5.2.2 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.Lc of this Agreement by demonstrating that it has constructed the Public Parking and by documenting signage and other means by which these Public Parking spaces are clearly reserved for use by the public and excluded from use by multifamily and commercial units that are part of the Project. 5.2.3 Developer shall confirm in its Annual Performance Report that it has met its obligation under Section 3.1.Ld of this Agreement by providing proof of receipt of Florida Green Building Certification. 6 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.Le of this Agreement by: a. Demonstrating that it hired and utilized the services of a job placement consultant and by reporting the job placement consultant's activities during construction of Phase I of the Project; b. Demonstrating that it held a job (air; and C. Requiring all Contractors covered by the terms of this Agreement to provide annual copies of its records, reports or any other information necessary to monitor compliance with the provisions of Section 3.1.1 e of this Agreement and require all Contractors to submit annual payrolls to the Developer that include the following information pertaining to all Locally Ov ned Small Business hired to work on or for Phase 1 of the Project: name, address and the number of hours worked for the period, until a Certificate or Occupancy is issued (or at least 90%of the residential units of Phase I of the Project. Section 6. Pledged Proiect Increment Revenue. 6.1 Formula and Term. 6.1.1 The amount of the Pledged Project Increment Revenue to be paid Developer pursuant to this Agreement is based on the following formula: a. Developer shall receive Pledged Project Increment Revenue for Phase i Improvements for a term of eight (8) consecutive years, beginning the year Developer demonstrates it has met all conditions precedent to receiving Pledged Project Increment Revenue as provided in Sections 3. 4, and 5 of this Agreement for the Project and upon final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year (hereinafter the "Phase I Term"). Tile amount of Pledged Project Increment Revenue due to Developer during the Phase 1 Term shall be determined pursuant to the following formula: For Years I — 7 of the Phase I Tenn. Developer shall receive Seventy-five percent(75%)of the Pledged Project Increment Revenues actually received by the CRA: and For Year 8 ofthe Phase I Term, Developer shall receive Fifty percent(50%) of the Pledged Project Increment Revenues actually received by the CRA. 7 b, The Base Year For determining Tax Increment Revenue from the Project shall be as follows: For the Phase I Term,the year prior to commencement of construction of Phase I Improvements on the Property. 6.2 No Prior Pledge of Pledged Project Increment Revenues. 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 term of this Agreement. 6.3 form of Payment. Payment of shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer. either wholly or in part, and no payment shall be construed to relieve Developer ofobligations under this Agreement or to be an acceptance of Faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or by recognized overnight courier or sent by certified mail. postage prepaid, return receipt requested. The use of electronic communication is not considered as providing proper Notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Michael Simon, Interim Executive Director Boynton Beach Community Redevelopment Agency 710 North Federal I1ighway, Boynton Beach, Florida 33435 With a copy to: Tara W. Dully, Esq. Lewis, Longman & Walker. P.A. 515 North Flagler Drive Suite 1500 West Palm Beach. Florida 33401 If to Developer, such notice shall be addressed to: Mr. Michael Ross Ocean One Boynton, LLC c/o Gulfstream Property Management 9804 South Military Trial 9 Suite E-1 I Boynton Beach, FL 33436 Mr. William Morris Southcoast Advisors. LI_C 777 E. Atlantic Avenue Suite 100 Delray Beach, FL 33483 F. Davis Camalier Washington Real Estate Partners 1629 K Street N.W. Suite 1200 Washington, DC 20006 With a copy to: Bonnie Miskel, Esq. Gary S. Dunay, Esq. Dunay. Miskel and Backman, LLP 14 SE 4111 Street Suite 36 Boca Raton. FL 33432 Section 8. Default. 'file failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach of this Agreement. If Developer !ails to cure the default within thirty (30) days of notice from the CRA. the CRA may terminate this Agreement and all obligations i'or payment of Pledged Project Increment Revenue to Developer shall cease. Section 9. Termination. Unless earlier terminated pursuant to the terms herein, this Agreement shall automatically terminate upon the last disbursement of Pledged Project Increment Revenue to Developer for the Project,or within two(2)years of the Effective Date if the Developer has failed to commence construction of the Phase 1 Improvements subject to force majeure. Either Party may elect to terminate this Agreement by providing 45 days written notice to the other Party upon one or more of the following occurrences: a. The default of either Party, if such default is not cured within the time prescribed by this Agreement: b. The Parties enter into a mutually agreed upon,written Addendum,the of lcct of which is to terminate this Agreement. Section 10. Miscellaneous Provisions. 9 10.1 Waiver, The CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development of the Project, whether such damage or injury occurs before, during, or after the Construction of the Project or the term of this Agreement. Developer hereby forever waives, discharges.and releases the CRA, its agents, and its employees, to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer, This waiver, discharge, and release specifically include negligence by the CRA, its agents, or its employees, to the fullest extent the law allows. 10.2 Indemnification. Developer shall indemnify, save, and hold harmless the CR& its accents,and its employees from any liability,claim,demand,suit. loss,cost,expense or damage which may be asserted,claimed,or recovered against or from the CRA,its agents,or its employees. by reason of any property damages or personal injury, including death. sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment installation and removal) of Developer. Nothing in this Agreement shall be deemed to affect the rights, privileges. and sovereign immunities of the CRA as set forth in Section 768.28, Florida Statutes. This paragraph shall not be construed to require Developer to indemnify the CRA f'or its own negligence, or intentional acts of"the CRA, its agents or employees. Each party assumes the risk of personal injury and property damage attributable to the acts or omissions of"that party and its officers, employees and agents. 10.3 Assignment. This Agreement may only be assigned by the Developer to record owners of the Property with the prior written consent of the CRA, which consent shall not be unreasonably withheld, provided, however. that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement. 10.1 Successors and Assigns. The CRA and Developer each binds itself' and its partners, successors, executors. administrators and assigns to the other party and to the partners. successors,executors,administrators and assigns of such other party, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5 No Discrimination. Developer shall not discriminate against any person on the basis of race.color. religion, ancestry, national origin. age, sex, marital status, sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6 No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership,joint venture, or employee relationship. It is specifically understood that Developer is an independent contractor and that no employer/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance tinder this Agree►tient. 10.7 Public Records: The CRA is a public agency subject to Chapter 119. Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically, the Developer shall: 10 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 ofpublic 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 arc not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if Developer does not transfer the records to the CRA. d. Upon completion of the contract, transfer, at no cost, to the CRA all public records in possession ol'Developer or keep and maintain public records required by the CRA to perform the service. If Developer transfers all public records to the public agency upon completion of the contract. Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion of the contract. Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA,upon request from the CRA's custodian ol'public records,in a formal that is compatible with the information technology systems ofthe 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; 710 North Federal Highway,Boynton Beach, Florida 33435; or Boynton Beach CRAra'bbfl.us, 10.8 Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered,except in writing and then only il'signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein, are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9 Counterparts and Transmission. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required,each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The executed signature page(s) from each original may be joined together and attached to one such original and it shall constitute one and the same instrument. In addition, said counterparts may be transmitted electronically (i.e.. via facsimile or .pdf 1'onnat document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. II 10.10 Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less f-avorably towards any of the parties by virtue of the fact that one party or its attorney drafted all or any part thereof. Any ambiguity bund to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 10.11 Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida and the United States of America, without regard to conflict of law principles. Venue and jurisdiction shall be Palm Beach County. Florida, for all purposes, to which the Parties expressly agree and submit. 10.12 Independent Advice. The Parties declare that the terms of this Agreement have been read and are fully understood. The Parties understand that this is a binding legal document. and each Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13 Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity or unenforceability shall not affect the other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions of the Parties can continue to be achieved. To that end. this Agreement is declared severable. 10.14 VoluntaryWaiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.1: Compliance witli Laws. In its performance under this Agreement. Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County,City of Boynton Beach,and CRA ordinances and regulations. 10.16 Effective Date. This Agreement will become effective upon the date and time the last party executes this Agreement. 10.17 Survival. The provisions of'this Agreement regarding public records. indemnity. and waiver shall survive the expiration or termination ofthis Agreement and remain in full force and effect. 12 IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year First above written. WITNESSES OCEAN ONE BOYNTON, LLC a Florida limited ('ability company Print Name: t _ !Tint Name: r15 � c Title: oe—f v rint me: -- - -- -� ATG OF FI.ORIDA ) SS: COUNTY OF WN ) BEFORE ME. an officer duly authorized b I N%. to administ•r oaths and take acknowledgments. personally appeared , t as of OCEAN ONE BOYNTON, LLC, and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of OCEAN ONE BOYNTON, LLC. Cor the use and purposes mentioned herein and that the instrument is the act and deed of OCEAN ONE BOYNTON,LLC. l le/she is personally known to me or has produced us identification. IN WITNESS OF TRIC F n an RCGOING. I have set my had official seal at in the State and County aforesaid on this day of__.,. . 201 My Commission Lxpires: ta' of Florida at L' ge . 41 .EXPIRES 8e 1�. 1ao .Ia• REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [CRA SIGNATURE ON FOLLOWING PAGEI 13 WITNESSES BOYNTON BEACH COMMUNITY REDEVELOPMEN GE Y r Print Name: Steen Grant. CRA pard Chair Print Na _.._ �. STATE OF FLORIDA ) SS: COUNTY OF PALM BEACH ) BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared Steven Grant as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/site has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. 1-le/she is personally known to me or has produced as identification. IN WITNESS OF TME FOREGOING. I have set my hand and official seal at in the State and County aforesaid on this la day of , 201 My Commission Expires: ary ie. St e Loffflorida at Large, Bonnie Nicklien NOTARY PUBLIC STATE OF FLORIDA Comm#GGIO8394 r 14 Expires 5/25/2021 14 Exhibit "A" (Project) (see attached) 15 US HOMAY Na i hG�,'1 h1tK•1 h � s - 49 i h r '!r ��`i�� ` SRI � � ._�. ��; _• m 1 1--. *.c lv fif -0 1 R z r -`--'---- •-`-7--- • sr• � P9 pill ocean one COHEN •FREEDMAN-ENCINOSA & ASSOC, ®, VA K +at HOWAY. BEACR I3. Archltccts, PA OMW 8m M7.!35th&nr W mm!Ota.K d& 33036 �3 f36 1341 Exhibit "B" (Property) (see attached) }7 Its rd le 047 Cara Moom Ram SURVEYING 8 MAPPING Tel(661)209988 Boca Rab(,Flalda 33487 Cmlific-ala of ANlwrizalwn Nn L97261 Fex(58124"102 SKETCH AND LEGAL DESCRIPTION (NOT A SURVEY) ®CERN ONE - PHASE 1 LEGAL DESCRIPTION A PORTION OF THE NORTHWEST ONE-QUARTER OF SECTION 27, TOWNSHIP 45 SOUTH, RANGE 43 EAST, PALM BEACH COUNTY, FLORIDA, INCLUDING PORTIONS OF LOTS I THROUGH 6, "FUNK BROS. ADDITION TO THE TOWN OF BOYNTON", AS RECORDED IN PLAT BOOK 2 AT PAGE 13 OF THE PUBLIC RECORDS OF PAIN BEACH COUNTY, FLORIDA, AND A PORTION OF LOT 41 "OEWEY'S SUBDIVISION", AS RECORDED IN PLAT BOOK 1 AT PAGE 37 OF SAID PUBLIC RECORDS, ALL IN ACCORDANCE WITH THE "AGREEMENT PLAT", AS RECORDED IN PLAT BOOK 10 AT PAGE 2, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWFST CORNER OF SAID SECTION 27; THENCE NORTH 89'55'38" EAST, ALONG THF NORTH :_INE OF SAID SECTION 27, A DISTANCE OF 86.08 FEET; THFNCF, SOUTH 00'04'2.2" EAST, A DISTANCE OF 22.00 FEET TO THE POINT OF BEGINNING; THENCE NORTH 89"5518" EAST, A DISTANCE OF 216.56 FLET TO FHE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; I*HENCE EASTERLY AND SOUTHERLY ALONG THE ARC OF SAID CURVE,HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 88"20'52", A DISTANCE OF 38.55 FEET TO THE POINT OF TANGENCY; THENCE SOUTH 010 43130" EAST, ALONG A LINO 15.00 FEET WEST OF AND PARALLEL- WITH THE EAST LINE OF SAID LOTS 1 THROUGH 6 AND THE EAST LINF OF SAID LOT 41, A DISTANCE OF 287,77 FEET, THENCE SOUTH 88"37'13" WEST, A DISI ANCE OF 268 22 FEET, THENCE NORTH 01"23'00" WEST, ALONG A LINE 60.00 FEET EAST OF AND PARALLEL WI I H THE WEST LINE OF SAID SECTION 27, A DISTANCE OF 292.55 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; THENCE NORTHERLY AND EASTERLY ALONG THE ARC OF SAID CURVE, IIAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGI E OF 91" 18'38", A DI5TANCF OF 39.84 FEET TO THE POINT OF BEGINNING. SAID LANDS SITLJA1E IN THE CITY OF BOYNTON BEACH, PALM BEACH COUNTY, FLORIDA, AND CONTAIN 83,950 SQUARE FEET, MORE OR LESS. NOTES 1. REPRODUCTIONS OF THIS SKETCH ARE NOT VALID WITHOUT THE SIGNATURE AND tHE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED SURVEYOR AND MAPPER 2. NO SEARCH OF THE PUBIIC RECORDS WAS MADE IN THE PREPARATION OF THIS SKETCH AND DESCRIPTION 3. BEARINGS SHOWN HEREON ARE BASO ON THE WEST LINE OF IHE NORTHWEST ONE- QUARTER OF SECTION 27,HAVING A [TEARING OF NORTH 01'23'00" WEST,ACCORDING TO THE STATE PI,ANF COORDINATE SYSTEM,STATE OF FLORIDA,EAST ZONE,NORTH AMERICAN DATUM OF 1983, (990 ADJUSTMENT. CERTIFICATION IHEREY CERTIFY TIIAT THE SKETCH AND DESCRIPTION SHOWN HEREON COMPLIES WITH STANDARDS OF PRACTICE AS CONTAINED IN CHAPTER 61017-6,FLORIDA ADMINISTRATIVE CODE,PURSUANT TO SECTION 472 027,FLORIDA STATUTES,AND THAT SAID SKETCH AND DESCRIPTION IS TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND BELIEF AS PREPARED UNDER MY DIREC FION. i[IFF S..HO'DAF'P----_.--, SURVEYOR AND MAPPER FLORIDA LICENSE NO. LS5111 +rolset rae n OCE44 DHE Datta 08/2612017 i00 Mo. 0 175 Gk an JSI( a D to TD SHEET 1 O 2 18 P O SKETCH AND LEGAL DESCRIPTION NW CORNER _(NOT A SURVEY) SECTION 27-45-43 N89°55'38"E 86,08' (NOT FOUND) N BOYNTON BEACH BOULEVAR P.0. N LINE SECTION 27-45-43 [,— ��_----- -•— ' ---- - —' -- – N89°55'38"E 216.56` j R-25.00 >• D•880 20'52" `' S Ofl OZ 2.00' -�.__,...r; . –(_ R•ZS.Ofl' R/W ABANDONMENT)—� 6D' L-39.84' (ORB 29016,13G. 975' z D•91°18'38" 1 LOT 2 FPI. EASEMENT i C W (ORB 19094,PG. 1699) LOT 3 o o i z "AGREEMENT PLAT" LOT 4 � to (P,B. 10, PG, 2) 4�tn tO "FUNK BROS. ADDITION' (A - o N –tPB -2,-P 013) Z ! OT 5 rn 0O Q N c W. 0o' en LOT 625' born S880 37'13"W 2bT,22' ,.. L'i�„0 N 0 W 10'R/6N TO BEI �nZ n r DEOiCATED CI z z m o �rl "'AGREEMENT PLAT4I' z(P,B. 10, PG. 2) C i5 T 41 VEWEY SOSUBDIVISION" (P.B. 1, PG. 3 �w ; A A86REVIATIONS L ARCLENCIN b DELTA (CENTRAL ANGLE) L.a. LICENSED ROSINESS IL.S. LICENSED SURVEYOR U.N.U. OFFICIAL RECORDS BOOK P.O.B. POINT OF BEGINNING • P-0 C. P31NT OF COLMHCEVENT O P.R. PLAT BOOK S. LINE LOT 41 P.B.C.R. P41AI BEACH COUNTY RECORDS (—__—.._._._, u'_ —__ - - ..____. PC. PACE . - .—-..—. — -- --- P.S.N. PROFESSIONAL SURVEYOR OCEAN AVENUE(SR 804) a l(4PPC.R H1n R(CHT-Of-WAY w 04175 1 Peat Oct how OCEAN O&E Jm 61, JSH fCRt, P•fl0' a•a 6r# TP otic. 09126/2017 ET 2 Of 2 Exhibit 1111 19 (Public Larking) (see attached) 20 ZL'7 1 t'Ct7l1 MNCIRIt.� �n�"-li/1 �A � 1 `dN'IH N HbUUldt� O 1 / boa 1 (Y�aB18fl0�AV HVA � E-+ F� 0 0 EXHIBIT"D" ANNUAL.PERFORMANCE REPORT FORM (shall be required annually) Time Period Date Prior to and during the construction of Phase I(if applicable): 1. Hired job placement consultant on 2, Hosted a job fair on 3. Noticed through the Community Outreach Partner,availability of employment opportunities related to construction of Phase I of the project on 4. Provided evidence of requirement In subcontractor's contracts to hire and train local residents 5. Provided list of job positions and descriptions to Community Outreach Partner 6. Receipt of written confirmation from the contractor and subcontractors of the requirement to use minimum living wage on Prior to and during the construction of Phase 11(If applicable): 1, Obtained approval for a 100-room hotel on 2. Provided written confirmation of approval of the 50 additional public parking spaces(identifying the public parking spaces)on Post construction Certification requirements Phase I certification(if applicable): 1. Provided Certificate of Occupancy from the City of Boynton Beach or other governmental agency demonstrating Certificates of Occupancy for the Phase I's 231 multi-family units on 2. Provided a Certificate of Completion for the Project's 8,575 square feet of commercial is completed as a Grey Shell on 3. Provided certificate of completion of the 50 Phase I public parking spaces on 4. Provided written confirmation of compliance with a Nationally Recognized High Performance Green Building Rating System on 23 PURCHASE AND DEVELOPMENT AGREEMENT This Purchase and Development Agreement (hereinafter "Agreement") is made and entered into as of the Effective Date (hereinafter defined), by and between BOYNTON BEACI I COMMUNITY REDEVELOPMENT AGENCY, as public agency created pursuant to Chapter 163,Part 111.ofthe Florida Statutes(hereinafter,-SELLER")and OCEAN ONE BOYNTON,LLC (hereinafter, "PURCHASE-11"), lticonsidei-atioiiofcite mutuaf covenants and agreements herein set forth,the Parfieshereto agree as follows: 1. PURCHASE AND SALUPROPERTY. SELLER agrees to sell and convey to PURCI-IASL.R, and PURCHASER agrees to purchase and acquire from SELLER. on the terms and conditions hereinafter set forth.the Property which consists of a parcel located in Palm Beach County, Florida as more particularly described as follows(hereinafter,tile -Property"): See Attached Exhibit "A." 2. PURCHASE PRICE AND PAYMENT. The Purchase Price to be paid for the Property shall be Ten Dollars($10.00),receipt of which is hereby acknowledged.The parties agree that SELLER is conveying tile Property to PURCHASER for the construction of mixed- use development as set forth in the Site Plan attached hereto as Exhibit "B." (tile "Development Project"). SELLER has complied with Section 163,380, Florida Statutes. in proceeding with tile sale of the Property to PURCI IASER. 3. QEPQSIT $).000-00.to be paid to Closing Agent as hereinafter defined within Five(5)days of the EMective Date,which shall be nonrcrundable unless otherwise provided herein, and shall be credited against Buyer's costs at closing. 4. E17FECTIVE DATE, The Effective Date of this Agreement shall be the date when the last one of the SELLER and PURCHASER has signed the Agreement. 5CLOSING. The purchase and sale transaction contemplated herein shall close within sixty (60) days from the Effective Date of this Agreement, unless extended by other provisions ofthis Agreement or by written agreement,signed by both parties.Notwithstanding the agreement, the Closing shall occur no later than one year from the Effective Data.. 6. TITLE TO BE CONVEYED. At Closing.SELLER shall convey to PURCHASER, by Special Warranty Deed in a form substantially in accordance Nvith Exhibit"C"attached hereto, and complying with the requirements of the`title Commitment (hereinafter defined), valid,good, marketable and insurable title in fee simple to the Property, free and clear orally and all liens, encumbrances, conditions, easenwnts. assessments. restrictions and other conditions except only the Following (collectively, tile "Permitted Exceptions"): (a) general real estate taxes and special assessments For the year orClosing and subsequent years not yet due and payable: (b)covenants, conditions, casements, dedications, rights-of-way and matters of record included on the Title Commitment or shmkn on the Survey(hereinafter defined),to which PURCHASER foil$to object, PURCHASE AND Dr:;VEI,.OP,\,11-'.N'I'AGREtENI Page 2 of 77 or which PURCHASER agrees to accept. pursuant to Section 7.1 and Section 7.2 hereof. 7. INVESTIGATION,017 TFIE PROPER'ry, Within thirty(30)days of tile Effective Date (-Feasibility Period"), PURCHASER and PURCHASER'S agents, employees, designees, contractors, surveyors, engineers, architects, attorneys and other consultants (collectively. "Agems"), shall have the right. at PURCHASER'S expense, to make inquiries oCand meet with members ol'Governmental Authorities regarding the Property and to enter upon the Property, w any time and From ti-ne to time with reasonable notice to SELLER and so long as said investigations do not result in a business interruption, to perform any and all physical tests, inspections, and investigations or the Property. including but not limited to Phase I and Phase 11 investigations, which PURCHASER may deem necessary. During this Feasibility Period, PURCHASER may elect, in PURCHASER'S sole and absolute discretion, to terminate this contract, If PURCHASER elects to terminate this Agreement in accordance with this Section. PURCHASER shall: (i) leave the Property in substantially(lie condition existing on (lie Effective Date; (H) to the extent practicable,shall repair and restore any damage caused to the Property by PURCHASER'S testing and investigation. and(iii) release to SELLER(without representation or warranty),at no cost.all reports and other work generated as a result Of the PURCI,IASER-S testing and investigation (other Haan proprietary information prepared solely by Purchaser). PURCHASER hereby agrees to indemnify and hold SELLER harmless from and against all claims. losses,expenses,demands and liabilities, including, but not limited to,attorney's fees, for nonpayment for services, rendered to PURCHASER (including. without limitation, any construction liens resulting thercfrorn) or for damage to persons or property arising out of PURCHASER'S investigation of the Property. PURCHASER'S. obligations under this Section shall survive the termination,expiration or Closing7-- of this Agreement. 7.1 Scllcr*s Documents. SELLER shall deliver to PURC14ASER the following documents and instruments within Five(5)days or tile Effective Date of this Agreement:copies of' any reports or studies (including, environmental, engineering. surveys, soil borings and other physical reports) in SELLER'S possession or control with respect to the physical condition orthe Property. if any. 7.2 Title Review, Within thirty (30) days of tile Effective Date ("Title Investigation Period"), PURCHASER shall obtain, at the PURCHASER'S expense. from a Title Company chosen by PURCHASER(hercinarter"Title Company"),a Title Commitment covering the Property and proposing to insure PURCHASER in an amount to be determined subject only to tile Permitted Exceptions. together with complete and legibic copies or all instruments identified as conditions or exceptions in Schedule B of tile Title Commitment. PURCHASER shall examine the Title Commitment and deliver written notice to Sf-'-I,LFR no later thin tile end of the Title Investigation Period. notifying SELLER of any objections PURCHASER has to the condition of title (hereinarter "PURCHASER'S Title Objections"). If PURCHASER fails to deliver PURCHASEWS Title Objections to SELLER within the aforesaid review period, title shall be deemed accepted subject to the conditions set forth in the Title Commitment. IrPURCI IASER timely delivers tile PURCHASER'S Title Objections. SELLER shall have thirty (30) days to attempt to cure and remove the PURCHASER'S Title Objections(hereinafter"Cure Period"), It is understood by the parties that SELLER shall have no obligation to incur costs or initiate legal proceedings to address PURCHASEWS Title Ob cctions. In the event that SELLER is unable to j PURCI IASE AND DEVELOPi\lf,'NT,\CjRl-'[,-i,IEN-r Page 3 of 77 cure and remove,or cause to be cured and removed, the PURCI,IASER'S Title Objections within tile Cure Period to the satisfaction of'PURCIASER.then PURC HA SE R, in PU RCHASE R'S sole and absolute discretion,shall have the option or(i) cx(ending the Cure Period and the Closing for one additional thirty(30)day period-or(ii)accepting the Title to the Properly as or the time of Closing or(iii)canceling and terminating this Agreement, in which case,(lie Deposit, i r any, shall be returned to PURCHASER and the Pat-ties shall have no further obligations or liability hereunder,except fior those expressly provided herein to survive termination of'this Agreement. Prior to the Closing. PURCI IASER shall have(lie right to cause the Title Company to issue an updated Title Commitment("Title Update")covering(lie Property. lFany Title Update contains any conditions which did not appear in the Title Commitment,and such items render title unmarketable, PURCI IASER shall have the right to object to such new or different conditions in writing prior to Closing. All rights and objections of the Parties with respect to objections arising from the Title Update shall be the same as objections to items appearing in the Title Commitment, subject to the provisions of this Section. T3 Survey Review. PURCHASER.at PURCHASEWS,expense, may obtain a current boundary survey(the"Survey'')ofthe Properly,indicating the number of acres comprising tile Property to the nearest 111 00th o,f an acre. I f the Survey discloses that there are encroachments on the Property or (lint improvements located on time Properly encroach on setback lines, casements, hands of'others or violate any restrictions,covenants of this Agreement. or applicable governmental regulations. [lie same shall constitute a title defect and shall be governed by tile provisions of Section 7.2 concerning title objections. 8< CONDITIONS TO CLOSING. PURCI JASER shall not be obligated to close oil the purchase of the Property unless each of the following conditions(collectively,the"Conditions to Closing*')are either fulfilled or waived by PURCHASER in writing: 8.1 Representations and Warranties. All of the representations and warranties of SELLER contained in this Agreement shall be true and correct as ol'Closing. 8.2 Condition of Property. The Property is being sold in as-is condition. 8.3 Pendigg Proceeding At Closing. there shall be no litigation or administrative agency or other governmental proceeding of'any kind whatsoever. pending or threatened, regarding the Properly.which has not been disclosed, prior to closing,and accepted by PURCHASER. 8.4 Compliance with Laws and Regulations. The Property shall be in compliance with all applicable federal. state and local laws, ordinances. rules, regulations, codes, requirements. licenses, permits and authorizations as or the date of Closing, 9. CLOSING DOCUMENTS. The SELLER shall prepare, or cause to be prepared. the Closing Documents set Cortin in this Section, except for documents prepared by the Title Company. At Closing. SELLER shall execute and deliver,or cause to be executed and delivered PUM IASL;AND ISE M-OPIVIENT AGRFEMENT Page V77 to FURCI IASER (ic following documents and instruments: 9.1 Deed, A Special Warrant),Deed (the-Deed")conveying to PURCHASER valid, good, marketable and insurable 1ec simple title to the Property firce and clear or all liens. encumbrances and other conditions or title other than [lie Permitted Exceptions. consistent with Section 6 orthis Agreement, 9.2 Seller's Affidavits. SELLER shall furnish to PURCHASER an owner's affidavit attesting that, to the best of its knowledge, no individual or entity has any claim against the Property under the applicable construction lien lalv;and that there are no parties in possession of the Property other than SELLER. SELLER shall also Jumish to PURCHASER as non-foreign affidavit with respect to tile Property. In the event SELLER is unable to deliver its affidavits referenced above or any other document reasonably required by the Title Company,the same shall be deemed an uncured Title Objection. 9.3 Closing Statement. A closing statement setting forth the Purchase Price,.all credits, adjustments and prorations between PURCHASER and SELLER. all costs and expenses to be paid at Closing,and the net proceeds due SELLER. 9.4 Corrective Documents. Documentation required to clear title to the Property of-all liens,encumbrances and exceptions, if any. other than Permitted Exceptions, 9.5 Additional Documents. Such other documents as PURCI IASER or the Title Company may reasonably request that SELLER execute and deliver, and any other documents required by this Agreement or reasonably necessary in order to close this transaction and crFectuate the terms of this Agreement. 10, PRORATIONS, CLOSING COSTS AND CLOSING PROCEDURES. 10.1 11rorations. Taxes and assessments.if any. for the Property shall be prorated through the day before Closing. Cash at Closing shall be increased or decreased as may be required by prorat ions to be made through the day prior(o Closing. Taxes shall be prorated based upon tile current year's tax with due allowance made For Maximum allowable discount, If Closing occurs at a date when tile current year*s millage is not fixed and current year's assessment is available, taxes will be prorated based upon such assessment and prior year's millage. if current year's assessment is not available, (lien taxes will be prorated on prior year's tax. A tax proration based on an estimate shall,tit request of either party. be readjusted upon receipt of tax bill, 10.2 Closing Costs. PURCHASER shall pay for documentary stamps on tile deed, recording the deed and all general closing expenses(settlement fee. courier fees,overnight packages. e(c.). Each party shall be responsible for their own attorneys* fees. The PURCHASER shall be responsible for the payment or the survey and the title insurance searches and policies, 10.3 Closina Procedure, PURCHASER shall fund the Purchase Price subject to the credits, offsets and prorations, set Forth herein. SELLER and PURCHASER (as applicable) shall execute and deliver to the Closing Agent designated by PURCHASER, the Closing PURCHASL AND DEVELOPMENTAGREENIENT Pnge 5 of 77 Documents, Tile Closing Agent shall,at Closing,deliver the Closing Documents and a"marked- up" Title Commitment to PURCHASER, and promptly thereafter, record (fie Deed and other recordable Closing Documents in ilia appropriate public records. IOA Existing MgqgMsand Other Liens. At Closing. SELLER shall obtain. or cause to be obtained, satisfaction or release of record or all mortgages, liens and judgments applicable to and encumbering the Property. 11, REPRESENTATIONS. COVENANTS AND WARRANTIES, 11.1 Seller's Representations-and Warranties. SELLER hereby represents, covenants and warrants to PURCHASER, as of(lie Effective Date and as of the Closing Date. as Follows: 11.2 Authority. The execution and delivery of this Agreement by SELLER and the consummation by SELLER of the transaction contemplated by this Agreement are within SFIA-ER'S capacity and all requisite action has been taken to make this Agreement valid and binding oil SELLER in accordance with its terms,"rhe person eXCCLIting this Agreement on behalf of SELLER has been duly authorized to act on behalf of and to bind SELLER.and this Agreement represents a valid and binding obligation ofSEI,L[--,R, 11.3 Litle. SELLER is and will be on the Closing Date,the owner of valid,good, marketable and insurable Fee simple title to the Property. free and clear of all liens.encumbrances and restrictions oFany kind.except the Permitted Exceptions(and encumbrances orrecord which Will be discharged at Closing). 12. DEFAULT. 12.1 Purchaser's PgfhUlt, In the event that this transaction fails to close solely due to PARC!IASERs refusal to close, and such failure to close is not a result of' SELLER'S default or a title/survcy defect, subject to the provisions of Paragraph 12.3 below, SELLER may terminate this Agreement and be entitled to retain the Deposit. following which neither PURCHASER nor SEI...LER shall have any further obligations or liabilities tinder this Agreement, except for those expressly provided to survive the termination of this Agreement: provided, however,that VURCFIASER shall also be responsible for the removal orany liens asserted against the Property by persons claiming by. through or under PURCHASER, The failure of PURCI IASC-R to comply with the provisions set forth in this Agreement S11311 Constitute a Default and Breach of this Agreement. 12.2 Scllcr*s Default. In the event that SELLER shall fail to fully and timely perform any of its obligations or covenants hereunder or if any of SELLER'S representations are untrue or inaccurate. then, notwithstanding anything to the contrary contained in this Agreement. PURCHASER may. at its option: (1)declare SELLER in default under this Agreement by notice delivered to SELLER, in which event PURCHASER may (i) seek an action for specific performance; or (ii) terminate this Agreement, wherein the full deposit shall be returned to PURCHASER and neither Party shall have any further rights hereunder. CON421 PURCHAsr AND DEVE 1-0111MENT AGREUNIEN1 Page 6 of 77 12.3 Notice or Default. Prior to declaring a default and exercising the remedies described herein, the non-defaulting Party shall issue a notice of default to the defaulting Party describing the even( or condition of default in sufriciem detail to enable a reasonable person to determine the action necessary to cure the defauh. The defoulting, Party shall have fifteen (15) days From delivery or itic notice during which to cure the default. provided, however, that as to n failure to close, Elie cure period shall only be three (3) Business Days from the delivery ornotice. Both parties agree (hat if an extension is requested. such extension shall not be unreasonably withlield. Ifthe default has not been cured within the aforesaid period, ilic non-defaulting Party may exercise the remedies described in this Section 12. 12A Survival. The provisions of this Section 12 shall survive the termination of this Agreement. 13. NOTICES. All notices required in this Agreement must be in writing and shall be considered delivered when received by certified mail,return receipt requested,or personal delivery to the following addresses: If to Seller: Boynton Beach Community Redevelopment Agency Interim Executive Director.Michael Simon 710 N. F cderal 1-1 ighway Boynton Beach, Florida 33435 Willi it copy to; Tara Duliy, Esq. Lewis, Longman & Walker. P.A. .5I 5 North Flagler Drive Suite 1500 West Palm Beach, Florida 33401 If to Buyer: William Morris Ocean One Boynton, LLC 777 E. Atlantic Avenue, 4'100 Delray Beach, FL 33493 Mr. Davis Carnalier 1629 K Street N.W. Suite 1200 Washington, DC 20006 Mr. Michael Ross 9804 S. Militaryl-raii Suite El I Boynton Beach. FL 33136 PURCHASE AND DEVELOPNIFNrr AGREUrvill.NT Pag,c 7 o F 7 7 With a copy to: Gary S. Dunay, Esq, Dunay, Miskel and Backman. LLP 14 SE 4"' Street,#36 Boca Raton, FL 33432 14, BINDING OBLIQATION/ASSIGNMENT. The terms and conditions or this Agreement are hereby made binding on, and shall inure to the benefit of. the successors and permitted assigns of(lie Parties hereto. This Agreement may not be assigned, sold. or otherwise transferred to any other entity without prior, written permission by the CRA, which permission shall not be unreasonably Nvithheld. 15, RISK OF LOSS. In the event the condition ofthe Property, or any part thereof, is materially altered by an act or God or other natural force beyond the control of SELLER, PURCI-IASER may elect, as its sole option,to terminate this Agreement and tile parties shall have no further obligations tinder this agreement. or PURCHASER may accept the Property without ,any reduction in the value orthe Property. 16. BROKER FEES. The Parties hereby confirm that neither of them has dealt with any broker in connection with the transaction contemplated by this Agreement, Each Party shall indemnify.defend and hold harmless the other Party firorn and against any and all claims, losses. damages,costs orexpenscs(including,without limitation,attorney's rees)ofany kind or character arising out of or resulting front any agreement,arrangement or understanding alleged to have been made by either Party or on its behalf with any broker or finder in connection with this Agreement. I-lowcvcr, SELLER'S indemnification obligations shall not exceed tile statutory limits provided within Section 7f 8.25, Florida Statutes,and CRA does not otherwise waive its sovereign immunity rights.The provisions ol'this Section shall survive Closing or termination of this Agreement, 17. ENVIRONMENTAL CONDITIONS, To the best of SELLER'S knowledge, the Property and the use and operation thereof are in compliance with all applicable county and governmental laws.ordinances.regUla(ions. licenses,permits and authorizations,including,without limitation,applicable zoning and environmental laws and regulations. In addition.SELLER has not received any notices of any violation of environmental condition or other notices of violation of municipal ordinances, M DEVELOPMENT AND SALE OF THE PROPERTY, SELLER and PURCHASER acknowledge that the Property is being sold to PURCHASER for tile sole purpose ot'developing a mixed-use project at the northeast corner of Boynton Beach Boulevard and Federal Highway. 18,1 Seiler Design Approval. The PURCHASER and SELLER acknowledge, that the SELLER has reviewed the Site Plan and finds the Site Plan acceptable and consistent with the CRA Redevelopment Plan, 18.2 Development Tinicline, The City has approved PURCHASER's Site Plan. PURCHASER agrees to diligently and continuously pursue approval of all other necessary approvals until the first building permit tins been issued for the Development Project. PURCHASE AND DEVELOPMENT AGRIA-MENT Page 8 of 77 PURCHASERagrecs to commence construction of the Development Project within two(2)years from the Effective Date of the Tax Increment Revenue Finance Agreement attached hereto as Exhibit "D," (hereinafter"Construction Commencement Period")Once tile First building permit is issued for the Development Project, PURCI-IASER agrees to diligently and continuously pursue cornpletion of construction ofthe Development Project.subject to force majeure and other matters beyond the reasonable control of PURCHASER, IrPURCHASER fails to commence construction within the timerrame set l'brth herein, PURCHASER shall be obligated to commence construction ol'a public plaza (the -Pla7a")on the Property containing benches, walkways and landscaping in accordance with Exhibit"E," attached hereto and made a part hereof by reference no later than twelve (12)months after the expiration of the Construction Commencement Period. 'File Special Warranty Deed shall include a restriction consistent with the requirements of this Section in a form substantially in accordance with Exhibit"C"attached hereto. 183 Survival, The provisions ofthis Section 18 shall survive the termination of this Agreement. 19� MISCELLANEOUS. 19.1 General. This Agreement and any amendment hereto, may be executed it any number of counterparts,cath orwhich shall be deemed to be an original and till ofwIlich shall, together. constitute one and Elie some instrument. The section and paragraph headings herein contained are ]or the purposes of identification only and shall not be considered in construing this Agreement. Reference to a Section shall be deemed to be a reference to the entire Section, unless otherwise specified. No modification or amendment or this Agreement shall be of any force or effi!ct unless in writing executed by Parties. This Agreement sets Forth the entire agreement between the Parties relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between tile Parties. This Agreement shall be interpreted in accordance with the laws of tile State of Rod& The Parties hereby agree that jurisdiction of any litigation brought arising out of this Agreement shall be in (lie Fifteenth Judicial Circuit in and for Palm Beach County, Florida, or, should any cause of action be limited to redcral jurisdiction only, in the United States District Court for the Southern District Court of Florida. 19.2 Computation of Time. Any reference herein to time periods which are not measured in Business Days and which are less than six(6)days,shall exclude Saturdays,Sundays and legal holidays in the computation thereof. Any time period provided fior in this Agreement which ends on a Saturday, Sunday or legal holiday shall extend to 5:00 pm. on the next Ilull Business Day. Time is of Elie essence in the performance or all obligations under this Agreement. Time periods commencing with the Effective Date shall not include the Effective Date ill the calculation thereof, For purposes of this Agreement. Business Days shall mean Monday through Friday but shall exclude state and federal holidays. 19.3 Waiver. Neither(lie failure ora party to insist upon strict performance of any of Elie terms. provisions. covenants,agreements and conditions licreof. nor the acceptance of any item by a party with knowledge or a breach or this Agreement by the other party in the performance of their respective obligations hereunder, sliall be deemed a waiver of any riollts or PURCHASE AND DEVELOPMENT AGREEMENT Pap9ol-77 Z� remedies (lint a party may have or a waiver of any Subsequent breach or default in tiny Of such terms, provisions, covenants,agreements or conditions. This paragraph shall survive termination ofthis Agreement and the Closing. 19.4 Construction of Agreement. ']'he Parties to this Agreement, through counsel, have participated freely in[lie negotiation and preparation hereof.Neither this Agreement nor any amendment hereto shall be more strictly construed against any ol'the Parties. AS used in this Agreement or any amendment hereto, the masculine shall include the feminine, the singular shall include the plural, and the Plural shall include the singular. as the context may require. Provisions of this Agreement that expressly provide that they survive the Closing shall not nierge into the Dee& 19.5 Severability, If any part ol'this Agreement shall be declared unlawful or invalid,the remainder of the Agreement will continue to be binding upon the pailies so long as the rights and obligations of the Parties contained in this Agreement are not materially prejudiced and the intentions orthe Parties can continue to be achieved. To that end. this Agreement is declared severible.. The provisions of this Section shall apply to any amendment ol'this Agreement. 19.6 Handwritten Provisions. Handwritten provisions inserted in this Agreement and initiated by CRA and SELLER shall control all printed provisions in conflict therewith. 19.7 Waiver of Jury Trial, As an inducement to PURCHASER agreeing to enter into this Agreement, PURCHASER and SELLER hereby waive trial by jury in any action or proceeding brought by either party against the other party pertaining to any matter whatsoeverarising Z7 out of or in any way connected with this Agreement. 19.8 Attornevs Fees and Costs. Should it be necessary to being an action to enforce any of the provisions or this Agreement, reasonable attorneys' rees and costs, including those at the appellate level,shall be awarded to[lie prevailing party. 19.9 Binding Authority. Each party hereby represents and warrants to the other that each person executing this Agreement on behall'of the CRA and SELLER has full right and lawful authority to execute this Agreement and to bind and obligate the party ror whom or on whose behalf lie or she is signing with respect to all provisions contained in this Agreement. 19.10 Recording. This Agreement may be recorded in the Public Records of Palm Beach County. Florida. 19.12 SELLER Attorneys' Fees orad Costs. SELLER acknowledges and agrees that SELLER shall be responsible for its own attorneys* secs and all costs, if any, incurred by SELLER in connection Nvith the transaction contemplated by this Agreement. 19.13 Public Records, SELLER—is public agency subject to Chapter 119, Florida Statutes.The PURCHASER shall comply with Florida's Public Records Law.Specifically, the PURCHASER shall: 4k;N 4 PURCHASE AND DEVELOPMCNT AGREGMENT Page 10 of 77 a. Keep and rn a intain public records that ordinarily and necessarily would be required by the SF-LLER in order to perform the service-, b. Provide the public with access to such public records on the same terms and conditions that the SELLER would provide the records and at a cost that does not exceed that provided in chapter 119. Fla. Stat.,or as otherwise provided by la8%; c. Ensure that public records that are exempt or that are confidential and exempt firom public record requirements are not disclosed except as authorized by law;and cl. Meet all requirements for retaining public records and transfer to[lie SELLER,at no cost,all public records in possession or the PURCHASER upon termination of the contract and destroy any duplicate public records that arc exempt or confidential and exempt, All records stored electronically Must be provided to the SELLER in a rormal that is compatible with the inrormation technology systems of(lie SE.I.I.r.R. IF PURCHASER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE PURCHASER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 737-3256; 710 North Federal Highway, Boynton Beach, FL 33435; or BovntonBcachCRMbbbfl,us. 19,14 Right oft'irst Rerusal. a. Prior to a"Termination Event"(as del tried below)Purchaser hereby grants to Seller a right or first itfusaI to purchase the Property pursuant to the terms and conditions set lbrth in this Section 19.14("Right of First Refusal")„ (i) If Purchaser receives an orfer to purchase the Property as part of a separate and isolated transaction and not as part of an offer to purchase the Property in conjunction with any other parcel owned by Purchaser or an affiliate of Purchaser, pursuant to a written contract or letter or intent, Purchaser shall give Seller notice ol'the offler by delivering a copy of the contract or letter of intent to Seller("Notice"). (ii) Upon receipt of Notice,Sellci-slial)place the Notice on the next regularly scheduled CRA Board meeting. Within rive (5) days of the CRA Board meeting where the Notice is considered. Seller shall either waive or exercise its right of first refusal. If Seller elects to exercise its right of'first refusal.Seller shalL within ten(1 0)days alter receipt or the Notice, deliver to Purchaser an agreement to purchase the Property for ten(10)dollars and an amount equal to the cost of any improvements made to tile Property by Purchaser and upon receipt by the Purchaser of the #,, ,§, PURCHASE AND DEVELOPMENT AGRIELMENT Page I I of 77 roregoing from the Seller. Purchaser and Seller shall enter into a purchase and Sale Agreement. (iii) If Seller rails to exercise or waive its right of rirst refusal in accordance with the terms and conditions stated herein, within ten(10)days after receipt orthe Notice, (lien Seller's right of first rcrusal shall be deemed to have been waived. b. This Right or First lZerusal shall tcrminn(c upon the issuance of a certificate of occupancy, certificate of completion or other equivalent certification fior the Development project issued by (lie applicable governmental authority for improvements made to the Property (a "Termination Event"). Upon a Termination Event, this Right of First Refusal shall terminate and have no further force or effect. c. This Right of First Refusal shall only apply to an offer to purchase the Properly as a separate and isolated transaction and shall not apply to any offer received by Purchaser to purchase the Property in conjunction with any other Property owned by Purchaser or an affiliate of' Purchaser. d. Additionally.this Right of First Refusal shall not apply to: (i) a sale or transfer by nny bank. life insurance company, federal or state savings and loan association or real estate investment trust which acquires title to tile Property as a result of'owning,a mortgage upon the Properly or a portion of the Property and whether title is acquired by deed From the mortgagor or its successors in title or through foreclosure proceedings; (ii) a sale by any such institution which so acquires title; (iii) a sale or transfer of interests in the Property or to Purchaser to a partnership,joint venture or other business arrangement over which Purchaser shall retain management control or shall be a partner. member or joint venturer or other substantial interest holder; or (iv) any transfer or title to the Property or portion thereof at a duly advertised public sale with open bidding which is provided by law,such as but not limited to execute sale, foreclosure sale,j Lid ic ia I sale or(ax sale. e. The provisions of this Section 19.14 shall survive closing and delivery ofthe deed of conveyance of the Property and notice of Seller's rights hercundershall be recorded in the public records of'Palm Beach County, Florida pursuant to a Memorandum of Right of First Refusal.The Mernorandurn and[lie rights under(his paragraph shall terminate automatically and without Further action upon a Termination Event. PURCHASE AND DE"VELt1PMEN f AGM EMUNI Pao-c 12 of 77 IN WITNESS WHEREOF, the Parties have CXCCLIted this Agreement as of the Effective date. BUYER SELLER OCEAN ONE BOYNTON, LLC BOY NTON B EACI I COM M UN ITY RLDEV7E-L 'M - T AG- CY Y_' By: Print Numc: wt pa- Print Narne-, Steven B.Grant Title: 411�4_- Title: Chair Date: it Date: Witnesses: Witnesses: is e to m n rtegmsunicicncy: C PURCHASE AND DEVELOIWENT AGREEMENT Page 13 of 77 LEGAL DESCRIP'rION LOTS 1 AND 2, EXCEPT THE EAST 25-00 FEET THEREOF AND EXCEPT THE WEST 25.00 FEET THEREOF,AS SHOWN UPON THE PLAT ENTITLED"AGREEMENT PLAT ,SHOWING PROPERTY IN THE NORTHWEST QUARTER(N.W. 114)OF THE NORTHWEST QUARTER (N.W. 1/4)OF SECTION 27, TOWNSHIP 45 SOUTH,RANGE 43 EAST, IN THE TOWN OF BOYNTON BEACH, FLORIDA,WHICH PLAT IS RECORDED IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT IN AND FOR PALM BEACH COUNTY,FLORIDA, IN PLAT BOOK 10,PAGE 2;LESS RIGHT OF WAY CONVEYED TO THE STATE OF FLORIDA,AS MORE PARTICULARLY DESCRIBED IN OFFICIAL RECORD BOOK 564, PAGE 160,PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA;SAID LANDS SITUATE LYING AND BEING IN PALM BEACH COUNTY,FLORIDA, SUBJECT TO RESTRICTIONS,RESERVATIONS,EASEMENTS AND COVENANTS OF RECORD,IF ANY, TO THE EXTENT THAT SAME ARE VALID AND ENFORCEABLE, DESCRIPTION:(TAKEN FROM SPECIAL WARRANTY DEED DATED OCTOBER 3, 1964 IN OFFICIAL RECORD BOOK 564, PAGE 180) LOTS I AND 2,AGREEMENT PLAT,ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 10 AT PAGE 2 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA:BEING ALSO DESCRIBED AS LOTS I AND 2,FUNK BROS.ADDITION PER PLAT BOOK 2,PAGE 13;WHICH LIES WITHIN 50.00 FEET EASTERLY OF THE WEST LINE OF SECTION 27,TOWNSHIP 45 SOUTH,RANGE 43 EAST; AND THAT PART OF THE AFOREMENTIONED LOT 1 OF AGREEMENT PLAT,WHICH IS INCLUDED IN THE EXTERNAL AREA FORMED BY A 12 FOOT RADIUS ARE TANGENT TO THE NORTH LINE OF SAID LOT (BEING 15,00 FEET SOUTH OF AND PARALLEL TO THE NORTH LINE OF SAID SECTION 27),AND TANGENT TO A LINE 50.00 FEET EAST OF AND PARALLEL TO THE WEST LINE OF SAID SECTION 27. SUBJECT TO THE EXISTING RIGHT-OF-WAY FOR STATE ROAD 5;SAID PARTS CONTAINING 0.062 OF AN ACRE,MORE OR LESS. AND LESS AND EXCEPT ADDITIONAL ROAD RIGHT OF WAY FOR N.E.2ND AVENUE,MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF LOT 1,AGREEMENT PLAT,ACCORDING TO THE PLAT THEREOF,AS RECORDED IN PLAT BOOK 10,PAGE 2 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA:THENCE RUN SOUTH 89 DEGREES 45'09'EAST ALONG THE NORTH LINE OF SAID LOT 1,A DISTANCE OF 37,28 FEET TO A POINT ON THE SOUTH RIGHT OF WAY UNE OF N.E. 2ND AVENUE AS NOW LAID OUT AND THE POINT OF BEGINNING;THENCE CONTINUE SOUTH 89 DEGREES 45'09- EAST ALONG SAID SOUTH RIGHT OF WAY LINE AND ALONG THE NORTH LINE OF PURCI IASE AND DEVELOPMENTAGRFEMENT Page 14 of 77 LOT 1,A DISTANCE OF 254.12 FEET TO A POINT ON THE WEST RIGHT OF WAY LINE OF N.E.6TH COURT AS NOW LAID OUT;THENCE RUN SOUTH 01 DEGREES 23'W EAST,ALONG SAID WEST RIGHT OF WAY LINE,A DISTANCE OF 54.89 FEET TO A POINT OF CURVATURE,CONCAVE TO THE NORTHWEST SAID CURVE HAVING A RADIAL BEARING OF SOUTH 88 DEGREES 36, 94°WEST; THENCE RUN ALONG THE ARC OF SAID CURVE TO THE LEFT A DISTANCE OF 40.02 FEET TO THE POINT OF TANGENT, SAID CURVE HAVING A RADIUS OF 25-00 FEET,A CENTRAL ANGLE OF 91 DEGREES 42'50',A CHORD BEARING OF NORTH 47 DEGREES 15'21"WEST AND A CHORD DISTANCE OF 35.88 FEET:THENCE RUN SOUTH 66 DEGREES 53' 14'WEST,A DISTANCE OF 41,94 FEET TO A POINT;THENCE RUN NORTH 76 DEGREES 26'58'WEST,A DISTANCE OF 50,34 FEET; THENCE RUN NORTH 89 DEGREES 45'09' WEST, A DISTANCE OF 129.70 FEET TO A POINT OF CURVATURE CONCAVE TO THE SOUTHWEST THENCE RUN ALONG THE ARC OF SAID CURVE TO THE LEFT A DISTANCE OF 31.87 FEET TO A POINT ON THE EAST RIGHT OF WAY LINE OF STATE ROAD NO.5(FEDERAL HIGHWAY)AS NOW LAID OUT;SAID CURVE HAVING A RADIUS OF 20.00 FEET, A CENTRAL ANGLE OF 91 DEGREES 17'55',A CHORD BEARING OF SOUTH 44 DEGREES 35-53'WEST AND A CHORD DISTANCE OF 28.60 FEET,THENCE RUN NORTH 01 DEGREES 03'04'WEST ALONG SAID EAST RIGHT OF WAY LINE A DISTANCE OF 29.69 FEET TO A POINT OF CURVATURE TO THE NORTHEAST;THENCE RUN ALONG THE ARC OF SAID CURVE TO THE RIGHT A DISTANCE OF 19.12 FEET TO THE POINT OF BEGINNING, SAID CURVE HAVING A RADIUS OF 12.00 FEET,A CENTRAL ANGLE OF 91 DEGREES 17-55',A CHORD BEARING OF NORTH 44 DEGREES 36 54- EAST AND A CHORD DISTANCE OF 17,16 FEET, PURCHASE AND DEVELOPMENT AGRE�EMENT Page 15 Df 77 SCI I I B 11'*,B*' DEVELOPMENTPROJECTSITS, PLAN P(JRCJ JASE AND DEVELOPNILN- TAGREENIENT Page 16 of 77 4W-4 US JVGHWAY 16 t tip k I oil _71 Q +— i r iTi .11 .,.;1 lot NAN "Rikii 6&w- PIP Ocean One COHEN -FREEDMAN-EN SA ASSOC U R FEMUL HOWAY.BOYNTM WEACK FL Architmis, PA *w xw.a"s� u&mw Lautrmew %" sa rw PURCI IASL AND DEVELOPMEN FAGREEMENT Page 17 of 71 EXIIIBII"'C'* SPECIAL WARRANTY DEED PURCHASE AND DEVELOPMENI'AGREEMENT Page 18 of 77 RECORD& RETURN TO; Gary S. Dunay, Esq. DLmay, Miskel and Backman. LLP 14 SEW`Street,#36 Boca Raton, FL 33432 Property Control No. SPECIAL WARRANTY DEED This Indenture, made this day of Between Boynton Beach Community Development Agency, a public agency created pursuant to Chapter 163.Part fit ofthe Florida Statutes.having,a mailing address of 710 N.Federal Highway. Boynton Beach. FL 33432, Grantor and a , having a mailing address of 1629 K Street. NW Suite 1200. Washington, DC 20006 .Grantee, WI'f`Nl';SSETl 1, that the Grantor for and in consideration of the surn oCTEN DOLLARS 10,00)and other good and valuable consideration to Grantor in]land paid by Grantee,the receipt whereof is hereby acknowledged. has granted, bargained and sold to the said Grantee and Grantee's heirs, successors and assigns forever, tile Following described land, situate, lying and being in the County of Patin Beach, State or Florida(tile-Property"),to wit: SISI~ EX1IIBIT'*A"ATfACIIE'D HERETO The Property conveyed herein is subject to the following0 restriction: The Property set forth on Exhibit"A"sli all be included with the adjacent property already owned by Grantee as referenced on Exhibit-B"and together are hereinafter collectively referred to as the "Project." Grantee has received approval from the City of Boynton Beach for the site plan. attached hereto as Exhibit '°C," (hereinafter (lie "Project") and shall diligently and continuously undertake commercially reasonable efforts to obtain all necessary approvals for the Project from the City of Boynton Beach. Florida. Grantee shall commence construction for the development or tile Prcjcct 'within twenty-Four (24) months from the Effective Date of`the Tax Increment Revenue Funding Agreement attached hereto as Exhibit -D." (the "Construction ? Commencement Period"). For purposes of this Special Warranty Deed. the term "commence construction"'shall mean obtaining an official permit in hand for any of the construction activities contained herein and beginning to actually demolish.excavate or prepare tile site for development of the applicable phase of the Project in accordance with the City Code and continuing until completion of construction of tile Project or Phase ol'the Project as applicable in accordance with the Florida Building Code. PURCHASE AND DI"I'VFLOPNIFNI AGREOVILN"I' Page 19 of 77 In the event Grantee flails to commence construction for the development of[lie Project as provided for above, Grantee shall be obligated to commence construction of public plaza (the "Plaza") on the Property containing benches, walkways, landscaping, irrigation and lighting in accordance with the provisions of Exhibit "E. Notwithstanding the foregoing, ifal any time therenfiter, Grantee commences construction or the Project in accordance with the site plan approved by (lie City of Boynton Beach.. Grantee may abandon construction of. or demolish the construction of the Plaza in order to construct the Project. Once the Project has been substantially completed. this restriction shall terminate and be of no further force or effect. TOGETI IEE with all tenements.hereditaments and appurtenances thereto belonging or in anywise appertaining. TO I JAVE AND TO HOLD the same in fee simple rorever. AND the Grantor hereby covenants Nvilb said Grantee that Grantor is lawliully seized of said land in fee simple; that Grantor has good right and lawful authority to sell and convey said land;that Grantor hereby fully warrants the title to said land and will defend the same against the lawful claims oral) persons claiming by,through or under Grantor. IN WITNESS WHEREOF,the Grantor has hereunto set his hand and seal the day Lind year I irst above written. Signcd, scaled and delivered in the presence of', Boynton Beach Community Development Agency By: Witness#1 Signature Name: Title: Witness 41 Printed Name Witness#2 Signature Witness#2 Printed Name PURCI IASE AND DEVELMMEN YAGRUMENT Page 20 of 77 STATE OF FLORIDA COUNTY OF PALM BI ACI I The roregoing instrument was acknowledged before me this day of by as of Hoynlon Beach Community Development -Agency' who is personally known to me or who produced a driver's license as identification, Notary Public PURCHASE AND DEVULOPINIENT AGREEMENT Page 21 of 7r SPECIAL WARRANTY DEED EXHIBIT"A" LEGAL DESCRIPTION OF PROPERTY LOTS 1 AND 2, EXCEPT THE EAST 25.00 FEET THEREOF AND EXCEPT THE WEST 25.00 FEET THEREOF,AS SHOWN UPON THE FLAT ENTITLED"AGREEMENT PLAT',SHOWING PROPERTY IN THE NORTHWEST QUARTER (N.W. 114) OF THE NORTHWEST QUARTER (N.W. 114) OF SECTION 27, TOWNSHIP 45 SOUTH, RANGE 43 EAST, IN THE TOWN OF BOYNTON BEACH, FLORIDA,WHICH PLAT IS RECORDED IN THE OFFICE OF THE CLERIC OF THE CIRCUIT COURT IN RNLI FOR PALM BEACH COUNTY, FLORIDA, IN PLAT BOOK 10,PAGE 2; LESS RIGHT OF WAY CONVEYED TO THE STATE OF FLORIDA,AS MORE PARTICULARLY DESCRIBED IN OFFICIAL RECORD BOOK 564, PAGE 180, PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA„ SAID LANDS SITUATE LYING AND BEING IN PALM BEACH COUNTY, FLORIDA. SUBJECT TO RESTRICTIONS,RESERVATIONS, EASEMENTS AND COVENANTS OF RECORD, IF ANY, TO THE EXTENT THAT SAME ARE VALID,AND ENFORCEABLE. DESCRIPTION: (TAKEN FROM SPECIAL WARRANTY DEED DATED OCTOBER 3, 1960 IN OFFICIAL RECORD BOOK 564, PAGE 180) LOTS 1 AND 2, AGREEMENT PLAT, ACCORDING TO THE PLAT THEREOF AS RECORDED IN FLAT BOOK 10 AT PAGE 2 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA; BEING ALSO DESCRIBED AS LOTS 1 AND 2, FUNK.BROS.ADDITION PER PLAT BOOK 2, PAGE 13;WHICH LIES WITHIN 59.90 FEET EASTERLY OF THE WEST LINE OF SECTION 27,TOWNSHIP 45 SOUTH RANGE 43 EAST; AND THAT PART OF THE AFOREMENTIONED LOT 1 OF AGREEMENT PLAT,WHICH IS INCLUDED IN THE EXTERNAL AREA FORMED BY A 12 FOOT RADIUS ARE TANGENT TO THE NORTH LINE OF SAID LOT (BEING 15.00 FEET SOUTH OF AND PARALLEL TO THE NORTH LINE OF SAID SECTION 7), AND TANGENT TO A LINE 50.00 FEET EAST OF AND PARALLEL TO THE WEST LINE OF SAID SECTION 27. SUBJECT TO THE EXISTING RIGHT-OF-WAY FOR STATE ROAD 5; SAID PARTS CONTAINING 0.062 OF AN ACRE, MORE OR LESS. AND LESS AND EXCEPT ADDITIONAL ROAD RIGHT OF WAY FOR N.E. 2ND AVENUE, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF LOT 1,AGREEMENT PLAT,ACCORDING TO THE PLAT THEREOF,AS RECORDED IN PLAT BOOK 10,PAGE 2 OF THE PUBLIC RECORDS OF PALMI BEACH COUNTY, FLORIDA:THENCE RUN SOUTH 89 DEGREES 45'09"EASTLONG THE NORTH LINE OF SAID LOT 1, A DISTANCE OF 37.28 FEET TO A POINT ON THE SOUTH RIGHT PURCHASE:AND DEVELOPMENT OPMENT AGR[:EA ENT Tugs 22 of 77 OF WAY LINE OF N.E. 2ND AVENUE AS NOW LAID OUT AND TIME POINT OF BEGINNING; THENCE CONTINUE SOUTH 69 DEGREES 45' 09" EAST ALONG SAID SOUTH RIGHT OF WAY LINE AND ALONG THE NORTH LIFE OF LOT 11 A DISTANCE OF 254.12 FEET TO A POINT ON THE WEST RIGHT OF WAY LINE OF N.E.6TH COURT AS NOW LAID OUT,THENCE RUN SOUTH 01 DEGREES 23' 55" EAST, ALONG SAID WEST RIGHT OF WAY LINE, A DISTANCE OF K89 FEET TO A POINT OF CURVATURE, CONCAVE TO THE NORTHWEST SAID CURVE HAVING A RADIAL BEARING OF SOUTH 88 DEGREES 36' 04`WEST, THENCE RUNT ALONG THE ARC OF SAID CURVE TO THE LEFT A DISTANCE OF 40.02 FEET TO THE POINT OF TANGENT, SAID CURVE HAVING A RADIUS OF 25.00 FEET, A CENTRAL ANGLE OF 91 DEGREES 42' 50", A CHORD BEARING OF NORTH 47 DEGREES 15' 21" WEST AND A CHORD DISTANCE OF 35.88 FEET; THENCE RUN SOUTH 86 DEGREES 53' 14' WEST, A DISTANCE OF 41.94 FEET TO POINT,THENCE RUN NORTH 76 DEGREES 26'58'WEST,A DISTANCE OF 50,34 FEET;THENCE RUN {NORTH 89 DEGREES 45' 09" WEST, A DISTANCE OF 129.79 FEET TO A POINT OF CURVATURE CONCAVE TO THE SOUTHWEST;THENCE RUIN ALONG THE ARC OF SAID CURVE TO THE LEFT A DISTANCE OF 31.87 FEET TO A POINT ON THE EAST DIGHT OF WAY LIME OF STATE ROAD NO. 5 (FEDERAL HIGHWAY)AS NOW LAID OUT;SAID CURVE HAVING A RADIUS OF 29.60 FEET, A CENTRAL ANGLE OF 91 DEGREES 17' 55%A CHORD BEARING OF SOUTH 44 DEGREES 35' 53" WEST AND A CHORD DISTANCE OF 28.60 FEET; THENCE RUN NORTH 61 DEGREES 03'04"WEST ALONG SAID EAST RIGHT OF WAY LINE A DISTANCE OF 29.69 FEET TO A POINT OF CURVATURE TO THE NORTHEAST, THENCE RUN ALONG THE ARC OF SAID CURVE TO THE RIGHT A DISTANCE OF 19.12 FEET TO THE POINT OF BEGINNING,SAID CURVE HAVING A RADIUS OF 12.00 DEET, A CENTRAL ANGLE OF 91 DEGREES 17' 55", A CHORD BEARING OF NORTH 44 DEGREES 35' 54" EAST AND A CHORD DISTANCE OF 17.16 FEET. o'+X. rA i PURCH j1S17 AND DIWFLOPMENT AGREEMENT Pap 23 of 77 SPECIAL WARRANTY DEED EXHIBIT"B" GRANTEE'S EXISTING PROPERTY Lot 4 1.DEWEY*S SUBDIVISION,according to the Plat thereof.as recorded in Plat Book 1, at Plage 37, of'the Public Records of Palm Beach County. Florida, less and except tile East 25 feet and less and except that part lying within 50 feet of the West line of Section 27,Township 45 South,Range 43 East, Palm Beach County,Florida,and Further less and except that part lying within 45 feet of the center line of'State Road 804 and also lurther less and except that part included in the external area of a 10 foot radius arc which is tangent to a line parallel to and 25 reel West of the East line or Lot 41 and to a fine parallel to and 45 lett North ol'the center line of State Road 804; said lands situate. lying and being in Palm Beach County, Florida. Lots 3 through G. inclusive, FUNK BROTHERS ADDITION. according to [lie Plat thereof, as recorded in Plat Book 2. at Page 13. of the Public Records of'Palm Beach County, Florida, less and except the East 25 reel and the West 50 1'ect thereof, for Road Rights of Way; said lands situate, lying and being in Palm Beach County, Florida. ill accordance with Agreement Plat(Plat Book 10, Page 2), PURCHASE AND DEVELOPMENTAGREEMLN1 Page 24 of 77 SPECIAL WARRANTY DEED EXHIBIT"Cj$ PROJECT SITE PLAN PURCI 1ASE AND DEVELOPMENT ACR[:liMEN f Page 25 or77 us W"Ay 1b I F Ylt p Mij I x I � off of t OF R'G 9"IA 377 I I 1 > COHEN-FREEDMAN•ENCINOSA & ASSOC I Ocean fine na 1t HOMAY. FL Arcb!W4 PA x Uft wm uuali cat PURCHASE AND DLVELOPMENT AGREEMENT Page 26 of 77 SPECIAL WARRANTY DEED EXHIBIT"D" TAX INCREMENT REVENUE FINANCE AGREEMENT PURCHASE AND DEVELOPMENTAGREMENT Page 27 of 77 TAX INCREMENT REVENUE FUNDING AGREEMENT This Tax Increment Revenue Funding Agreement (hereinafter*'Agreement") entered into as ofthe_day of .2 0 17, by and between: BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163, Part Ill of the Florida Statutes,(hereinafter referred to as -CRA"). with a business address of 7 10 North Federal Highway, Boynton Beach, Florida 33435, and OCEAN ONE BOYNTON, LLC, a Florida limited liability company, with a business address of c/o Washington Real Estate Partners, LLC, 9804 South Military Trail. Suite F-I I Boynton Beach, FI, 33436(hereinafter referred to as the"Developer"), RECITALS WHEREAS, Developer intends to construct the Project which will include a minimum of 231 multi-family units with related amenities and approximately 8,575 square feet of commercial space as depicted in the Site Plan attached hereto as Exhibit "A," (hereinafter referred to as the -Project"): and WHEREAS, the CRA has determined that the Project Furthers the Boynton Beach Community Redevelopment Plan-,and WHEREAS. Developer has the knowledge, ability, skill. and resources to ellectuate tile construction and development of the Project:and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Community Redevelopment Plan; NOW THERIEFORE, in consideration of the mutual covenants and promises set lbrth herein,the sufficiency of which both Parties hereby ackno\vledge, the Panics Agree as rollows: Section 1. Incorporation. 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" mean the base year for determining Tax Increment Revenue from the Project, PURCHASE AND DEVELO—HINT AGREEMr-Wr Page 28 of 77 2.2 "Benchmarks" shall be (fie various percentage thresholds of occupancy of (fie 8,575 commercial/retail space for any year of the Phase I Term as set lbrill in Paragraph 5.1.6. 2.3 "Certificate of Occupancy" means tile 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 tile same may be used for(tic purposes stated therein. 2.4. "City" means the City of Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Commence Construction" means obtaining an official permit in ]land for any of the construction activities contained herein and beginning to actually dernolisli. excavate or prepare the site for development of the applicable phase or (lie Project in accordance with tile City Code and continuing until completion of' construction of the [,'reject or Phase or the Project as applicable in accordance with the rJorida Building Code. 2.6 "Community Outreach Partner" means the for-profit or non-prafit group or organization selected by Developer with %vliom Developer shall coordinate on tile issues and obligations in this Agreement pertaining to employment of City residents and jobs for Locally Owned Small Businesses. 2.7 "Contractor" means a general contractor, a Subcontractor or any other business entering into a contract with the Developer related to the construction of the Project or part thereof`. 2.8 "Effective Date" shall mean the date the last party to this Agreement executes this Agreement. 2.9 "Cood Faith Effort" is considered to have been made when the respective parties have used reasonable means to comply with the associated directives and/or provisions set Forth in this Agreement. 2.10 "Grey Shell" means an unfinished interior. lacking heating, ventilating, air conditioning, lighting. plumbing, ceilings. elevators, interior walls, etc. and ready for tenant improvements. 2.11 "Locally Owned Small Businesses" means any business that is wholly owned by individuals Nvho reside in the City. If a business is owned by a corporation, then the corporation most be wholly owned by individuals who reside in the City. 11'(lie business is owned by a partnership or limited liability company,then at least 20%of its partners or members must reside in the City. 2.12 "Minimum Living Wage" means the hourly rate that an individual must earn to support h i 'as or tier Irn i ly if they are tile Sole provider and are working full time(2,080 hours per year) in accordance with Palm Beach County Code Chapter 2. Article IV. Division 3 (the Palm Beach County Living Wage Ordinance).as amended, PURCHASE AND DEVrLOPNIFNT AGREE MENET Page 29 of 77 2.13 "Notionally Recognized High Performance Green Building Rating System" rneans any one of the following: the Florida GrQcn Building Coalition (FGBC) Standards, tile Green Building Initiative's (GBI) Green Globe rating system, tile United States Green Building Council (USGBC) Leadcrship in Energy and Environmental Design (LEED) Standards, or the National Association of Homebuilders(NA 1,113)National Green Building Standards(NGBS), 2.14 "Pledged Project Increment Revenue" means an amount calculated by Multiplying Tax Increment Revenue rrom the applicable phase or the Project by Agreed upon percentage factor as provided for in this Agreement. 2.15 "Property" means the property subject to this Agreernent upon which the Project Z� shall be developed as more particularly described in Exhibit"B," hereto. 2.16 "Site Platt" shall mean the approved Site Plan attached hereto as Exhibit "A." approved by(lie City of Boynton Beach, file # NWSP 16-002, Section 3. Developer's Obligations-and Covenants. 3.1 Construction of the Project. Developer agrees to Commence Construction of the Project within two (2)years orthe Fifrective Date ofthis Agreement. 3.1.1 The Project shall conform to the Site Plan and shall include the following, which shall hereinafter be referred to as Thase I Irnprovements:": It. Developer shall construct a minimum of 231 multi-family residential units with related amenities. b, Developer shall construct a minimum of 8,575 square feet of commercial/retail space; C. Developer shall construct [larking Improvements,conceptually depicted on Exhibit"C,"hereto, consisting,at a minimum of Fifty(50)public parking spaces ("Public Parking") that shall be restricted for public use and that shall not be available to the Phase I residential units. The Parking Improvements may consist ofstructured parking, surface parking. valet parking, mechanical parking. shared parking or any other means as allowed under local city ordinance.Upon completion of the Public Parking. Developer and the CRA shall enter into a Parking Management Agreement to establish the maintenance responsibilities of the CRA for the Public Parking. If a Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of the Public Parking. either party may request binding arbitration to complete the terms or the Agreement. d. Construction of the multi-fiarnily residential units for the Project shall be in compliance with,qualify for and receive Florida Green Building Certification. PURCHASF AND DEVELOPIMENT AGREEMENT Pale 30 of 77 C. Prior to and during[lie construction of the Project, the Developer shall a I-lire a job placement consultant during the construction period of this Agreement; 0 1-lost a job fair; 0 Give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of Phase I of the Project: 0 Include in all contracts with Contractors requirements that the Contractors use Good Faith EHforts to hire and train City residents to participate in the construction of Phase I ofthe Project; a Provide a list of job positions and descriptions to the Community Outreach Partner and agree to give priority to qualified job applicants referred by the Community Outreach Partner to participate in(lie construction orl'base I of the Project; a Use Good Faith Efrorts to offer permanent job positions resulting frown Phase I ofthe Project to quaJiFied City residents: a Notiry and refer jab training rind job placement opportunities to the Boynton Beach Community High School and South Tech Academy in Boynton Beach in the event each are able and willing to provide such training;and 0 Pay or cause to be paid new hires in all permanent positions residing%Othin the City a minimum ofthe Living Wage. Section 4. Annual 11erformance Report, Developer shall annually provide the CRA with all Annual Performance Report rear the Project indicating the status ai'Developer's compliance with the requirements of this Agreement as set forth in Sections 3 and 5 of this Agreement and evidencing that Developer has paid all property taxes for the Property for the preceding year.Such report must be submitted to the CRA no later than the]as( day or April for the preceding year in a farm substantially in accordance with the torn attached hereto as Exhibit"D." Section i. Certification Requirements. 5.1 As a condition precedent to its receipt oCany P[edged Project Increment Revenue pursuant to[his Agreement: 5.1.1 Developer must have taken all steps necessary to divide the Property into two separate parcels such that the Phase I Property and the Phase 11 Property have been assigned individual Parcel Control Numbers by the Palm Beach County 11'ropeny Appraiser PURCHASE AND DEMLOPMENT AMLL-NU ' Page 31 or77 and these Parec] Control Numbers have been placed on the Palm Beach County tax rolls and assigned taxable Value prior to the Base Year for each Phase; and 5.1.2 Developer must have timely provided its Annual Performance Report providing evidence of compliance with the requirements of this Agreement as set forth below and evidencing that Developer has paid all property taxes for (lie preceding year; and S.1.3 Upon receipt of the Annual Perl'ormanec Report. 2. the CRA shall review and approve the Annual Performance Report at the next available CRA meeting as meeting the requirements in Section 4 above and certifying Developer's compliance with all conditions precedent for receiving Pledged Increment Revenue fetor that Phase 1, which approval shall not be unreasonably withheld - 5.1.4 The CRA [ins received Tax Increment Revenues from the completed Phase I Improvements subsequent to the Base Year;and 5.1.5 Developer shall not be entitled to any Pledged Project Increment Revenue payments i F the Developer fins flai led to meet its obligations under this Agreement or is otherwise in dcl'ault under the terms of this Agreement and has flailed to sufficiently cure the default as provided For herein after appropriate notice of such default has been given. There is no obligation by the CRA to disburse the Direct Incentive Funding during any cure period or in the event the Developer is in default of this Agreement so long as,once a default is cured. Developershall continue to receive their Direct Incentive Fundin- for the Project up to the Pledged Project Increment Revenue and any time periods for performance hereunder shall be extended for the same period oftime needed to cure the default, 5.1.6 Should Developer fail to meet the Benchmarks set below regarding occupancy of 8,575 square feet or commercial/retai) space (the "Commercial/Retail Space") for any year of the Phase I Tenn,Developer's percentage of the Pledged Increment Revenue to be paid to Developer shall be reduced by 10%Ibr that year of Phase I Term. a. Developer Must certify that 25%of the Coin mercial/Retai I Space has been occupied by commercial/retail tenants by at least the third year orthe Phase I Term as defined herein. Once the 2S% threshold is obtained, whether it be in the First, second or third year, the threshold shall be deemed satisfied forever,even if in the future the actual amount occupied thereafter is less than?5%. Accordingly,as long as Developer did not default under any commercial lease and continues in good faith to re-market the property for lease, once the 25% threshold is achieved, Developer shall be entitled to the Pledged Increment Revenue for the year in which the 25% threshold is achieved and each year (hereafter during (lie Phase I Term unless a greater Benchmark is achieved. b. Developer must certify that 50%of the Commercial/Retail Spacc has been occupied by commerciallretaill tenants by at least the sixth year ol-the Phase I Term as defined herein. Once the 50% threshold is obtained, whether it be in any year PURCHASE AND DEVELOPMENTAGREEMENT Page 32 of 77 prior to the end of the sixth year or the Phasc I Term,Elie threshold shall be deemed satisfied forever,even if in the future the actual amount occupied thereafter is less Haan 50%,Accordingly.as long as Developerdid notdchiult underany commercial lease and continues in good faith to re-market the property for lease,once the 50% threshold is satisfied,Developer shall be entitled to[tic Pledged Increment Revenue for(lie year in which the 50%threshold is achieved and each year thereafter during the Phase I Term unless a greater Benchmark is achieved;and c. Developer must certify that 70%of the Commercial/Retail Space has been occupied by the commercial/retail tenants by at least the eighth year of the Phase I Term as defined herein. Once tile 70%threshold is obtained, whether it be in ally year prior to the end of the eighth year of thy: Phase I Term, the threshold shall be deemed satisfied forever,even ifin tile future Elie actual amount occupied thereafter is less than 70%, Accordingly, as long as Developer did not default under any commercial lease and continues in good faith to re-market the property for lease, once satisfied, Developer shall be entitled to the Pledged Increment Revenue for year in which the 70% threshold is achieved and each year thereafter during the Phase I Term. 5.2 Certification. 5.2,1 Dcvclol)ei-shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.1 a. and 3.1.Lb. or this Agreement by providing a Certificate of Occupancy for all residential components of [lie Phase I Improvements and Certificate of Completion for all nonresidential components of the Phase I Improvements rrom the City of Boynton Beach indicating the 100 percent completion of all Phase I Improvements and demonstrating that the taxable value of all Phase I improvements have been placed on the Palm Beach County tax rolls for the Phase I Property. 5.2.2 Developer shall certify in its Annual Performance Report that it has rnet, its obligation under Section 3.).Lc or this Agreement by demonstrating, that it has constructed the Public Parking and by documenting signage and other means by which these Public Parking spaces are clearly reserved for use by the public and excluded from use by multifamily and commercial units that are part of the Project. 5.2.3 Developer shall confirm in its Annual Performance Report that it has met its obligation under Section 3.1.I.d of this Agreement by providing proof of receipt of rlorida Green Building Certification. 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation tinder Section 3.1.l.c orthis Agreement by: a. Demonstrating that it hired and utilized the services of a Job placement consultant and by reporting the job placement consultant's activities during construction of Phase I of the Project: b, Demonstrating that it held as jub I'air; and PURCHASE AND DEVELOPNICNI AGRETAIENT Page 33 of 77 C. Requiring all Contractors covered by the terms ol'this Agreement to provide annual copies of its records.reports or any other information necessary to monitor compliance with the provisions of Section 3.1,1 e of this Agreement and require all Contractors to submit annual payrolls to tile Developer that include the following information pertaining to all Locally Owned Small Business hired to work on or for Phase I ofthe Project: name, address and the number of hours worked for the period.until a Certificate of Occupancy is issued for at least 90%of the residential units of Phase I of the Project. Section 6. Pledged Project Increment Revenue. 6.1 Formula and Term. 6.1.1 The amount of' the Pledged Project Increment Revenue to be paid Developer pursuant to this Agreement is based on the rol lowing formula: a. Developer shall receive Pledged Project Increment Revenue for Phase I Improvements for a term of eight (8) consecutive years. beginning (lie year Developer demonstrates it has met all conditions precedent to receiving Pledged Project Increment Revenue as provided in Sections 3, 4, and 5 of this Agreement for the Project and upon final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year (hereinafter the '*Phase I Term'"). The amount or Pledged Project Increment Revenue due to Developer during the Phase I Term sliall be determined pursuant to the following formula: For Years I — 7 of the Phase I Term, Developer shall receive Seventy-five percent(75%)of the Pledged Project Increment Revenues actually received by the CRA; and For Year 8 of the Please I Tenon,Developer shall receive Fi 11ty percent(50%) of the Pledged Project Increment Revenues actually received by the CRA. b, The Base Year for determining Tax Increment Revenue from the Project shall be as follows: For the Phase I Term,the year prior to commencement of construction of Phase I Improvements on the Property, 6.2 No Prior Pledge or Pledged Project Increment Revenues. 'ne 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 car the period covered by term of this Agreement. PURCUIASL AND DEVELOPNIENTAGREBIENT 11fige 34 of 77 6.3 Form of Payment. Payment of shall be in the form ora CRA check made payable to the Developer. No payment made tinder this Agreement shall be conclusive evidence or the performance of this Agreement by Developer, either wholly or in part. and no payment shall be construed to relieve Developer ofobligations tinder this Agreement or to be an acceptance of faulty or incomplete rendition oi'Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this ALlrecincrit 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 orelectronic communication is not considered as providing proper Notice pursuant to this Agreement. If to CRA,such notice shall be addressed to: Michael Simon. Interim Executive Director Boynton Beach Community Redevelopment Agcncy 710 North Federal 1-1ighway, Boynton Beach, Florida 33435 With a copy to: Tara W. Duhy. Esq. Lewis, Longman& Walker, P.A. 515 North Flagler Drive Suite 1500 West Palm Beach. Florida 33401 1 r to Developer.such notice shall be addressed to- Mr. Michael Ross Ocean One Boynton, LLC c/o Gulfstream Property Management 9804 South Military Trial Suite L-I I Boynton Beach. FL 33436 Mr. William Morris Souilicoast Advisors, LLC 777 E. Atlantic Avenue Suite 100 Delray Beach. FL 33483 F. Davis Carnalier Washington Real Estate Partners 1629 K Street N.W, PURCHASE AND DEVELOPMENTAGREEMENT Page 35 of 77 Suite 1200 Washington, DC 20006 With a copy to: Bonnie Miskel, Esq. Gary S. Dunay, r-sq. Dunay, Miskel and Backman. 1,L1' 14 SE 4"'Street Suite 36 Boca Raton, FL 33432 Section 8. Default. The failure ol'Developer to comply with tile provisions set forth in this Agreement shall constitute a deCaull and breach orthis Agreement. If Developer fails to cure tile default within thirty(30) days of notice fro the CRA. the CRA may terminate this Agreement and all obligations for payment of Pledged Project Increment Revenue to Developer shall cease. Section 9. Termination. Unless earlier terminated pursuant to the terms herein, this Agreement shall automatically terminate upon the last disbursement of Pledged Project Increment Revenue to Developer for the Project,or within two(2)years of the Effective Date if tile Developer has failed to commence construction of the Phase I Improvements subject to farce majeure. Either Party may elect to terminate this Agreement by providing 45 days written notice to tile other Party upon one or more of(lie following occurrences: a. The default or either Party. if such del'ault is not cured within the time prescribed by this Agreement; b. "flie Parties enter into a mutually agreed upon,written Addendum,the effect of which is to terminate this Agreement. Section 10. Miscellaneous Provisions. 10.1 Waiver. Tile CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to tile development of the Project, Nybether such damage or injury occurs before, during. or after the construction of the Project or the term of this Agreement, Developer hereby forever waives.discharges.and releases the R.A.Cits agents,and its employees. to the fullest extent the law allo%Vs, from any liability ror any damage or injury sustained by Developer. This waiver,discharge,and release specirically include negligence by the CRA, its agents, or its employees, to the fullest extent the law allows. 10.2 Indemnification. Developer shall indemnify, save. and hold harmless the CRA, its agents,and its employees from any liability.claim,demand,suit,loss.cost,expense or damage which may be asserted,claimed,or recovered against or from[lie CRA,its agents.or its employees, by reason or any property damages or personal injury, including death, Sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of. or is otherwise related to tile negligent or wrongful conduct or (lie faulty equipment (including equipment PURCHASE AND DEW3LOPMENT AGREEMENT Paea 36 of 77 installation and removal)orDeveloper. Nothing in this Agreement shall be deemed to affect the rights, privileges, and sovereign immunities of the CRA as set forth in Section 768,28, Florida Slat Utes. This paragraph sha I I not be construed to req u i re De ve toper to indemnify the CRA for its own negligence, or intentional acts of[lie CRA, its agents or employees, Each party assumes the risk of personal injury and property damage attributable to the acts or omissions or that party and its officers,employees and agents. 10.3 Assignment, This Agreement may only be assigned by tile Developer to record owners of"(lie Property with the prior written consent of the CRA, which consent shall not be unreasonably withheld. provided, however, that any assignee hereto shall specifically assume all of tile obligations of the Developer under this Agreement. 10.4 Successors and Assigns. The CRA and Developer each binds itself and its partners, successors, executors, administrators and assigns to the other 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 [lie part of any officer or agent of(lie CRA,nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the Developer. 10.5 No Discrimination. Developer shall not discriminate against aily person on the basis ofrace, color. relit ion.ancestry, national origin,age, sex. marital status, sexual orientation or disability for any reason in its hiring or contracting practices,associated with this Agreement. 10.6 No Partnership,Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership.joint venture, or ernployce 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 (his Agreement or the performance under this Agreement. 10.7 Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically,the Developer shall: a. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement; b. Upon request from the CRA's custodian of public records,provide(lie CRA with a copy of the requested records or allow tile records to be inspected or copied within as reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by la%v. 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 tile contract term and following completion of the contract if Developer does not transfer the records to the CRA. PURCHASE AND DfA'EL0PMENTAGRCi:h%Nrr Page 37 oF77 d, Upon completion of the contract. transfer.at no cost, to the CRA all public records in possession of Developer or keep and maintain public records required by the CRA to perform the service, if Developer transfers all public records to the public agency upon completion of the contract, Developer shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon compiction or the contract, Developer shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CRA,upon request from the CRA*s custodian of public records,in a format that is compatible with the information technology systems orthe 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; 710 North Federal Highway,Boynton Beach,Florida 33435; or Boynton Beach CRA(&bbfl.us. 10.8 Entire Agreement, This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein. No terms herein may be altered,except in writing and then only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations, of any kind or nature, oral or written, concerning the subject matter expressed herein,are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement, 10.9 Counterparts and Transmission. To facilitate execution.this Agreement may be executed in as many counterparts as may be convenient or required,each orwhich 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 bejoined together and attached to one such original and it shall constitute one and tile 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 al I purposes hereunder. 10.10 Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any of the parties by virtue or the fact that one party or its attorney drafted all or any part thereof. Any ambiguity found to exist shall be resolved by construing the terms of this Agreement fairly and reasonably in accordance with the purpose of this Agreement. 10.11 Governing Law, jurisdiction, and Venue. The terms and provisions or this Agreement shall be governed by,and construed and en rorced 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 shal I be Palm Beach County, Florida, for all purposes,to which tile Parties expressly agree and submit. 10.12 Independent Advice. The Parties declare that the terms of this Agreement have been read and are fully understood. The Parties understand that this is a binding legal document, , $ AW-1 PURCI JASE AND DEVELOPMENT AGREEMENT Page 38 of 77 and each Party is advised to seek independent legal advice in connection with the matters rercrenced herein, 10.13 Severability. If any part of this Agreement is fiJund invalid or unenforceable by any court, such invalidity or unenforceability shall not affiect (lie other parts of the Agreement if the rights and obligations of the Parties contained herein are not materially prejudiced and if the intentions tat`the Parties can continue to be achieved. To that end. this Agreement is declared severable. 10.14 Voluntary Waiver of Provisions. The CRA may, in its sole and absolute discretion, waive any requirement of Developer contained in this Agreement. 10.15 ComplianceivithLaws. In its performance tinder this Agreement,Developer shall comply with all applicable federal and state laws and regulations and all applicable Palm Beach County,City of Boynton Beach.and CRA ordinances and regulations. 10.16 Effective Date. This Agreement will become effective upon the date and time the last party executes this Agreement. 10.17 Sur-viva]. The provisions of this Agreement regarding public records, indemnity, and waiver shall survive (lie expiration or termination of this Agreement and remain in full Force and effect. PURCHASE AND DEVELOPMENT AGREEMCNT Page 39 of 77 IN WITNESS OF THE FOREGOING,the parties have set their lends and seals tile day and year I irst above written. WITNESSES OCEAN ONE BOYNTON, LLC a Florida limited liability company By:__ Print Name: PrintName: Title: Print Name: STATE OFFLORA DA SS; COUNTY 01" BEFORE ME. an officer duty authorized by law to administer oaths and take acknowledgments, personally appeared as of OCEAN ONE BOVNTON, LLC, and acknowledged tinder oath that he/she has executed tile foregoing Agreement as the proper official of OCEAN ONE BOYNTON, LLC, for tile use and purposes mentioned herein and that the instrument is the act and deed of OCEAN ONE BOYNTON,LLC. I le/she is personally known to me or has produced as identification, IN WITNESS OF TI IE FOREGOING, I have set my hand and official seal at in the State and County aforesaid oil this day of . 2017. My Commission Expires: Notary PLtbl ic, State or Florida at Large ]REMAINDER OF PACE INTENTIONALLY LEFT BLANK) IC RA SIGNATURE ON FOLLOWING PACE] WITNESSES BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY PURCHASE AND DEVELOPMENFAGRCEMENT Page 40 oF77 By: Print Name: Steven Grant.CRA Board Chair Print Name: STATE OF FLORIDA SS: COUNTY OF PALM BEACH BEFORE ME, an officer duly authorized by law to administer oaths and take acknowledgments, personally appeared Steven Grant as Board Chair of 130YNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that he/she has executed the roregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. Fic/she is personally known to me or has produced as identification. IN WITNESS OFTI IE FOREGOING, I linve set my hand and official sea] at in the State and County aforesaid on this day of . 2017, My Commission Expires: Notary Public, State of lorida at Large PURCHASE AND DEVELOPIVIENTAGREEMENT Page 41 oF77 Exhibit "A" (Project) (see uttached) PURCHASE AND DEVELOPMENT AGREEMENT Page 42 of 77 WAM 00,04 US NWAY A T m W_ SIR A GO 64O Al-WW, ctp -- Ocean One COHEN-FREEDMAN-ENCINOSA A ASSOC, rA K FKXROL_=AY"UM"!!F4Z 11- Archlwt4 PA Maw I W_ Sim bm w"Wnei ukal t4uA,rkvwa 3MA m nd PURC14ASE AND DEV ELOPIVIENTAGREEM ENT Page 43 of 77 Exhibit "B" (Property) (see attached) PURCHASE AND DE VELOPNI ENTAGRELIvt ENT Page 44 of 77 it awn mr, fI#TC1nlI>Ina"oR .A sUIRVE I Yl N I G --M 1�AP,P".I"N 0 Tel:(%Ij 24 1-.9M Cargil;wt oiAiAJm)dzWsn NmLB1264 I=( 9241ZI U SKETCH AND LEGAL DESCRIPTION (NOT A SURVEY) OCEAN ONE - PHASE I LEGAL DESCRIPTION A PORTION OF THE NORTHWEST ONE-QUARTER OF SECTION 27, TOWNSHIP 45 SOUTI 1,..RANGE 43 EAST, PALM BEACH COUNTY, FLORIDA, INCLUDING PORTIONS OF LOTS I THROUGH 6, "FUNK BROS, ADDITION TO TI IE TOWN OF BOYNTON", AS RECORDED IN PLAT BOOK 2 AT PAGE 13 OF THE PUHLIC RECORDS OF PAI P. BEACH COUNTY, Ff.ORIDA, AND A PORTION OF LOT 41 "DEWEY'S SUBDIVISION". AS RECORDED IN PLAT BOOK I AT PAGE 37 OF SAID PUBLIC RECORDS, ALL IN ACCORDANCE WITH THE "AGREEMENT PLAT", AS RECORDED IN PLAT BOOK 10 AT PACE 2, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 27; THENCE NORTul 89055,38' EAST, ALONG THE NORTH i INE OF SAID SECTION 27, A DISTANCE OF 66,08 FEET; THENCE SOUTH 00'04'22" EAST, A DISTANICE OF 22.00 FEET TO THE POINT OF BEGINNING; THENCE NORTH 89,55'381, EAST, A DISTANCE OF 216.56 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; THENCE EASTERLY AND SOUTHERLY ALONG THE ARC OF SAID CURVE,HAVING A RADIUS Or 25.00 FEET AND A CENTRAL ANGLE OF 880 2052", A DISTANCE OF 38,55 FEET TO THE POINT Or TANGENCY; TI IENCE SOUTH 01,43'30" EAST, ALONG A LINE 15,00 FEET WEST or AND PARALLEt WITH THE EAST LINT: OF SAID LOTS 1 THROUGH 6 AND THE EAST UNE OF SAID LOT 41 A IDISTANCE OF 287.77 FEET, THENCE SOUTH 88",37'13" WEST, A DISTANCE '6F 268.22 FEET, THENCE NORTH 01'23'00" WEST, ALONG A LINE 60,00 FEET EAST OF AND PARALLEL WITH THE WEST LINE OF SAID SECTION 2/. A DISTANCE OF 292.55 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHT; THENCE NORTHERLY AND EASTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS or 25.00 rFFT AND, A CENTRAI. ANGLE OF 91'18-38", A DISTANCE Or 39,B4 FEET TO THE POINT OF BEGINNING. SAID LANDS SITUATE IN THE CITY OF 80YNTON BEACH,PALMI BEACH COUNTY,FLORIDA, AND CONTAIN 83,950 SQUARE FEET, MORE OR LESS, NOTES 1, REPRODUCTIONS OF THIS SKETCH ARE NOT VALID WITHOUT THE SIGNATURE AND FHL ORIGINAL RAISED SEAL OF A FLORIDA LiCLNSEL, SURVEYOR AND MAPPER, 2. NO SEARCH OF THE PUBLIC RECORDS WAS MADE IN THE PREPARATION OF THIS SKETCH AND DESCRIPTION 3. BEARINGS SHOWN HEREON ARE DASED ON THE WEST LINE OF IHL NORTHWEST ONE- QUARTER OF SECTION 27,HAVING A BEARING OF NORTH 01'23'00" WEST,ACCORDING TO THE STATE PLANE COORDINATE SYSTEM,STATE OF FLORIDA,EAST ZONE,NORTH AMERICAN DATUM OF 1983, 1990 ADJUSTMENT CERTIFICATION IHEREBY CERTIFY THAT THE SKETCH AND DESCRIPTION SHOWN HEREON COMPLIES WITH STANDARDS OF PRACTICE AS CONTAINED IN CHAPTER 61C17-6,FLORIDA ADMINISTRATIVE CODE,PURSUANT TO SECTION 472.027,FLORIDA STATUTES.AND THAT SAID SKETCH AND DESCRIPTION IS TRUE AND CORRECT TO Tht BEST Of MY K14OVILEDGE AND BELIEF AS PREPARED UNDER MY DIRECRON. SURVEYOR AND MAPPER FLORIDA LICENSE NO,LS5111 Mme"... OcEm OK 08/26t2DR 24-No Jv TD SHCET 1 OF 2 PURCHASE AND DEVrL 0Pf'viNNT AGREEMENT Page 45 of 77 SKETCH AND LEGAL DESCRIPTION W 1 d'R ER (NOT A SURVEY) � SECTION 27;45-43 {NOT FUN1189°55'38"I: 86.D8' .._..,. p BOYNTON BEACH BOULEVAR P.Q.$. N LIME SECTION 27-45-43 r N89`55`38"E 216.56' r�yy��yy' yy�� rys� p� L•38.55° � - OOO 04'2 "e" Z..�,. :'`=.y.. _. D-88'20'52" ^p. LCAT 1 -�[� R-25.00' A/W A"6.-NMEN�T.� 60 L*39.$4' (OR13 9016,PG.975 — p D-914 18'38" LOT 2 I F FSR. I_ZEMtT _ 6 (ORB 19494,E G.1699)c: td LC37 3 AGREEM'EN'T PLAT" LOT 4 a ry (P.B. 10i PG,2) EPt "FUNIC 13T�17S. AL4C1STiDIV' LA O T 5 0 >0 LOT 6 rn S88°37"13i�W 268.22' i a" DEDIC.ATEO t E y IW W Q "AGREEMENT PLAT"" 4 s. i M 10,PG. 2) 100 LOT 41 '. "DEWEY`'S 5UBDIv 1511 1~1" (P.B. 1,P . 37) 1 w ABBREVIA fC� 18 L "CURGIN B DELTA BCEl9Ti3AL ilOLE) a sB. LICENSED BUSINESS L.S. LECUMD S11MYOR U.lI.i4. OFFICIAL IRECOgDS BOX P-0-0. POINT Of BEGINKI[G L --F.o C. P31NY OF COWTUCEWENT x P.B, PLAT BIIIlA I . LINE LOT 41 P.Ut C.R... . PALM BEAN COI#I3TY RECORDS_®".——.,.....— _ ..... . . ,....... PG. i PACE �._....�..... P.5-w- PBRO!'ESStDUALAacPPEn SUAVEYOR ULAN AtlENUE{ R Bf.TA�.,�-� Rfe RIuv-ot•wAY F@, Tk417' I 0-rntse3 14wi MEAN MEqrG IV#' A H '4CALEi __ "• _. .cac1a c i TP erA'ci 08P7SP20t7 7.OF 2... ;. 4 �ItHt v 1 PURCHASE AND D EVE LOPMENTAGRE EMENT Pagc 46,[77 Exhibit "C" (Public Parking) (see attached) � o ! f p y �$ c e - _ + Sigel ton, i 0 OIL 1 � u LL JOLtO ec! LN3-k':IUDV.1.NRU01WIC)(INV 3SVIIJ-d,l! PURCHASE AND DCVELOPMENT AGRi�laleIENT Page 48 of 77 EXHIBIT"D" ANNUAL PERFORMANCE REPORT FORM (shall be required annually) Time Period Date Prior to and during the construction of Phase I(if applicable): 1. Hired job placement consultant on 2, Hosted a job fair on 3. Noticed through the Community Outreach Partner,availability of employment opportunities related to construction of Phase I of the project on 4. Provided evidence of requirement In subcontractor's contracts to hire and train local residents 5. Provided list of job positions and descriptions to Community Outreach Partner 6. Receipt of written confirmation from the contractor and subcontractors of the requirement to use minimum living wage on Prior to and during the construction of Phase 11(if applicable): 1. Obtained approval for a 100-room hotel on 2. Provided written confirmation of approval of the 50 additional public parking spaces(identifying the public parking spaces)on Post construction Certification requirements Phase I certification(if applicable): 1. Provided Certificate of occupancy from the City of Boynton Beach or other governmental agency demonstrating Certificates of Occupancy for the Phase I's 231 multi-family units on PURCHASL AND DEVr;,].OPN-IENI'A(]Rr,[:-'Mr,.Nl' Page 49 of 77 2. Provided a Certificate of Completion for the Project's 8,575 square feet of commercial is completed as a Grey Shell on 3. Provided certificate of completion of the 50 Phase I public parking spaces on 4Provided written confirmation of compliance with a Nationally Recognized High Performance Green Building Rating System an P URCI I ASE A ND DEVELOPM ENT AGREEMENT Page 50 of 77 SPECIAL WARRANTY DEED EXHIBIT"E" PUBLIC PLAZA PURCHASE AND DEVELOPMENT AGREEMENT 'age 51 of 77 i �f 1f s 6 t t k PURCHASE AND 1XVELOPMENTAGREEMENT Pagc 52 of 77 EXHIBIT"'D" TAX INCREMENT REVENUE FINANCE AGREEMENT PURMASE AND DEVUOMMEWAGR[ ME I' Pap 53 of 77 TAX INCREMENT IREVENUE FUNDING AGREEMENT This Tax increment Revenue Funding Agreement(hereinafter"Agreement")entered into asofthe-day of 2017, by and between: BOYNTON BEACH COMMUNITY ]REDEVELOPMENT AGENCY, a public agency created pursuant to Chapter 163. Part Ill of the Florida Statutes,(hereinafter referred to as "CRA"),with a business address of 710 North Federal I I ighwiy, Boynton Beach, Florida 33435, and OCEAN ONE BOYNTON, LLC, a Florida limited liability company, with a business address of c/o Washington Real Estate Partners, LLC, 9804 South Military Trail, Suite E-1 1. Boynton Beach, Fl.- 33436(hereinafter referred to as the"Developer"). RECITALS WHEREAS, Developer intends to construct the Project which will include a minimum or 231 multi-lamily units with related amenities and approximately 8,575 square feet orcommercial space as depicted in the Site Plan attached hereto as Exhibit "A," (hereinafter referred to as the "Project");and WHEREAS, the CRA has determined that the Project furthers the Boynton Beach Community Redevelopment Plan;and WHEREAS, Developer has the knowledge, ability, skill, and resources to efibctuatc the construction and development orthe Project:and WHEREAS, the CRA has determined that a public-private partnership in which the CRA provides Tax Increment Revenue Funding for the Project will further the goals and objectives of the Community Redevelopment flan;: NO THEREFORE, in consideration of tile mutual covenants and promises set forth herein, (fie sufficiency of which both Parties hereby acknowledge.the Parties Agree as follows; Section 1, Incorpgration. 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" mean the base year for determining Tax Increment Revenue from tile Project. PURCHASE AND DEVELOPMENT AGREEMENT Pa-C 54 of 77 2.2 "Benchmarks" shall be the various percentage thresholds of occupancy or tile 8,575 commercial/retail space for any year of the Phase I Term as set forth in Paragraph 5..1.6, 2.3 "Certificate of Occupancy" means the certifcate issued by tile 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 [herein, 2.4. "City" means tile City of'Boynton Beach, Florida. 2.5. "Commencement of Construction" or "Commence Construction" means obtaining an official permit in hand for any of'the construction activities contained herein and beginning to actually demolish, excavate or prepare the site for development of the applicable phase of the Project in accordance with the City Code and continuing until completion of construction of the Project or Phase of the Project as applicable in accordnnee with tile Florida Building Code. 2.6 "Cocumunity Outreach Partner" means (lie for-profit or non-profit group or organization selected by Developer with whom Developer shall coordinate on tile issues and obligations in this Agreement pertaining to employment or City residents and jobs for Locally Owned Small Businesses. 2.7 "Contractor" means a general contractor, a subcontractor or any other business entering into a contract with the Developer related to the construction orthe Project or part thereof. 2.8 E ffective Da te"shall rrican the date the last party to this Agreement executes this Agreement. 2.9 "Good Faith Effort" is considered to have been made when the respective parties lave used reasonable rricans to comply with tile associated directives and/or provisions set forth in this Agreement. 2.10 "Grey Shell" means an unfinished interior, lacking heating, ventilating, air conditioning, lighting, plumbing, ceilings. elevators, interior walls, etc. and ready for tenant improvements, 2.11 "Locally Owned Small Businesses" means any business that is wholly owned by individuals who reside in the City. If a business is owned by a corporation, then tile corporation must be wholly owned by individuals who reside in the City, If the business is owned by a partnership or limited liability company,then at least 20%of its partners or members must reside in the City. 2.12 "Minimum Living Wage" means the hourly rate that an individual must earn to support his or her family if they are the sole provider and are working full time (2,080 hours per year) in accordance with Palm Beach County Code Chapter '—). Article IV. Division 3 (tile Palm Beach County Living Wage Ordinance),as amended. PUM[ASE AND DE VELOPIMENT AGREEMENT Pav 55 of 77 2.13 "Notionally Recognized High Performance Green Building Rating System" means any one of the following. the Florida Green Building Coalition (FGBC) Standards, the Green Building Initiative's (GBI) Green Globe rating system, the United States Green Building Council (USGBC) Leadership in Energy and Environmental Design (LEED) Standards, or the National Association ofHomebUilders(NAHB)National Green Building Standards(NOBS). 2.14 "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the applicable phase of the Project by agreed upon percentage factor as provided for in this Agreement. 2.15 "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit"B," hereto. 2.16 "Site Plant' shall mean the approved Site Plan attached hereto as Exhibit "A," approved by the City or Boynton Beach. file#NWSP 16-002, Section 3. Developer's ObligationsandCovenants, 3.1 Construction of the Project, Developer agrees to Commence Construction of the Project within two(2)years ol'the Effective Date of this Agreement. 3.1.1 The Project shall conform to the Site Plan and shall include the following, which shall hereinafter be referred to as"Phase I Improvements:": r: Developer shall construct a minimum of 231 multi-family residential units with related amenities. 9. Developer shall construct a minimum of 8,575 square feet of commercial/retail space: h. Developer shall construct Parking Improvements,conceptually depicted on Exhibit,"C,"hereto,consisting,at a minimum of Fifty(50)public parking spaces ("Public Parking") that shall be restricted for public use and that shall not be available to the Phase I residential units. The Parking Improvements may consist of structured parking, surface parking, valet parking, mechanical parking. shared parking or any other means as allowed under local city ordinance, Upon completion of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to estabi ish the maintenance responsibilities of the CR A for the Public Parking. If Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion or construction of the Public Parking. either party may request binding arbitration to complete the terms of the Agreement. i. Construction of the multi-family residential units for the Project shall be in compliance with, qualify for and receive Florida Green Building Certification. PURCHASE AND DEVELOPMENTAGREZMEN T Pap 56 of 77 j. Prior to and during the construction of(lie Pruject. the Developer shall W I lire a job placement consultant during the construction period of this Agreement: 0 I-lost a job fair; 0 Give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of Phase I of the Project. a Include in all contracts with Contractors requirements that the Contractors use Good Faith Efrorts to hire and train City residents to participate in the construction of Phase I o f the Project; o Provide a list orjob positions and descriptions to the Community Outreach Partner and agree to give priority to qualified job applicants referred by the Community Outreach Partner to participate in the construction of Phase I of the Project. 0 Use Good Faith Efrorts to offer permanent job positions resulting from Phase I orthe PrcJect to qualified City residents: 0 Notify and refer job training and job placement opportunities to the Boynton Beach Community High School and South Tech Academy in Boynton Beach in the event each are able and wil I ing to provide such training;and a Pay or cause to be paid ne%v hires in all permanent positions residing within the City a minimum orthe Living Wage, Section 4, Annual Perfarmance Report. Developer shall annually provide (lie CRA with an Annual Performance Report For the Project indicating the status or Developer's compliance with the requirements of this Agreement as set forth in Sections 3 and 5 of this Agreement and evidencing that Developer has paid all property(axes for the Property for the preceding year,Such report must be submitted to [lie CRA no later than the last day of April for the preceding year in a form substantially in accordance %vith the form attached hereto as Exhibit'T." Section 5. Certification.Rg9girements. 5.1 As a condition precedent to its receipt of any Pledged Project Increment Revenue pursuant to this Agreement: 5.1.1 Developer must have taken all steps necessary to divide the Property into two separate parcels such that the Phase I Property and the Phase 11 Property have been assigned individual Parcel Control Numbers by the Palm Beach County Property Appraiser PURCHASE AND DEVELOPNIENT AGREEMENT Page 57 of 77 and these Parcel Control Numbers have been placed oil the Palm Beach County tax rolls and assigned taxable value prior to tile Base Year for each Phase;and 5.1.2 Developer must have timely provided its Annual Performance Report providing evidence of compliance with the requirements or this Agreement as set Forth below and evidencing that Developer has paid all property taxes for tile preceding year; and 5.1.3 Upon receipt of the Annual Performance Report. 2, the CRA shall review and approve the Annual Performance Report at the next available CRA meeting as meeting the requirements in Section 4 above and certifying Developer's compliance with all conditions precedent fear receiving Pledged Increment Revenue for that Phase 1, which approval shall not be unreasonably withheld , 5,11.4 The CRA has receivedTax Increment Revenues from the completed Phase I Improvements subsequent to the Base Year-,and 5.1.5 Developer shall not be entitled to any Pledged Project Increment Revenue payments it the Developer has failed to meet its obligations under this Agreement or is otherwise in derault under the teres of this Agreement and has failed to sulliciently cure tile default as provided for herein after appropriate notice or such default has been given. There is no obligation by the CRA to disburse the Direct Incentive Funding during any cure period or in the event file Developer is in default of this Agreement so long as,once a default is cured. Developer shall continue to receive their Direct Incentive Funding for the Project Lip to tile Pledged Project Increment Revenue and any time periods for perrormiince hereunder shall be extended for the same period or time needed to cure the default. 5.1.6 Should Developer fail to meet the Benchmarks set below regarding occupancy of' 8.575 square feet of commercial/retail space (tile "Coin mere in I/Reta i I Space")forany year ofthe Phase I Term,Developer's percentage of tile Pledged Increment Revenue to be paid to Developer shall be reduced by 10%For that year of the Phase I Term, d. Developer Must certify that?5%of the Commercial/Retail Space has been occupied by coin mercial/reta i I tenants by at least the third year of tile Phase I Term as defined herein. Once the 25%threshold is obtained, whether it be in the First, second or third year, the threshold shall be deemed satisfied forever,even ir in the future the actual amount occupied thereafter is less than 25%. Accordingly,as long as Developer did not default under any commercial lease and continues in good faith to re-market the property for lease, once tile 25% threshold is achieved, Developer shall be entitled to the Pledged Increment Revenue ror the year in which the 25% threshold is achieved and each year thereafter during the Phase I Term unless a greater Benchmark is achieved; el Developer must certify that 50%of the Commercial/Retail Space has been occupied by commercial/retai I tenants by at least the sixth year ofthe Phase I Term as dertned herein. Once the 50% threshold is obtained, whether it be in any year PURCHASE AND DEVELOMMENTAGREEMEN F Page 58 oF77 prior to the end o r(lie sixth year of the Phase I Term,11,ic threshold shall be deemed satisfied forever, even if in (lie suture the actual amount occupied thereafter is less than 50%.Accordingly.as long as Developer did not default Linder any commercial lease and continues in good Faith to re-market the property for lease,once tile 50% threshold is satisfied, Developer shall be entitled to the Pledged Increment Revenue for[lie year in which the 50%threshold is achieved and each year thereafter during the Phase I Term unless a greater Benchmark is achieved; and f. Developer must certify that 70% of the Commercia VRetail Space has been occupied by the corn merciallreta i I tenants by at least the eighth year o r tile Phase I Terni as defined herein. Once the 70%threshold is obtained,whether it be in ally year prior to the end or the eighth year of the Phase I Term, the threshold shall be deemed satisfied forever.even ifin the future the actual amount occupied thereafter is less than 70%. Accordingly, as long as Developer did not default under any commercial lease and continues in good Ibith to re-market the property for lease, once satisfied, Developer shall be entitled to the Pledged Increment Revenue for year in which the 70% threshold is achieved and each year thereafter during the Phase I Term. 5.2 Certification. 5.2,1 Developer shall cerdry in its Arinual Performance Report that it has rnet its obligation under Section 3,1.1 a. and 3.1.I.b. of this Agreement by providing a Certificate of Occupancy for all residential components of the Phase I improvements and Certificate of Completion for all nonresidential components of tile Phase I improvements from the City of Boynton Beach indicating the 100 percent completion of all Phase I Improvements and demonstrating that the taxable value of all Phase I improvements have been placed oil the Palm Beach County tax rolls for tile Phase I Property. 5.2.2 Developer shall certify in its Annual Performance Report that it has met its obligation Linder Section 3.1.I c of this Agreement by demonstrating that it has constructed the Public Parking and by documenting signage and other means by which these Public Parking spaces are clearly reserved for use by the public and excluded from use by Multifamily and commercial units that are part orthe Project, 5.2.3 Developer shall confirm in its Annual Performance Report that it has met its obligation Linder Section 3.1 I.d of'this Agreement by providing proof of receipt or Florida Green Building Certification. 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation Linder Section 3,1.I.e ofthis Agreement by: a. Demonstrating that it hired and utilized (lie services of a job placement consultant and by reporting the job placement consultant's activities during construction of Phase I of the Project: b. Demonstrating that it held a job rair; and IWWA! PURCHASE AND DEVELOPMENT AGRrUMENT Page 59 of 77 c. Requiring all Contractors covered by the terms of this Agreement to provide annual copies of its records, reports or any other information necessary to monitor compliance with the provisions of Section 3.1.1 e of this Agreement and require all Contractors to submit annual payrolls to the Developer ileal include the fiollowing information pertaining to all Locally Owned Small Business hired to work on or for Phase I of the Project: name,address and the number of hours worked for the period.until a Certificate of Occupancy is is-sued for at least 90%orthe residential units of Phase I of the Project. Section 6. Pledged ProjectIncreineut Revenue. 6.1 Formula and Term. 6.1.1 The amount of the Pledged Project Increment Revenue to be paid Developer pursuant to this Agreement is based on the following formula.- C. Developer shall receive Pledgcd Project Increment Revenue for Phase I Improvements for a term of eight (8) consecutive years, beginning the year Developer demonstrates it has met all conditions precedent to receiving Pledged Project Increment Revenue as provided in Sections 3, 4, and 5 of dais Agreement for the Project and upon final certification of tax assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year (hereinafter the '-Phase I Term"), The amount of Pledged Project Increment Revenue due to Developer during the Phase I Term shall be determined pursuant to the following formula: For Years I - 7 of the Phase I Term, Developer shall receive Seventy-five percent(75%)of the Pledged Project Increment Revenues actually received by the CRA: and For Year 8 of the Phase I Terni, Developer shall receive Fifty percent(50%) of the Pledged Project Increment Revenues actually received by the CRA. d. The Base Year for determining Tax Increment Revenue from the Project shall be as follows: For[tic Phase I Term.the year prior to commencement of construction of Phase I Improvements on the Property. 6.2 No Prior Pledge of Pledged Project Increment Revenues. 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 term ol"this Agreement. PURCHASE AND DEVC-I.OPiMEi\'I'AG[tLEfvlE?N'I' Pate 60 of 77 6.3 Form of Payment. Payment ofshall be in the form of a CRA check made payable to the Developer. No payment made Linder this Agreement shall be conclusive evidence or the performance of this Agreement by Developer, either wholly or in part, and no payment shall be construed to relieve Developer of obligations Linder this Agreement orto be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or by recognized overnight courier or sent by certified mail. postage prepaid. return receipt requested. The use of electronic communication is not considered as providing proper Notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Michael Simon. Interim Executive Director Boynton Beach Community Redevelopment Agency 7I Noah Federal flighway, Boynton Beach, Florida 33435 With a copy to: Tara W, Duhy, Esq. Lewis, Longman & Walker, P.A. 515 North Flagler Drive Suite 1500 West Palm Beach, Florida 33401 ll'to Developer, such notice shall be addressed to: Mr, Michael Ross Ocean One Boynton.LLC c/o Gulfstream Property Management 9804 South Military'Frial Suite E-1 I Boynton Beach, FL 33436 Mr. William Morris Southcoast Advisors, LLC 777 E. Atlantic Avenue Suite 100 Delray Beach, I-L 33483 F. Davis Camalier Washington Real Estate Partners 1629 K Street N.W. PURCHASE AND DEVELOPMENT AGRF'E'NIENT Page 61 of 77 Suite 1200 Washington, DC 20006 With a copy to: Bonnie Miskel. Esq. Gary S. Dunay, Esq, Dunay, Miskel and Backman, LLP 14 SE 4"'Street Suite 36 Boca Raton, FL 33432 Section 8. 12gfoul . The failure of Developer to comply with the provisions set forth in this Agreement shall constitute a default and breach ofthis Agreement. IrDeveloper fails to cure the default within thirty (30)days of notice From the CRA. the CRA may terminate this Agreement and all obligations for payment of Pledged Project Increment Revenue to Developer shall cease, Section J. Termination. Unless earlier terminated pursuant to the terms herein. this Agreement shall automatically ten-ninate upon the last disbursement of Pledged Project Increment Revenue to Developer for the Project,or within two(2)years ofthe Effective Date if tile Developer has railed to commence construction oll'thc Phase I Improvements subject to force majeurc. Either Party may elect to terminate this Agreement by providing 45 days written notice to the other Party upon one or more or the following occurrences: C, The default of either Party, if such del-ault is not Cured within the time prescribed by this Agreement; d. The Parties enter into mutually agreed upon,written Addendum,the cNect of which is to terminate this Agreement. Section 10. Miscellaneous Provisions, 10.1 Waiver. Tile CRA shall not be responsible for any property damages or personal injury sustained by Developer from any cause whatsoever related to the development or the Project, whether such damage or injury occurs before, during, or after the construction of(lie Project or the term of this Agreement. Developer hereby forever waives,discharges.and releases (lie CRA. its agents, and its employees,to the fullest extent the law allows, from any liability for any damage or injury sustained by Developer. This waiver,discharge,and release specifically include negligence by the CRA, its agents, or its employees, to the fullest extent the IaNv allows, 10.2 Indemnification. Developer shall indemnify. save. and hold harmless the CRA. its agents,and its employees from any liability.claim,demand,suit, loss.cost,expense or damage which may be asserted,claimed,or recovered against or from the CRA,its agents,or its employees. by reason of any property damages or personal injury, including death. sustained by any person whomsoever, which damage is incidental to, occurs as a result of, arises out of, or is otherwise related to the negligent or wrongful conduct or the faulty equipment (including equipment PURCHASE AND DEVELOPMENTAGREEMENT Pogo 62 of 77 installation and rernoval) of Developer. Nothing in this Agreement shalt be deemed to a 1'rect the rights, privileges, and SOVCTCigr) irrallUnitieS Of the CRA as set forth in Section 76 .28, Florida Statutes, This paragraph shall not be construed to require Developer to indemnify the CRA for its own negligence, or intentional acts or(lie CRA, its agents or employees, Gael party assumes the risk of personal injury and property damage attributable to the acts or omissions of that party and its officers,employees and agents. 10.3 Assignment. This Agreement may only be assigned by tile Developer to record owners of the Property with the prior written consent of(lie CRA, %;hich consent shall not be unreasonably withlield, provided, however, that any assignee hereto shall specifically assume all of the obligations of the Developer under this Agreement, 10.4 Successors and Assigns, The CRA and Developer each binds itself and its partners, successors. executors, administrators and assigns to the other party and to the partners, successors,executors,administrators and assigns ol'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 tile CRA and the Developer. 10.5 No Discrimination. Developer shall not discriminate against any person on the basis of race,color. religion, ancestry, national origin. age.sex. marital status. sexual orientation or disability for any reason in its hiring or contracting practices associated with this Agreement. 10.6 No Partnership, Etc. Developer agrees nothing contained in this Agreement shall be deemed or construed as creating a partnership,joint venture, or employee relationship. It is specifically understood that Developer is oil independent contractor and that no employe r/employee or principal/agent is or shall be created nor shall exist by reason of this Agreement or the performance under this Agreement. 10.7 Public Records: The CRA is a public agency subject to Chapter 119, Florida Statutes. Developer shall comply with Florida's Public Records Law. Specifically,the Developer shall: C. Keep and maintain public records required by the CRA to perform the public services provided for in this Agreement: 171 Upon request from the CRA's custodian of public records.provide the CRA with a copy of(lie requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 9. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for tile duration of the contract term and Following completion of the contract if Developer does not transfer the records to the CRA. PURCHASE AND DEVELOPMUNT AGRUNIFNT Page 63 or 77 h. Upon completion of the contract, transfer, at no cost, to the CRA all public records in possession ol'Developer or keep and maintain public records required by the CRA to perform the service, If Developer transfers all public records to the public agency upon completion of the contract. Developer shall destroy ally duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Developer keeps and maintains public records upon completion 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 orpublic 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; 710 North Federal Highway,Boynton Beach, Florida 33435;or Boynton BeachCRA(tcbbMus. 10.8 Entire Agreement. This Agreement represents the entire and sole agreement and understanding between the Parties concerning the subject matter expressed herein, No terms herein may be altered,except in writing and(lien only if signed by all the parties hereto. All prior and contemporaneous agreements, understandings, communications, conditions or representations. of any kind or nature, oral or written, concerning the subject matter expressed herein,are merged into this Agreement and the terms of this Agreement supersede all such other agreements. No extraneous information may be used to alter the terms of this Agreement. 10.9 Counterparts and Transmission. To facilitate execution.this Agreement may be executed in as many counterparts as may be convenient or required,each of which shall be deemed an original, but all of which together shall constitute one and [lie 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,c., via facsimile or pdf format document sent via electronic mail), which transmitted document shall be deemed an original document for all purposes hereunder. 10.10 Agreement Deemed to be Drafted Jointly. This Agreement shall be deemed to be drafted jointly and shall not be construed more or less favorably towards any or the parties by virtue of the fact that one party or its attorney draflcd all or any part thereof. Any ambiguity round to exist shall be resolved by construing the terms or this Agreement fairly and reasonably in accordance with the purpose of this Agreement, 10.11 Governing Law, Jurisdiction, and Venue. The terms and provisions of this Agreement shall be governed by, and construed and enforced in accordance with,the laws of the State of'l-lorida and the United States of America, without regard to conflict of law principles. Venue nand jurisdiction shall be Pagan Beach County, Florida. for all purposes,to which (lie Parties expressly agree and submit. 10.12 Independent Advice. The Parties declare that the terms of this Agreement have been read and are fully understood. The Parties understand that this is a binding legal document, PURCHASE AND DEVELOPMENT AGREEMENT Page 64 of 77 and tach Party is advised to seek independent legal advice in connection with the matters referenced herein. 10.13 Severability. If any part of this Agreement is found invalid or unenforceable by any court, such invalidity Or Linen forceabi I ity shall no( affect the other parts of the Agreement if' the rights and obligations of the Parties contained herein are not materially prejudiced and if(lie intentions of the Parties can continue to be achieved. To that end. this Agreement is declared severable. 10.14 Voluntary Waiver of Provisions. The CRA may, in its sale and absolute discretion,waive any requirement of Developer contained in this Agreement. 10.15 Complianecwith ll-,aws. In its performance under this Agreement,Developer shall comply with all applicable federal and state laws and regulations and all applicable [pales Beach M County, City of Boynton Beach,and CRA ordinances and regulations, 10.16 Effective Date. This Agreement will become of upon the date and time the Iasi party executes this Agreement, 10.17 Survival. The provisions of this Agreement regarding public records. indemnity, and waiver shall survive the expiration or termination of this Agreement and remain in full force and effect. PURCHASE AND DCV CLOPMENTAGRLE M ENT Page 65 or 77 IN WITNESS OF THE FOREGOING, the parties have set their lands acid seals the day and year first above written. WITNESSES OCEAN ONE BOYNTON, LLC a Florida limited liability company By: Print Name: Print Name: Title: Print Name- STATE OF FLORIDA SS: COUNTY OF BEFORE ME, an officer duly authorized by lmy to administer oaths and take acknowledgments, personally appeared as of OCEAN ONE BOYNTON, LLC. and acknowledged under oath that he/she has executed the foregoing Agreement as the proper official of OCEAN ONE BOYNTON, LLC, for Elie use and purposes mentioned herein and that the instrument is the act and deed of OCEAN ONE BOYNTON,LLC. He/she is personally known to me or has produced as identification. IN WITNESS OF THE FOREGOING. I have set my hand and official seal at in the State and County aroresaid on this day of . 2017, My Commission Expires: Notary Public. State of Florida at Large IREMAINDER OF PAGE INTENTIONALLY LEFT BLANKI [CRA SIGNATURE ON FOLLOWING PAGE1 WITNESSES BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY PURCHASE AND DEVELOPMENT AGREEMENT Page 66 of 77 By: Print Name; Steven Grant.CRA Board Chair Print Name: STATE OF FLORIDA SS: COUNTY OF PALM BEACH BEFORE ME, an officer duty authorized by IaNv to administer oaths and take acknowledgments, personally appeared Steven Grant as Board Chair of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY, and acknowledged under oath that lie/she has executed the foregoing Agreement as the proper official of BOYNTON BEACH COMMUNITY REDEVELOPMENT AGENCY. for the use and purposes mentioned herein and that the instrument is the act and deed of BOYNTON BEACI I COMMUNITY REDEVELOPMENT AGENCY. He/she is personally known to me 01' has produced as identification. IN WITNESS OF THE FOREGOING, I have set my hand and official seal sat in the State and County aforesaid on [his day of 2017, My Commission Expires: Notary Public,State of Florida at Large PURCHASE AND DEVELOPMENT AGREEMNT Ilage 67 oF77 EvIdbit "A" (Project) (Nee attached) PURCHASE AND DEVELOPMENT AGREEMEN'J" Page 68 oF77 FWAR ftv&4 us Namy PA I fT Tww 13 ti ED I fit- -m It 0,111 IN 1r 1" Not I a>1 I " th anOneCOHEN-FREEDMAN ENCINOSA & ASSOC M It FEDER&HOWAY.BMW=BEACR FL AmbilecK PA bBaw LEVEL PLA4 , IN,W. IAU.1 Ut-N MAW. 33014 30d LT96 Ym 11URCHASE AND DEVELOPIMENT AGREEMENT Page 69 of 77 Exhibit "B" (Property) (see attached) PURCHASE AND DEVELOPIMENTAGRECMENT Page 70 of 77 VL%M,ie 047 rjNmmlo Rw Tat(561)241-99e8 SURVEYING & MAPP Caiffl,pin olAiAluiaion No.LWAAP Fej:§61241-5192 SKETCH AND LEGAL DESCRIPTION (NOT A SURVEY) OCEAN ONE - PHASE 1 LEGAL DESCRIPTION A PORTION OF THE NORTHWEST ONE-QUARTER OF SECTION 27, TOWNSHIP 45 SOUTH,RANGE 43 EAST, PALM BEACH COUNTY, FLORIDA, INCLUDING PORTIONS OF LOTS I THROUGH 6, "FUNK BROS. ADDITION To THE TOWN OF BOYNTON-', AS RECORDED IN PLAT BOOK 2 AT PAGE 13 OF THE PUBLIC RECORDS OF PA-MF BEACH COUNTY, F1 ORIDA. AND A PORTION OF LOT 41 "DEWEY'S SUBDIVISION", AS RECORDED IN PLAT BOOK I AT PAGE 37 OF SAID PUBLIC RECORDS, ALL IN ACCORDANCE WITH THE "AGREEMENT PLAT", AS RECORDED IN PLAT BOOK 10 AT PACE 2, AND BEING MORE PARTICULARLY DESCR;BED AS FOLLOWS1 COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 27; THENCE NORTH 89*55'38' EAST, ALONG THF NORTH LINE OF SAID SECTION 27, A DISTANCE OF 86.08 FEET; THENCE SOUTH 00'04'72" EAST, A DISTA14CE OF 22.00 FEET TO THE POINT OF BEGINNING; THENCE NORTH 89"55',3$" EAST, A DISTANCE OF 216,56 FEE] TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RIGHTi THENCE EASTERLY AND SOUTHERLY ALONG THE ARC OF SAID CURVE, HAVING A RADUS Or 25.00 FEET AND A CENTRAL ANGLE Or 880 20'52", A DISTANCE OF 38,55 FEET TO THE POINT OF TANGENCY; 71 IE'NCE SOUTH 01,43,3011 EAST, ALONG A LINE 15.00 FEET WIEST or AND PARA110 WITH THE EAST I INE OF SAID LOTS I THROUGH 6 AND THE EAST LINE OF SAID I OT 41, A DISTANCE OF 287.77 FEET; THENCE SOUTH 88'37'13" WESI, A DISTANCE OF 268 22 FEET. THENCE NOR!H OP 23-00" WEST, ALONG A LINE 60.00 FEET EAST OF AND PARALLEL WI I'H THE WEST LINE OF SAID SECTION 27, A DISTANCE OF 292.55 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE TO THE RICK; THENCE NORTHERLY AND EASTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS or 25.00 FEET AND A CENTRAI ANGI,E OF 910 18'38", A DISTANCIF Or 39,84 FEET TO THE POINT OF BEGINNING. SAID LANDS SITUATE IN THE CITY OF BOYNTON BEACH,PALM BEACH COUNTY, FLORIDA, AND CONTAIN 83,950 SQUARE FEET,MORF_ OR LESS. NOTES I. TIEPRoDumoNs or THIS SKETCH ARE NOT VALID WITHOUT THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICtNSEL SURVEYOR ANT) MAPPFR, 2. 'HCl SEARCH OF THE PUAJIC RECORDS WAS MADE IN THE PREPARATION OF THIS SKETCH AND DESCRIPTION, 0L.BEARINGS SHOWN HEREON ARE OASED ON THE WEST LINE OF IF E NORTHWEST ONE- TER OF SECTION 27.HAVING A %,ARING OF NOR tH 02'23'00" VIE ST,ACCORDING To THE STATE PLANE COORMNATE SYSTEM.STATE OF FLORIDA,EMT ZONE,NORTH AMERICAN DATUM OF 1983, 1900 ADJUSTMENT CERTIFICATION THEREBY CERTIFY THAT THE SKETCH AND DESCRMVIDN SHOWN HEREON COMPLIES WITH 5TANDARDS OF PRACTICE AS CONTAINED IN CHAPTER 61017-6,FLORIDA ADMINISTRATIVE CODE,PURSUANT TO SECTION 472.027,FLORIDA STATUTES,AND THAT SAID SKETCH AND DESCR-PTION IS TRUE AND CORRECT TO THE 13EST OF MY KNOWLEDGE AND BELIEF AS PREPARED UNDER My DIRECrION. SURVEYOR AND MAPPER FLORIDA LICENSE NO.LS5PI ,.Taal 0# 1 vc[Ni WE 12612017 166 009 al. 4'1a isA TD mi toF 2 PURCHASE AND DEVELOPMENT A REEMEW Page 71 oF77 P.O.C. SKETCH AND LEGAL, DESCRIPTION NW CORNER (NOT A SURVEY) SECTION 27-45-43 MOT FOUND) N894 551381,E 86.08" BOYNTON BEACH BOULEVALt � �� N UNE SECTION 27-X15-43 .. . 8:25.0 N89.5 ' 16,56" L-3B.55 SOO*04.2 "E � T�- 0.1 8"20'52. ,1 22.111}' ....: .� ��- 1 LST 1 �� J .. E R-25.11 ' r .�.vDONMENT L-39.841380(ORB 29©16,PG.'975) 1.91`18' ' .,. LOT 2 " -F-WL- EAS&ENT (ORB 19094,PG. 1699) LOT 3 _ ",AGREEMENT PLAT" �: ' (P.B. 10,PG. 2) LOT 4 % 4-I;Z "FUNK BROS. AMMON W rn rn L41 Z 07 5o 0 LOT6 - caterot r G.I. W 5880 37'13"W 268.22' IW 1 10'R/W T BE DED°GATEDn 11 a 10. s �, Irn "AGREEMENT PLAT" 1P,B. 10, PG.21 4 LDT 41 VEWEVS SUBDIVISION" —� 1P.B. 1" PG, 371 °ABBREVIATIONS aDELTA IMITRAL ANGLES L.B. LICENSEO BUSINESS L.S. LICENSED SMVE VCR 0 x.11. 0,:FICIAL RECO;tUS BUOY. P31fif OF-REGINN1114 G7 r°,b. •. PLAf Am Lr�A S LINE LOT 41 F.U.c.s. f°Atm"Asir couRrt PEC C - _ _ PC. PACE .—..,. ..° ..�......E('S,R ..4.. P.S.r1.. _ PriaiESSIBNAt St1Rr±"oft i. �10EAN AVENUE(BR 13t14� r#�1� �r�rlr�IR•wtr W. 04115 FPG�Y/I k6 l Gum W fill 45" YCN.'jX }`' '. t PURCHASE� AND DEVELOPMENT AGREEMENT Page 72 of 77 Exhibit "C" (Public Parking), (see attached) ME --- — - I iia -� 1, WE N R'd tl tl 9 C) 00 PURCI IASE AND WVELOPMENTAGREENIENT Poge 74 of 77 EXHIBIT"0" ANNUAL PERFORMANCE REPORT FORM (shall be required annually) Time Period Date Prior to and during the construction of Phase I(if applicable)- 1. Hired job placement consultant on 2. Hosted a job fair on 3. Noticed through the Community Outreach Partner,availability of employment opportunities related to construction of Phase I of the project on 4. Provided evidence of requirement in subcontractor's contracts to hire and train local residents S. Provided list of job positions and descriptions to Community Outreach Partner 6Receipt of written confirmation from the contractor and subcontractors of the requirement to use minimum living enrage on Prior to and during the construction of Phase 11(if appllcable), 1. Obtained approval for a 100-room hotel on 2. Provided written confirmation of approval of the 50 additional public parking spaces(identifying the public parking spaces)on Post construction certification requirements Phase I certification(if applicable): 1, Provided Certificate of occupancy from the City of Boynton Beach or other governmental agency demonstrating Certificates of Occupancy for the Phase I's 231 multi-family units on PURCHASE AND DT; LLOPPAI"NTAGREUMENT Pagc 75 of 17 2. Provided a Certificate of Completion for the Project's 8,575 square feet of commercial is completed as a Grey Shell on 0 3Provided certificate of completion of the 50 Phase I public parking spaces on 4. Provided written confirmation of compliance with a Nationally Recognized High Performance Green Building Rating System on 14 Ali I" PURCHASE AND DEVELOP ENTAGREEMENT Page 76 of 77 EXHIBIl"T" THE PLAZA DEVELOPMENT PLAN PURC'i ASE AND DEVELOPMENT AGREL EEe~T Page 77 or 77 re , - 9 I Ifl 7 Tto j N r ww < 4 tcZ m m - i:, fill I �01 � LL� { u Ul r l i •a� { U i Ll X A {> e _ Yp 1 FI partnership or limited liability company, then at least 20% of its partners or members must reside in the City. 2.12 "Minimum Living Wage" means the hourly rate that an individual must cam to support his or her family if they are the sole provider and are working full time (2,080 hours per year) in accordance with Palm Beach County Code Chapter 2, Article IV, Division 3 (the Palm Beach County Living Wage Ordinance), as amended. 2.13 "Nationally Recognized High Performance Green Building Rating System" means any one of the following: the Florida Green Building Coalition (FGBC) Standards, the Green Building Initiative's (GBI) Green Globe rating system, the United States Green Building Council (USGBC) Leadership in Energy and Environmental Design (LEED) Standards, or the National Association of Homebuilders (NAHB)National Green Building Standards (NGBS). 2.14 "Pledged Project Increment Revenue" means an amount calculated by multiplying Tax Increment Revenue from the applicable phase of the Project by agreed upon percentage factor as provided for in this Agreement, 2.15 "Property" means the property subject to this Agreement upon which the Project shall be developed as more particularly described in Exhibit"B," hereto. 2.16 "Site Plan" shall mean the approved Site Plan attached hereto as Exhibit "A," approved by the City of Boynton Beach, file#NWSP 16-002. Section 3. Developer's Oblii!ations and Covenants. 3.1 Construction of the Project. Developer agrees to Commence Construction of the Project within two(2)years of the Effective Date of this Agreement. 3.1.1 The Project shall conform to the Site Plan and shall include the following, which shall hereinafter be referred to as"Phase I Improvements:": a. Developer shall construct a minimum of 231 multi-family residential units with related amenities. b. Developer shall construct a minimum of 8,575 square feet of commercial/retail space; C. Developer shall construct Parking Improvements,conceptually depicted on Exhibit 11C,11 hereto,consisting, at a minimum of Fifty(50) public parking spaces ("Public Parking") that shall be restricted for public use and that shall not be available to the Phase I residential units. The Parking Improvements may consist of structured parking, surface parking, valet parking, mechanical parking, shared parking or any other means as allowed under local city ordinance.Upon completion of the Public Parking, Developer and the CRA shall enter into a Parking Management Agreement to establish the maintenance responsibilities of the CRA for the Public Parking. If a Parking Management Agreement is not negotiated and executed by the Parties within one year of the completion of construction of the 3 Public Parking, either party may request binding arbitration to complete the terms of the Agreement. d. Construction of the multi-family residential units for the Project Shall be in compliance with,qualify for and receive Florida Green Building Certification. e. Prior to and during the construction of the Project,the Developer shall e I-lire a job placement consultant during the construction period of this Agreement: Host a job I'air; o Give priority to Contractors that are Locally Owned Small Businesses to participate in the construction of Phase I of the Project; 4 include in all contracts Nvith Contractors requirements that the Contractors use Good Faith Efforts to hire and train City residents to participate in the construction of Phase I of the Project:' • Provide a list of job positions and descriptions to tine Community Outreach Partner and agree to give priority to qualified job applicants referred by the Community Outreach Partner to participate is the construction of Please I of the Project, o Use Good faith Erforts to offer permanent job positions resulting from Phase i of the Project to qualified City residents: • Notify and refer job training and job placement opportunities to the Boynton Beach Community High School and South 'Tech Academy in Boynton Beach in the event each are able and willing to provide such training,and Pay or cause;to be paid new hires in all permanent positions residing;within the City a minimum of the Living Wage.. Section 4. Annual Performance Report. Developer shall annually provide the CRA with an Annual Performance Report for the Project indicating the status of Developer's compliance with the requirements of this Agreement as set forth in Sections 3 and a of this Agreement and evidencing that Developer has paid all property taxes for the Property for the preceding year.Such report must be submitted to the CRA no later than the last day of April l'or the preceding year in a form substantially in accordance with tine form attached hereto as Exhibit"D." Section S. Certification Itequirements. 4 5.2.4 Developer shall certify in its Annual Performance Report that it has met its obligation under Section 3.1.Le of this Agreement by: a. Demonstrating that it hired and utilized the services of a job placement consultant and by reporting the job placement consultant's activities during construction of Phase I of the Project; b. Demonstrating that it held a job lair; and C. Requiring all Contractors covered by the terms of this Agreement to provide annual copies of its records, reports or any other information necessary to monitor compliance with the provisions of Section 3.1.1 e of this Agreement and require all Contractors to submit annual payrolls to the Developer that include the following information pertaining to all Locally O%kned Small Business hired to work on or for Phase 1 of the Project: name, address and the number of hours worked for the period, until a Certificate or Occupancy is issued for at least 90%of the residential units of Phase I of the Project. Section 6. Pledged Proiect Increment Revenue. 6.1 Formula and Term. 6.1.1 The amount of the Pledged Project Increment Revenue to be paid Developer pursuant to this Agreement is based on the following formula a Developer shall receive fledged Project Increment Revenue for Phase I Improvements for a term of eight (8) consecutive years, beginning the year Developer demonstrates it has met all conditions precedent to receiving Pledged Project Increment Revenue as provided in Sections 3, 4, and 5 of this Agreement for the Project and upon final certification of tali assessments within the CRA District by the Palm Beach County Property Appraiser for the preceding year (hereinafter the "Phase l Term''). The amount of fledged Project Increment Revenue due to Developer during the Phase 1 Term shall be determined pursuant to the following formula: For Years l —7 of the Phase I Term. Developer shall receive Seventy-rive percent(75%)of the Pledged Project Increment,Revenues actually received by the CRA;and For Year 8 orthe Phase I Term, Developer shall receive Fifty percent(50%) of the Pledged Project increment Revenues actually received by the CRA, 7 b. The Base Year Ibr determining Tax Increment Revenue from the Project shall be as follows: For the Phase i Term,the year prior to commencement of construction of Phase t Improvements on the Property. 6.2 No Prior Pledge of Pledged Project Increment Revenues. The CRA warrants and represents that the fledged 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 term of this Agreement. 6.3 Form of Payment. Payment of shall be in the form of a CRA check made payable to the Developer. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Developer. either wholly or in part, and no payment shall be construed to relieve Developer of'obligations under this Agreement or to be an acceptance of faulty or incomplete rendition of Developer's obligations under this Agreement. Section 7. Notice and Contact. Any notice or other document required or allowed to be given pursuant to this Agreement shall be in writing and shall be delivered personally, or by recognized overnight courier or sent by certified mail, postage prepaid, return receipt requested. The use ofelectronic communication is not considered as providing proper Notice pursuant to this Agreement. If to CRA, such notice shall be addressed to: Michael Simon, Interim Executive Director Boynton Beach Co►r►munity Redevelopment Agency 710 North Federal 1-1 ighway, Boynton Beach, Florida 33435 With a copy to: Tara W. Dully, Esq. Lewis, Longman & Walker. P.A. 515 North Flagler Drive Suite 1500 West Palm Beach. Florida 33401 If to Developer, such notice shall be addressed to: Mr. Michael Ross Ocean One Boynton, LLC c/o Gulfstream Property Management 9801 South Military Trial 9 1 I, AGENCYB E AC H C R A COMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: June 11, 2019 OLD BUSINESS AGENDAITEM: 14.E. SUBJECT: Consideration and Recommendation of the Letter of Intent to the Palm Beach County Housing Authority to Assist in the Development of Properties Located at 404, 406, 408, and 410 NW 12th Avenue SUMMARY: At their May 14, 2019, meeting, the CRA Board reviewed a draft Notice of Intent (1-0 1) letter prepared by legal counsel to the Property Asset Manager with the Palm Beach County Housing Authority (PBCHA) stating the CRA's willingness to assist them with the redevelopment of affordable single-family homes on the PBCHA owned properties located at 404, 406, 408, 410, and 412 NW 12th Avenue. The CRA currently owns the adjacent vacant lot at 402 NW 12th Avenue. After some discussion, the Board provided direction to CRA staff and legal counsel that the LOI needed to be revised with more clearly written and more direct language as to the CRA's intent and desire to create new housing on these lots (see Attachment 1). BACKGROUND: At the March 13, 2019 CRA Board meeting, Larry Greenberg, Property Asset Manager with PBCHA was present and was asked by the Board to speak to them about the disposition and future intention for vacant lots owned by PBCHA located within in the Heart of Boynton District neighborhood (see Attachment I I & 111). After the discussion, the Board made a motion for CRA legal counsel to prepare a Notice of I ntent letter to the PBCHA stating the CRA's willingness to assist them with the redevelopment of affordable single-family homes on the PBCHA owned properties. At their April 9, 2019 meeting, the CRA Board assigned this item to the CRA Advisory Board for their review and recommendation. FISCAL IMPACT: Fiscal Year 2018-2019 CRA Budget, Project Fund Account#02-58200-406; $100,000 CRA P LAN/P ROJ ECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan CRAAB RECOMMENDATION: At their May 2, 2019 meeting, the CRA Advisory Board recommended approval of the attached Notice of Intent letter to the Palm Beach County Housing Authority (PBCHA) to assist in the development of PBCHA-owned properties located at 404, 406, 408, 410, and 412 NW 12th Avenue. CRA BOARD OPTIONS: 1. Approve the attached Notice of Intent letter to the Palm Beach County Housing Authority (PBCHA) to assist in the development of PBCHA-owned properties located at 404, 406, 408, 410, and 412 NW 12th Avenue. 2. Do not approve the attached Notice of Intent letter to the Palm Beach County Housing Authority (PBCHA) to assist in the development of PBCHA-owned properties located at 404, 406, 408, 410, and 412 NW 12th Avenue. 3. Other recommendations based on Board discussion. ATTACHMENTS: Description D Attachment I - Letter of Intent D Attachment II - Location Map D Attachment III - March 13, 2019 CRA Board Minutes hy 1=axk 710 N Federal Highway °' Boynton Beach, FL 33435 Tli Ph: 561-737-3256 E H Fax: 561-737-3258 C0k1,A.MUNrrY REDEVELOPMENT AGENCY www.catcliboynton.com June 6, 2019 Board of Directors of the Palm Beach County Housing Authority Attn: Carol Jones Gilbert, Executive Director 3432 W. 45th Street West Palm Beach FL 33407 Re: Notice of Intent to Build Improvements Dear Chair Dumars, Vice Chair Choy, and Board of Directors: The Boynton Beach Community Redevelopment Agency ("CRA") drafts this letter of intent to coordinate and cooperate with the Palm Beach County Housing Authority (PBCHA) within the CRA redevelopment area, as discussed at the March 13, 2019 CRA Board meeting. The CRA understands the PBCHA has numerous vacant lots that have been unimproved for decades and desires to start a relationship with PBCHA. Our first proposal is to develop the following vacant lots that are owned by the PBCHA: • 404 NW 12th Avenue, Boynton Beach, Florida (P.C.N. # 08-43-45-21-14-000-4140) • 406 NW 12th Avenue, Boynton Beach, Florida (P.C.N.# 08-43-45-21-14-000-4130) • 408 NW 12th Avenue, Boynton Beach, Florida (P.C.N.# 08-43-45-21-14-000-4120) • 410 NW 12th Avenue, Boynton Beach, Florida (P.C.N.# 08-43-45-21-14-000-4100) • 412 NW 12th Avenue, Boynton Beach, Florida (P.C.N.# 08-43-45-21-14-000-4080) The CRA owns the property located at 402 NW 12th Avenue, Boynton Beach, Florida (P.C.N. # 08-43- 45-21-14-000-4150) and our mission to encourage redevelopment and revitalize the CRA Redevelopment Area is consistent with PBCHA's mission to preserve and build quality affordable housing. The CRA has budgeted over $800,000.00 for miscellaneous development and has several other funds and resources available to coordinate with the PBCHA in your mission. In sum, the CRA hereby respectfully states our intention to start a relationship to develop the subject lots from PBCHA and help create affordable housing within the CRA Redevelopment Area. The redevelopment of these properties is vital to the CRA's Plan and therefore, the CRA Board requests a meeting with your Board to discuss how we may move forward with our request to develop these properties. <SIGNATURES CONTINUED ON THE NEXT PAGE> h�y 1=axk 710 N Federal Highway °' Boynton Beach, FL 33435 Tli Ph: 561-737-3256 E H Fax: 561-737-3258 COkI,A.MUNrrY REDEVELOPMENT AGENCY www.catcliboynton.com Sincerely, Chair Steven B. Grant, Vice-Chair Justin Katz, Board Member Mack McCray, Board Member Christina Romelus, Board Member Ty Penserga t 5, V f I` s' u t l! s t — �� i , �f y , m d C ' ;a 4 � G r — r ? V ml IV m , t3 n >4,r ' r , r , 1+! � rrgry �j't i �}} ■i � 1 1{ n, x , !I r= S F4 1 r, Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida March 13, 2019 Motion Board Member Katz moved to terminate negotiations with Neighborhood Renaissance and terminate the RFP/RFQ for the Cottage District project. Board Member McCray seconded the motion that unanimously passed. 16. New Business A. Discussion with Larry Greenberg, Palm Beach County Housing Authority Larry Greenberg, from the Palm Beach County Housing Authority, advised the Housing Authority is in transition. They lost their executive director in 2017 and they have a qualified person leading the Authority. They adopted a phrase "It's a new day". The Housing Authority has a significant presence in Boynton Beach and the authority operates 40 square foot houses as part of their public housing program. Most of the homes are in the Boynton Beach corridor along Seacrest. There are a few further west, The Housing Authority owns some vacant lots. They met with the CRA three or four weeks ago. The Housing Authority is going through all areas of business and reviewing where they are at with different developments. They look forward to working with the CRA on various properties they own in Boynton Beach and on the vacant parcels in the Cherry Hills District. Board Member Katz asked how many vacant parcels in the CRA District the Authority owns, Mr. Simon explained it is well over twenty lots. Some of the lots have 25 foot widths and some have 50 foot widths. He thought the goal of the Housing Authority is to provide safe, sanitary, and affordable housing and not to sit on vacant lots, He asked when the CRA could discuss the Authority selling or turning over all those vacant lots to the CRA, so the CRA could turn those vacant lots to Habitat for Humanity to build on. If the mission is to take the lots and make them affordable, the CRA could have every parcel earmarked for development in 12 months. He thought proceeding with Habitat would be the quickest more efficient way to proceed. Larry explained there are many steps involved, The Cherry Hill properties were public housing and in order to dispose or repurpose public housing there are many steps and applications to HUD who is involved in the ownership of the property. The new Executive Director is aware of many aspects of the business as they are involved in different areas and stages of many different developments. There are several long-term employees at the Housing Authority. The issue is on their radar, but he could not say when they will be able to address, it. Board Member Katz's goal was to advocate the Housing Authority and the County Commission to take the needed steps by beginning the process. The concept has a common goal. The Housing Authority is a quasi-governmental and a federal agency. It is not a County agency. They are interested in working with the CRA, but they have to make sure they are fit and ready to continue moving forward in the best interest of their clients. Staff, the Executive Director and the Board members are all aware of the CRA's concept. 19 Meeting Minutes Community Redevelopment Agency Board Boynton each, Florida March 13, 2019 Board Member McCray stated the Cherry Hill properties have been dilapidated for 30 years. The properties have been neglected for too long and are an eye sore. He agreed they needed to move forward quickly and let the Board know what they can do. Mr. Greenburg was concerned the property was an eyesore because the Housing Authority pays bills every month to maintain the lots. Chair Grant confirmed the property was an eye sore. There is illegal dumping and Public Works picks up the trash. Homes on the property would be much better. Mr. Simon had scheduled a tentative follow up meeting with the new Director. The goal of the CRA is housing and redevelopment, which is the same goal as the Housing Authority, and staff would lik,,4 to explore every opportunity with them. Mr. Simon pointed out there are 38 lots. Chair Grant noted there is property at 402 NW 12th Avenue and there are vacant lots west of it that the Housing Authority owns. He supported starting in that area. Across the street is an acre, which might be better for townhomes, although the area has only single- family homes. He did not think the Board had to be concerned with the infrastructure for those six lots. He thought the lots could accommodate three or four houses. He was interested in the Housing Authority Board issuing a letter of intent. Chair Grant inquired how the Authority builds home and if the Federal government provides the funding. Mr. Greenberg explained they finance with Florida Housing Finance or one of several other options. Before the Housing Authority would do anything, they would put a business plan together to determine what market they want to attract, They have homeownership opportunities with some of their programs and they offer self-sufficiency programs. Mr. Greenberg advised there are some people already living in the Boynton area that are completing those programs that may be interested in purchasing home. He commented that if the CRA would provide him with the addresses for the littered lots, he would look into the matter, Chair Grant requested working on these properties at 402 NW 12th to 412 NW 12th first. The CRA owns the corner piece. Mr. Greenberg explained the Housing Authority did send a tentative follow up schedule, Chair Grant explained he did not want the Housing Authority to move faster than they could, and there was no point asking the Housing Authority to address all of their properties because the totality of it is too much. The CRA wants to get a project going with the Authority. He was discussing five properties that abut a CRA property on a block and he wanted to move forward with just that piece. He sought to narrow what the CRA is doing so they can get a project going with the Palm Beach County Housing Authority. He requested a motion for a notice of intent to work or help finance single-family homes for home ownership on the properties on 404, 406, 408, 410 NW 12th Avenue and 412 NW10th Avenue. The CRA Staff will send a letter indicating that was the area they want to start with because if they cannot get this done, he would not expect anything else to be done. Motion Board Member cCray so moved. Board member Kelley seconded the motion that unanimously passed. 20 1 B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 CRAADVISORY BOARD AGENDAITEM: 16.A. SUBJECT: CRAAdvisory Board Agenda-June 6, 2019 SUMMARY: See attached. CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board ATTACHMENTS: Description D June 6, 2019 C RAAB Agenda 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRAAdvisory Board Meeting Thursday, June 6, 2019 -6:30 PM Intracoastal Park Clubhouse, 2240 N. Federal Highway, Boynton Beach, FL 33435 561-737-3256 ADVISORYE June 6, 2019 CRAAB Meeting Cancelled AGENDA Notice THE CRA SHALL FURNISH APPROPRIATE AUXILIARY AIDS AND SERVICES WHERE NECESSARY TO AFFORD AN INDIVIDUAL WITH 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 CRNS WEBSITE. INFORMATION REGARDING ITEMS ADDED TO THE AGENDAAFTER IT IS PUBLISHED ON THE CRNS WEBSITE CAN BE OBTAINED FROM THE CRA OFFICE. 1 I, B E AC H C R A COMMUNITY REDEVELOPMENT AGENCY CRA BOARD MEETING OF: June 11, 2019 CRAADVISORY BOARD AGENDAITEM: 16.13. SUBJECT: CRA Advisory Board Meeting Minutes - May 2, 2019 SUMMARY: See attached minutes. CRA BOARD OPTIONS: No action required at this time unless otherwise determined by the Board ATTACHMENTS: Description D May 2, 2019 CRAAB M inutes MINUTES OF THE CRAADVISORY BOARD MEETING INTRACOASTAL PARK CLUBHOUSE 2240 N. FEDERAL HIGHWAY BOYNTON BEACH, FLORIDA 33435 HELD ON THURSDAY, MAY 2, 2019, AT 6:30 P.M. PRESENT: STAFF: Linda Cross, Chair Michael Simon, CRA Executive Director Robert Pollock, Vice Chair Thuy Shutt, CRAAssistant Director Anthony Barber Theresa Utterback, CRA Dev. Svcs. Mgr. Thomas Devlin Bonnie Nicklien, Administrative Svcs. Golene Gordon Sgt. Henry Diehl Allan Hendricks Lisa Tayar, Prototype, Inc. Rick Maharajh 1. Call to Order The meeting was called to order at 6:37 p.m. 2. Roll Call Roll was called, and it was determined a quorum was present. 3. Agenda Approval A. Additions, Deletions, Corrections to the Agenda — None B. Adoption of Agenda Upon motion duly made and seconded, the Agenda was unanimously approved. 4. Information Only A. Financial Report Period Ending April 30, 2019 — None 1. No questions. B. Neighborhood Officer Program 2nd Quarter Report for FY 2018-2019 Sgt. Henry Diehl and Officer Paramore gave a PowerPoint presentation, which included a Summary of Activities (see attached). Highlights include: • When the schools went back in session after the holidays, there was a Law Enforcement Appreciation luncheon. • Child Mentoring • Cultural Art Walk • Sweat with a Cop (every Wednesday) • Connect to Greatness, targets middle school kids • Rock the Plaza Meeting Minutes CRA Advisory Board Boynton Beach, Florida May 2, 2019 • Read with a Cop (every Wednesday) • Recognition Plaque • 100 Days of Dad • Homework Help at Poinciana • Community Meetings • Opportunity Fair at Ezell • Indoor sports • Mayor BBQ at Robinson's • Well's Day Love Fest • Mayoral Forum • Cottage District Cleanup • Bridges Takes Action • Shop with a Cop, along with fundraising for the program • Habitat for Humanity Family Orientation • 4t" and 5t" Grade Writing Breakfast • Gardening • Food Bank Deliveries Mr. Hendricks opened a discussion of bringing in others to engage with the Police Department who are not otherwise already involved, stressing that the core group not be lost along the way. Sgt. Diehl stated that all officers are encouraged to help out when they can; the Chief wants to rotate and train new officers to have a community-oriented mindset. New officers will be eased into the activities to encourage familiarity in the community. Ms. Gordon asked about civilian officers/volunteers; Sgt. Diehl said the program is all preliminary and explained how his time will now be divided amongst the Marine, Crime Prevention, and NOP units, resulting in a savings to the program, which will allow an additional sworn officer along with a volunteer to be available for the program activities. Chair Cross expressed thanks to Sgt. Diehl and Officers Paramore and Rivera for the great job they are doing in the Community, especially when dispatched to other areas and not just the CRA. Also, hoping community involvement lets police know when bad things are starting to happen in order to reduce incidents. Mr. Pollock also commended the officers for doing a good job and encouraged the new officers in the program receive sensitivity training for continued success of the program. 5. Public Comment • Rev. Bernard Wright, 713 NW 2nd St., commended the Officers Neighborhood Program, noting that he has been a stakeholder in the program since its 2 Meeting Minutes CRA Advisory Board Boynton Beach, Florida May 2, 2019 inception. Great tracks have been made in building trust in the Officers Neighborhood Program within the community. 6. Consent A. Approval of CRA Advisory Board Meeting Minutes —April 4, 2019 Motion made by Ms. Gordon, seconded by Mr. Devlin, to approve the April 4, 2019, minutes. In a voice vote, the motion passed unanimously (7-0). 7. Assignments A. Pending Assignments 1 . None B. Reports on Pending Assignments 1. None C. New Assignments 1 . Consideration and Recommendation of the Letter of Intent to Assist in the Development of Properties Located at 404, 406, 408 and 4150 NW 12th Avenue from the Palm Beach County Housing Authority Chair Cross noted on the map on the screen that the lots in red are already owned by the CRA. This item was discussed at the last CRA Board meeting. It was noted that the lots in question are very narrow, and concern was that if nothing is done with them via a letter of intent, they will sit there indefinitely. Mr. Simon explained the Letter of Intent is a formal offering. Discussion followed, noting there is not a request for money, PBCHA has financing. CRA has funding to purchase the lots and discussions should continue regarding a partnership. The sites are scattered and there are many properties to manage; however, there will be restrictions on how PBCHA can dispose of the properties. There was continued discussion on the 38 properties being considered, where they are located, how long they were owned (longer than 20 years in some cases), and how they were acquired. Not all lots are buildable; however, the City can help with professional assistance. Chair Cross wondered about the language in the letter for offers of financial assistance or acquisition, and what might constitute "appropriate" assistance. Mr. Devlin wondered if PBCHA has a desire to stay in the business of building and managing; Mr. Simon stated they have to stay in that business but they do not have to do anything with these particular lots. Mr. Devlin continued, asking if it is in PBCHA's interest to have City control or turn them over to Habitat for Humanity or another such group to build them up for the intended resident population. If CRA is putting money into it, CRA should become the controlling interest to make sure something happens. It is not known how stable PBCHA's management (change in 3 Meeting Minutes CRA Advisory Board Boynton Beach, Florida May 2, 2019 personnel) will be going forward to make sure objectives are continued. Chair Cross stressed the political factor and rather than offering anything specific, offer "appropriate assistance," and leave it nebulous by design. The ongoing approach and intended outcome were then discussed. Mr. Simon recommended rather than giving money and losing control, have the CRA be in control, and he followed by reading the letter provided to the Board. He was not sure there will be a response at all. Five of the lots are being considered as a test case to start the dialogue. There should be attention to crafting language that will exist beyond fluctuations in management staffs going forward. Ms. Gordon added that what type of housing should be considered, but to otherwise let the project go forward. Motion made by Mr. Devlin, seconded by Mr. Maharajh, to go forward with the Letter of Intent. In a voice vote, the motion passed unanimously (7-0). 8. CRA Board Items for CRAAdvisory Board Review and Recommendations A. Old Business 1. Consideration and Recommendations of the Conceptual Design and Development Terms for the CRA's MLK Jr. Blvd Redevelopment Project Chair Cross gave an introduction to the discussion, opening the floor to public comments; however, there were none. Mr. Devlin wondered if any of the previous citizen comments were adopted. Mr. Simon stated Staff is putting together a bullet point list; nothing has been adopted thus far. Meetings are to gather public comment; however, not all comments have impact on decision making. Amenities were discussed, such as weighing out options with the Developer and finding out what types of businesses the community wants. Security of the project is important; long term maintenance, and management history of the developer will be addressed at the next meeting. Assurances cannot be given until the project is built. Points for amenities and services to be considered, whether or not they can be included in the contract, were further discussed. It was noted that nothing should be done to discourage businesses and services (such as medical offices and grocery markets) from participating. Ms. Gordon's take from the many meetings she has attended are concerns that nothing was concrete as far as the pricing, the requirements, and that there has been a lot of talk and no actions. The public wants to see more concrete action and not just a long series of meetings, in other words, what's going to happen, if it's going to happen, when it's going to happen, and how it's going to happen for real. The community wants to know that their opinions are being considered. 4 Meeting Minutes CRA Advisory Board Boynton Beach, Florida May 2, 2019 Mr. Devlin's input was regarding the contract, how much it will cost, and if this project will be the result of taking advantage of funding opportunities. The end result should be the project continuing to move forward. Rent rates were then discussed, it was noted these are set by law (on a chart that has been presented at every meeting). Mr. Simon summarized that the meetings are being held to let the public know what is being built; that the intent of the CRA is to encourage an affordable housing project; a request of funding to charge certain rents, the eligibility requirements, and so on. The developer has to begin the process of income eligibility verifications. Also noted is that annual eligibility inspections will be made. Chair Cross stressed the point that the CRA is trying to do something for the community by making sure that the community wants it. But the community wants to make sure this will not be another "Boynton Terrace." The public is skeptical; but there are really very few unknowns with this developer, who was chosen mostly due to experience and the due diligence the CRA staff has given to the project. Further general discussion followed. Mr. Simon summarized that not all possibilities have been exhausted; the developer will not purchase any properties until under contract; other properties suggested are not under contract, with some properties still only conceptually in the plans. What is needed now is gaining the public's trust on how the project will look in ten years. In a closing comment from the floor, Rev. Wright encouraged that people quit looking negatively at the people to be served in this community, gave an overview of the history of the neighborhood, and asked to instead look at the culture this project could promote. B. New Business 1. Consideration and Recommendations of Purchase for the Property Located at 417 N. Federal Highway Chair Cross ascertained that $210,000 is the appraised value of 15% of an acre. It does not appear that this building is one that the CRA would want to keep, or will it become parking? Mr. Simon said it will be purchased through tax deed sales, the initial offer would be $21,253. There is another property in same complex, the location is too vital to ignore. It is adjacent to City property on Federal Highway. General discussion followed regarding adjoining and nearby properties. Twenty percent over appraisal will be considered. Motion made by Mr. Barber, seconded by Mr. Gordon, to recommend to CRA Board to max/cap the purchase not to exceed $252,000. In a voice vote, the motion passed unanimously (7-0). 5 Meeting Minutes CRA Advisory Board Boynton Beach, Florida May 2, 2019 9. Future Agenda Items - None 10. Adjournment Upon motion duly made and seconded, the meeting was adjourned at 8:11 p.m. Attachments: Power Point Neighborhood Officer Program Report, 2nd Quarter FY 2018-2019 [Minutes transcribed by M. Moore, Prototype, Inc.] 6 1 I, AGENCYB E AC H C R A COMMUNITY REDEVELOPMENT CRA BOARD MEETING OF: June 11, 2019 FUTURE AGENDA ITEMS AGENDAITEM: W.A. SUBJECT: Consideration and Discussion of Fiscal Year 2019/2020 Budget SUMMARY: The Boynton Beach CRA is a quasi-governmental, Special District operating under Title XI, Chapter 163, Part I I I of the Florida Statutes. The agency's annual financial operations run on a fiscal calendar beginning on October 1st and ending on September 30th of each year. The C RA does not obtain its revenue from charging an additional tax. The CRA receives its annual funding based on a percentage share of the existing ad-valorum property taxes paid to the City of Boynton Beach and Palm Beach County. The CRA's annual budget is comprised of three accounting funds; 1) the General Fund which contains the administrative, general operation, insurances, property maintenance and CRA/CRAAB and marina related items; and 2)the Project Fund which contains all of the capital projects, development projects or initiatives, property acquisitions, local business grant programs or promotional events, as well as eligible innovative policing activities such as the Neighborhood Officer Program; and 3) the Debt Service Fund which contains the CRA's financial debt obligations and encumbrances such as bond repayments and developer's tax increment funding agreements. As the CRA district continues to see positive economic growth and the agency itself continues reinvest funding into capital projects that enhance the overall district, prioritizing expenditures and longer range financial planning becomes even more important. The project fund budget discussion will attempt to identify the priority projects for the upcoming fiscal year and assign funding amounts to them in a draft project fund budget exercise using a live accounting spreadsheet as we have done for the last two fiscal years. The financial breakdown will identify current bond debt obligations, existing tax increment revenue funding agreements obligations and available funding for priority projects, programs or funding requests. Included in the review are the preliminary budgets for the Neighborhood Officer Police Program, Special Events and Marketing. The CRA's annual budget process will begin with funding discussions at the July, August and September meetings of both the CRA and CRA Advisory Boards. Final approval and adoption of the CRA's annual budget for Fiscal Year 2019-2020 is anticipated to occur at the September 17, 2019 City Commission meeting. FISCAL IMPACT: To be determined. CRA PLAN/PROJECT/PROGRAM: 2016 Boynton Beach Community Redevelopment Plan ATTACHMENTS: Description PURCHASE AND SALE AGREEMENT TERM SHEET COMMUNITY CARING CENTER BOYNTON BEACH, INC. 145 NE 4TH AVENUE A. Sale of CRA Property— CRA to purchase 145 NE 4th Avenue from Community Caring Center Boynton Beach, Inc. ("CCC") for $205,000 B. Lease Back — CRA to lease back property to CCC for $10 per year until a Certificate of Occupancy is obtained for new location for a time period not to exceed 30 months C. Financial Assistance — CRA to provide $45,000 in financial assistance for pre- development costs to be released after closing and backup documentation to be provided by the CCC. D. CCC acquisition of NE 3rd Street — CRA shall enter into a separate contract with CCC with terms including: 1. Reverter clause and first-right-of-refusal clause 2. Secured interest mechanism for $300,000 in site development funding to CCC, released in percentage draws as the construction progresses with the final percentage payment to take place at Certificate of Occupancy 3. Development timeline and performance milestones for site plan application, approval, etc... PURCHASE AND DEVELOPMENT AGREEMENT TERM SHEET MLK JR. BOULEVARD CORRIDOR REDEVELOPMENT PROJECT A. Sale of CRA Property - CRA to sell its Property within project areas to Centennial for $10.00 1. Closing date—July 31, 2019 (Agreement shall terminate if closing does not occur by October 31, 2019) B. Assignment - Contract may be assigned to a wholly owned affiliate of Centennial without CRA approval; assignment to any other part would require approval by CRA C. Project Requirements - CRA shall approve design of the Project, which approval shall not be unreasonably withheld 1. The Project - Project shall be consistent with Centennial's response to RFP/Developer Qualifications and shall include: a) Residential 1. 124 affordable multi-family rental housing units unless otherwise agreed to in writing by CRA 2. 3-4 story building 3. 1, 2, and 3 bedroom units 4. Associated amenities (to be more clearly defined) b) Commercial 1. 8,350 square feet of commercial space c) Other 1. Gates if required by CRA 2. Sidewalks a. 8 foot sidewalks along residential frontage of MLK Boulevard b. 16 foot sidewalk/pedestrian zone along commercial frontage of MLK Boulevard c. 6 foot sidewalks around remaining portions of the Project 3. Streetlights along entire perimeter 4. On street parking, where feasible 5. Trees around and within the Project that exceed size requirements of City Code 6. Enhanced resident amenities 7. Accommodations for an onsite residential manager, if necessary 8. Open commercial plaza with shade, lighting and landscape design features 2. Local Contractors/Local Jobs - Purchaser shall make reasonable and good faith efforts to use and hire qualified, licensed, insured, and bondable local contractors and subcontractors and to employ residents as part of completed Project operations and property management team a) Prior to and during the construction of the Project, Centennial shall: 1. Host 2 job fairs 2. Give priority to Locally Owned Small Businesses to participate during construction 3. Include requirements in all contracts that contractors and subcontractors make reasonable efforts to hire locally 4. Pay property management positions at minimum of Living Wage for Palm Beach County D. Funding Options and Associated Development Timelines for Residential 1. Option 1 - 9% Low Income Housing Tax Credit Program Funding Option: a) 2 application cycles (2019 and 2020) unless CRA directs Seller to proceed under Option 3 b) Local Government contribution may be required c) Development shall proceed pursuant to FHFC underwriting schedule 2. Option 2 - State Housing Incentive Loan Program Funding Option a) 2 application cycles (2019 and 2020) unless CRA directs Seller to proceed under Option 3 b) Local Government contribution may be required c) Development shall proceed pursuant to FHFC underwriting schedule 3. Option 3 -Tax Increment Funding Option a) Centennial shall apply for Tax Exempt Multifamily Revenue Bond Funding and 4% Tax Credits b) Tax Increment Revenue Financing will be provided to CRA to cover the gap between Project costs and Bond funding and tax credits received c) Development timeline: 1. Applications for site plan approval submitted within 90 days of notification that it has not received funding from FHFC under Options 1 or 2 or written notification from CRA that it should proceed under this option 2. Applications for building permits submitted within 120 days of receipt of site plan approval 3. Temporary or permanent certificate of occupancy received within 24 months from receipt of building permit 4. Centennial shall diligently process all applications E. Funding Options — Commercial 1. Option for Seller and Purchaser to enter into separate agreement establishing terms and conditions for CRA to provide additional funding for costs of construction, operation or maintenance of Commercial Component of project F. Termination - CRA may terminate the Agreement if Centennial does not receive funding pursuant to Funding Options 1 or 2 1. If CRA terminates the Agreement, it shall purchase properties acquired by Centennial within project area for no more than $ 2. If CRA terminates the Agreement, Centennial will transfer ownership back to the CRA for any parcel sold to them under the terms of the Agreement G. Reverter - Warranty Deed conveying CRA Property shall contain reverter clause requiring Centennial to reconvene property to CRA if it defaults under the terms of the Agreement H. Right of First Refusal — CRA shall have right of first refusal to repurchase the Property if it contributes TIRF to the Project Purchase and Development Agreement Term Sheet—MLK Blvd. • Sale of CRA Property-CRA to sell its Property within project areas to Centennial for$10.00 o Closing date—July 31, 2019 (Agreement shall terminate if closing does not occur by October 31, 2019) • Assignment-Contract may be assigned to a wholly owned affiliate of Centennial without CRA approval; assignment to any other part would require approval by CRA • Project Requirements-CRA shall approve design of the Project, which approval shall not be unreasonably withheld o The Project- Project shall be consistent with Centennial's response to RFP/Developer Qualifications and shall include: • Residential • Approximately 124 affordable multi-family rental housing units • 3-4 story building • 1, 2, and 3 bedroom units • Associated amenities (to be more clearly defined) • Commercial • 10,000 square feet of commercial space • Other • Gates if required by CRA • Sidewalks o 8 foot sidewalks along residential frontage of MLK Boulevard o 16 foot sidewalk/pedestrian zone along commercial frontage of MLK Boulevard o 6 foot sidewalks around remaining portions of the Project • Streetlights along entire perimeter • On street parking, where feasible • Trees around and within the Project that exceed size requirements of City Code • Enhanced resident amenities (to be more clearly defined) • Accommodations for an onsite residential manager • Open commercial plaza with shade, lighting and landscape design features o Local Contractors/Local Jobs- Purchaser shall make reasonable and good faith efforts to use and hire qualified, licensed, insured, and bondable local contractors and subcontractors and to employ residents as part of completed Project operations and property management team • Prior to and during the construction of the Project, Centennial shall: • Host 2 job fairs • Give priority to Locally Owned Small Businesses to participate during construction • Include requirements in all contracts that contractors and subcontractors make reasonable efforts to hire locally • Pay property management positions at minimum of Living Wage for Palm Beach County • Funding Options and Associated Development Timelines o Option 1-9%Low Income Housing Tax Credit Program Funding Option— ■ 2 application cycles(2019 and 2020) unless CRA directs Seller to proceed under Option 3 • Local Government contribution may be required • Development shall proceed pursuant to FHFC underwriting schedule o Option 2-State Housing Incentive Loan Program Funding Option • 2 application cycles(2019 and 2020) unless CRA directs Seller to proceed under Option 3 • Local Government contribution may be required • Development shall proceed pursuant to FHFC underwriting schedule o Option 3-Tax Increment Funding Option— ■ Centennial shall apply for Tax Exempt Multifamily Revenue Bond Funding and 4%Tax Credits • Tax Increment Revenue Financing will be provided to CRA to cover the gap between Project costs and Bond funding and tax credits received • Development timeline: • Applications for site plan approval submitted within 90 days of notification that it has not received funding from FHFC under Options 1 or 2 or written notification from CRA that it should proceed under this option • Applications for building permits submitted within 120 days of receipt of site plan approval • Temporary or permanent certificate of occupancy received within 24 months from receipt of building permit • Centennial shall diligently process all applications • Termination-CRA may terminate the Agreement if Centennial does not receive funding pursuant to Funding Options 1 or 2 o If CRA terminates the Agreement, it may purchase properties acquired by Centennial within project area o If CRA terminates the Agreement, Centennial will transfer ownership back to the CRA for any parcel sold to them under the terms of the Agreement. • Reverter-Warranty Deed conveying CRA Property shall contain reverter clause requiring Centennial to reconvene property to CRA if it defaults under the terms of the Agreement • Right of First Refusal—CRA shall have right of first refusal to repurchase the Property if it contributes TIRF to the Project